ML15338A084
| ML15338A084 | |
| Person / Time | |
|---|---|
| Site: | South Texas |
| Issue date: | 11/23/2015 |
| From: | Clark D R South Texas |
| To: | Document Control Desk, Office of Nuclear Reactor Regulation |
| References | |
| G02, NOC-AE-15003316, STI: 34245179 | |
| Download: ML15338A084 (106) | |
Text
VNuclear Operating CompanySouth Texas Proj~ect Electric Generating Station P.O. BoX 289 Wadsworth, Te~s 77483 ________________November 23, 2015NOC-AE- 15003316File No.: G02I10CFR50.54(w)(3)U. S. Nuclear Regulatory CommissionAttention: Document Control DeskWashington, DC 20555-0001South Texas ProjectUnits 1 and 2Docket Nos.: STN 50-498, STN 50-499Nuclear Insurance ProtectionPursuant to the requirements of 10OCFRS0.54(w)(3), STP Nuclear OperatingCompany submits the attached Nuclear Electric Insurance Limited (NEIL) propertyinsurance policies.There are no commitments associated with this letter. Should you have anyquestions, concerns, or require additional information on this matter, please contactKaren'Adkins at (361) 972-8698 or Cheryl Clover at (361) 972-71 48.Daniel R. ClarkManager, FinanceUKMAAttachments:P15-075 -Primary Property PolicyBXI5-007 -Blanket Excess Property Policy,G:\HUMPNRESOURCES\INSURANCE\ANN UAL MUST DOS\2015\NRC-LIABILflTY INS NOTICE (NEIL-2015) 2015 POLICIES ADDITIONAL REQUEST.DOCSTI: 34245179 NOC-AE- 15003316Page 2cc:(paper copy)(electronic copy)Regional Administrator, Region IVU.S. Nuclear Regulatory Commission1600 East Lamar BoulevardArlington, TX 76011-4511Lisa M. RegnerSenior Project ManagerU.S. Nuclear Regulatory CommissionOne White Flint North (O8H04)11555 Rockville PikeRockville, MD 20852NRC Resident InspectorU. S. Nuclear Regulatory CommissionP. 0. Box 289, Mail Code: MNl16Wadsworth, TX 77483Morgqan. Lewis & Bockius LLPSteve Frantz, EsquireU.S. Nuclear Reciulatory CommissionLisa M. RegnerNRG South Texas LPJohn RaganChris O'HaraJim von SuskilOPS EnergqyKevin PolioCris EugsterL. D. BlaylockCrain Caton & James, P.C.Peter NemethCity of AustinCheryl MeleJohn WesterTexas Dept. of State Health ServicesRichard A. RatliffRobert FreeM. K. Kistler, w/oRMSElectronicN2005G:\HUMAN RESOURCES\INSURANCE\ANNUAL MUST INS NOTICE (NEIL-2015) 2015 POLICIES ADDITIONAL REQUEST.DOC NUCLEAR ELECTRIC INSUIRANCE LIMITEDWILMINGTON, DELAWAREPRIMARY PROPERTY AND DECONTAMINATION LIABILITY INSURANCEPOLICYDeclarations attached to and made a part of Policy No. P 15-075(South Texas Project)Item 1.Member InsuredMember AddressRespective InterestSTP Nuclear Operating CompanyP.O. Box 289Wadsworth, Texas 77483100%Item 2.Insurer: Nuclear Electric Insurance LimitedMailing Address: 1201 N. Market Street, Suite 1100, Wilmington, Delaware 19801A. Policy Period:Item 3.From 12:01 a.m.(Time)on Apriul1,2015(Date)to 12:01 a.m.(Time)on April 1, 2016, Standard Time in Hamilton, Bermuda.(Date)B. Policy Year:From 12:01 a.m.(Time)on Apriul1,2015(Date)to 12:01 a.m.(Time)on April 1, 2016, Standard Time in Hamilton, Bermuda.(Date)Item 4.Premium: $5,6i7,500Primary -April 1, 2015.Pl ...... ..20 15.01.30.09.00.4 1 Item 5. A. Multiple: 10Item 6.B. Retrospective Premium Adjustment: $56,175,000A. Except as provided in Item 6.B, the Insurer's maximum Limit of Liabilityresulting from any one Accident will not exceed $1,500,000,000.B. The Insurer's maximum Limit of Liability resulting from any oneAccident that involves coverage under paragraph I.A.2, subsection I.F or SectionI.G will not exceed $1,500,000,000; provided, however, that not more than$1,500,000,000 of such Limit of Liability may be used for losses that are coveredunder Policy provisions other than paragraph I.A.2, subsection I.F or Section I.G.Course of Construction:$50,000,000 per projectItem 7.Description and location of property covered:All Real and Personal Property including the land and all buildings andstructures of the South Texas Project (including Units 1 and 2) situated on asite consisting of approximately 12,300 acres and located in southwestMatagorda County. approximately 12 miles south-southwest of Bay City and10 miles north of Matagorda Bay.See Attachment 1Primary- April 1, 2015.. .P -1 .q O '/. .. ....... .. .... ... .. .... .......ii2015.01.30.09.00.41ii 2015.01.30.09.00.41 Item8.Item 8. Deductibles:Deductible Amount:$250000Deductible for any Loss under Section V.M (Natural Hazards):Windstorm: $10,000,000 plus 10% of the amount of the Loss in excess of$10,000,000, up to a total maximum deductible of $59,000,000Flood:$10,000,000 plus 10% of the amount of the Loss in excess of$10,000,000. up to a total maximum deductible of $59,000,000Earthquakeor VolcanicEruption:$10,000,000 plus 10% of the amount of the Loss in excess of$10,000,000, up to a total maximum deductible of $59,000,000Item 9.Transit Deductible Amount:$100,000Insureds:NRG South Texas LP: City of SanAntonio, Texas. acting through theCity Public Service Board of San Antonio: City of Austin, Texas:Ebasco Constructors. Inc.. and parent or affiliated companies or entitiesof Ebasco Constructors, Inc., and all of its subcontractors and vendorsand their suppliers: Bechtel Energy Corporation, any parent or affiliatedcompanies or entities of Bechtel Energy Corporation, and all of itssubcontractors and vendors and their supplier: Brown & Root. Inc.: andHalliburton Company: Westinghouse Electric Corporation: all as theirrespective interests may appear.Additional Insured: CenterPoint Energy Houston Electric. LLC' ~Primary- April 1, 2015.... .... .... .15 0 J5 .... ........iii20 15 .01.30.09.00.4 1 Item 10. Loss Payee Clause:A. Expenses covered under Section I.A.2 (Nuclear Liability Coverage) shallbe adjusted with the Member Insured and payable to:STP Nuclear Operating Company as Agent on behalf of the followingInsureds:i) NRG South Texas LP in respect of its 44% ownership interest.ii) City of San Antonio, acting through the Cityv Public Service Boardof San Antonio in respect of its 40% ownership interest.iii) City of Austin in respect of its 16.0% ownershipB. All other covered Losses, except for expenses covered under Section I.G,shall be adjusted with the Member Insured and payable to:STP Nuclear Operating Company as Agent on behalf of the followingInsureds:i) NRG South Texas LP in respect of its 44% ownership interest.ii) City of San Antonio, acting through the City Public Service Boardof San Antonio in respect of its 40% ownership interest.iii) City of Austin in respect of its 16.0% ownershipC. Expenses covered under Section I.G. (Decommissioning LiabilityCoverage) shall be adjusted with the Member Insured and payable to:To Be DeterminedThe Member Insured may, by written notice to the Insurer, designate otherpayees under Items 10 A, B or C.Item 11. Service of Process to Insured (see Section V.G.5):General CounselSTP Nuclear Operating Companyd/o Duane Morris LLP222 Delaware Avenue, Suite 1600Primary- April 1, 2015 iv 2015.01.30.09.00.41...P ;15 -7 5 .. ..... .. ... ..... .. .... .... ...... ...
Wilmington. DE 19801-1659Primary-VJ= April. 1,.2015V2015.01.30.09.00.41V 2015.01.30.09.00.41 Attachment I to Policy P15-075 __________________LOPU~IN,, SOT TEA RJCFigure 1.2- Hevision
~1XFHflELP(y41 ~I -II -~1-== ' -k= ........S SOUTHi TEXAS 1'[RCJIXT II OPERATING COMPANYE¶1 iI, I -, , 130 soIg,hL-, , 2 I --
NUCLEAR ELECTRIC INSURANCE LIMITEDPRIMARY PROPERTY AND DECONTAMINATION LIABILITY INSURANCEPOLICYTABLE OF CONTENTSI. INSURING AGREEMENT...................................................................... 1A. Coverage .................................................................................. 2B. Territorial Limits ..... ................................................................... 4C. Property Insured .......................................................................... 4D. Property of Others .........,............................................................... 4E. Extensions of Coverage.................................................................. 41. Debris Removal and Decontamination ........................................ 42. Transit Damage .................................................................. 43. Expediting Expense ............................................................. 54. Regulatory Code................................................................. 65. Removal from Premises......................................................... 6F. FUNCTIONAL TOTAL LOSS COVERAGE ........................................ 6G. DECOMMISSIONING LIABILITY COVERAGE .................................. 7II. PRIORITY FOR DECONTAMINATION LIABILITY EXPENSES ....................... 8III. EXCLUSIONS .................................................................................... 9A. General Exclusions....................................................................... 9B. War Risk Exclusion..................................................................... 12lV. PREMIUM ....................................................................................... 13V. CONDITIONS ................................................................................... 13A. Abandonment............................................................................ 13B. Appraisal................................................................................. 14C. Assignment .............................................................................. 14D. Choice of Law ........................................................................... 14E. Concealment, Fraud..................................................................... 15F. Deductibles .............................................................................. 15G. Dispute Resolution...................................................................... 15H. Headings................................................................................. 19I. Evaluations and Compliance with Loss Control Standards ..........................20J. Insurer's Options........................................................ i................ 22K. Limis..................................................................................... 22L. Mortgagee Interests and Obligations.................................................. 23M. Natural Hazards............. ............................................................ 23Primary- April 1, 2015 12015.02.04.13.16.50...... .. ......P 1' -O5 ... ..... .....
- 1. Windstorm Loss................................................................. 232. Flood Loss....................................................................... 233. Earthquake or Volcanic Eruption Loss....................................... 24N. Other Insurance.......................................................................... 240. Policy Decisions and Notice ........................................................... 24P. Policy Modifications.................................................................... 24Q. Requirements in Case of Loss ......................................................... 25R. State Premium Tax...................................................................... 26S.- Subrogation.............................................................................. 26T. Suit ....................................................................................... 27U. Term and Cancellation ................................................................. 27V. Valuation................................................................................. 28W. Waiver Provisions...:................................................................... 29X. When Loss Payable ..................................................................... 29VI. RETROSPECTIVE PREMIUM ADJUSTMENT............................................ 29VII. MEMBERSHIP .................................................................................. 33VIII. DEFTNITIONS................................................................................... 33A.B.C.D.E.F.G.H.I.I.K.L.M.N.0.P.Q.R.S.T.U.V.W.X.Y.Z.Primary- April 1, 2015"Accident ........................................................................ 34"Accidental" ..................................................................... 34"Accidental Property Damage" ............................................... 34"Actual Cash Value"..................................... 34"Additional Premium"......................................................... 34"Deductible Adjustments"..................................................... 34"Delinquent Member".......................................................... 34"Deposit Premium". ........................................................... 34"Flood ........................................................................... 34"Insured Property" ............................................................. 35"Loss". .......................................................................... 35"Loss Control Standards". .................................................... 35"Member Insureds of the Insurer". ........................................... 35"Operator"....................................................................... 35"Other Insurance Policy" ...................................................... 35"Other Member Insurance Policy"............................................. 35"Premium Adjustment". ....................................................... 35"Property Damage"............................................................. 35"Rating Procedures and Schedules". ......................................... 35"Replacement Cost"............................................................ 35"Retrospective Premium Adjustment"........................................ 36"SIHALL Requirement".............. .......................................... 36"Temporary Works"............................................................ 36"Unit"............................................................................ 36"Act"............................................................................. 36"Amount of Decommissioning Liability Coverage"........................ 36ii 2015.02.04.13.16.50 AA°BB.CC.DD.EE.FE.GG.HHI.II."Decommissioning Target Amount".......................................... 36"Decommissioning Target Document"....................................... 37"Decommissioning Trust Fund" .............................................. 37"Functional Age"............................................................... 37"Functional Total Loss Coverage"............................................ 37"Functional Value" ............................................................. 37"Generation Replacement Value" ............................................ 37"Settlement Date ............................................................... 37"Shortfall"................................... .................................... 37Primary- April 1, 2015,PV.t ' .. ...... ..iiiiii~20 15 .02.04. 13. 16.50 Policy No. P 15-075NUCLEAR ELECTRIC INSURANCE LIMITEDWILMINGTON, DELAWAREPRIMARY PROPERTY AND DECONTAMINATION LIABILITYINSURANCE POLICYThis Policy is made by and among the Member Insured (specified in Item 1 of the Declarations)and Nuclear Electric Insurance Limited, a Bermuda mutual company with limited liability (the"Insurer").The Insurer is only licensed in Bermuda and Delaware and the Insureds (those Insureds specifiedin Item 9 of the Declarations together with the Member Insured) will not be protected by theguaranty funds of any U.S. jurisdiction.The Member Insured will be required to execute the Policy in Delaware. The Policy willbecome effective only upon the acceptance by the Member Insured of the delivery of the Policyat the Insurer's office in Delaware.I. INSURING AGREEMENTIn consideration of the premium paid, and subject to the terms and conditions of'this Policy, theInsurer agrees to pay the Member Insured, subject to the Deductible, for certain expenses andcosts resulting fr'om Accidental Property Damage.In Witness Whereof, the Insurer and the Member Insured have caused this Policy to be executedand attested on their behalf in Wilmington, Delaware.Wilmington, DelawareDate:Attest:,A of April1, 2015By:INSURER:Nuclear Electric Insurance LimitedDavid B. Rip som, MEMBER INSURED:STP Nuclear Operating CompanyWilmington, DelawareByDate:Witness:Asof. pill1,2o15APrimry-Apri 1,20112015.02.04.13.16.50Prim ary-A pril 1,2015 ... .................. .. ....6....
A. Coverage1. This Policy insures against Property Damage caused by an Accident, unlessotherwise excluded, subject to the terms and conditions of this Policy.2. This Policy also insures against expenses necessarily incurred by the Insureds indischarging their legal obligation to protect the public health and safety followingAccidental Property Damage, unless otherwise excluded, subject to the terms andconditions of this Policy.3. (a) Subject to the terms and conditions herein, the Insurer shall be liable forAccidental Property Damage caused by:(i) Windstorm, tornado or hurricane;(ii) Flood, including flood caused by or resulting from hurricane, tornado orwindstorm; surface water, waves, tidal water, or tidal wave, overflow of streamsor other bodies of water, or spray from any of the foregoing, all whether drivenby wind or not, and release of water impounded by a dam (each of which isdeemed a "Flood"t); and(iii) Earthquake, volcanic eruption, landslide, subsidence or sinking of landor other earth movement, settlement or other movement of foundations.(b) In the event that Accidental Property Damage under this Policy and under one ormore Other Insurance Policies with insurance coverage effective during thePolicy Year is caused directly or indirectly by any single Flood, earthquake orvolcanic eruption, or windstorm, or which involves radioactive contamination,or by any Accident which ensues directly or indirectly from a Flood, earthquakeor volcanic eruption, or windstorm, or from an Accident involving radioactivecontamination the Insureds agrees that:(i) The Insurer's liability for all Losses resulting from Accidental PropertyDamage shall not exceed the greater of (A) the Amount of Insurancestated in Item 6 of the Declarations, or (B) the highest of the Amount ofInsurance stated in the declarations of the Other Insurance Policiesproviding coverage with respect to the same Accident; and(ii) The Insurer's liability under this Policy shall be the amount determinedunder subparagraph (b)(i) above times a fraction, the numerator of whichis the Insurer's liability for the Losses resulting from AccidentalProperty Damage under this Policy, but for this paragraph 3(b), and thedenominator of which is the sum of the Insurer's liability for Lossesresulting from Accidental Property Damage under this Policy and allOther Insurance Policies, but for this paragraph 3(b).Primary- April 1,2015 2 2015.02.04.13.16.50Primary- April 1, 201520 i5.02.()4113116150
- 4. The Insurer's liability under this Policy shall not exceed the course ofconstruction limit per Project, as specified in Item 6 of the Declarations, in theevent of Accidental Property Damage to property, tools, materials, supplies, equipment, and machinery involved or used in the activities described below(each of which shall be referred to separately as a "Project"):(a) Steam*generator replacement(s),(b) Reactor head replacement(s),(c) Nuclear Steam Supply System (NSSS) Pressurizer replacement(s),(d) Main condenser replacement(s) and/or full retubing,(e) Major component replacement(s) along the turbine/generator shaft line,S includ!ing the high, intermediate, and low pressure turbine rotors, and thegenerator rotor and stator, ..(f) Emergency diesel generator replacement(s),(g) Moisture separator/feed water heater replacement(s),(h) Vessel Internal Component replacement(s), and(i) Large crane replacement(s), limited to the turbine overhead or gantry (crane, BWR refueling floor crane, and PWR containment polar crane, and.(j) Construction or replacement(s) of cooling tower(s) for circulating watercoolingand to contractor's or subcontractor's equipment, machinery, tools, and property.Such interests of contractors and subcontractors are limited to the Projectsdescrilbedin sub}sections (a) through (j) above, and for Which they have been hiredto perform work.The course of construction subi~mit in Item 6 of thle Declarations shall also applyto any Property Damage to Temporary Works owned by the Insured, or leased orrented by the Insured under an arrangement that requires the Insured to secure andmaintain the insurance, which Temporary Works are involved or used in theProjects described in subsections~ (a) through (j) above.The course of construction subiimit in Item 6 of the Declarations shall also applyto any Property Damage that ensues from, arises out of or is caused by anyProjects described in subsections a) through j) above and to any Property Damagethat could have been avoided or reduced if the Project had not been undertaken.CPrim ary-A pril. .... ...... ...1 ,201 3... ... .. .. ........ ... ...... .0........1..16.5Primary- April 1, 201532015.02.04.13.16.50 However, the course of construction sublimit in Item 6 of the Declarations shallnot apply if the Property Damage is caused by a natural hazard or the Insured candemonstrate that the cause of the Property Damage was unrelated to the Projectsdescribed in subsections (a) through (j) above and there is otherwise coverageunder this Policy.This subsection shall not be construed to limit the recovery for, or otherwiseexclude, any Loss incurred under Section I.A.2 of this PolicyB. Territorial LimitsThis Policy covers Insured Property worldwide except for loss or damage in any countrythat is listed as an embargoed or restricted destination within Part 110 of Chapter 10 ofthe U.S. Code of Federal Regulations (10 C.F.R. § 110) or is listed as a country requiringspecific authorization within Part 810 of Chapter 10 of the U.S. Code of FederalRegulations (10 C.F.R. §810).C. Property InsuredThis Policy covers the property specified as such in Item 7 of the Declarations andsituated at a location specified therein, and as provided in Section I.E.2 and in SectionI.D.D. Property of OthersSubject to its terms and conditions, this Policy also covers the personal property ofemployees and others at the location described in the Declarations unless otherwiseexcluded.E. Extensions of Coverage1. Debris Removal and Decontamination ..This Policy alSO shall pay for expenses necessarily incurred by the Insureds in removingdebris of and in decontaminating the Insured Property covered by this Policy, includingthose incurred to decontaminate land, following Accidental Property Damage, unlessotherwise excluded.2. Transit DamageThis Policy also shall pay for the Property Damage caused by an Accident, unlessotherwise excluded, to Insured Property in transit and to property insured under SectionI.D while such property is in transit, subject to a total sublimit of $10,000,000 and thefollowing terms and conditions:Primary-....... April....1,. 201 4.. ...... ... 2015. 02..04.1. .1.. ... 0Primary- April 1, 20152015.02.04.13116.50
- (a) For purposes of this coverage, Insured Property includes property that hasbeen purchased for use at the site and is in transit to the site. ((b) This coverage applies to shipments of Insured Property worldwide and tothe temporary storage of such Insured Property while at a repair facility,except that(i) No coverage is provided while the Insured Property is within theborders of any country excepted from the Territorial Limitsdefined in Section I.B; and(ii) No coverage is provided for any shipment beyond 100 nauticalmiles of the shores of the country of origin or destination forairborne or waterborne shipments, except when the point of exitand entry for the shipment is to be the same country in which casethis coverage will remain in effect throughout the shipment.(c) It is a condition of this insurance that the Insured Property be packed andshipped in accordance with all applicable laws or regulations having theforce of law.(d) This coverage is excess of any valid and collectible coverage from theseller or shipper.Each and every Loss covered under thisSection I.E.2 shall be adjusted separately, and Cfrom the amount of such Loss, or, if there is contributing insurance, from the Insurer'spro-rata share of such Loss, there shall be deducted the Transit 'Deductible Amountstipulated in Item 8 of the Declarations.3. Expediting ExpenseThis Policy shall also pay for the reasonable extra costs to make terniporaryrepairs ortemporary replacement and to expedite the permanent repair or replacement of InsuredProperty damaged by an Accident, unleSs Otherwise excluded, including overtime and theextra cost of express or other raipid means of transportation., This coverage is subject to asublirmit of the greater of $5,000,000 or an amount equal to ten percent (10%)' of the loss(excluding the Expediting Expense), but not to exceed a maximum sublimnit of$20,000,000. At the sole discretion of the Insurer, the maximum sublimit amount statedin this subsection may be increased if the Insurer determines that expenses incurred bythe Insured that qualify as Expediting Expenses under this Policy, directly result in areduction of the Insurer's potential Accidental Outage payments under an applicableNEIL I Accidental Outage Policy issued by the Insurer. The maximum amount to whichthe sublimit may be increased shall not exceed the amount, as determined by the Insurer,by which the Insurer's potential payments under the referenced NEIL I AccidentalOutage Policy was reduced. Any determination by the Insurer to increase the sublimitstated herein must be in writing, executed by an authorized representative of the Insurer.PriaryAprl 1201 5 01502.4. 3. 6.5Primary- April 1, 201552015.02.04.13.16.50
- 4. Regulatory CodeThis Policy shall also cover the additional cost of repair or replacement of InsuredProperty arising out of Accidental Property Damage, necessitated by enforcement of anystate or federal statute, regulation, ordinance or other rule having the force of law relatingto minimum standards of construction or engineering or licensing, qualification orcertification (hereinafter referred to as "Code") which is in effect at the time of theAccident and to which the Insured Property is subject. All such costs are subject to atotal sublimit of $2,500,000 and to the requirement that the costs involved are actually,directly and necessarily incurred in order to comply with any Code governing repairand/or replacement, or continued or renewed licensing, qualification or certification ofthe Insured Property which has sustained Accidental Property Damage.5. Removal from PremisesIf Insured Property is necessarily removed from any location specified in the Declarationsfor preservation from imminent physical damage, this Policy also covers such InsuredProperty for a period of forty-five (45) business days from the commencement of suchremoval, during removal, at any place to which such Insured Property has been removed,and during return; provided, however, this provision does not apply to Property Damageby radioactive contamination except as otherwise provided in Section I.E.2. The MemberInsured shall notify the Insurer of any such removal within ten (10) business days after itscommencement.F. FUNCTIONAL TOTAL LOSS COVERAGE1. (a) In the event of Accidental Property Damage which (i) exceeds$500,000,000 and includes as part of the loss at least $100,000,000 ofNuclear Liability Coverage; (ii) is covered under Sections I.A. 1 and/or I.Eof the Policy; and (iii) results in permanent cessation of nuclear operationsat a Unit, the Insurer agrees to indenmlify the Insureds and their legalrepresentatives for the Functional Value of the Unit following AccidentalProperty .., ..(b) If the-Member Insured elects to receive the Functional Value of the Unitthe Member will not be entitled to receive any additional recovery underthe Property Damage Coverage of the Policy.(c) In the event that the Unit returns to. commercial nuclear operation, theInsureds shall repay to the Insurer the entire amount paid pursuant toparagraph I.F. 1 (a), together with interest thereon, calculated quarterly atthe 90-day United States Treasury Bill interest rate in effect on the firstbusiness day of each calendar quarter.Primary- April 1, 2015620520431602015.02.04.13.16150 (d) If the Insured satisfies the requirements for and elects to receive theFunctional Value of the Unit pursuant to thisSection I.F, the maximum ,amount the Insured may collect from the Insurer over each of the next five(5) consecutive 12-month periods is US$350,000,000. Each 12-monthperiod will begin on the date, or anniversary date, of the Accident thatresulted in the Functional Value election. After the fifth anniversary ofthe Accident date, the Insured shall be permitted to collect any amountthat remains available under the Limit of Liability stated in Item 6 of theDeclarations, subject to the terms of this Policy including priority ofpayments and when the Insurer would be obligated to make claimspayments. Despite the provisions of this paragraph, an Insured maycollect more than the maximum amount stated above over any of the 12-month periods, but only if all of the payments made to the Insured duringthe particular period are for damages incurred pursuant to Section I.A.2 ofthis Policy, or Section 1. 1(a) and (b) of an applicable DecontaminationLiability, Decommissioning Liability and Excess Property InsurancePolicy issued by the Insurer for the site insured under this Policy.G. DECOMMISSIONING LIABILITY COVERAGE1. The Amount of Decommissioning Liability Coverage under this Policy for a Unitshall be equal to the Shortfall for such Unit calculated by using theDecommissioning Target Amount as of the Settlement Date set forth in theDecommissioning Target Document and the amount of the DecommissioningCTrust Fund as of the Settlement Date.2. In the event of Accidental Property Damage which (i) exceeds $500,000,000 andincludes coverage under Section I.A.2;. (ii) is covered under Sections I.A. 1, I.Fand/or I.G of this Policy; and (iii) results in permanent cessation of nuclearoperations at the Unit, the Insurer agrees to indemnify the Insureds and their legalrepresentatives for estimated expenses necessarilyto be incurred indecommissioning the Unit as described in the Decommissioning TargetDocument, up to the Amount of Decommissioning Liability Coverage for the Unitdetermined under subsection G.i above....3. Any amounts payable byjthe Insurer pursuant to subsections G.l1 and G.2 shall bedeposited into the Decommissioning Trust Fund pursuant to Item 10C of theDeclarations. The calculation of the Amount of Decommissioning LiabilityCoverage shall be made with respect to any claim under subsection G. 1 once theMember Insured has certified that the Insureds have discharged their legalobligation or liability to protectthe public health and safety, as required by theAct. No payment shall be made with respect to any claim under subsection G. 1until the Member Insured has certified that the Insureds have discharged theirlegal obligation or liability to protect the public health and safety followingAccidental Property Damage, as required by the Act, or has made the attestationsreferred to in Section II.2(a).Primary-April 1, 20157.-.-1371-675"0 .........
- 4. In the event that the Unit returns to commercial nuclear operation, the Insuredsshall return to the Insurer the entire amount paid pursuant to this Section G,together with interest thereon, calculated quarterly at the 90-day United StatesTreasury Bill interest rate in effect on the first business day of each calendarquarter.5. The Insureds' recovery under the Decommissioning Liability Coverage shall notbe decreased because the Actual Cash Value (or if applicable, the ReplacementCost) of the Insured Property is less than the Insurer's limit of liability.II. PRIORITY FOR DECONTAMINATION LIABILITY EXPENSES1. Whenever the estimated expenses covered under Section I.A.2 exceed$100,000,000, except as provided in paragraph 2 below, it is agreed that paymentunder this Policy shall be first made with respect to Losses incurred under SectionI.A.2, and then, to the extent proceeds of this Policy are not so utilized, withrespect to Losses incurred under Section I.A. 1.2. Payment under this Policy may be made with respect to Losses covered underSection I.A.l1 prior to the completion of payments under Section I.A.2 only on thefollowing conditions:(a) The Member Insured must attest that:(i) no proceeds of this Policy in excess of an amount specified by theInsureds ("Specified Nuclear Liability Amount"), except asprovided in a Proof of Loss filed with the Insurer, are needed todischarge the legal obligation or liability of the Insureds under theAtomic Energy Act of 1954, 42 U.S.C. Section 2011 et seq. asamended, and the regulations promulgated pursuant thereto "Act") to protect the public health and safety following AccidentalProperty Damage; 'and .(ii) the payment or use of policy proceeds for Losses covered underSection I.A.l1 does not violate any regulation or order of theNuclear Regulatory Commission or any governmental bodysucceeding to the functions and authorities thereof ("NRC").(b) Except as provided in paragraph (c) below, the amount of insuranceavailable for payment to the Insureds with respect to Losses covered underSection I.A. 1 prior to the indemnification under Section I.A.2 shall becalculated by subtracting the Specified Nuclear Liability Amount from theamount of insurance specified in Item 6 of the Declarations, as it may bereduced pursuant to the terms of this Policy.Primary-April 1,2015 8 20 15 .02.04. 13. 16.50Primary- April 1, 201582015.02.04.13.16.50 (c) At the request of the Member Insured, the amount calculated in gaccordance with subparagraph 2(b) above, may be increased to include anamount equal to all or part of the Specified Nuclear Liability Amount, butonly to the extent of amounts for which the Member Insured attests:(i) that the Insureds are entitled under other valid and collectibleinsurance covering the same expenses covered by Section I.A.2;(ii) that the Insureds will claim under such other insurance and usesuch claimed proceeds to discharge their legal obligation orliability under the Act to protect the public health and safetyfollowing Accidental Property Damage; and(iii) that the payment or use of all or part of the Specified NuclearLiability Amount for Losses covered under Section l.A. 1, I.P andI.G. does not violate any regulation or order of the INRC.III. EXCLUSIONSA. General Exclusions1. The coverage provided under this Policy does not apply to Property Damagecaused by or resulting from: c-(a) gradual accumulation of radioactive contamination;(b) radioactive contamination at any location Specified in the Declarations,resulting from matter released from any source outside the premises ofthat location rand for which the Iffisured is covered or would be entitled tocoverage or can make a claim against a third party who is insured under anuclear energy liability policy issued by the Nuclear Energy LiabilityInsurance Association or Mutual Atomic EnergyLiability Underwriters orany other third party liability "insurer, but this exclusion shall not apply toSradioactive contamination~resuiting from matter released from any sourcewhile such sourceis in transit from any location specified in theDeclarations;(c) failure of the Insureds to use all reasonable means to save and preserve theInsured Property at and after an Accident or when the Insured Property isin danger of Property Damage;(d) unexplained or mysterious disappearance of Insured Property, or shortagedisclosed upon taking inventory;(e) delay, inherent vice, loss of use, or loss of market; (Primary- April 1, 20159"20 I5102.04.13":1650 (f) any fraudulent, dishonest, or criminal act done by or at the instigation ofany Insured, any Operator, a partner or joint venturer in or of any Insuredor Operator, or an officer, director or trustee of any Insured or Operator;(g) any order or directive of a federal, state, county, or municipalgovernmental entity or any department, agency or political subdivisionthereof, including, without limitation, an order to replace undamagedInsured Property pursuant to a directive of the NRC, except acts ofdestruction at the time of and for the purpose of preventing the spread ofAccidental Property Damage;(h) seizure, destruction or confiscation by order or directive of any federal,state, county, or municipal governmental entity or any department, agencyor political subdivision thereof, or risks of contraband or illegaltransportation or trade;(i) or attributable to manufacturing or processing operations which result indamage to stock or materials while such stock or materials are beingactually worked upon;(j) any form of deterioration or wear and tear, including but not limited to(i) depletion, depreciation, and deterioration, including that of fuelelement cladding;(ii) embrittlement of any kind, including but not limited to hydrogenembrittlement and neutron embrittlement;(iii) fatigue of any kind, including but not limited to thermal fatigueand high-cycle fatigue;(iv) rust, erosion, or corrosion of any kind, including but not limited tostress corrosion cracking, unless caused directly by an independentand separate Accident not otherwise excluded, but then only forthe Property Damage caused by such Accident;(v) pitting, cracking, bulging, blistering, fretting, denting, deformationor distortion of the Insured Property which accompanies or isdirectly associated with the kinds of Property Damage specified inparagraphs (ii) through (iv) above; and(vi) shrinking, bulging, expansion, cracking, shifting, rising, settling,sinking, and lateral or other movement of pavements, foundations,walls, floors, ceiling or roofs;Primary- April 1,2015 10 2015.02.04.13.16:50Primary -April 1, 201510...... 20 i5.0i0"a.'i3."i'6:'50" (k) dampness, dryness, or extremes or changes of temperature of theatmosphere, including but not limited to rust, corrosion or erosion or otherresulting Property Damage, unless caused directly by an independent and separate Accident not otherwise excluded, but then only for the PropertyDamage caused by such Accident;(1) water below the surface of the ground, including that which exertspressure on or flows, seeps or leaks, through sidewalks, driveways,foundations, walls, basements, or other floors, and water which backs upthrough sewer or drains.With respect to the Exclusions in paragraphs (j) through (1), inclusive, the Insurer shall beliable if an independent and separate Accident not otherwise excluded ensues, but thenonly for the Property Damage caused by the ensuing Accident.2. This Policy also does not cover:(a) accounts, bills, currency, deeds, evidences of debt, money or securities;(b) (i) records, manuscripts and drawings, for any amount in excess oftheir value blank plus the cost incurred for actually transcribing orcopying them, except as provided in subparagraph III.A.2(b)(ii)below;(ii) media, data storage devices, and program devices for electronic and (-electro-mechanical data processing or for electronically controlledequipment; for any amount in excess. of the cost of reproducingsuch media, data storage devices, and. program devices fromduplicates or from originals of the previous generation of themedia, and no liability is. assumed hereunder for the cost ofgathering or assembling information or data for such reproduction;(c) vehicles licensed for highway use, aircraft or watercraft, except when suchvehicles, aircraft or watercraft .are being used for the servicing of or inconnection with the operation of the Insured Property;(d) any Accidental Property Damage, to the extent of the amount collectiblefrom a contractor, manufacturer or supplier of machinery, equipment orother property under a guaranty or warranty, whether or not suchcontractor, manufacturer or supplier is included as an Insured under thisPolicy;(e) the cost of making good any faulty workmanship, material, construction ordesign, whether or not due to negligence, inadvertence, misjudgment orany other cause, and regardless of any warranty which may affect suchfaulty components; provided, however, the Insurer shall be liable if anfrimry-Apr1 1,~LUD11 U~flUZ.~f.I. l.Z-t'rlmary- April 1, ZUI311ZU I 13. I 0.2)U independent and separate Accident not otherwise excluded ensues, butthen only for the Property Damage caused by the ensuing Accident;(f) more than one opening and closing of a turbine in connection with oneAccident; provided, however, that additional openings and closings of aturbine in connection with a single Accident can. be covered as expeditingexpenses subject to the provisions of Section I.E.3; and(g) any sums which the Insured may be obligated to pay as damages(i) because of bodily injury or personal injury, or(ii) because of damage to property not described in the Declarations,or(iii) for which the Insur-ed is covered or would be entitled to coverageunder a nuclear energy liability policy issued by the NuclearEnergy Liability Insurance Association or Mutual Atomic EnergyLiability Underwriters or any other third party liability insurer.(h) Land, except for intake and discharge canals that are within the descriptionof the property covered under Item 7 of the Declaration, and as otherwiseprovided in Section I.E. 1 (Extensions of Coverage).13. War Risk Exclusion1. Subject to paragraph 2 below, the coverage provided under this Policy does notapply to Property Damage caused directly or indirectly by:(a) hostile or warlike action in time of peace or war, including action inhindering, combating or defending against an actual, impending orexpected attack by any government or sovereign power (de jure or defacto), or by any authority maintaining or using military, naval or airforces; or by military, naval or, air forces; or by an agent of any suchgovernment, power, authority or: forces;(b) any weapon of war employing nuclear fission or fusion whether in time ofpeace or war; or(c) insurrection, rebellion, revolution, civil war, usurped power, or actiontaken by governmental authority in hindering, combating or defendingagainst such an occurrence.2. This War Risk Exclusion shall only apply to acts which are part of overt militaryactivity.Primary- April 1,2015 12 2015.02.04.13.16.50Primary- April 1, 2015122015.02 '04.i 3.i 6250 ......
IV. PREMIUM1. The Member Insured agrees to pay to the Insurer the Premium under the termsand conditions hereinafter set forth. The Premium shall be paid to the Insurer bywire transfer or other method acceptable to the Insurer on or before the beginningof the policy period specified in Item 3A of the Declarations.2. The Member Insured agrees to pay to the Insurer as an Additional Premium allPremium Adjustment(s) assessed under Section V.I of the Policy. For eachPremium Adjustment, the Additional Premium in the year in which the PremiumAdjustment is assessed shall be increased by a pro rata amount.3. All Additional Premiums computed on the basis of pro rata Premium Adjustmentsshall be paid to the Insurer by wire transfer or other method acceptable to theInsurer within 40 calendar days after the Notification Date. However, to theextent that there is a request for a variance (as permitted under Section V.I.7), theAdditional Premium referred to in this Paragraph need not be paid until 10calendar days after a decision denying the request for a variance, such payment tobe made by wire transfer or other method acceptable to the Insurer.4. For each year that a Premium Adjustment is in place on the date of the renewal ofthe Policy, the full amount of each such Premium Adjustment shall be consideredAdditional Premium and shall be payable with the Premium./5. Upon the termination of a particular Premium Adjustment in accordance with the (terms of Section V.I, the Member Insured shall be entitled to a refund of a pro rataamount of the AdditiOnal Premium. The refund shall be paid by wire transfer orother method acceptable to the Member Insured within 40 calendar days after thedate the Insurer notifies the Insured of the amount of the refund.6. As a condition precedent to the Insurer's obligations under this Policy, theMember Insured agrees to notify the Insurer that the Insured Property has beenclassified Category Number Five by the Institute of Nuclear Power Operations("INPO"), within seven (7) days of being advised byINPO of such classificationbeing put in place, and to pay such additional Premium-due hereunder to theInsurer as a result thereof by wire transfer or other method acceptable to theInsurer within twenty (20) business days after demand.7. The Member Insured further agrees to pay the Insurer the Retrospective PremiumAdjustment under the terms and conditions specified under Section VI.V. CONDITIONSA. AbandonmentThere shall be no abandonment to the Insurer of any property. =Primiy-Aril ,201 13201502.0.13.165Primary- April 1, 201513 B. AppraisalIn case the Member Insured and the Insurer shall fail to agree as to the amount ofProperty Damage, then, on the written demand of either, each shall select a competentand disinterested appraiser and notify the other of the appraiser selected within twenty(20) days of such demand. The two (2) appraisers so selected shall first select acompetent and disinterested umpire; and failing for fifteen (15) days from the date ofselection of the second appraiser to agree upon such umpire, then on request of theMember Insured or the Insurer, such umpire shall be selected by a judge of the UnitedStates District Court for the district in which the Insured Property is located. Theappraisers shall then appraise the Property Damage, stating separately Replacement Costand/or the Actual Cash Value of each item; and, failing to agree, shall submit theirdifferences, only, to the umpire. An award in writing, so itemized, of any two when filedwith the Insurer shall determine the amount of Property Damage. Each appraiser shall bepaid by the party selecting him and the expenses of appraisal and of the umpire shall bepaid equally by the Member Insured on the one hand and the Insurer on the other.C. AssignmentAssigmnment or transfer of this Policy shall not be valid except with the prior writtenconsent of the Insurer.D. Choice of Law1. In view of the diverse locations of the parties hereto and the desirability of unifiedregulation, the Insureds and Insurer agree that the terms of this Policy shalldetermine their respective rights and duties and that this Policy shall be construedand enforced in accordance with and governed by the internal law of the State ofNew York, United States of America.2. The parties intend that the Insurer conduct its activities so as not to be subject the insurance regulation of any jurisdiction other than Bermuda~and Delaware.Accordingly, the parties expressly recognize, and agree that paragraph 1 abovedoes not evidence an intent by the parties to..(a) give jurisdiction over the Insurer to th~einsurance regulatory authority ofany jurisdiction other than Bermuda and Delaware; or(b) make applicable to this Policy any of the insurance laws or regulations(including those which specify theterms of the by-laws and contracts ofmutual insurance companies) of any jurisdiction, including NewYork,other than to the extent such laws of Bermuda and Delaware areapplicable; orPrimary- April 1, 20151425.20136014 (c) otherwise have the laws of Bermuda or Delaware apply to the constructionor enforcement of this Policy. (E. Concealment, FraudThe Insurer shall have no obligation to make any payment under this Policy if, whetherbefore or after a Loss, any Insured has willfully concealed or misrepresented in writingany material fact or circumstance concerning this insurance or the subject thereof, or theinterest of any Insured therein, or in case of any fraud or false swearing by any Insuredrelating thereto; but the application of this provision shall not affect the Member Insured'sobligation to pay the Retrospective Premium Adjustment callable by the Insurer underthis Policy, or provide other assurances to the Insurer Pursuant to Section VI.2.F. Deductibles1. There shall be deducted from the amount of each and every Loss the Deductiblestated in Item 8 of the Declarations. In the event that more than one Deductibleapplies to any one Loss, then only the largest Deductible for that Loss shall beapplied.2. To the extent that the Deductible Adjustment applies in accordance with theprovisions of Section V.I, and to the extent that the amount of the DeductibleAdjustment is greater than the amount of the Deductible, then the DeductibleAdjustment shall be substituted for the Deductible for purposes of ParagraphV.F. 1. If there is more than one Deductible Adjustment in place under Section C:_V.I, only the highest Deductible Adjustment will be considered for purposes ofthisSection V.F.G. Dispute Resolution1. The Insurer and the Insured mutually acknowledge that the form, terms andconditions of the Policy have been formulated by representatives of thecompanies participating in the mutual enterprise in order to provide, insurancecoverage which is vital to all participants. It is desired that the 'Insurer serve as afinancially stable and reliable entity, responsive to the coverage needs of itsparticipants,, and providing coverage fairly and equitably as to each Insured, buttaking equally into account fairness and equity as to all Insureds as a group.While every effort has been made to define with clarity and precision the scope ofcoverage and other policy provisions, the Insurer and the Insured mutuallyacknowledge that situations may arise where the terms of the Policy, or theinterpretation of the terms, are disputed. For the foregoing reasons, the Insurerand the Insured agree that the following principles shall govern the interpretationof the Policy: .(a) Even-handedness and fairness to both the Insurer and the Insured;C.. .... .Prim ay- April 1, 20)15 ..... ... .. .... .... 15 2015.02.04.13.16.50
.(b) In the event of an ambiguity in a policy provision, the intentions of theInsurer and the Insured shall be considered by the Arbitrator(s). Evidenceof such intentions is limited to the following extrinsic evidence: reports,notes, meeting minutes, and related materials produced by or given to theInsurer's Board of Directors, Advisory Committees, and Task Forces, andany testimony taken from a present or former employee of the Insurer,member of a Member Advisory Committee, or Director;(c) The practice of the Insurer and the Insured in interpreting and applying thePolicy;(d) The cooperative rather than adversarial relationship between the Insurerand the Insured; and(e) The contract construction rule of contra proferentem (construing a contractagainst the drafter) is not applicable to this insurance policy.2. The Insurer and Insured will endeavor to resolve any dispute between them bymeans of a voluntary process to be agreed upon between them, including, withoutlimitation, early neutral evaluation, mediation, mini-trial, neutral fact finding, orsenior peer review. Neither the Insurer nor the Insured may be compelled toparticipate in any such voluntary process except that, at the request of an Insured,the Insurer agrees to submit the dispute to senior peer review. The Insurer agreesto pay the fees and expenses of any neutral party associated with the use of anyprocess hereunder. Senior peer review is a process in which both sides presenttheir arguments and view of the evidence to a panel of five (5) employees of otherNEIL Members, unless the Insured and Insurer agree that a panel of three (3)would be more appropriate. The panel will provide a written non-binding opinionon the merits of the dispute. Though not an exclusive list, panel members may.include individuals from NEIL' s Member Representatives, Board of Directors,Member Advisory Committees, or Members' Legal Counsel. None of the .panelists may be employed by a Member that is an affiliate of the Insuredinvolved in the dispute. The panelists shall be selected by agreement of theInsured and Insurer, but if no agreement is reached within 30 days of the date the*senior peer review is requested, the Insurer and Insured shall each submit a list offive names and a NEIL outside Director (as.chosen by the Chairman of the Board)shall select the panelists. The panel, with input from the parties, shall establish aschedule for the proceeding, including, if appropriate, the submittal of writtenmaterials and oral arguments.3. The Statement of Dispute Resolution Principles adopted by the Insurer's Board ofDirectors and Members, as it may be amended from time to time, shall not createany rights or obligations on the parties but shall be used as guidelines forconducting dispute resolution processes hereunder.Primary- April 1, 2015 1 050.41.65162015.02104. lJ.
- 4. Any dispute, controversy or claim between the Insurer and the Insured as to anymatter arising out of or relating to this Policy, or the breach, termination orinvalidity thereof, which is not settled between themselves, pursuant to 2 above or otherwise, shall be settled by arbitration in accordance with the UnitedNations Commission on International Trade Law's (UNCITRAL) ArbitrationRules. Arbitration of a dispute is final and binding.(a) The number of arbitrators shall be one, unless the Insured or the Insurerrequests a three-person panel, in which case the number of arbitrators shallbe three.(b) In the event the arbitration is to be decided by a single arbitrator, and theparties cannot agree on the appointment of that arbitrator within sixty (60)days of the notice of arbitration being served, the sole arbitrator shall beselected by the appointing authority specified in paragraph 4.d.(c) In the event the arbitration is to be decided by three arbitrators, the Insuredshall appoint one arbitrator and the Insurer another; the two so appointedarbitrators shall select the third, who will act as the Chairman for thepanel. 'The party which files the notice of arbitration shall include in suchnotice the identity of its party-appointed arbitrator. Within forty-five (45)days of service of the notice of arbitration, the second party shall notifythe party that filed the notice of arbitration of the identity of its party-appointed arbitrator. At the time of the notification of the appointment, each side shall provide the other with a detailed curriculum vitae for theselected arbitrator, which shall include information regarding any potentialconflict of interest of the selected arbitrator, including any financial orpersonal interest in the result of the arbitration or any past or presentrelationship with the parties or their representatives. All arbitrators shallbe Obligated to update his/her potential conflict of interest informationthroughout the arbitration.' If (i) the party filing the notice of arbitration* fails to include, the identity of its party-appointed arbitrator, or (ii) the*second party does not notify the' first party of its party-appointed arbitratorwithin forty-five (45) days of service of the notice of arbitration, or (iii)the two party-app~inted arbitrators fail to agree on a third arbitrator withina period of Sixty (60) days from the date of appointment of the second*arbitraitor, then, on request of either party, the missing party-appointedarbitrator or the third arbitrator (as the case may be) shall be selected bythe appointing authority specified in paragraph 4.d. There shall be no exparte communications between a party and any of the arbitrators, exceptthat a party-appointed arbitrator shall be permitted to communicate withthe party that appointed him/her concerning (1) the identity of theChairman and (2) issues associated with arbitrator invoices.(d) The appointing authority shall be the American Arbitration Association("AAA") in New York, New York. The AAA shall select arbitrators from c.. .Primary- April 1, 2015 17 2015.02.04.13.16.50 the panel of international arbitrators for the International Centre forDispute Resolution, the international division of the AAA (the "ICDRRoster"). The arbitrators selected from the ICDR Roster shall be U.S.nationals. If for any reason the AAA fails to appoint an arbitrator withinthirty (30) days of the date of receipt of the request for such appointment,either party may proceed pursuant to Article 75 of the Civil Practice Lawand Rules of the State of New York and make application to the SupremeCourt of the State of New York, County of New York for the appointmentof the arbitrator.(e) To the extent there is any inconsistency between the UNCITRALArbitration Rules and the provisions of this Policy, the latter shall govern.(f) The place of the arbitration shall be New York, New York, unless theparties agree upon another location.(g) Within forty-five (45) days after the appointment of the Chairman, thearbitrators shall conduct an initial conference to which the parties will beinvited to attend. At the initial conference, the parties and arbitrators shalldiscuss, without limitation, (1) the procedures to be followed, (2)scheduling of submissions and hearings, and (3) a timetable for discovery.At a minimum, the discovery order shall require the parties to provideeach other non-privileged documents that are requested by the other sideand that reasonably relate to the claims and defenses asserted in thearbitration. Following the initial conference, the arbitrators shaill issue aProcedural Order to the parties setting forth the procedures and schedule.(hl) Within sixty (60) days of the close of the hearings (or the later of post-hearing oral argument or post-hearing written submissions should thearbitrators authorize them), the arbitrators shall issue their award, which* shall be in writing and shall present a detailed statement of the factual and.S legal bases for the award. The award of the arbitrators shall require a: majority of two votes. The arbitrators:shall first determine the liability ofthe parties as to the dispute, claim or. controversy, and then, only ifnecessary, determine the type and amount of relief to be granted. In nocase may the arbitrators order the rescission or reformation of this Policy.Further, unless the arbitrators determine that it is inappropriate under thecircumstances of the case, the award shall provide that post-award interestshall begin to accrue at the rate of the Prime Rate, as published in the WallStreet Journal as of the date of the award, plus two (2) percent per annumfrom the date sixty (60) days after the award is delivered to the partiesuntil the date the award is paid.(i) The arbitrators shall award reasonable attorney's fees and costs to theprevailing party, not to exceed the amount of fees and costs incurred bythe non-prevailing party. For this purpose, the fees incurred shall bePrimary- April 1, 2015 1 050.41.65182015.02.04.13.I6.50 calculated at reasonable hourly billing rates and shall include allreasonable out-of-pocket expenses, including, without limitation, thereasonable costs of expert witnesses and consultants. If the Insured has (oretained counsel on a contingency fee basis, and the Insurer is theprevailing party, thle arbitrators shall award the Insurer all of its reasonableattorney's fees and costs (without consideration of the fees and costsincurred by the Insured).(j) In thle event the award is challenged in court and the challenge is denied,the party that challenged the award shall pay the reasonable attorney's feesand costs incurred by the non-challenging party in defending against thechallenge to the award.(k) The parties acknowledge that any dispute resolution proceeding isintended to be confidential and therefore agree to properly maintain andnot disclose or reveal any information obtained from the other partypursuant to the terms of a Confidentiality Agreement to be executedbetween the parties at the beginning of the proceeding (the terms of whichshall be detennined by the arbitrators in the event that the parties areunable to agree). In the case of arbitration, the written decision of thearbitrator(s) shall be available to. other Insureds of NEIL and ONEIL,except that any information within the written decision that thle Insuredcan 'show is proprietary in nature will be redacted.5. To the extent that any dispute, claim or controversy between the Insured and the Insurer hereunder is not subject to arbitration for any reason, or to the extent thatapplicable law otherwise permits the parties to seek provisional relief from thecourts prior to the time that the arbitral panel is appointed, the United StatesDistrict Court for the Southern District of New York (or the Supreme Court of theState of New York, New York County, federal jurisdiction cannot be attained)shall have exclusive jurisdiction thereof. For such purpose, the Insured agrees toaccept, without objection to form or manner, service, of process by registered mailor form of overnight mail to. the person identified in Item 11 of the Declarations.For such purpose,' the Insurer agrees to accept; without objection to form ormanner, service of process-by registered mail, or overnight mail, directed to theInsurer's General Counsel, at Nuclear Electric Insurance Limited, 1201 MarketStreet, Suite 1100, Wilmnington, Delaware 19801. The .foregoing consents toservice of process are not intended, nor shall they be construed, to extend to anydispute, claim, controversy, cause of action, or other matter other than as stated inthis paragraph.H. HeadingsThe headings in this Policy are inserted for convenience only and shall not be deemed toconstitute a part hereof.Primary-April 1,20151920 ! 50 I. Evaluations and Compliance with Loss Control Standards1. The Insurer shall be permitted, but not obligated, to performn or to have performedon its behalf, evaluations of the Insured Property at any reasonable time. Allevaluations and evaluation reports made by or on behalf of the Insurer are madesolely for insurance purposes. Evaluation reports are based upon the conditions,practices and property observed and information made available at the time of theevaluation, and shall not be deemed to identify all hazards or to indicate that otherhazards do not exist. The Insurer and those performing evaluations on its behalfshall not be responsible for the correction or control of any conditions, practicesor property. Notwithstanding any other agreement, express or implied, to thecontrary, neither the right to make an evaluation nor the making of an evaluation,nor any advice or report resulting therefrom, shall constitute or be construed as anundertaking on behalf of or for the benefit of the Insureds or others to determineor warrant that the facilities, operations or property are safe or healthful, or are incompliance with any law, rule, regulation, procedure or standard. It shall be theobligation of the Insureds to ensure that the Insurer is accorded the right toconduct an evaluation under this paragraph.2. Notwithstanding the provisions in Paragraph V.I.5, upon discovery of a dangerouscondition (the "Dangerous Condition) with respect to any property, or partthereof, insured under this Policy (the "Affected Property"'), whether discoveredas a result of an evaluation or otherwise, a representative of the Insurer may(a) request that the Affected Property be taken out of service without delay,and/or(b) request that actions be taken to remedy the Dangerous Condition.3. If a request made under Paragraph V.1.2 is not complied with, the Insurer mayimmediately suspend coverage as to the Affected Property and/or as to PropertyDamage that could have been avoided or reduced had the Dangerous Conditionbeen remedied, provided, however, that there will be coverage for PropertyDamage if the Insured can demonstrate thatthe PropertyDamage was unrelated tothe failure to take the requested action (and:there~is otherwise coverage under thisPolicy). Notice of the suspension (which maybe made together with eitherrequest referred to in Paragraph V.I.2) shall be written and, notwithstanding anyother provisions under this Policy, may be sent to the Member Insured by handdelivery, e-mail, fax or courier.4. It shall be an obligation under this Policy that the Insured comply with the ShallRequirements contained in the Insurer's Loss Control Standards.5. When the Insurer learns of an Insured's failure to comply with, or to take agreedupon actions to correct a failure to comply with, a Shall Requirement contained in....... Apni 1i20i Primary-April 1, 2015 20 2015.02.04.13.16.50202015.0Z04.13.16.50 the Insurer's Loss Control Standards, the Insurer may notify the Insured of thenon-compliance, and upon or after such notification shall have the right to(a) adjust the Insured's premiums ("Premium Adjustments") and/or theInsured's deductible ("Deductible Adjustments"), and/or(b) suspend coverage under this policyas to the property that is the subject ofthe applicable Shall Requirement and/or as to Property Damage that couldhave been avoided or reduced if not for the Insured's failure to complywith the applicable Shall Requirement, provided, however, that there willbe coverage for Property Damage if the Insured can demonstrate that theProperty Damage was not related to the noncompliance (and there isotherwise coverage under this Policy).The Actions referred to in this Paragraph may be collectively referred to as"Policy Adjustments".6. Notification to the Insured about a non-compliance with the Shall Requirementscontained in the Insurer's Loss Control Standards shall be in writing (the"Notification Letter") and, notwithstanding any other provisions under thisPolicy, may be sent to the Member Insured by hand delivery, e-mail, fax orcourier. The date of the Notification Letter shall be referred to as the"Notification Date".. The Notification Letter shall set forth the specific PremiumAdjustments and Deductible Adjustments to be made, which shall be assessed inf_accordance with the schedules contained in the Insurer's Rating Procedures and (_Schedules then in effect. Deductible Adjustments shall apply in accordance withthe details set forth in the Notification Letter.7. Unless indicated otherwise in the Notification Letter, all Premium and Deductible:Adjustments will take effect on the 31 st calendar day after the Notification Dateunless the Insured requests a variance (in accordance with the procedurescontained in the Loss Control Standards) or requests ,that the applicable coveragebe removed because the Insured has, elected not to comply with the relevant LossControl Standard requirement. The precise, scope of any coverage removal willbe described in an endorsement to the' Policy.8. Unless indicated otherwise in the Notification Letter, all Premium and DeductibleAdjustments will remain in effect until the Insurer endorses the Policy to removesuch Policy Adjustments. For purposes of determining whether an Accident tookplace during a period that there was a Deductible Adjustment, the relevant date isthe date on which the Accident actually occurred and not any deemed date thatmay otherwise be defined in the Policy.9. Notwithstanding the provisions in Paragraph V.I.6 any suspension of coverageunder Paragraphs V.I.3 and V.I.5 shall be in accordance with the scope ofcoverage suspension set forth in writing and delivered to the Insured.Primary- April 1_2U1) 21 2-T50--)2704337-6._50.. .....
- 10. If the Insured requests a variance, no Premium or Deductible Adjustments will beimplemented while the variance request is being considered by the Insurer. If theInsurer does not grant the variance, the Premium and Deductible Adjustmentsshall be applied retroactively to the day the Adjustments would have gone intoeffect under Paragraph V. 1.7, even if the Insured requests a review or otherwiseappeals the Insurer's decision. The provisions of this paragraph will apply even inthe event that an Accident actually occurs during the time that the variancerequest is being considered.11. The Insurer may immediately suspend coverage under this Policy, in whole or inpart, with respect to the Insured Property if (i) the NRC suspends or revokes forany reason the operating license issued with respect to any Unit on such InsuredProperty, or (ii) the NRC issues a shutdown order with respect to such Unit, or(iii) the NRC issues a confirmatory order keeping such Unit shut down. In theevent that the Insurer chooses to suspend coverage under this provision, it shallnotify the Member Insured in writing of that decision.12. The coverage suspended in accordance with Paragraphs V.I.3 and V.I.5 above, aswell as the coverage removed under Paragraph V.1.7 above, may be reinstated bythe Insurer, but only by an endorsement issued to form a part of this Policy. Thesuspension of the insurance under this Policy will not affect the obligation of theMember Insured to pay the Retrospective Premium Adjustment callable by theInsurer under this Policy, or provide other assurances to the Insurer Pursuant toSection VI.2.J. Insurer's OptionsIt shall be the option of the Insurer to take all, or any part, of the destroyed or damagedInsured Property at the agreed or appraised value, and also to decontaminate or otherwiserepair, or to rebuild or replace such Insured Property destroyed or damaged with other oflike kind and quality within a reasonable time, on giving notice of its intention to do within thirty (30 Odays after the receipt of the Proof of Loss as herein provided.K. Limits -1. The Insurer shall not be liable for more than the amount shown as limit of liabilityin the Declarations for any one Accident.2. The insurance provided by this Policy shall not be reduced by the sum paid forany one Accident.3. Notwithstanding anything contained herein to the contrary, the Insurer's liabilityhereunder shall be the amount payable to the Member Insured but for thisprovision, less any amount owed to the Insurer by the Insureds, including amountsPrimarY- Apri 1,2015 2 050.4 3 6522 owed to the Insurer by the Insureds under this Policy or any other agreement orpolicy.4. The Member Insured's recovery under Section I.A.1 and I.A.2 of this Policy shallnot be decreased because the Replacement Cost or Actual Cash Value, whicheveris applicable, of the Insured Property is less than the Insurer's limit of liability.L. Mortgagee Interests and Obligations1. If a Loss hereunder is assigned or made payable, in whole or in part, to adesignated mortgagee not named herein as an Insured, such interest in this Policymay be canceled upon sixty (60) days' written notice of cancellation mailed ordelivered to such mortgagee.2. If the Insureds fail to meet the requirements stated herein in the case of AccidentalProperty Damage, such mortgagee, upon notice, shall render a written estimate ofLoss within sixty (60) days and shall render Proof of Loss in the form approvedby the Insurer within twelve (12) months thereafter and shall be subject to theprovisions hereof relating to appraisal, arbitration and time of payment and ofbringing suit. If the Insurer shall claim that no liability exists as to the mortgagoror owner, it shall, to the extent of payment of loss to the mortgagee, be subrogatedto all the mortgagee's rights of recovery, but without impairing mortgagee's rightto sue; or it may pay off the mortgage debt and require an assignment thereof andof the mortgage. Other provisions relating to the interests and obligations of suchmortgagee may be added hereto by endorsement. (5-M. Natural Hazards1. Windstorm LossEach Loss by windstorm, tornado or hurricane shall constitute a single Accident;provided, if more than one windstorm, tornado or hurricane should occur withinany period of ninety-six (96) hours commencing during the term of this Policy,and such windstorms, tomnados or hurricanes have a conunon origin or are causedby a single atmospheric disturbance, then such windstorms, tornados or hurricanesshall be deemed to be a single windstorm, tornado or hurricane.2. Flood LossEach Flood shall be deemed a separate Accident; provided that if more than oneFlood should occur within any period of ninety-six (96) hours commencingduring the term of this Policy and such Floods have a common origin or arecaused by a single Accident, then such Floods shall be deemed to be a singleFlood.(Primary- April 1, 2015232015.02.04.13.16:50
- 3. Earthquake or Volcanic Eruption LossEach earthquake shock or volcanic eruption shall be deemed a separate Loss;provided that if more than one earthquake shock or volcanic eruption shall occurwithin any period of ninety-six (96) hours commencing during the term of thisPolicy and such earthquake shocks or volcanic eruptions have a common origin orare caused by a single incident, then such earthquake shocks or volcanic eruptionsshall be deemed to be a single earthquake or volcanic eruption.N. Other InsuranceThe Insurer shall not be liable if at the time of the Accident there is any other insurancewhich would attach if this insurance had not been effected, except that this insuranceshall apply only as excess and in no event as contributory insurance, and then only afterall other insurance has been exhausted.0. Policy Decisions and NoticeExcept as provided in paragraph Q of Section V, all decisions or actions made or takenwith respect to this Policy may only be taken or made by the first named Member Insuredand all such decisions or actions shall be binding on all Insureds. Such decisions oractions shall include, without limitation, decisions to give or not give notices of losses, tofile or not file proofs of loss and to bring or not bring an action under the disputeresolution provision. No decision or action with respect to this Policy may be made ortaken by anyone other than the Insurer and the first named Member Insured. The firstnamed Member Insured shall be that Member Insured whose name is listed first in Item Iof the Declarations. The Insurer and the Insureds agree that all communications betweenthem as to any matter arising under or relating to this Policy shall be made as follows:1. If to the Insurer: The communication must be sent by the first namedMember Insured and must be sent, by facsimile, mail or courier to theInsurer at the address listed in Item 2 of the Declarations.-,2. If to the Insureds: The communication must be sent by the Insurer to thefirst named Member Insured and must be sent, by facsimile, mail orcourier to the address listed in Item 1 of the Declarations ortto the addressof such Member Insured's Delaware Representative. It shall be theobligation of the first named Member Insured to communicate the contentsof any notification from the Insurer to the other Insureds.The Insured's compliance with the provisions of this paragraph is a condition precedentto the Insurer's obligations under this Policy.P. Policy ModificationsPrimary-April 1,2015 24 2015.02.04. 13. 16.50Primary- April 1, 2015242015.02.04.13.16.50 This Policy embodies all agreements between the Member Insured and the Insurer or anyof their agents relating to this insurance. There shall be no change in the terms,provisions and stipulations of this Policy except in writing hereon or by endorsement Cfadded hereto by the Insurer and the Member Insured.Q. Requirements in Case of Loss1. It shall be an obligation of the Insureds to give or cause to be given to the Insurerirmnediate written notice of any Accidental Property Damage and to protect theInsured Property from further damage. The Insureds shall separate or cause to beseparated, with reasonable promptness, the damaged and undamaged InsuredProperty, put it in the best possible order, furnish a complete inventory of thedestroyed, damaged and undamaged Insured Property, showingin detailquantities, costs, the Replacement Cost and estimated amount of PropertyDamage claimed. The Insurer may deny coverage for such Accidental PropertyDamage if the Insured fails to comply with its obligations to provide immediatewritten notice thereof, but only if the Insurer demonstrates being prejudiced in itsability to adjust, assess or otherwise investigate the claim as a result of suchfailure.2. Within twelve (12) months after the Accidental Property Damage, unless suchtime is extended in writing by the Insurer, not to be unreasonably withheld, theInsureds shall complete and file with the Insurer a proof of loss ("Proof of Loss"),in the form approved by the Insurer, signed and sworn to by the Member Insured,stating the knowledge and belief of the Insureds as to the time and origin of theAccidental Property Damage, the interest of the Insureds and all others in theInsured Property, all other contracts of insurance, whether valid or not, coveringany of said Insured Property or the risks insured hereunder, and the following:(a) with respect to Losses under Section I.A.2, the amount of expensesincurred in discharging the Insureds' legal obligation or liability to protectthe public health and safety following Accidental .Property Damage and anattestation by the Member Insured as to the Insureds' obligation or liability*to incur such expenses;(b) with respect to Losses under Section I.A.1 and/or I.E, the Actual CashValue or, if recovery is on a Replacement Cost basis, the ReplacementCost of each item thereof and the amount of PropertyDamage thereto,encumbrances thereon, and changes in the title, use, occupation, location,possession or exposures of said Insured Property since the issuance of thisPolicy, by whom and for what purpose any building herein described andthe several parts thereof were occupied at the time of the Accidentresulting in the Loss and whether or not it then stood on leased ground.The Insureds shall also furnish the Insurer a copy of all descriptions andschedules in all other policies and, if required, verified plans andspecifications of any building, fixtures or machinery destroyed orC-Primary- SPrimary- ~riI~2OT5~ U LUiJ.UL.U'+.i5.IOZUZ3ZU 13.UZ.U/4.13-.'I 0.2) U damaged, and. an attestation by the Member Insured as required underSection 1I.2(a);(c) with respect to Losses under Section I.F, the Functional Value of the Unitat the time of the Accident, all encumbrances thereon, and changes in thetitle, use, occupancy, location, possession or exposures of said InsuredProperty since the issuance of this Policy, by whom and for what purposeany building herein described and the several parts thereof were occupiedat the time of the Accident resulting in the Loss. The Insureds shall alsofurnish the Insurer a copy of all descriptions and schedules in all otherpolicies and, if required, verified plans and specifications of any building,fixtures or machinery or other item of Functional Property, and anattestation by the Member Insured as required under Section II.2(a) whichincludes an attestation that the Unit incurring the Accidental PropertyDamage has permanently ceased operation..(d) with respect to Losses under Section I.G, the current balance of theDecommissioning Trust Fund, the Decommissioning Target Amount, acopy of the Decommissioning Target Document, if requested by theInsurer, and an estimate of the expenses to be incurred indecommissioning the Unit, and an attestation by the Member Insured asrequired under Section II.2(a) which includes an attestation that the Unitincurring the .Accidental Property Damage has permanently ceasedoperation.3. It shall be the obligation of the Insureds to exhibit or cause to be exhibited, to anyperson designated by the Insurer, as often as may be reasonably required, all thatremains of any Insured Property and shall submit to examinations under oath byany person named by the Insurer, and shall subscribe the same; and, as often asmay be reasonably required, shall produce for examination all books of accounts,bills, invoices and other vouchers, or other documents needed by the Insurer todetermine its liability, or certified copies thereof if originals be lost ,at suchreasonable time and place as may be: designated by the Insurer or itsrepresentatives, and shall permit extracts and copies thereof to be made.4. Any failure. on the part of the Operator to complyr with the requirements ofparagraph 3 above shall be deemed a breach of this obligation on the part of theInsureds.R. State Premium TaxThe Insureds represent that they have paid or will pay any applicable state premium tax.S. Subrogation............. i;rimary 2Xprifi; i6"i5 .... ...... ...Primary- April i, 2015 26 2U 15 .02.04. 13 .16.50262015.02.04.13.16.50
- 1. Except as provided in paragraph S.3 below, the Insurer may require from theInsureds an assignment of all right of recovery against any party for Property Damage to the extent that payment therefor is made by the Insurer, and (:the Insureds shall execute and deliver all necessary instruments and do all thingsnecessary or desirable on behalf of the Insurer to secure such rights. The Insuredsshall take no action after the Accident which may prejudice the Insurer's rightsunder this paragraph; however, prior to an Accident, the Insureds may waive inwriting any or all right of recovery against any party for Accidental PropertyDamage.2. The Insurer hereby waives any right of subrogation acquired by reason of anypayment under this Policy arising out of any Accidental Property Damage againstthe Insureds and any party furnishing services, materials, parts, or equipment inconnection with the planning, construction, maintenance, operation or use of theInsured Property.3. It is a condition of this Policy that the Insureds shall repay to the Insurer anyrecoveries made by the Insureds on account of any Accidental Property Damageto the extent that the Insurer would have been entitled to such recoveries had thiswaiver not been included in this Policy. The proceeds of any recovery shall beapplied first to any uncompensated Property Damage incurred by the Insureds,including reimbursement of any deductible amount under this policy, and then, tothe extent any proceeds of such recovery remain, to reimburse the Insurer for anypayments made by it to the Insureds.T. SuitNo suit, action or proceeding on this Policy for the recoveryof any claim shall besustainable in any court of law or equity or any arbitral tribunal unless all therequirements of this Policy shall have been complied with, and unless commenced withineighteen (18) months after the Accident giving rise to such claim; provided, however, anextension of time granted by the Insurer for rendering a Proof of Loss with respect to anyAccidental Property Damage shall extend the eighteen-month (18) period for bringingsuit with respect to such claim by the period of the extension."U. Term and Cancellation1. This Policy shall commence on the date specified in Item 3A of the Declarationsand shall terminate on the date specified in Item 3A of the Declarations. ThisPolicy may be cancelled at any time at the request of the Member Insured, inwhich case the Insurer shall upon demand and surrender of this Policy, refund theexcess of paid premium above the pro rata premium for the expired time.2. This Policy may be canceled at any time by the Insurer, upon approval of itsBoard of Directors, upon sixty (60) days' written notice of cancellation mailed ordelivered to the Member Insured, with or without tender of the excess of paidVrimry-pri 1, 01527 015.2.0.136.5Primary- April 1, 201527 premium above the pro rata premium for the expired time, which excess, if nottendered, shall be refunded on demand. Notice of cancellation shall state that saidexcess premium, if not tendered, will be refunded on demand.3. This Policy shall be automatically canceled if (i) the INPO membership of eitherthe Member Insured or the Operator is suspended or canceled by INPO for anyreason and (ii) the Member Insured fails to notify the Insurer within five businessdays after receipt of notice of such suspension or cancellation of membership in]?NPO, unless the Insurer is otherwise notified during such five business days.4. In the event that the Member Insured fails to pay to the Insurer any RetrospectivePremium Adjustment due under this Policy, due under any Other Insurance Policyas such Member Insured may have with the Insurer, or referred to in Section VI,this Policy shall terminate provided that the Insurer notifies the Member Insuredin writing of this delinquency and the Member Insured fails to make the requiredpayment within 15 days after receiving such notice by registered mail.5. Neither the cancellation of the Policy on the part of the Member Insured or theInsurer, nor its automatic termination, shall affect the obligation of the MemberInsured to pay the Retrospective Premium Adjustment callable by the Insurerunder this Policy, or provide other assurances to the Insurer Pursuant to SectionVI.2.V. Valuation1. The value of the Insured Property that sustained Accidental Property Damage shall bethe lesser of the actual repair costs or the Replacement Cost of such Insured Property,but only if such Insured Property that sustained Accidental Property Damage is repairedor replaced within a reasonable time with identical or like kind property on the samepremises and intended for the same occupancy and use. In all other cases, the value ofthe Insured Property that sustained Accidental Property Damage shall be the ActualCash Value of such Insured Property, notwithstanding that the Policy may refer to theReplacement Cost of such Insured Property.2. The value of Insured Property in transit that sustained Accidental Property Damage shallbe the lesser of the actual repair costs or the Replacement Cost of such Insured Propertybut only if such Insured Property that sustained Accidental Property Damage is repairedor replaced within a reasonable time after such loss with identical or like kind property.In all other cases, the value of the Insured Property that sustained Accidental PropertyDamage shall be the Actual Cash Value of such Insured Property, notwithstanding thatthe Policy may refer to the Replacement Cost of such Insured Property. Principles ofgeneral average and salvage charges shall also be applied to computing the value ofInsured Property in transit...... r....-im ary- .. ..Aprl 1201 282U .U 2.U4 .Ii:4. -1"6 ......Primary- April 1, 2015282015.1./2.04.13.16.513
- 3. In the event of Property Damage to Insured Property constituting nuclear fuel, theInsurer's obligation to indemnify the Insureds and their legal representatives underSection I shall be limited as follows:(a) Beginning with the date initial criticality is achieved at a Unit, the value ofthe nuclear fuel in such Unit shall be deemed to be equal to the value of afull fuel core of the fuel then in such unit reduced to. reflect the proportionof the usable burn up consumed; and(b) Spent nuclear fuel shall have no value and the Insurer shall have noobligation to indemnify the Insureds or their legal representatives for anyProperty Damage thereto.W. Waiver ProvisionsNo provision, stipulation or forfeiture shall beheld to be waived by any requirement orproceeding on the part of the Insurer relating to appraisal or to any examination providedfor herein.X. When Loss Payable.,The amount of Loss for which the Insurer may be liable shall be payable as soon aspracticable and in any event within sixty (60) days after the Proof of Loss is received bythe Insurer and ascertainment of the Loss is made either by agreement between the,-Member Insured and the Insurer expressed in writing or by the filing with the Insurer of .an award as herein provided. Where only a partial Proof of Loss has been provided to theInsurer and the Insurer's liability for the Property Damage is uncontested, the Insurermay, in its sole discretion, make partial payment to the Insured. Nevertheless, the Insurershall have no obligation to make such partial payment. .VI. RETROSPECTIVE PREMIUM ADJUSTMENTThe Member Insured agrees to pay to the Insurer the Retrospective Premium Adjustmentunder the terms and conditions hereinafter, set forth.1. .The Insurer may make demand for the Retrospective Premium Adjustment inwhole or in one or more parts from time to time, but only to the extent necessary,in the sole discretion of the Board of Directors of the Insurer, to cover Lossesincurred by the Insurer under this Policy and all Other Insurance Policies withcoverage effective during the Policy Year (specified in Item 3 .B of theDeclarations).i2. The Insurer, in the sole discretion of the Board of Directors, may require theMember Insured to provide assurance to the Insurer of the Member Insured'sability to satisfy its obligation to pay a Retrospective Premium Adjustment whencalled. Within twenty (20) business days of receiving notice from the Insurer thatC..... ...Primary- A~fiiT -, 20- 29 .......
such assurance is required, the Member Insured shall notify the Insurer of theoption selected to provide the required assurance, which will include, but is notlimited to, providing a letter of credit, providing a financial guarantee, purchasingretrospective premium insurance, or paying a Deposit Premium, and implementsuch option by providing the Insurer with the required documentation or payment,depending on the option selected. The parameters for a letter of credit, a financialguarantee, and the retrospective premium insurance options will be provided tothe Member Insured by the Insurer at the time the Insurer requires the MemberInsured to take the action. The terms regarding the Deposit Premium are set forthin Paragraph 3 below.3. If the Member Insured elects to pay a Deposit Premium, the Insurer may requirethe Deposit Premium to be paid in whole, in part, or in parts. Any DepositPremium paid to the Insurer will be returned to the Member Insured when, in thesole discretion of the Insurer's Board of Directors, the retention of the DepositPremium is no longer required. The amount of any Deposit Premium paid shallbe a credit against the obligation of the Member Insured to pay a call made for aRetrospective Premium Adjustment and, to the extent thereof:, shall be treated as apayment of the Retrospective Premium Adjustment as of the date a call for aRetrospective Premium Adjustment is made. Amounts paid as Deposit Premiumswill be held in an interest bearing account and, until such a call is made, interesteamned on the Deposit Premium amount will be paid back to the Member Insuredon an annual basis, within ninety (90) business days after the end of the applicablecalendar year. However, if the Member Insured fails to elect one of the optionsavailable pursuant to Paragraph 2 within the time frame required, or at any othertime when in the sole discretion of the Insurer's Board of Directors it is in the bestinterests of the Insurer, the Insurer may make demand upon the Member Insuredfor a Deposit Premium, whether or not a demand for a Deposit Premium is madeupon any other Member Insured(s). If a demand is made by the Insurer, theMember Insured shall pay the Deposit Premium within twenty (20) business daysof demand.4. That portion of the Retrospective Premium Adjustment demanded by the Insurershall be paid to the Insurer by wire transfer or oilher method acceptable to theInsurer within twenty (20) business days after demand. The Insurer may, withoutfirst pursuing any rights it may have against any Delinquent Member, make suchnumber of further demands upon the Member Insured, including any DelinquentMember, for further portions of the Retrospective Premium Adjustment, to bepayable twenty (20) business days after demand, as may be needed to obtainRetrospective Premium Adjustment from the Member Insureds of the Insurerunder this Policy and all Other Insurance Policies with coverage effective duringthe Policy Year sufficient, in the sole discretion of the Board of Directors of theInsurer, to cover Losses under this Policy and all Other Insurance Policies withcoverage effective during the Policy Year. The fact that the Insurer has receivedsufficient Retrospective Premium Adjustment from such Member Insureds shallPrimary- April 1, 201i5-............ 30 2015.02.04-.13.1 6.50... .... ... .....
not bar the Insurer from pursuing the Insurer's rights against any DelinquentMember.5. When, for any purpose hereunder, it becomes necessary to calculate the obligationof the Member Insured for the Retrospective Premium Adjustment, it will becalculated as follows:(a) The amount of the Retrospective Premium Adjustment shall be equal tothe product of (i) the Multiple selected by the Board of Directors of theInsurer as required to meet Losses under this Policy and all OtherInsurance Policies with coverage effective during the Policy Year, times(ii) the Premium plus any Additional Premium, or if such is for a periodshorter than a calendar year, such Premium and Additional Premiummultiplied by a fraction the numerator of which is 365 and thedenominator of which is the number of days in the policy period specifiedin Item 3A of the Declarations.-(b) The policy year to Which any Retrospective Premium Adjustment relatesshall be determined by the Board of Directors of the Insurer at the time itmakes the call for such Retrospective Premium Adjustment based on thedate of the Accident under this Policy or any Other Insurance Policygiving rise to the obligation which such Retrospective PremiumAdjustment is designed to satisfy. The aggregate of all RetrospectivePremium Adjustments under this Policy shall not exceed the RetrospectiverPremium Adjustment set forth in Item 5.B of the Declarations. (c) Subject to the provisions with respect to calls made in the event of failureto pay by Delinquent Members, the, amount of any call for a RetrospectivePremium *Adjustment hereunder shall bear the same relation to the total-Retrospective Premium Adjustment, payable by all Member Jnsureds ofthe Insurer under such call as the highest Premium plus AdditionalPremium determined under subparagraph (a)(ii) above bears to theaggregate Premiums plus Additional Premiums, used to calculate the totalof all such calls, under this Policy and all Other Insurance Policies withcoverage effective during the Policy Year. (d) The obligation of the Member Insured for the Retrospective PremiumAdjustment shall be and remain in full force and effect and all the abovecalculations shall be made without regard to whether or not the Insurer hasany obligation to make payments under this Policy or this Policy iscanceled or suspended.6. When, for any purpose hereunder, it becomes necessary to calculate the obligationof the Member Insured for the Deposit Premium, it will be calculated as follows:(7Primary- April 1, 2015 31 2015.02.04.13.16.50 (a) The amount of the Deposit Premium, if required, shall be equal toRetrospective Premium Adjustment listed in Item 5.B of the Declarations,unless otherwise indicated.(b) The aggregate of the Deposit Premium and any Retrospective PremiumAdjustments callable under this Policy shall not exceed the RetrospectivePremium Adjustment set forth in Item 5.B of the Declarations.(c) The amount of the Deposit Premium may be adjusted at the anniversary ofthis Policy.(d) The obligation of the Member Insured for the Deposit Premium shall be*and remain in full force and effect and all the above calculations shall bemade without regard to whether or not the Insurer has any obligation tomake payments under this Policy or this Policy is canceled or suspended.7. The Multiple is no higher than the Multiple in any Other Insurance Policy withinsurance coverage effective during the Policy Year.8. The Board of Directors of the Insurer in its sole discretion may adjust downwardthe Multiple stated in this Policy and any Other Insurance Policy with coverageeffective during the Policy Year to a new lower Multiple, and the RetrospectivePremium Adjustment callable under this Policy and any such Other InsurancePolicy shall be reduced by a like proportionate amount. No downward adjustmentin such Multiple and corresponding adjustment in any such RetrospectivePremium Adjustment may be made with respect to any Retrospective PremiumAdjustment which has been assigned by the Insurer, or in any Other InsurancePolicy with coverage effective during the Policy Year, if the Multiple in any suchOther Insurance Policy, after adjustment, would be less than the Multiple, afteradjustment, in this Policy, unless a similar downward adjustment is made in theMultiple in this Policy, together with a corresponding adjustment in theRetrospective Premium Adjustment.9. The liability of the Member Insured shall be limited to thePremium, AdditionalPremium the Retrospective Premium Adjustment or any unpaid portion thereofdue to the Insurer under the terms of this Policy, and any assurance that may berequired pursuant to Section VI.2. No Member Insured shall be subject to anycontingent liability or be required to pay. any dues or assessments in addition tosuch Premium, Additional Premium, Retrospective Premium, and any assuranceunder Section VI.2. Adjustment due under this Policy and those due under anyOther Insurance Policies as such Member Insured may have with the Insurer. Theliability of the Member Insured for the Retrospective Premium Adjustment for thePolicy Year shall cease six (6) years after the end of the Policy Year, unless priordemand is made therefor.Primary-April 1, 2015 32 2015.02.04.13.16.50Primary- April 1, 201532"20-15202.04.1"3".1"6.50
- 10. It is agreed that the obligation of the Member Insured to pay any RetrospectivePremium Adjustment due under any Other Insurance Policy between the Insurer .and the Member Insured which terminated on or before the inception date of Policy is an obligation of the Member Insured under this Policy. It is also agreedthat the terms and the amount of such obligation shall be determined by referenceto the Other Insurance Policy under which such obligation arose, notwithstandingthat such Other Insurance Policy may no longer be in effect.11. The liability of each Member Insured, if there be more than one, for theRetrospective Premium Adjustment, and any assurance that may be requiredpursuant to Section VI.2, under this Policy shall be several and not joint and inproportion to their respective interests specified in the Declarations.12. In the event the Insurer has available credit facilities from lenders, the Board of*Directors of the Insurer may, in its sole discretion, utilize such 'facilities to financeLosses incurred by the Insurer under this Policy and all Other Insurance Policies.The Insurer may assign to the lenders the Insurer's interest in the RetrospectivePremium Adjustment, in whole or in part, including, in the event the Insurerdefaults on its obligations to such lenders, the right to call such interest assigned.Such assignment may be made and shall only be effective with respect to thefinancing of those Losses for which the Retrospective Premium Adjustment couldbe called. In the event any assignment is made, the Insurer shall give promptnotice thereof to the Member Insured. Each Member Insured shall, upon therequest of the Insurer, give acknowledgment of its liability for the Retrospective(7Premium Adjustment to each of the lenders involved.VII. MEMBERSHIP-Each Member Insured becomes a member of the Insurer as part of obtaining insurance from theInsurer, and as such, is entitled to the privileges and benefits, aind by entering into this Policyagrees to be subject to and bound by the obligations and duties of membership. These are moreifilly set forth in the Insurer's Memorandum of Association and in the Bye-Laws and anyamendments thereto, each of which is hereby incorporated into and made a part of this Policy. Inno event shall any amendment to the Memorandum of Association or the Bye-Laws increase theamount of Premium or Retrospective Premium Adjustment payable or callable hereunder.VIII. DEFINITIONSFor purposes of this Policy, unless otherwise stated to the contrary, the following capitalizedterms shall have the meanings set forth below. Other capitalized terms are included in theDeclarations. Unless otherwise stated or required for the meaning of any provision, the singularshall include the plural and the plural, the singular. Whenever a Section or Paragraph number isincluded in the Policy, it refers to a Policy Section or Paragraph number. The definitions beloware listed in alphabetical order, up to, but not including Item Y., at which point they are no longerin alphabetical order.(IPrimary- April 1, 2015332150043160332015.02.04.13.16.50 A. "Accident' means a sudden and fortuitous event, an event of the moment, whichhappens by chance, is unexpected and unforeseeable. Accident does not includeany condition which develops, progresses or changes over time, or which isinevitable. The date of the Accident shall be the later of when such Accidentoccurred or is discovered; provided, however, that no Accident is coveredhereunder which occurred while the Insured was not insured by the Insurer underthis Policy or a predecessor policy issued by the Insurer.B. "Accidental" means caused by an Accident.C. "Accidental Property Damage" means Property Damage which is caused by anAccident.D. "Actual Cash Value" means the amount detennined by reducing the ReplacementCost of the Insured Property by straight line depreciation at a rate of three percent(3 %) per year, subject to a maximum depreciation of seventy five percent (75%).E. "Additional Premium"~ means the sum of all Premium Adjustment(s), if any,assessed in accordance with Section V.I of the Policy.F. "Deductible Adjustments" refer to adjustments that may be made under SectionV.I of the Policy, as a result of a non-compliance with a SHALL Requirementcontained in the Company's Loss Control Standards, the amount of which shall bedetermined in accordance with the Company's Procedures and Schedules for theRating of Nuclear Generating Stations and set forth in a Notification Letter to theInsured.G. "Delinquent Member" means any member insured, including the MemberInsured, who fails to pay a retrospective premium adjustment demanded by theInsurer under Policy or any Other Insurance Policy within twenty (20) businessdays after such demand.H. "'Deposit Premium"~ means the amount that~the Member Insured may be required* to pay to the Insurer under this-Policy, as detailed in to Section VI of this Policy,as security for future Retrospective Premium Adjustments.I. "Flood" means a general and temporary overflowing of water on normally dryland areas caused by or resulting from hurricane, tornado, or windstorm; surfacewater, waves, tidal water, or tidal wave, overflow of streams or other bodies ofwater, or spray from any of the foregoing, all whether driven by wind or not;water which backs up through sewers or drains; water below the surface of theground including that which exerts pressure on or flows, seeps or leaks throughsidewalks, driveways, foundations, walls, basements or other floors, or throughdoors, windows or other openings in such sidewalks, driveways, foundations,walls, basements or other floors, or release of water impounded by a dam.Prim ary-A pri -1, L... .. ....... ... .... ...... 4 0.. 2... .1... ... .... ...... ..Primary- April 1, 201534 J. 'Insured Property" means the property specified as such in Item 7 of theDeclarations and situated at a location specified therein. K. "Loss" means the costs or expenses covered under Sections I.A, I.D, I.E, I.F andI.G.L. "Loss Control Standards" means the set of procedures and technical requirementsadopted by the Insurer that are intended to minimize the risk of loss at InsuredSites.M. "Member Insureds of the Insurer" means the Member Insureds under this Policyor the Other Insurance Policies.N. "Operator" means those persons, entities, departments, agencies, or politicalsubdivisions, if any, other than the Member Insured, responsible for operating aUnit covered by the Policy.0. "Other Insurance Policy" means any Primary Property and DecontaminationLiability Insurance Policy or Operating Facility Policy, other than this Policy,issued by the Insurer or any Primary Property and Decontamination Insurance*Policy issued by Overseas NEIL Limited.P. "Other Member Insurance Policy" means any insurance policy, other than thisPolicy, issued by the Insurer to one or more Member Insureds of the Insurer.cQ. "Premium Adjustment" refer to adjustments that may be made under Section V.1of the Policy, as a result of a non-compliance with a SHALL Requirementcontained in the Company's Loss' Control Standards, the amount 'of which shall bedetermined in accordance with the COmpany's Procedures and Schedules for theRating of Nuclear Generating Stations and set forth in a Notification Letter to theInsured.R. "Property Damage" means direct physical damage to or destruction of the InsuredProperty. S. "Rating Procedures and Sch~edules" means the Procedures and Schedules for theRating of Nuclear Generating Stations manual utilized by the Insurer to establishpremiums during the underwriting process, as may be revised with the approval ofthe Board.T. "Replacement Cost" means the cost incurred for the replacement of Insured Propertythat sustained Accidental Property Damage. If the Insured(i) replaces the damaged Insured property with identical property, the ReplacementCost shall be the cost of the identical property(Primary- Aprili,-20i5 "Primary- April 1, 2015 35 2015A32.04.13.16.50352015.02.04.13.16.50 (ii) replaces the damaged Insured Property with a like-kind property and theidentical property is available, the Replacement Cost shall be the lesser of thecost of the like-kind property and the identical property; or(iii) replaces the damaged Insured Property with a like-kind property and theidentical property is not available, the Replacement Cost shall be the cost thelike-kind replacement, or lowest cost like-kind replacement if more than onelike-kind replacement is available.For purposes of determining Actual Cash Value pursuant to Section VIII.D hereof,Replacement Cost shall be the lesser of (i) the cost of available like-kind property oridentical property or, (ii) if neither like-kind property or identical property is available,the original book value of the damaged Insured Property, less any applicable AFUDC,adjusted for inflation using the applicable Handy Whitman Index.U. "Retrospective Premium Adjustment" means the amount of retrospectivepremium adjustment called or demanded of the Member Insured under this Policyas calculated pursuant to Section VI of this Policy, but not, in the aggregate, inexcess of the Retrospective Premium Adjustment specified in Item 5 .B of theDeclarations.V. ""SHALL Requirement" means a standard within the Loss Control Standards thatsets forth a minimum requirement to be met and maintained for the InsuredProperty to be insurable, and is identified as such within the Loss ControlStandards.W. "Temporary Works" means all structures and their materials which are notintended to form part of the permanent works but which are intended to provideworking access to the site or to the permanent works, or which are intended toprovide temporary support to the permanent works under construction, but shallnot mean structures or their materials intended for re-use after completion of thepermanent works unless their full value has been included in the contract value.X. "Unit" means a nuclear operating unit.Y. "Act" means the Atomic Energy Act of 1954, 42 U.S.C. §2011, et__seq., asamended, and the regulations promulgated pursuant thereto.Z. "Amount of Decommissioning Liability Coverage" means the amount payable fordecommissioning liability expenses pursuant to subsection I.G.2, as calculatedunder the formula set forth in subsection I.G. 1.AA. "Decommissioning Target Amount" means the amount approved by the Insurer asnecessary to meet the costs of decommissioning the Unit, as adjusted to theSettlement Date." L r. ......... A pi l .-^201 3.. ... ....... .... .. ..6 .... ...., -U,- .-^U 4 -.1 .1O -..... .. ....... ...Primary- April 1, 201530ZU 1 BB. "Decommissioning Target Document" means the document submitted by theInsured in estimating the costs of decommissioning the Unit after the Accidentleading to decommissioning. The document shall include information required ;under 10 C.F.R. §50.75 and the cost estimates shall be based on then currentlyavailable industry data. The document shall be subject to the approval of theInsurer.CC. "Deconmmissioning Trust Fund" means the external sinking fund described by theNRC pursuant to 10 C.F.R. §50.75 to pay the costs of decommissioning the Unitat the end of its licensed life.DD. "Functional Age" means the remaining operating life of the Unit, stated as apercentage, as determined by dividing the number of years remaining on theUnit's Operating License as of the date of Accident, including any extension of'the License that has been approved by the NRC as of the date of Accident, by themaximum number of years of operation permitted under the Unit's operatinglicense issued by the NRC, including any extension of the License that has beenapproved by the NRC as of the date of the Accident. In the event that the date ofthe Accident is after a Unit has submitted its application for license renewal, butbefore the NRC has approved or disapproved the renewal request, the FunctionalAge for the Unit Shall be no less than 25%.EE. "Functional Total Loss Coverage" means the coverage provided pursuant tosubsection I.F. cFF. "Functional Value" means the amount determined by multiplying the GenerationReplacement Value for the Unit by the Functional Age.GG. Replacement Value" means value generated by the followingformula: COST x 1,000 x MWe, where COST means the 3-year trailing averageof the total overnight cost figure, on a kilowatt basis, as reported by the EnergyInformation Administration of the Department of Energy in its forecast foradvanced nuclear construction in effect as of the Date of Accident multiplied by.85 (85%), and MWe means the Megawatt Electric~rating of the Unit as mostrecently reported by the Insured in documents filed with the Securities ExchangeHH. "Settlement Date" means the date on which the Member Insured certifies that theInsureds have discharged their legal obligation or liability to protect the publichealth and safety and to remove debris of and decontaminate the Insured Propertyfollowing Accidental Property Damage.II. "Shortfall" means the Decommissioning Target Amount minus the balance in theDecommissioning Trust Fund as of the Settlement Date.JPnmary- April 1, 2015 .I2U50041316037.... 2013.02.0g-, 0 NUCLEAR ELECTRIC INSURANCE LIMITED ""WILMINGTON, Fire Damage Exclusion EndorsementMember Insured: STP Nuclear Operating CompanySite: South Texas Project Endorsement No. 1Policy Number: P15-075 Effective Date: .April 1, 2015Effective Time ofthis Endorsement is 12:01 a.m. Standard Time in Hamilton, Bermuda.1. This Endorsement shall be applicable to the following property:a) All Combustible Trailers / Sheds not meeting the SHALL requirements of the NEILLoss Control Standardsb) NDE Labc) Construction Fabrication Shopd) Met Towere) Micro Wave Towerf) Oil Storage Building 19g) Solvent Building 19h) Hazardous Waste Building 21i) Maintenance Paint Building 30j) Communications Facility -Building #10k) Contractor Support Facility -Building #262. It is hereby agreed and understood that this Policy does not insure against PropertyDamage to the property described in Paragraph 1, or the contents thereof, caused directly orindirectly by fire, or fire following lightning or explosion, or by any separate and independentAccident which ensues therefrom.This Endorsement does not increase the amount of insurance provided under this Policy.Primary.-Aprl 120112011.02.23.14.21.09t~-I-j-=u ' -,
NUCLEAR ELECTRIC INSURANCE LIMITEDWILMINGTON, DELAWAREIN WITNESS WIFEREOF, the parties hereto have caused this Endorsement to be executed andattested on their behalf.Wilmington, DelawareDate: As of April 1, 2015Attest:INSURER:Nuclear Electric Insurance LimitedDavid B. Ripsom, (e"9MEMBER INSURED:STP Nuclear Operating CompanyKWilmington, DelawareDate: As of Aprill1,2015 ,~-l-/-d k -,.,12011.02.23.14.21.09Primary-April 1,2015 2 2011.02.23.14.21.09 NUCLEAR ELECTRIC INSURANCE LIMITEDWILMINGTON, DELAWARENotice of Cancellation EndorsementMember Insured: STP Nuclear Operating CompanySite: South Texas ProjectPolicy Number: P15-075Endorsement No. 2Effective Date: April 1, 2015Effective Time of this Endorsement is 12:01 a.m. Standard Time in Hamilton, Bermuda.It is hereby agreed and understood that in the event of cancellation of or material change in thePolicy pursuant to subsection V.I or V.U. of the Policy, the Insurer shall send a copy of thewritten notice referred to therein to:a. Bechtel Energy Corporation, Attention: G.E. Feltman,P.O. Box 2166, Houston, Texas 77252-2 166b. Ebasco Constructors, Inc., Attention: L.D. George,P.O. Box 349, Wadsworth, Texas 77483Except with respect to the provisions of Paragraphs V.1.3, V.1. 11, and V.U.4, the cancellation orchange shall not be effective with respect to the above recipient until thirty (30) days afterreceipt of the written notice.This Endorsement does not increase the amount of insurance provided under this Policy.TN WITNESS WHEREOF, the parties hereto have caused this Endorsement to be executed andattested on their behalf.Wilmington, DelawareDate: As of April 1, 20J5Attest:7Wilmington, DelawareDate: As of Aprl1, 2015 /Witess:Liarv- April 1,20151INSURER:Nuclear Electric Insurance LimitedDavid B. Ripsom, gMEMBER INSURED:STP Nuclear Operating CompanySAtto -in-Fact /2011.02.25.13.08.29Primr-P-tr--=0-75 NUCLEAR ELECTRIC INSURANCE LIMITEDPOLICYHOLDER DISCLOSURENUCLEAR POLICY RENEWALSNOTICE OF TERRORISM INSURANCE COVERAGEEFFECTIVE JANUARY 8, 2015Coverage for acts of terrorism is already included in your current policy. However, under NEIL'sPayment for Acts of Terrorism endorsement, your recovery for losses stemming from an act ofterrorism could be limited by the tenms of the endorsement. However, in accordance with theTerrorism Risk Insurance Program Reauthorization Act of 2015, which took effect January 8,2015, (TRIPRA), NEIL's Payment for Acts of Terrorism endorsement would not cap thedamages for any "certified" acts of terrorism under TRIPRA.You are hereby notified that under TRIPRA, the term "act of terrorism" means any act that iscertified by the S ecretary of the Treasury -in concurrence with other specified federal officials -to be an act of terrorism; to be a violent act or an act that is dangerous to human life, property, orinfrastructure; to have resulted in damage within the United States, or outside the United Statesmn the case of certain air carriers or vessels or the premises of a United States mission; and tohave been committed by an individual or individuals as part of an effort to coerce the civilianpopulation of the United States or to influence the policy or affect the conduct of the UnitedStates Government by coercion.Under your coverage, any losses resulting from certified acts of terrorism may be partiallyreimbursed by the United States Government under a formula established in TRIPRA. Yourpolicy may contain other exclusions which might affect your coverage. Under the formula, forthe 2015 calendar year, the United States Government generally reimburses 85% of coveredterrorism losses exceeding the statutorily established deductible paid by the insurance companyproviding the coverage. This amount will be decreased on a phased in basis, at a rate of 1% peryear, from 2016 to 2020, with the end result being that the United States Government will reducereimbursement to 80% of covered terrorism losses for the year 2020. TRIPRA contains a $100billion cap that limits U.S. Government reimbursement as well as insurers' liability for lossesresulting from certified acts of terrorism when the amount of such losses exceeds $100 billion inany one calendar year. If the aggregate insured losses for all insurers exceed $100 billion, anyinsurer that has met its deductible will not be liable to pay for any losses in excess of the $100billion sustained by its insureds. Thus, if the $100 billion cap is reached, your coverage may bereduced.NEIL is neither increasing, nor attributing any portion of, the annual premium for terrorismcoverage, but a surcharge might be added to the premium if, after a certified act of terrorism, thefederal Department of Treasury requires a recoupment of certain amounts paid by the federalgovernment in accordance with the terms of TRIPRA.41-NUCLEAR ELECTRIC INSURANCE LIMITEDWILMINGTON, DELAWAREPayments for Acts of TerrorismEndorsementMember Insured: STP Nuclear Operating CompanySite: South Texas Project Endorsement No. 3Policy Number: P15-075 Effective Date: April 1, 2015Effective Time of this Endorsement is 12:01 a.m. Standard Time in Hamilton, Bermuda.It is hereby understood and agreed that this Policy is hereby amended as follows:I. The following Section is hereby added to the Policy:PAYMENTS FOR ACTS OF TERRORISMIn the event that one or more Acts of Terrorism cause Accidental Property Damage underthis Policy and under one or more Nuclear Insurance Policies within twelve months fromthe date the first Accidental Property Damage occurs:1. Resources AvailableThe I~nsureds' maximum recovery for all such Losses under this policy and allNuclear Insurance Policies shall be an aggregate of:(a) (US)$ 1.8276 billion unless at least one of the Insureds, whose claim forAccidental Property Damage falls under the Payment for Acts ofTerrorism Endorsement applicable to its Policy, has received paymentspursuant to Section I.A.2 of a Primary Property Policy or Section I. 1(a) ofa NEIL II Excess Property Policy or Blanket Excess Property Policyapplicable to that Insured's Site, in which case the Insurer's liability shallnot exceed (US)$3 .24 billionplus;(b) such additional amounts as the Insurer recovers for such Losses fromreinsurance, indemnity, and any other source, applicable to such Losses.2. Allocation of Resources(a) The amount deternined under paragraph 1 above shall first be used to payfor all such Losses payable under all applicable Primary Property andDecontamination Liability Insurance Policies (excluding any Lossespayable under all Business Interruption and/or Extra Expense InsurancePrimary- April 1, 2015 12015.02.04.13.08.36P I-5-0-7-5 NUCLEAR ELECTRIC INSURANCE LIMITED WILMINGTON, Policy Endorsements), Primary Property and Decontamination InsurancePolicies (excluding any Losses payable under all Business Interruptionand/or Extra Expense Insurance Policy Endorsements), DecontaminationLiability, Decommissioning Liability and Excess Property InsurancePolicies, Decontamination, Decommissioning and Excess PropertyInsurance Policies, Blanket Excess Decontamination Liability,Decommissioning Liability and Excess Property Insurance Policies,Blanket Excess Decontamination, Decommissioning and Excess PropertyInsurance Policies, and Builders' Risk Insurance Policies (collectively"Property Losses").(b) If such Property Losses for all Insureds exceed the amount determinedunder paragraph 1 above, the Insured's maximum recovery shall be theamount determined under paragraph 1 above times a fraction, thenumerator of which, is the Insured's recovery for the Property Lossesresulting from Accidental Property Damage, but for this Section, and thedenominator of which is the sum of all Insureds' recovery for PropertyLosses resulting from Accidental Property Damage under all applicableNuclear Insurance Policies, including this Policy, but for this Section.(c) Notwithstanding paragraph 1 and subparagraph 2(b) above, if thepayments made pursuant to subparagraph 2(b) exhaust the amountdetermined under paragraph 1, without paying for all the Insured'sProperty Losses, the Insured shall recover such additional amounts that theInsurer recovers from reinsurance, indemnity, or other source, for theInsured's Property Losses.3. Declarations PageNothing herein shall be construed to entitle the Insured to recover more than theamount of the Policy Limits stated in Item 6 of the Declarations.4. Relevant PeriodThe twelve-month period specified above shall commence on the date of the firstAccidental Property Damage caused by an Act of Terrorism. The first AccidentalProperty Damage caused by an Act of Terrorism that occurs after this or any othertwelve-month period shall trigger a new twelve-month period.5. DefinitionsFor the purposes of this Section only:(a) "Act of Terrorism" means any act by a person, group, or organization thatappears to be intended to: (i) intimidate or coerce a civilian population, orPrimary- April 1, 201522052.410832015.02.04. ! 3.08.36 NUCLEAR ELECTRIC INSURANCE LIMITED [k"lWILMINGTON, (ii) disrupt any segment of the economy in the country where the insuredplant is located; or (iii) influence the policy of a government byintimidation or coercion; or (iv) affect the conduct of a government bymass destruction; provided, however, that an Act of Terrorism forpurposes of this Policy shall not include any act excluded by the War RiskExclusion.(b) "Nuclear Insurance Policy" means any Primary Property andDecontamination Liability Insurance Policy, or Primary Property andDecontamination Insurance Policy, or any Decontamination Liability,Decommissioning Liability and Excess Property Insurance Policy, orDecontamination, Decommissioning and Excess Property InsurancePolicy or any Blanket Excess Decontamination Liability,Decommissioning Liability And Excess Property Insurance Policy, orBlanket Excess Decontamination, Decommissioning And Excess PropertyInsurance Policy, other than this Policy, issued by the Insurer or byOverseas NEIL Limited.(c) "Builders' Risk Policies" means any Builders' Risk Insurance Policiesissued by the Insurer or by Overseas NEIL Limited.6. Authorized Changes to this SectionThe Insurer's Board of Directors will have the authority to alter or replace thedefinition of the term "Act of Terrorism" and any other provision of this Sectionin order to facilitate the availability of resources that may be made available bythe Government in the country where the insured plant is located.Primary- April 1, 2015 32 5.20.1.83f"11 (V7,-t2015.02.04.13.08.36 NUCLEAR ELECTRIC INSURANCE LIMITEDWILMINGTON, DELAWAREIN WITNESS WHEREOF, the parties hereto have caused this Endorsement to be executed andattested on their behalf.Wilmington, DelawareDate: As of April 1, 2015INSURER:Nuclear Electric Insurance LimitedDavid B. Ripsom, l cOAttestWilmington, DelawareDate: As of April 1, witnss:MEMBER INSURED:STP Nuclear Operating CompanyBy: e,--Z..__- *. -Attre .-act(JPrimary' prlI,212015.02.04.13.08.36Primary-April 1,2015 4 2015.02.04.13.08.36 NUCLEAR ELECTRIC INSURANCE LIMITED [i"-qWILMINGTON, Class "B" Warehouse and Storage Structures Sublimit EndorsementMember Insured: STP Nuclear Operating CompanySite: South Texas ProjectPolicy Number: P 15-075Endorsement No. 4Effective Date: April 1, 2015Effective Time of this Endorsement is 12:01 a.m. Standard Time in Hamilton, Bermuda.1. This Endorsement shall be applicable to the following property:a) Warehouse Annex (Staging Warehouse)b) Warehouse Dc) Warehouse Ed) Warehouse 312. It is hereby understood and agreed that each of the properties described in Paragraph 1,including the contents thereof, shall have a coverage sublimit of $75,000,000 of coverage underthis Policy for Property Damage caused directly or indirectly by fire, or fire following lightningor explosion, or by any separate and independent Accident which ensues therefrom.This Endorsement does not increase the amount of insurance provided under this Policy.IN WITNESS WHEREOF, the parties hereto have caused this Endorsement to be executed andattested on their behalf.Wilmington, DelawareDate: As of April 1, 2015Attest:Wilmington, DelawareDate: As of April 1, 2015 //INSURER:Nuclear Electric Insurance LimitedBy: "J @David B. Ripsom, ...MEMBER INSURED:STP Nuclear Operating CompanyAtt -n-FactE XX WH B 2009.02Primary-April 1,2015 1 EXXWHB_2009.02 NUCLEAR ELECTRIC INSURANCE LIMITED 'WILMINGTON, DELAWARECourse of Construction Endorsement (Primary)Member Insured: STP Nuclear Operating CompanySite: South Texas Project Endorsement No. 5Policy Number: P15-075 Effective Date: April 1, 2015Effective Time of this Endorsement is 12:01 a~m. Standard Time in Hamilton, Bermuda.It is hereby understood and agreed that this Endorsement is made by and between the MemberInsured (specified in Item 1 of the Declarations) and Nuclear Electric Insurance Limited, the.Insurer.In consideration of an additional premium of $2 375, and subject to the terms and conditions ofthis Policy, the Policy will be amended as shown below for the following project taking place onthe Insured Property:Project
Description:
Unit 2: 23A & 23B Feedwater Heater ReplacementsAnd that this Policy is hereby amended as follows:Item(s) 4 and 5.B of the Declarations of the Policy are amended to the following:Item 4. Annual Premium: $5,619,875Item 5. B. Retrospective Premium Adjustment: $56,198,750The following changes to the Terms and Conditions apply solely to coverage for the projectdescribed in this endorsement only:Item(s) 6 of the Declarations of the Policy are amended to include the following:Item 6.Course of construction for the Unit 2: 23A & 23B Feedwater Heater Replacements Project:$1,500,000,000Section I.C. Property Insured is amended to the following::C. Property Insured1. This Policy covers the property specified as such in Item 7 of theDeclarations and situated at a location specified therein, and as provided inSection I.E.2 and in Section I.D.Primary -April 1, 2015 2014.02.04.09.13.54P 15-075 NUCLEAR ELECTRIC INSURANCE LIMITED WILMINGTON, ,2. This Policy covers Temporary Works at the Project Site specified in Item 7of the Declarations that are owned by the Insured, or are leased or rented bythe Insured under an arrangement that requires the Insured to secure andmaintain the insurance.Section E. Extensions of Coverage, is amended to include the following:6. Hot TestingThis Policy will indemnify the Insureds for Accidental Property Damage, nototherwise excluded, caused by or resulting from Functional Hot Testing and Nuclear HotTesting, but only for a period no greater than 2__3 cumulative days of combined hot testing.Supervisory and safety systems shall not be deliberately or knowingly circumventedduring the conduct of any hot testing. It is a requirement of this Policy that all applicableinstruments and protection be installed and activated, and all requirements under theInsurer's Loss Control Standards satisfied, prior to conducting any hot testing. The Insurershall have the right to immediately suspend coverage if it is not satisfied that the Insuredhas complied with requirements of this paragraph. The insurance so suspended can onlybe reinstated by endorsement. For purposes of this paragraph, the testing period shallconmmence on the first day of testing using any feedstock, catalyst or other similar mediafor processing and handling, or the commencement of supply to a system, and, unlessotherwise suspended or terminated in accordance with terms of this Policy, shall terminateon the expiry of the period as stated in this paragraph, as it may be extended by agreementwith the Insurer, or when the Insured Unit resumes Commercial Operation, whicheveroccurs first.Section III.A. 1 is amended to include the following:(in) asbestos, including asbestos material removal;(n) any form of fungus, however caused, including yeast, mold, mildew, smut,mushrooms, spores, or any substance, product, or byproduct, produced by, releasedby, or arising as a consequence of the past or current existence of fungus.Section III.A.2 is amended to include the following:(i) Property located at a location not included within the Project Site set forthin Item 7of the Declarations, except as covered under the Transit Coverage provisions inSection I.E.2., or if otherwise covered under a Temporary Storage Endorsementattached to this Policy;(j) demolition or increased cost of reconstruction, repair, debris removal, or loss of usenecessitated by the enforcement of any law or ordinance regulating asbestos*Primary"-April 1, 2015 2014.02.04.09.13.54P 15-075 .
NUCLEAR ELECTRIC INSURANCE LIMITED [ ,"~lWILMINGTON, DELAWAREmaterial; or any governmental order or direction declaring that asbestos materialwhich is present in, or part of, or utilized on any portion of the Project Site must beremoved or modified;(k) any expense to remediate the presence or effects of any form of fungus, howevercaused, including yeast, mold, mildew, smut, mushrooms, spores, or any substance,product, or byproduct, produced by, released by, or arising as a consequence of thepast or current existence of fungus.Section V. (Conditions) is amended to include the following:Y. 50/50 ClauseIn the event of loss of or damage to Insured Property due to a peril insured againstbeing discovered after the risk has terminated under a marine or transit insurance andif after proper investigation it is not possible to ascertain whether the cause of suchloss or damage happened prior to termination of the marine or transit venture orsubsequently, it is understood and agreed that the Insurer hereon shall pay 50% ofthe properly adjusted claim, provided that the other marine or transit insurance alsoincludes a clause similar to this and similar payment is made under that policy, suchpayment to be without prejudice to subsequent final apportionment of the claim asmay be agreed between the Insurer and the marine or transit insurer.Paragraph X. in Section VIII (Definitions) is hereby deleted and replaced with the following:X. "Unit" means an operating nuclear plant and/or a nuclear plant under construction.Section VIII (Definitions) is amended to include the following:JJ. "Commercial Operation" means when the Unit being constructed has beenapproved for operation and the unit's main breaker is closed, synchronizing the unitwith the electrical grid for the purpose of revenue generation in normal dispatch.KK. "Project Site" means the real property described in Item 7 of the Declarations.LL. "Testing"a. "Functional Hot Testing" means any startup, commissioning or other forms oftesting making use of any feedstock or similar media, but not including the use ofnuclear fuel loaded into the reactor core that has achieved initial criticality,including any operational or performance tests.b. "Nuclear Hot Testing" means startup, commissioning, or other forms of testingmaking use of, or requiring the use of, any nuclear fuel that has been loaded intoPrimary- April 1, 2015 2014.02.04.09.13.54P 15-075 NUCLEAR ELECTRIC INSURANCE LIMITED WILMINGTON, DELAWAREthe reactor and has reached initial criticality, including any operational orperformance tests.IN WITNESS WHEREOF, the parties hereto have caused this Endorsement to be executed andattested on their behalf.Wilmington, DelawareDate:Attest:'Is-Wilmington, DelawareINSURER:Nuclear Electric Insurance LimitedBy: _______ David B. Ripsom, deO)MEMBER INSURED:STP Nuclear Operating CompanyDate:Witness: JPrimary- Aprill1,2015P 15-0752014.02.04.09.13.54 NUCLEAR ELECTRIC INSURANCE LIMITEDWILMINGTON, DELAWAREBLANKET EXCESS,DECONTAMINATION LIABILITY,DECOMMISSIONING LIABILITYAND EXCESS PROPERTY INSURANCE POLICYDeclarations attached to and made a part of Policy No. BX1 5-007MemberInsuredMemberAddressPacific Gas and Electric CompanyP.O. Box 770000San Francisco, California 94177Primary Policy No. P15-027 100.00%InsuredAddressSTP Nuclear Operating CompanyP.O. Box 289Wadsworth, Texas 77483Item 2.Primary Policy No. P15-075 100.00%Insurer: Nuclear Electric Insurance LimitedMailing Address: 1201 N. Market Street, Suite 1100, Wilmington,Delaware19801A. Policy Period:Item 3.From April 1, 2015(Date)Policy Year:April 1, 2015 Tofo Apriul1,2016(Date)April 1, 2016(Date)B.From(Date)Whole Layer Blanket- April 1, 2015BX15-0072014.02.06.14.26.23 All dates used to determine the Policy Period, Policy Year, or used as the effectivedate of any endorsement have as their effective time 12:0 1 a.m.Standard Time inHamilton, Bermuda.Premium Payments required from each Member Insured:Item 4.Diablo CanyonSouth Texas ProjectTotal Premium PayablePremium Amount$686,224$658,214$1,344,438Item 5.A.B.Multiple: 10Maximum Retrospective Premium Adjustment for each Member Insured:Diablo CanyonSouth Texas ProjectTotal Retrospective Premium Adjustment$6,862,240$6,582,140$13,444,380Item 6. A. Except as provided in Item 6.B, the Insurer's maximum Limit ofLiability resulting from any one Accident will not exceed $_0.B. The Insurer' s maximum Limit of Liability resulting from any oneAccident that involves coverage under paragraph I. 1(a), subsection 1.2 or SectionII will not exceed $1,250,000,000; provided, however, that not more than $0 ofsuch Limit of Liability may be used for losses that are covered under Policyprovisions other than paragraph I.1l(a), subsection 1.2 or Section II.Item 7. Description and location of property covered (if self insured):Identical to Item 7 of the Declarations of each of the Primary_ Policiesidentified under Item 1 of the Declarations of this Policy.Item 8. The Insurer shall be furnished with copies of all Underlying Insurance Policiesand all endorsements thereto within thirty days of the receipt thereof by theMember Insured.Whole Layer Blanket -April 1, 2015 ii2014.02.06.14.26.2liX15-007.3 Item 9.Item 10.Insureds:Identical to Item 9 of the Declarations of each of the Primary_ Policiesidentified under Item 1 of the Declarations of this Policy.Loss Payee ClauseIdentical to Item 10 of the Declarations of each of the Primary Policies identifiedunder Item 1 of the Declarations of this Policy, with the following changes:In Item 10.A. the reference to "Section I.A.2" is replaced with "Section I.l(a)".In Item 1 0.B and I 0.C. the reference to "Section I.G" is replaced with "SectionII"..LItem 11. Service of Process to Insured (see Section V.9(e)):Identical to Item 11 of the Declarations of each of the Primary Policiesidentified under Item 1 of the Declarations of this Policy.Whole Layer Blanket -April 1, 2015.BX15-007iii20 14.02.06. 14.26.23 NUCLEAR ELECTRIC INSURANCE LIMITEDBLANKET EXCESSDECONTAMINATION LIABILITY, DECOMMISSIONING LIABILITY ANDEXCESS PROPERTY INSURANCE POLICYTABLE OF CONTENTSINSURING AGREEMENT ........................................................... 1I. DECONTAMINATION LIABILITYAND EXCESS PROPERTY COVERAGE ............................................... 2II. DECOMMISSIONING LIABILITY COVERAGE ..................................... 5III. EXCLUSIONS............................................................................... 6A.WAR RISK ............................................................................... 6B. OTHER ................................................................................... 6IV. PREMIUM.................................................................................... 7V. CONDITIONS................................................................................ 71. Abandonment........................................................................... 72. Aggregate Limit of Liability and Reduction of Policy Amount by Loss.......... 73. Application Form ....................................................................... 74. Appraisal ................................................................................. 75. Assignment.............................................................................. 86. Choice of Law........................................................................... 87. Concealment, Fraud .................................................................... 88. Currency ................................................................................. 99 .D isp u te R e so lu tio n .. .................................................................... 910. Errors and Omissions .................................................................1311. Headings ...............................................................................1312. Evaluations and Compliance with Loss Control Standards .......................1313. Loss Payments.........................................................................1514. Notifications............................................................................1615. Other Insurance........................................................................1716. Requirements in Case of Accidental Property Damage............................1817. State Premium Tax .................................................................... 2018. Subrogation ............................................................................ 2019. Suit...................................................................................... 2120. Term and Cancellation ............................................................... 21Whole Layer Blanket- April 1, 2015 12015.01.29.08.53.02BX15-007
- 21. Valuations.............................................................................. 2222. When Loss Payable................................................................... 22VI. RETROSPECTIVE PREMIUM ADJUSTMENT....................................... 23VII. MEMBERSHIP.............................................................................. 26VIII.DEFINITIONS.............................................................................. 271. "Accident" ............................................................................. 272. "Accidental"........................................................................... 273. "Accidental Property Damage"...................................................... 274. "Act" ................................................................................... 275. "Actual Cash Value".................................................................. 276. "Amount of Decommissioning Liability Coverage" ............................... 277. "Attachment Point" ................................................................... 278. "Debris Removal and Decontamination Coverage"............................... 279. "Declarations"................................ ......................................... 2710. "Decommissioning Target Amount" ............................................... 28i11. "Decommissioning Target Document" ................ ............................ 2812. "Decommissioning Trust Fund".................................................... 2813. "Delinquent Member" ............................................................... 2814. "Deposit Premium" .................................................................. 2815. "FERC" ............................................................................... 2816. "Functional Age"..................................................................... 2817. "Functional Total Loss Coverage" .................................................. 2818. "Functional Value"................................................................... 2819. "Generation Replacement Value" .................................................. 2820. "INPO" ................................................................................ 2921. "Insured Property" ................................................................... 2922. "Insureds" ............................................................................. 2923. "insurer"............................................................................... 2924. "Loss" ................................................................................. 2925. "Loss Control Standards". .......................................................... 2926. "Member Insurance Program" ...................................................... 2927. "Member Insureds" .....* ............................................................. 2928. "Member Insureds of the Insurer".................................................. 2929. "Multiple"............................................................................. 2930. "NRC" ................................................................................. 2931. "Nuclear Liability Coverage"........................................................ 2932. "Operator" ............................................................................. 3033. "Other Insurance Policy" ............................................................ 3034. "Other Member Insurance Policy".................................................. 3035. "Person" ............................................................................... 3036. "Policy"................................................................................ 3037. "Policy Year"......................................................................... 30Whole Layer Blanket -April 1, 2015 ii 2015.01.29.08.53.021Y1 5-00(7
- 38. "Prem ium ". ......................................................3039. "Primary Policy". ....................................... ............................. 3040. "Property Damage"................................................................... 3041. "Property Damage Coverage" ....................................................... 3042. "Replacement Cost" .................................................................. 3043. "ReSolution Plan". ................................................................... 3144. "Retrospective Premium Adjustment" 3145. "Settlement Date"..................................................................... 3146. "SHALL Requirement".....................3147. "Shortfall"............................................................................. 3148. "Specified Nuclear Liability Amount".............................................. 3149. "Underlying Insurance Policy"...................................................... 31Whole Layer Blanket -April 1, 2015BX15-007iii2015.01.29.08.53.02 Policy No. BX1 5-007NUCLEAR ELECTRIC INSURANCE LIMITEDWILMINGTON, DELAWAREBLANKET EXCESS DECONTAMINATION LIABILITY, DECOMMISSIONINGLIABILITY AN]) EXCESS PROPERTY INSURANCE POLICYThis is a blanket excess policy. There is no reinstatement of the Blanket Limit aftera loss. The blanket limit amount set forth in Item 6 of the Declarations is shared among theMember Insureds identified in Item 1 of the Declarations.This Blanket Decontamination Liability, Decommissioning Liability and Excess PropertyInsurance Policy is made by and among the undersigned Member Insureds and Nuclear ElectricInsurance Limited, a Bermuda mutual company with limited liability.The Insurer is only licensed in Bermuda and Delaware and the Insureds will not beprotected by the guaranty funds of any U.S. jurisdiction.The Member Insured will be required to execute the Policy in Delaware. The Policy willbecome effective only upon the acceptance of the delivery of the Policy by the Member Insuredat the Insurer's office in Delaware.INSURING AGREEMENTIn consideration of the premium paid, and subject to the terms and conditions of thisPolicy and anly endorsements added hereto, the Insurer agrees to pay the Member Insureds anamount up to the Blanket Limit Amount for certain expenses and costs resulting from AccidentalProperty Damage.4.-WflO1eLaver41~aThKe~-=4~prH-1..-2,U.' ~ -*.~--.-- .*. .~ ~....~BX15-007.:j,i IN WITNESS WHEREOF, the parties hereto have caused this Endorsement to be executed andattested on their behalf.Wilmington, DelawareDate: tAs of April 1, 2015Date: As of April 1, 2015--'f INSURER:Nuclear Electric Insurance LimitedDavid B. 7/INSURED:Pacific Gas and Electric CompanyINSURED:STP Nuclear Operating CompanyDate: As of April 1, 2015...20-1-5.0-1.2-9-.08.53-.02 ............... ......* -t=-April-l,-20L5-BX15-007 I. DECONTAMINATION LIABILITY AND EXCESS PROPERTY COVERAGE1. The Insurer agrees to indemnify the Insureds and their legal representatives.(a) for all expenses necessarily incurred by the Insureds in discharging theirlegal obligation or liability to protect the public health and safetyfollowing Accidental Property Damage, as required by the Act, providedsuch expenses would otherwise be covered under paragraphs 1. 1(b) or1. 1(c) hereof, but for this paragraph 1.1l(a);(b) for all expenses necessarily incurred by the Insureds to remove debris ofand to decontaminalte the Insured Property fo~llowing Accidental PropertyDamage; and(c) for all other losses covered under the Underlying Insurance Policy;which, except with respect to Functional Total Loss Coverage, and as provided insubsection 1.7 hereof, would be covered by such Underlying Insurance Policy ifthe limit of the Underlying Insurance Policy thereunder were not exhausted, butonly to the extent that .the amount of Accidental Property Damage exceeds theAttachment Point.2. (a) In the event of Accidental Property Damage which (i) exceeds theAttachment Point and includes as part of the loss at least $100,000,000 ofNuclear Liability Coverage; (ii) is covered under paragraphs 1. 1 of thePolicy or would be covered under that paragraph but for the availability ofinsurance under the Underlying Insurance Policies; and (iii) results inpermanent cessation of nuclear operations at a Unit, the Insurer agrees toindemnify the Insureds and their legal representatives for the FunctionalValue of the Unit following Accidental Property Damage.(b) If the Member Insured elects to receive the Functional Value of the Unitthe Member will not be entitled to receive any additional recovery underthe Property Damage Coverage of thePolicy.(c) In the event that the Unit returns to commercial nuclear operation, theInsureds shall repay to the Insurer the entire amount paid pursuant toparagraph 1.2(a), together with interest thereon, calculated quarterly at the90-day United States Treasury Bill interest rate in effect on the firstbusiness day of each calendar quarter.3. The Insureds' recovery under the Nuclear Liability Coverage or the DebrisRemoval and Decontamination Coverage shall not be decreased because theActual Cash Value (or, if applicable, the Replacement Cost) of the InsuredProperty is less than the Insurer's limit of liability............. ......W tix61 L- y er -Blkat ket-=- 0 t-5.......... .. .3 ...2O-h :08.5+/-O0 .... ...... .......BX15-007
- 4. (a) Except as provided in paragraph 1.4(b) below, the amount of insurance "available for payment to the Insureds with respect to Losses under theDebris Removal and Decontamination Coverage, the Property DamageCoverage, or the Functional Total Loss Coverage prior to the completionof indemnification under the Nuclear Liability Coverage shall becalculated by subtracting the Specified Nuclear Liability Amount from theAmount specified in Item 6 of the Declarations, as such amount may bereduced pursuant to the terms of this Policy.(b) At the request of the Irisureds, the amount calculated in accordance withparagraph 1.4(a) above may be increased to .include an amount equal to allor part of the Specified Nuclear Liability Amount, but only to the extent ofamounts for which the Member Insured attests that:(i) the Insureds are entitled to claim under other valid and collectibleinsurance covering the same expenses covered by the NuclearLiability Coverage;(ii) the Insureds will claim under such other insurance and use suchproceeds to discharge the Insureds' legal obligation or liability toprotect the public health and safety following Accidental PropertyDamage, as required by the Act; and(iii) the payment or use of all or part of the Specified Nuclear Liability ..Amount for Losses under the Debris Removal and*-Decontamination Coverage, the Property Damage Coverage,and/or~the Functional Total Loss Coverage does not violate any.regulation or order of the NRC.5. (a).. The Insurer shall be liable hereunder, whether or not an UnderlyingInsurance Policy provides coverage for Accidental Property Damagecaused by:(i) Windstorm, tornado or hurricane;.(ii) Flood, including flood caused by or resulting from hurricane,tornado or windstorm; surface water, waves, tidal water, or tidalwave, overflow of streams or other bodies of water, or spray fromany of the foregoing, all whether driven by wind or not, and releaseof water impounded by a dam at any location specified in theUnderlying Insurance Policies (each of which is deemed a"Flood"); and(iii) Earthquake, volcanic eruption, landslide, subsidence or sinking ofland or other earth movement, settlement or other movement offoundations, at any locations specified in the Underlying InsurancePolicies....Who e prit-l 5-O -...... ... ... .. 204-5=0-t2;O-.2 .08.5302....BX15-007 (b) Accidental Property Damage by windstorm, tornado or hurricane, flood, orearthquake or volcanic eruption shall constitute a single claim hereunder;provided, that(i) if more than one windstorm, tornado or hurricane should occurwithin any period of ninety-six hours commencing during the termof this Policy, and such windstorms, tornados or hurricanes have acommon origin or are caused by a single Accident, then suchwindstorms, tornados or hurricanes shall be deemed to be a singlewindstorm, tornado or hurricane within the meaning hereof;(ii) if more than one Flood should occur within any period of ninety-six hours commencing during the term of this Policy and suchFloods have a common origin or are caused by a single Accident,then such Floods shall be deemed to be a single Flood within themeaning hereof, and(iii) if more than one earthquake shock or volcanic eruption shall occurwithin any period of ninety-six hours commencing during the termof this Policy and such earthquake Shocks or volcanic eruptionshave a common origin or are caused by a single Accident, then* such earthquake shocks or volcanic eruptions shall be deemed to( be a single earthquake or volcanic eruption within the meaninghereof.(c) The Insurer is liable hereunder only to the extent that the amount ofAccidental Property Damage exceeds the Attachment Point.6. In the event that Accidental Property Damage under this Policy and under one ormore Other Insurance Policies with insurance coverage effective during the PolicyYear is caused directly or indirectly by any single Accident which is either listedin paragraph 1.5 hereof, or which involves radioactive contamination, or by anyAccident which ensues directly or indirectly from an Accident listed in paragraph1.5 hereof or from an Accident involving radioactive contamination, the Insuredsagree that:(a) The Insurer's liability for all such Accidental Property Damage shall notexceed the greater of (A) the Amount of Blanket Limit, as stated in Item 6of the Declarations, or (B) the highest of the Amount of DecontaminationLiability, Decommissioning Liability and Excess Property InsuranceRequested, as stated in the Declarations of the Other Insurance Policies, or(C) the sum of Decontamination Liability, Decommissioning Liabilityand Excess Property Insurance .Requested, as stated in the Declarations ofthe Other Insurance Policies, plus the Amount of Blanket Limit, as statedin Item 6 of the Declarations providing coverage with respect to the sameAccident.... ...... ......rip-f0-1 -5 ...5 20-5,.01z-,2 _ 8v5-3O 2....BX15-007 (b) The Insurer's liability under this Policy shall be the amount determinedunder paragraph 1.6(a) above times a fraction, the numerator of which isthe Insurer's liability for the Accidental Property Damage under thisPolicy but for this subsection 1.6, and the denominator of which is the sumof the Insurer's liability for the Accidental Property Damage under thisPolicy and all Other Insurance Policies, but for this subsection.7. Notwithstanding any other provision of this Policy, the Insurer's liability underthis Policy shall be the amount payable to the Insureds, but for this provision, lessany amount owed to the Insurer by the Insureds, including any RetrospectivePremium Adjustment due under this Policy, due under any Other Insurance Policyas such Member Insured may have with the Insurer, or referred to in subsectionVI.6.II. DECOMMISSIONING LIABILITY COVERAGE1. The Amount of Decommissioning Liability Coverage under this Policy for a Unitshall be equal to the Shortfall for such Unit calculated by using theDecommissioning Target Amount as of the Settlement Date set forth in theDecommissioning Target Document and the amount of the DecommissioningTrust Fund as of the Settlement Date.2. In the event of Accidental Property Damage which (i) exceeds the Attachment (1Point and includes Nuclear Liability Coverage; (ii) is covered under paragraphI. 1 of this Policy or would be covered under that paragraph but for the availabilityof other insurance under the Underlying Insurance Policies; and (iii) results inpermanent cessation of nuclear operations at the Unit, the Insurer agrees toindemnifyr the Insureds and their legal representatives for estimated expensesnecessarily to be incurred in decommissioning the Unit as described in theDecommissioning Target Document, up to the Amount of DecommissioningLiability Coverage for the Unit determined under subsection 11. 1 above.3. Any amounts payable by the Insurer pursuant to subsections 1I. 1 and 11.2 shall bedeposited into the Decommissioning Trust Fund pursuant to Item 10OC of theDeclarations. The calculation of the Amount of Decommissioning LiabilityCoverage shall be made with respect to any claim under subsection 11.1 once theMember Insured has certified that the Insureds have discharged their legalobligation or liability to protect the public health and safety, as required by theAct. No payment shall be made with respect to any claim under subsection 11. 1until the Member Insured has certified that the Insureds have discharged theirlegal obligation or liability to protect the public health and safety followingAccidental Property Damage, as required by the Act, or has made the attestationsreferred to in paragraph V. 13 (b).4. In the event that the Unit returns to commercial nuclear operation, the Insuredsshall return to the Insurer the entire amount paid pursuant to thisSection II, (WhoIe-L-~ay er-Htank~t-Apr4M-20-t-5 620- .2 8:-.53d)-2 .... .BX15-007 together with interest thereon, calculated quarterly at the 90-day United StatesTreasury Bill interest rate in effect on the first business day of each calendarquarter.5. The Insureds' recovery under the Decommissioning Liability Coverage shall notbe decreased because the Actual Cash Value (or if applicable, the ReplacementCost) of the Insured Property is less than the Insurer's limit of liability.III. EXCLUSIONSA. WAR RISK1. Subject to paragraph 2 below, the coverage provided under this Policy does notapply to Property Damage caused directly or indirectly by:(a) hostile or warlike action in time of peace or war, including action inhindering, combating or defending against an actual, impending or expectedattack by any government or sovereign power (de jure or de facto), or by anyauthority maintaining or using military, naval or air forces; or by military,naval or air forces; or by an agent of any such government, power, authorityor forces;(b) any weapon of war employing nuclear fission or fusion whether in time ofpeace or war; or(c) insurrection, rebellion, revolution, civil, war, usurped power, or action takenby governmental authority in hindering, combating or defending against suchan occurrence.2. This War Risk Exclusion shall only apply to acts which are part of overt militaryactivity.B. OTHERNotwithstanding any other provision in this Policy, the Insurer shall not be liable for anysums, which the Insured may be obligated to pay as damages:(a) because of bodily injury or personal injury; or(b) because of damage to property not described in the Declarations, orcovered by the Underlying Insurance Policies; or(c) for which the Insured is covered or would be entitled to coverage under anuclear energy liability policy issued by American Nuclear Insurers,Nuclear Energy Liability Insurance Association, Mutual Atomic EnergyLiability Underwriters or other third party liability insurer or other thirdparty entity................ ......W hn1t-e-B-ayei-- t~ Ap i yt2015 .. .. ...7 2O0t+/- Ot-.2 : 8~55-Oi2 ... ...BX15-007 (IIV. PREMIUM1. The Member Insured agrees to pay to the Insurer the Premium under the terms andconditions hereinafter set forth. The Premium shall be paid to the Insurer by wiretransfer or other method acceptable to the Insurer on or before the beginning of thepolicy period specified in Item 3A of the Declarations.2. As a condition precedent to the Insurer's obligations under this Policy, the MemberInsured agrees to notify the Insurer that the Insured Property has been classifiedCategory Number Five by the Institute of Nuclear Power Operations ("INPO"),within seven (7) days of being advised by INPO of such classification being put in*place, and to pay such additional Premium due hereunder to. the Insurer as a resultthereof by wire transfer or other method acceptable to the Insurer within twenty (20)business days after demand.3. The Member Insured further agrees to pay the Insurer the Retrospective PremiumAdjustment under the terms and conditions specified under Section VI.V. CONDITIONS1. Abandonment. There shall be no abandonment to the Insurer of any property. (1j2. Aggregate Limit of Liability and Reinstatement of Policy Amount by Loss. Theamount of Blanket Limit set forth under Item 6 of the Declarations is themaximum amount the Insurer will pay during the Policy Period for any and allLosses that are covered under this Policy.Every Loss covered under this Policy reduces, as of the date of such Loss, theamount of Blanket Limit available under this Policy by the amount of such Loss,and this Policy shall apply thereafter for the reduced amount.3. Application Form. The application for membership, insurance and undertakingwith respect to membership and purchase of insurance made by the MemberInsured with respect to becoming a Member of the Insurer, as the same may beamended from time to time (hereinafter referred to as the "Application"), is madeas much a part hereof as if the Application were fully set forth herein.4. Appraisal. In case the Member Insured and the Insurer shall fail to agree as to theamount of Property Damage, then, on the written demand of either, each shallselect a competent and disinterested appraiser and notify the other of the appraiserselected within twenty (20) days of such demand. The two appraisers so selectedshall first select a competent and disinterested umpire; and failing for fifteen (15)days from the date of selection of the second appraiser to agree upon such umpire,then on request of the Member Insured or the Insurer, such umpire shall be.. ...Whote- L-ayer-B tank-et---Ajri4- 5-- 8 ... ..... ..2O-t-50-t---2-9:08:-.53_02BX15-007 selected by a judge of the United States District Court for the district in which theInsured Property is located. The appraisers shall then appraise the PropertyDamage, stating separately Actual Cash Value or, if recovery under theUnderlying Insurance Policies is on a Replacement Cost basis, the ReplacementCost, and amount of Property Damage to each item; and, failing to agree, shallsubmit their differences, only, to the umpire. An award in writing, so itemized, ofany two when filed with the Insurer shall determine the amount of PropertyDamage. Each appraiser shall be paid by the party selecting him and the expensesof appraisal and of the umpire shall be paid equally by the Member Insured on theone hand and the Insurer on the other.5. Assignment. Assignment of this Policy or any rights hereunder shall not be validexcept with the prior written consent of the Insurer.6. Choice of Law.(a) In view of the diverse locations of the parties hereto and the desirability ofunified regulation, the Insureds and Insurer agree that the terms of thisPolicy shall determine their respective rights and duties and that thisPolicy shall be construed and enforced in accordance with and governedby the internal law of the State of New York, United States of America.(bo) The parties intend that the Insurer conduct its activities so as not to besubject to the insurance regulation of any jurisdiction other than Bermudaand Delaware. Accordingly, the parties expressly recognize and agree thatparagraph (a) above does not evidence an intent by the parties to(i) give jurisdiction over the Insurer to the insurance regulatoryauthority of any jurisdiction other than Bermuda and Delaware; or(ii) make applicable to this Policy any of the insurance laws orregulations (including those which specify the terms of the by-lawsand contracts of mutual insurance companies) of any jurisdiction,including New York, other than to the extent such laws ofBermuda and Delaware are applicable; or(iii) otherwise have the laws of Bermuda or Delaware apply to theconstruction or enforcement of this Policy.7. Concealment, Fraud. The Insurer shall have no obligation to make any paymentsunder this Policy if, whether before or after an Accident, any Insured has willfullyconcealed or misrepresented in writing any material fact or circumstanceconcerning this insurance or the subject thereof, or the interest of any Insuredtherein, or in case of any fraud or false swearing by any Insured relating thereto;but the application of this provision shall not affect the Member Insured'sobligation to pay the Retrospective Premium Adjustment callable by the Insurer... ....Whol 9 20,t-5O.I29:O8-.53;}2 .. ................BX15-007 under this Policy, or provide other assurances to the Insurer pursuant to Section "VI(b).8. Currency. All payments required to be made under this Policy by the MemberInsured or the Insurer shall be made in United States dollars.9. Dispute Resolution.(a) The Insurer and the Insured mutually acknowledge that the form, termsand conditions of the Policy have been formulated by representatives ofthe companies participating in the mutual enterprise in order to provideinsurance coverage which is vital to all participants. It is desired that theInsurer serve as a financially stable and reliable entity, responsive to thecoverage needs of its participants, and providing coverage fairly andequitably as to each Insured, but taking equally into account fairness andequity as to all Insureds as a group. While every effort has been made todefine with clarity and precision the scope of coverage and other policyprovisions, the Insurer and the Insured mutually acknowledge thatsituations may arise where the terms of the Policy, or the interpretation ofthe terms, are disputed. For the foregoing reasons, the Insurer and theInsured agree that the following principles shall govern the interpretationof the Policy:(1) Even-handedness and fairness to both the Insurer and the Insured; C(2) In the event of an ambiguity in a policy provision, the intentions ofthe Insurer and the Insured shall be considered by the Arbitrator(s).Evidence of such intentions is limited to the following extrinsicevidence: reports, notes, meeting minutes, and related materialsproduced by or given to the Insurer's Board of Directors, AdvisoryCommittees, and Task Forces, and any testimony taken from apresent or former employee of the Insurer, member of a MemberAdvisory Committee, or Director;(3) The practice of the Insurer and the Insured in interpreting andapplying the Policy;(4) The cooperative rather than adversarial relationship between theInsurer and the Insured; and(5) The contract construction rule of contra proferentem (construing acontract against the drafter) is not applicable to this insurance policy.(b) The Insurer and Insured will endeavor to resolve any dispute between themby means of a voluntary process to be agreed upon between them, including,without limitation, early neutral evaluation, mediation, mini-trial, neutral factfinding, or senior peer review. Neither the Insurer nor the Insured may be ....-Who te-L-ay er-Btank&et--A~ri-1-;-2Oi 5 1-0 20 t-5E.--t29O.-0853 .-02-- .........BX15-007 compelled to participate in any such voluntary process except that, at therequest of an Insured, the Insurer agrees to submit the dispute to senior peerreview. The Insurer agrees to pay the fees and expenses of any neutral partyassociated with the use of any process hereunder. Senior peer review is aprocess in which both sides present their arguments and view of the evidenceto a panel of five (5) employees of other NEIL Members, unless the Insuredand Insurer agree that a panel of three (3) would be more appropriate. Thepanel will provide a written non-binding opinion on the merits of the dispute.Though not an exclusive list, panel members may include individuals fromNEIL's Member Representatives, Board of Directors, Member AdvisoryCommittees, or Members' Legal Counsel. None of the panelists may beemployed by a Member that is an affiliate of the Insured involved in thedispute. The panelists shall be selected by agreement of the Insured andInsurer, but if no agreement is reached within 30 days of the date the seniorpeer review is requested, the Insurer and Insured shall each submit a list offive names and a NEIL outside Director (as chosen by the Chairman of theBoard) shall select the panelists. The panel, with input from the parties, shallestablish, a schedule for the proceeding, including, if appropriate, thesubmittal of written materials and oral arguments.(c) The Statement of Dispute Resolution Principles adopted by the Insurer'sBoard of Directors and Members, as it may be amended from time to time,shall not create any rights or obligations on the parties but shall be used asguidelines for conducting dispute resolution processes hereunder.(d) Any dispute, controversy or claim between the Insurer and the Insured as toany matter arising out of or relating to this Policy, or the breach, terminationor invalidity thereof, which is not settled between themselves, pursuant toparagraph 2 above or otherwise, shall be settled by arbitration in accordancewith the United Nations Commission on International Trade Law's(UNCITRAL) Arbitration Rules. Arbitration of a dispute is final andbinding..(1) The number of arbitrators shall be one, unless the Insured or theInsurer requests a three-person panel, in which case the number ofarbitrators shall be three.(2) In the event the arbitration is to be decided by a single arbitrator, andthe parties cannot agree on the appointment of that arbitrator withinsixty (60) days of the notice of arbitration being served, the solearbitrator shall be selected by the appointirig authority specified inparagraph 9.d(4).(3) In the event the arbitration is to be decided by three arbitrators, theInsured shall appoint one arbitrator and the Insurer another; the twoso appointed arbitrators shall select the third, who will act as theChairman for the panel. The party which files the notice of... .... ... ..Whot 20 11 .. .... ..20-150-t29;08.5 +/-302 ....... .... ....BX15-007 arbitration shall include in such notice the identity of its party-appointed arbitrator. Within forty-five (45) days of service of thenotice of arbitration, the second party shall notify the party that filedthe notice of arbitration of the identity of its party-appointedarbitrator. At the time of the notification of the appointment, eachside shall provide the other with a detailed curriculum vitae for theselected arbitrator, which shall include information regarding anypotential conflict of interest of the selected arbitrator, including anyfinancial or personal interest in the result of the arbitration or any pastor present relationship with the parties or their representatives. Allarbitrators shall be obligated to update his/her potential conflict ofinterest information throughout the arbitration. If (i) the party filingthe notice of arbitration fails to include the identity of its party-appointed arbitrator, or (ii) the second party does not notify the firstparty of its party-appointed arbitrator within forty-five (45) days ofservice of the notice of arbitration, or (iii) the two party-appointedarbitrators fail to agree on a third arbitrator within a period of sixty(60) days from the date of appointment of the second arbitrator, then,on request of either party, thle missing party-appointed arbitrator orthe third-arbitrator (as the case may be) shall be selected by theappointing authority specified in paragraph 9.d(4). There shall be noexparte communications between a party and any of the arbitrators,except that a party-appointed arbitrator shall be permitted to -communicate with the party that :appointed him/her concerning (1)(Ithe identity of the Chairman and (2) issues associated with arbitratorivoices.(4) *The appointing authority 'shall be the American ArbitrationAssociation ("AAA") in New York, New-York. The AAA shallselect arbitrators from the panel of international arbitrators for theInternational centre for Dispute Resoluition, the international divisionof the AAA (the "ICDR Roster"). The arbitrators selected from theICDR Roster shall be U.S. nationals. If for any reason the AAA failsto appoint an arbitrator within thirty (30) days of the date of receipt ofthe request for such appointment, either party may proceed pursuantto Article 75 of the Civil Practice Law and Rules of the State of NewYork and make application to the Supreme Court of the State of NewYork, County of New York for the appointment of the arbitrator.(5) To the extent there is any inconsistency between the UNCITRALArbitration Rules and the provisions of this Policy, the latter shallgovern.(6) The place of the arbitration shall be New York, New York, unless theparties agree upon another location.(I0-tO-5 -12 ....204-5=.0h95-3.O2.BX15-007 (7) Within forty-five (45) days after the appointment of the Chairman,the arbitrators shall conduct an initial conference to which the partieswill be invited to attend. At the initial conference, the parties andarbitrators shall discuss, without limitation, (1) the procedures to befollowed, (2) scheduling of submissions and hearings, and (3) atimetable for discovery. At a minimum, the discovery order shallrequire the parties to provide each other non-privileged documentsthat are requested by the other side and that reasonably relate to theclaims and defenses asserted in the arbitration. Following the initialconference, the arbitrators shall issue a Procedural Order to theparties setting forth the procedures and schedule.(8) Within sixty (60) days of the close of the hearings (or the later ofpost-hearing oral argument or post-hearing written submissionsshould the arbitrators authorize them), the arbitlrators shall issue theiraward, which shall be in writing and shall present a detailed statementof the factual and legal bases for the award. The award of thearbitrators shall require a majority of two votes. The arbitrators shallfirst determine the liability of the parties as to the dispute, claim orcontroversy, and then, only if necessary, determine the type andamount of relief to be granted. In no case may the arbitrators orderthe rescission or reformation of this Policy. Further, unless thei arbitrators determine that it is inappropriate under the circumstancesof the case, the award shall provide that post-award interest shallbegin to accrue at the rate of the Prime Rate, as published in the WallStreet Journal as of the date of the award, plus two (2) percent perannum from the date sixty (60) days after the award is delivered tothe parties until the date the award is paid.(9) The arbitrators shall award reasonable attorney's fees and costs to theprevailing party, not to exceed the amount of fees and costs incurredby the non-prevailing.party. For this purpose, the fees incurred shallbe calculated at reasonable hourly billing rates and shall include allreasonable out-of-pocket expenses, including, without limitation, thereasonable costs, of expert witnesses and consultants. If the Insuredhas retained counsel on a contingency fee basis, and the Insurer is theprevailing party, the arbitrators shall award the Insurer all of itsreasonable attorney's fees and costs (without consideration of the feesand costs incurred by the Insured).(10) In the event the award is challenged in court and the challenge isdenied, the party that challenged the award shall pay the reasonableattorney's fees and costs incurred by the non-challenging party indefending against the challenge to the award........ ...............Wlhlt Eay-erB h prt -l72-0-5 -i-3 .......2 .. ................BX15-007
((11) The parties acknowledge that any dispute resolution proceeding isintended to be confidential and therefore agree to properly maintainand not disclose or reveal any information obtained from the otherparty pursuant to the terms of a Confidentiality Agreement to beexecuted between the parties at the beginning of the proceeding (theterms of which shall be determined by the arbitrators in the event thatthe parties are unable to agree). In the case of arbitration, the writtendecision of the arbitrator(s) shall be available to other Insureds ofNEIL and ONEIL, except that any information within the writtendecision that the Insured can show is proprietary in nature will beredacted.(e) To the extent that any dispute, claim or controversy between the Insuredand the Insurer hereunder is not subject to arbitration for any reason, or tothe extent that applicable law otherwise permits the parties to seekprovisional relief from the courts prior to the time that the arbitral panel isappointed, the United States District Court for the Southern District ofNew York (or the Supreme Court of the State of New York, New YorkCounty, if federal jurisdiction cannot be attained) shall have exclusivejurisdiction thereof. For such purpose, the Insured agrees to accept,without objection to form or manner, service of process by registered mailor form of overnight mail to the person identified in Item 11 of theDeclarations. For such purpose, the Insurer agrees to accept, without objection to form or manner, service of process by registered mail, orovernight mail, directed to the Insurer's General Counsel, at NuclearElectric Insurance Limited, 1201 Market Street, Suite 1100, Wilmington,Delaware 19801. The foregoing consents to service of process are notintended, nor shall they be .construed, to extend to any dispute, claim,controversy, cause of action, or other matter other than as stated in thisparagraph.10. Errors and Omissions. No inadvertent error, omission or failure in furnishingreports hereunder shall prejudice the Insureds' right of recovery, but shall becorrected when discovered.11. Headings. The headings in this Policy are inserted for convenience only and shallnot be deemed to constitute a part hereof.12. Evaluations and Compliance with Loss Control Standards(a) The Insurer shall be permitted, but not obligated, to perform or to haveperformed on its behalf, evaluations of the Insured Property at any reasonabletime. All evaluations and evaluation reports made by or on behalf of theInsurer are made solely for insurance purposes. Evaluation reports are basedupon the conditions, practices and property observed and information madeavailable at the time of the evaluation, and shall not be deemed to identify allhazrd ortoindicate that other hazards do not exist. The Insurer and those (rihI ,15--15 -t4 2 0 +/-t-51-29.0855-3_02......BX15-007 performing evaluations on its behalf shall not be responsible for thecorrection or control of any conditions, practices or property.Notwithstanding any other agreement, express or implied, to the contrary,neither the right to make an evaluation nor the making of an evaluation, norany advice or report resulting therefrom, shall constitute or be construed asan undertaking on behalf of or for the benefit of the Insureds or others todetermine or warrant that the facilities, operations or property are safe orhealthful, or are in compliance with any law, rule, regulation, procedure orstandard. It shall be the obligation of the Insureds to ensure that the Insurer isaccorded the right to conduct an evaluation under this paragraph.(b) Notwithstanding the provisions in Paragraph V. 12.e, upon discovery of adangerous condition (the "Dangerous Condition) with respect to anyproperty, or part thereof, insured under this Policy or a Primary Policy issuedby the Insurer for Site insured under this Policy (the "'Affected Property"),whether discovered as a result of an evaluation or otherwise, a representativeof the Insurer may(1) request that the Affected Property be taken out of service withoutdelay, and/or(2) request that actions be taken to remedy the Dangerous Condition.(c) If a request made under Paragraph V. 12 .b is not complied with, the Insurermay immediately suspend coverage as to the Affected Property and/or asto Property Damage that could have been avoided or reduced had theDangerous Condition been remedied, provided, however, that there will becoverage for Property Damage if the Insured can demonstrate that theProperty Damage was unrelated to the failure to take the requested action(and there is otherwise coverage under this Policy.). Notice of thesuspension (which may be made together with either request referred to inParagraphs V.1 12.b) shall be written and, notwithstanding any otherprovisions under this Policy, maybe sent to the Member Insured by handdelivery, e-mail, fax or courier.(d) It shall be an obligation under this Policy that the Insured comply with theSHALL Requirements contained in the Insurer's Loss Control Standards.(e) If the Insurer learns of an Insured's failure to comply with, or to takeagreed upon actions in accordance with the agreed upon Resolution Planto correct a failure to comply with, a SHALL Requirement contained inthe Insurer's Loss Control Standards, and, as a result and in accordancewith the terms of a Primary Policy issued by the Insurer for the Siteinsured under this Policy the Insurer suspends coverage under that PrimaryPolicy, such suspension of coverage shall apply with equal force andeffect to this Policy. The Insurer shall notify the Insured of a suspensionof coverage under this Policy in the same notice sent by the Insurer.....................W4 okL-ayer-..B tanke4-A-p ri--t-20-I-5. ... ... .15 .. ..... ..20-I5_ ~0-t- 9 &85-.0-2-.... ......BX1 5-007 Cconcerning suspension under the Primary Policy. Upon reinstatement ofcoverage under the Primary Policy, coverage shall be reinstated under thisPolicy in accordance with the provisions of Paragraph (i) of this Section.(f) If the Insured requests that coverage be removed Under a Primary Policyissued by the Insurer for the Site insured under this Policy, such removalof coverage shall have equal effect under this Policy, with the precisescope of such removal to be described in an endorsement to this Policy oras set forth in writing and delivered to the Insured.(g) Any suspension of coverage under Paragraphs V.12.c and V.12.e of thispolicy shall be in accordance with the scope of coverage suspension setforth in writing and delivered to the Insured.(h) The Insurer may immediately suspend coverage under this Policy, mnwhole or in part, with respect to the Insured Property if (i) the NRCsuspends or revokes for any reason the operating license issued withrespect to any Unit on such Insured Property, or (ii) the NRC issues ashutdown order with respect to such Unit, or (iii) the NRC issues aconfirmatory order keeping such Unit shut down. In the event that theInsurer chooses to suspend coverage under this provision, it shall notifythe Member Insured in writing of that decision.(i) .The coverage suspended in accordance with Paragraphs V.12.c and V.12.eCabove, as well as any coverage removed, may be reinstated by the Insurer,but only by an endorsement issued to form a part of this Policy. TheSuspension of the insurance under this Policy will not affect the obligationof the Member Insured to pay the Retrospective Premium Adjustment* callable by the .Insurer under this Policy, or provide other assurances to theInsurer pursuant to Section VI(b).13. Loss PaymentsExcept as provided in subsection V.13.(b) below, it is agreed that paymentunder this Policy shall be made in the following order:S(i) Losses under Nuclear Liability Coverage.(ii) Losses under Decommissioning Liability Coverage pursuant toSection II of the Policy.(iii) Losses under the Debris Removal and Decontamination Coverage,the Property Damage Coverage, and the Functional Total LossCoverage.(b) Payment under this Policy may be made with respect to Losses under theDecommissioning Liability Coverage, Debris Removal and (7-Whel 15 16 ... .. .... .20-1A)1-2-9 8-.5-3-02.BX15-007 Decontamination Coverage, the Property Damage Coverage, and/orFunctional Total Loss Coverage prior to completion of indemnificationunder the Nuclear Liability Coverage only on the condition that theMember Insured attests that:(i) no proceeds of this Policy in excess of an amount specified by theInsureds, except as provided in a Proof of Loss filed with theInsurer, are needed to discharge the legal obligation or liability ofthe Insureds to protect the public health and safety followingAccidental Property Damage, as required by the Act; and(ii) the payment or use of policy proceeds for Losses under theDecommissioning Liability Coverage, Debris Removal andDecontamination Coverage, the Property Damage Coverage,and/or the Functional Total Loss Coverage does not violate anyregulation or order of the NRC.(c) No payments shall be made pursuant to Section I until (i) all amountspayable under all Underlying Insurance Policies have actually beenexpended for the types of losses and expenses covered thereunder ordesignated for the type of expenses covered under paragraph 1. 1(a) or II.,and (ii) at least the amount of the Attachment Point has actually been( expended for the types of losses and expenses covered under paragraphsI. 1(b) or I. 1(c) or designated for the type of expenses covered underparagraph I. 1(a) hereof.(d) If the Insured satisfies the requirements for and elects to receive theFunctional Value of the Insured Unit pursuant to Section 1.2, themaximum amount the Insured may collect from the Insurer over each ofthe next five (5) consecutive 12-month periods is US$350,000,000. Each12-month period will begin on the date, or anniversary date, of theAccident that resulted in the Functional Value election. After the fifthanniversary of the Accident date, the Insured shall be permitted to collectany amount that remains available under the Limit of Liability stated inItem 6 of the Declarations, subject to the terms of this Policy includingpriority of payments and when the Insurer would be obligated to makeclaims payments. Despite the provisions of this paragraph, an Insuredmay collect more than the maximum amount stated above over any of the12-month periods, but only if all of the payments made to the Insuredduring the particular period are for damages incurred pursuant to SectionI. 1(a) and (b) of this Policy, or Section I.A.2 of a Primary Property Policyissued by the Insurer for the Unit.14. Notifications(a) The Member Insured shall promptly notify the Insurer in the event thatany of the Units specified in Item 7 of the Declarations or in the.......... ..l" BX15-007 Declarations of the Primary Underlying Insurance Policy is topermanently cease operations prior to the scheduled expiration of suchUnit's operating license.(b) Policy Modifications. This Policy embodies all agreements between theMember Insured and the Insurer or any of their agents relating to thisinsurance. There shall be no change in the terms, provisions andstipulations of this Policy except in writing hereon or by endorsementadded hereto by agreement of the Insurer and the Member Insured. Noamendment to the Primary Underlying Insurance Policy shall increase theInsurer's liability under this Policy without the prior written consent of theInsurer. The granting of such consent shall be wholfly within thediscretion of the Insurer.(c) Policy Decisions and Notice. Except as provided in paragraph 16 ofSection V of this Policy, all decisions or actions made or taken withrespect to this Policy may only be taken or made by the first namedMember Insured and all such decisions or actions shall be binding ori allInsureds. Such decisions or actions shall include, without limitation,decisions to give or not give notices of accidents, to file or not file proofsof loss and to bring or not bring an action under the dispute resolutionprovision. No decision or action with respect to this Policy may be madeor taken by anyone other than the Insurer and the first named MemberInsured. The first named Member Insured shall be that Member Insured C2whose name is listed first in Item 1 of the Declarations. The Insurer andthe Insureds agree that all communications between them as to any matterarising under or relating to this Policy shall be made as follows:(i) If to the Insurer: The communication must be sent by the firstnamed Member Insured and must be sent, by facsimile, mail ordelivery to the Insurer by the Member Insured's Delaware.Representative at the address listed in Item 2 of the Declarations.(ii) If to the Insureds: The communication must be sent by the Insurerto the first named Member Insured and must be sent, by facsimile,mail or delivery to the address of the Member Insured's DelawareRepresentative. It shall be the obligation of the first namedMember Insured to communicate the contents of any notificationfrom the Insurer to the other Insureds.The Insured's compliance with the provisions of paragraph (c) is acondition precedent to the Insurer's obligations under this Policy.(d) _Reports. The Member Insured hereby consents, and shall obtain theconsent of the Operator, to the Insurer having access to INPO's finalEvaluation Reports at the same time such Reports are sent to the MemberInsured or the Operator by INPO.C...Whire tayer-Banket-=Aprit-12O05 18 .... ....20-t:0fth-.9Q.53.02...BX15-007
- 15. Other Insurance.(a) With respect to a Loss for Accidental Property Damage covered by theUnderlying Insurer (a "Joint Loss"), (i) upon receiving payment under thisPolicy with respect to a Joint Loss, the Insured hereby assigns to theInsurer the proceeds received or receivable under the UnderlyingInsurance Policies providing insurance coverage to the Insured withrespect to the Joint Loss, but only to the extent that the availability of suchproceeds would have reduced the Insurer's ultimate liability for the JointLoss; and (ii) in determining whether the Insurer has paid its share of theJoint Loss, the amounts actually paid by the Insurer shall be reduced byany amounts received by the Insurer from the Insured or the UnderlyingInsurer providing insurance coverage to the Insured with respect to theJoint Loss in accordance with (i) above.16. Reqiuirements in Case of Accidental Property Damage.(a) It shall be the obligation of the Insureds to give or cause to be givenimmediate detailed written notice to the Insurer of any AccidentalProperty Damage and to protect the Insured Property from further damage.The Insureds shall separate or cause to be separated, with reasonablepromptness, the damaged and undamaged Insured Property, put it in thebest possible order, furnish a complete inventory of the destroyed,damaged and undamaged Insured Property, showing in detail quantities,costs, Actual Cash Value or, if recovery under the Underlying InsurancePolicies is on a Replacement Cost basis, the Replacement Cost, theestimated amount of Property Damage claimed, and the Functional Valueof the Unit. The Insurer may deny coverage for such Accidental PropertyDamage if the Insured fails to comply with its obligation to provideimmediate written notice thereof, but only if the Insurer demonstratesbeing prejudiced in its ability to adjust, assess or otherwise investigate theclaim as a result of such failure.(b) Within twelve (12) months after the amount of Accidental PropertyDamage exceeds the Attachment Point, unless such time is extended inwriting by the Insurer, the Insureds shall complete and file with the Insurera proof of loss ("Proof of Loss"), in the form approved by the Insurer,signed and sworn to by the Member Insured, stating the knowledge andbelief of the Insureds as to the following:*(i) with respect to Losses under the Nuclear Liability Coverage, thetime and origin of the Accidental Property Damage resulting insuch Losses, all other contracts of insurance, whether valid or not,covering the risks insured hereunder, the amount of expensesincurred in discharging the Insureds' legal obligation or liability to( protect the public health and safety following Accidental Property.. ......... .....W hniet-aye l-aiiket+/- ' pril"1 ,20-5 zO I 20 5 -19O 0873702 .... ...BX15-007 Damage, as required by the Act, and an attestation by the MemberInsured as to the Insureds' obligation or liability to incur suchexpenses;(ii) with respect to Losses under the Debris Removal andDecontamination Coverage and/or the Property Damage Coverage,the time and origin of the Accidental Property Damage, the interestof the Insureds and of all others in the Insured Property, the ActualCash Value or, if recovery under the Underlying Insurance Policiesis on a Replacement Cost basis, the Replacement Cost of each itemthereof and the amount of Property Damage thereto, all cumbrancethereon, all other contracts 'of insurance, whether valid or not,covering any of said Insured Property, and changes in the title, use,occupation, location,, possession or exposures of said InsuredProperty since the issuance of this Policy, by whom and for whatpurpose any building herein described and the several parts thereofwere occupied at the time of the Accident resulting in the Loss andwhether or not it then stood on leased ground, and the Insuredsshall furnish the Insurer a copy of all descriptions and schedules inall other policies and, if required, verified plans and specificationsof any building, fixtures or machinery destroyed or damaged, andan attestation by the Member Insured that (a) no proceeds of thisPolicy or no proceeds of this Policy in excess of the Specified .Nuclear Liability Amount, except as provided in a Proof of Loss filed with the Insurer, are needed to discharge the legal obligationor liability of the Insureds to protect the public health and safetyfollowing Accidental Property Damage, as required by the Act;and (b) the payment of policy proceeds for Losses under the DebrisRemoval and Decontamination Coverage and/or the PropertyDamage Coverage does not violate any regulation or order of theNRC;(iii) with respect to Losses under the Functional Total Loss Coverage,the time and origin of the Accidental Property Damagenecessitating the cessation of the Unit's operation, the interest ofthe Insureds and of all others in the Insured Property, theFunctional Value of the Unit at the time of the Accident, allencumbrances thereon, all other contracts of insurance, whethervalid or not, covering any of said Insured Property and/or the risksinsured hereunder, and changes in the title, use, occupancy,location, possession or exposures of said Insured Property since theissuance of this Policy, by whom and for what purpose anybuilding herein described and the Several parts thereof wereoccupied at the time of the Accident resulting in the Loss, and theInsureds shall furnish the insurer a copy of all descriptions andschedules in all other policies and, if required, verified plans andspecifications of any building, fixtures or machinery whether k-oiH i- -0 .... .. .... ... ..... 20-501--29:085-3_02Yv L1UL~ LdVUY~Fd11KUU-7-~BX1 5-007 damaged or undamaged, and an attestation by the Member Insuredthat (a) no proceeds of this Policy or no proceeds of this Policy inexcess of the Specified Nuclear Liability Amount, except asprovided in a Proof of Loss filed with the Insurer, are needed todischarge the legal obligation or liability of the Insureds to protectthe public health and safety following Accidental PropertyDamage; (b) the Unit incurring the Accidental Property Damagehas permanently ceased operation; and (c) the payment of policyproceeds under the Functional Total Loss Coverage does notviolate any regulation or order of the NRC; and(iv) with respect to Losses under the Decommissioning LiabilityCoverage, the time and origin of the Accidental Property Damagenecessitating the cessation of the Unit's operation, all othercontracts of insurance, whether valid or not, covering the risksinsured hereunder, the current balance of the DecommissioningTrust Fund, the Decommissioning Target Amount, a copy of theDecommissioning Target Document, if requested by the Insurer,and an estimate of the expenses .to be incurred in decommissioningthe Unit, and an attestation by the Member Insured that (a) noproceeds of this Policy except as provided in a Proof of Loss filedwith the Insurer, are needed to discharge the legal obligation orliability of the Insureds to protect the public health and safetyfollowing Accidental Property Damage; (b) the Unit incurring theAccidental Property Damage has permanently ceased operation;and (c) that payment under the Decommissioning LiabilityCoverage does not violate any regulation or order of the NRC.(c) It shall be the obligation of the Insureds to exhibit or cause to be exhibited,to any person designated by the Insurer, as often as may be reasonablyrequired, all that remains of any Insured Property, and submit toexaminations under oath by any person named by the Insurer, andsubscribe the same; and, as often as may be reasonably required, shallproduce for examination all books, of account, bills, invoices and othervouchers, or other documents needed by the Insurer to determineits liability, or certified copies thereof if originals be lost, at suchreasonable time and place as may be designated by the Insurer or itsrepresentative, and shall permit extracts and copies thereof to be made.(d) Any failure on the part of the Operator to comply with the requirements ofparagraph V. 16(c) shall be deemed a breach of this obligation on the partof the Insureds.17. State Premium Tax. The Insureds represent that they have paid or will pay anyapplicable state premium tax.-Whole e -ayerqBkan e---p ri 1- t;-29 t-5 21 ... .. ....... .....20-1~~-7.29 zOS85+/-0.-2................. ..BXI 5-007
- 18. Subrogation..(a) Except as provided in paragraph V. 18(b) below, the Insurer may requirefrom the Insureds an assignment of all right of recovery against any partyfor Accidental Property Damage to the extent that payment therefore ismade by the Insurer; however, prior to an Accident, the Insureds maywaive in writing any or all right of recovery against any party forAccidental Property Damage.(b) The Insurer hereby waives any right of subrogation acquired by reason ofany payment under this Policy arising out of any Accidental PropertyDamage covered hereunder against the Insureds and any party furnishingservices, materials, parts, or equipment in connection with the planning,construction, maintenance, operation or use of the Insured Property.(c) It is a condition of this Policy that the Insureds shall repay the Insurer anyrecoveries made by the Insureds on account of any Accidental PropertyDamage to the extent that the Insurer would have been entitled to suchrecoveries had this waiver not been included in this Policy; provided,however, the proceeds of any such recovery shall be applied first to anyuncompensated Property Damage incurred by the Insureds, includingreimbursement of any deductible amount under this Policy, and then, tothe extent any proceeds of such recovery remain, to reimburse the Insurer ffor any payments made by it to the Insureds.19. Suit. No suit, action, or proceeding on this Policy for the recovery of any claimshall be sustainable in any court of law or equity or arbitral tribunal unless all therequirements of this Policy shall have been complied with, and unless commencedwithin twelve (12) months after the amount of the Accidental Property Damageexceeds the Attachment Point; provided, *however, an extension of time forrendering a Proof of Loss granted by the Insurer with respect to any Accidentshall extend the twelve-month period for bringing suit with respect to such*Accident by the period of such extension.20. Term and Cancellation(a) This Policy shall commence on the date specified in Item 3A of theDeclarations and shall terminate onthe date specified in Item 3A of theDeclarations. This Policy may be cancelled at any time at the request ofthe Member Insured, in which case the Insurer shall upon demand andsurrender of this Policy, refund the excess of paid premium above the prorata premium for the expired time.(b) This Policy may be canceled at any time by the Insurer, upon approval ofits Board of Directors, upon sixty (60) days' written notice of cancellationmailed or delivered to the Member Insured, with or without tender of theexcess* of paid premium above the pro rata premium for the expired time, -Whot e-L-ayer--Blanket---priblT20-1-5 .. ..22 20 I-5=.01-29 BX15-007 which excess, if not tendered, shall be refunded on demand. Notice ofcancellation shall state that said excess premium, if not tendered, will berefunded on demand.(c) This Policy shall be automatically canceled if (i) the INPO membership ofeither the Member Insured or the Operator is suspended or canceled byINPO for any reason and (ii) the Member Insured fails to notify theInsurer within five business days after receipt of notice of such suspensionor cancellation of membership in INPO, unless the Insurer is otherwisenotified during such five business days.(d) In the event that the Member Insured fails to pay to the Insurer anyRetrospective Premium Adjustment due under this Policy, due under anyOther Insurance Policy as such Member Insured may have with theInsurer, or referred to in Section VI, this Policy shall terminate providedthat the Insurer notifies the Member Insured in writing of this delinquencyand the Member Insured fails to make the required payment within 15days after receiving such notice by registered mail.(e) Cancellation or termination of the Underlying Insurance Policy by theUnderlying Insurer automatically cancels or terminates this Policy.(f) Neither the cancellation of the Policy on the part of the Member Insured orthe Insurer, nor its automatic termination, shall affect the obligation of theMember Insured to pay the Retrospective Premium Adjustment callableby the Insurer under this Policy, or provide other assurances to the Insurerpursuant to Section VI(b).21. ValuationsFor purposes of this Policy, except where the Underlying Insurance Policies arewritten on an Actual Cash Value basis; the value of the Insured Property thatsustained Accidental Property Damage shall be the lesser of the actual repair costsor the Replacement Cost of such Insured Property, but only if such InsuredProperty that sustained Accidental Property Damage is repair'ed or replaced withidentical or like kind property on the same premises and intended for the sameoccupancy and use, and used in connection with a nuclear facility. In all other*cases, the value of the Insured Property that sustained Accidental PropertyDamage shall be the Actual Cash Value of such Insured Property as is damaged ordestroyed, notwithstanding that the Policy may refer to the Replacement Cost ofsuch Insured Property.22. When Loss Payable.(a) With respect to Losses under paragraph 1. 1 and 1.2(a), the amount forwhich the Insurer may be liable shall be payable as soon as practicable andin any event within sixty (60) days after the Proof of Loss, as herein... .. .. ... Vl -e ay r la le x l17 0- 23 ....... .2 r50.t29c0875. ... ..... .......BX15-007 provided, is received by the Insurer and ascertainment of the Loss is madeeither by agreement between the Member Insured and the Insurerexpressed in writing, or by the filing with the Insurer of an award as hereinprovided. Where only partial Proof of Loss has been provided to theInsurer and the Insurer's liability for the Accidental Property Damage isuncontested, the Insurer may, in its sole discretion, make partial paymentto the Insured. Nevertheless, the Insurer shall have no obligation to makesuch partial payment.(b) With respect to Losses under Section II, payment shall be made withinsixty (60) days after the later of the filing by the Member Insured with theInsurer of the Proof of Loss, as provided herein, or filing by the MemberInsured of certification that the Insureds have discharged their legalobligation or liability to ,protect the public health and safety followingAccidental Property Damage, as required by the Act, and ascertainment ofthe Loss is made by written agreement between the Member Insured andthe Insurer or the filing of an award as herein provided.VI. RETROSPECTIVE PREMIUM ADJUSTMENTThe Member Insured agrees to pay to the Insurer the Retrospective Premium Adjustmentunder the terms and conditions hereinafter set forth.(a) The Insurer may make demand for the Retrospective Premium Adjustment in "Cwhole or in one or more parts from time to time, but only to the extent necessary,in the sole discretion of the Board of Directors of the Insurer, to cover Lossesincurred by the Insurer under this Policy and all Other Insurance Policies withcoverage effective during the Policy Year (specified in Item 3.B of theDeclarations).(b) The Insurer, in the sole discretion of the Board of Directors, may require theMember Insured to provide assurance to the Insurer of the Member Insured'sability to satisfy its obligation to pay a Retrospective Premium Adjustment whencalled. Within twenty (20) business days of receiving notice from the Insurer thatsuch assurance is required, the Member Tnsured shall notify the Insurer of theoption selected to provide the required assurance, which will include, but is notlimited to, providing a letter of credit, providing a financial guarantee, purchasingretrospective premium insurance, or paying a Deposit Premium, and implementsuch option by providing the Insurer with the required documentation or payment,depending on the option selected. The parameters for a letter of credit, a financialguarantee, and the retrospective premium insurance options will be provided tothe Member Insured by the Insurer at the time the Insurer requires the MembersInsured to take the action. The terms regarding the Deposit Premium are set forthin Paragraph (c) below.(c) If the Member Insured elects to pay a Deposit Premium, the Insurer may requirethe Deposit Premium to be paid in whole, in part, or in parts. Any Deposit-Who te-L-ayer-Bitank-et--Aparit-l 5-Oi- 24 BX15-007 Premium paid to the Insurer will be returned to the Member Insured when, in thesole discretion of the Insurer's Board of Directors, the retention of the DepositPremium is no longer required. The amount of any Deposit Premium paid shallbe a credit against the obligation of the Member Insured to pay a call made for aRetrospective Premium Adjustment and, to the extent thereof, shall be treated as apayment of the Retrospective Premium Adjustment as of the date a call for aRetrospective Premium Adjustment is made. Amounts paid as Deposit Premiumswill be held in an interest bearing account and, until such a call is made, interestearned on the Deposit Premium amount will be paid back to the Member Insuredon an annual basis, within ninety (90) business days after the end of the applicablecalendar year. However, if the Member Insured fails to elect one of the optionsavailable pursuant to Paragraph (b) within the time frame required, or at any othertime when in the sole discretion of the Insurer's Board of Directors it is in the bestinterests of the Insurer, the Insurer may make demand upon the Member Insuredfor a Deposit Premium, whether or not a demand for a Deposit Premium is madeupon any other Member Insured(s). If a demand is made by the Insurer, theMember Insured shall pay the Deposit Premium within twenty (20) business daysof demand.(d) That portion of the Retrospective Premium Adjustment demanded by the Insurershall be paid to the Insurer by wire transfer or other method acceptable to theInsurer within twenty (20) business days after demand. The Insurer may, withoutfirst pursuing any rights it may have against any Delinquent Member, make suchnumber of further demands upon the Member Insured, including any DelinquentMember, for further portions of the Retrospective Premium Adjustment, to bepayable twenty (20) business days after demand, as may be needed to obtainRetrospective Premium Adjustment from the Member Insureds of the Insurerunder this Policy and all Other Insurance Policies with coverage effective duringthe Policy Year sufficient, in the sole discretion of the Board of Directors of theInsurer, to cover Losses under this Policy and all Other Insurance Policies withcoverage effective during the Policy Year. The fact that the Insurer has receivedsufficient Retrospective Premium Adjustment from such Member Insureds shallnot bar the Insurer from pursuing the Insurer's rights against any DelinquentMember."(e) When, for any purpose hereunder, it becomes necessary to calculate the obligationof the Member Insured for the Retrospective Premium Adjustment, it will becalculated as follows:(1) The amount of the Retrospective Premium Adjustment shall be equal tothe product of (i) the Multiple selected by the Board of Directors of theInsurer as required to meet Losses under this Policy and all OtherInsurance Policies with coverage effective during the Policy Year, times(ii) the Premium plus any Additional Premium, or if such is for a periodshorter than a calendar year, such Premium and Additional Premiummultiplied by a fraction the numerator of which is 365 and the... ..... ..Wh te~+ay Ih-1O+- ........5. 25 ... .. .. .. ..........BX1 5-007 denominator of which is the number of days in the policy period specified "in Item 3A of the Declarations.(2) The policy year to which any Retrospective Premium Adjustment relatesshall be determined by the Board of Directors of the Insurer at the time itmakes the call for such Retrospective Premium Adjustment based on thedate of the Accident under this Policy or any Other Insurance Policygiving rise to the obligation which such Retrospective PremiumAdjustment is designed to satisfy. The aggregate of all RetrospectivePremium Adjustments under this Policy shall not exceed the RetrospectivePremium Adjustment set forth in Item 5.B of the Declarations.(3) Subject to the provisions with respect to calls made in the event of failureto pay by Delinquent Members, the amount of any call for a RetrospectivePremium Adjustment hereunder shall bear the same relation to the totalRetrospectiVe Premium Adjustment, payable by all Member Insureds ofthe Insurer under such call as the highest Premium plus AdditionalPremium determined under subparagraph (a)(ii) above bears to theaggregate Premiums plus Additional Premiums, used to calculate the totalof all such calls, under this Policy and all Other Insurance Policies withcoverage effective during the Policy Year.(4) The obligation of the Member Insured for the Retrospective Premium-Adjustment shall be and remain in full force and effect and all the abovecalculations shall be made without regard to whether or not the Insurer hiasany obligation to make payments under this Policy or this Policy iscanceled or suspended.(f) When, for any purpose hereunder, it becomes necessary to calculate the obligationof the Member Insured for the Deposit Premium, itwill be calculated as follows:(1) The amount of the Deposit Premium, if required, shall be equal toRetrospective Premium Adjustment listed in Item 5.B of the Declarations,unless otherwise indicated.(2) The aggregate of the Deposit Premium and any Retrospective PremiumAdjustments callable under this Policy shall not exceed the RetrospectivePremium Adjustment set forth in Item 5.B of the Declarations.(3) The amount of the Deposit Premium may be adjusted at the anniversary ofthis Policy.(4) The obligation of the Member Insured for the Deposit Premium shall beand remain in full force and effect and all the above calculations shall bemade without regard to whether or not the Insurer has any obligation tomake payments under this Policy or this Policy is canceled or suspended.CLayer-Btanket---Ap r -i-, f1-2O5 26 2O-t5 0-1 .29O =53O2. 2BX15l-00BX15-007 (g) The Multiple is no higher than the Multiple in any Other Insurance Policy withinsurance coverage effective during the Policy Year.(hl) The Board of Directors of the Insurer in its sole discretion may adjust downwardthe Multiple stated in this Policy and any Other Insurance Policy with coverageeffective during the Policy Year to a new lower Multiple, and the RetrospectivePremium Adjustment callable under this Policy and any such Other InsurancePolicy shall be reduced by a like proportionate amount. No downward adjustmentin such Multiple and corresponding adjus~tment in any such RetrospectivePremium Adjustment may be made with respect to any Retrospective PremiumAdjustment which has been assigned by the Insurer, or in any Other InsurancePolicy with coverage effective during the Policy Year, if the Multiple in any suchOther Insurance Policy, after adjustment, would be less than the Multiple, afteradjustment, in this Policy, unless a similar downward adjustment is made in theMultiple in this Policy, together with a corresponding adjustment in theRetrospective Premium Adjustment.(i) The liability of the Member Insured shall be limited to the Premium, AdditionalPremium the Retrospective Premium Adjustment or any unpaid portion thereofdue to the Insurer under the terms of this Policy, and any assurance that may berequired pursuant to Section VI.2. No Member Insured shall be subject to anycontingent liability or be required to pay any dues or assessments in addition tosuch Premium, Additional Premium, Retrospective Premium, and any assuranceunder Section VI.2. Adjustment due under this Policy and those due under anyOther Insurance Policies as such Member Insured may have with the Insurer. Theliability of the Member Insured for the Retrospective Premium Adjustment for thePolicy Year shall cease six (6) years after the end of the Policy Year, unless priordemand is made therefor.(j) It is agreed that the obligation of the Member Insured to pay any RetrospectivePremium Adjustment due under any Other Insurance Policy between the Insurerand the Member Insured. which terminated on or before the inception date of thisPolicy is an obligation of the Member Insured under this Policy. It is also agreedthat the terms and the amount of such obligation shall be determined by referenceto the Other Insurance Policy under which such obligation arose, notwithstandingthat such Other Insurance Policy may no longer be in effect.(k) The liability of each Member Insured, if there be more than one, for theRetrospective Premium Adjustment, and any assurance that may be requiredpursuant to Section VI.2, under this Policy shall be several and not joint and inproportion to their respective interests specified in the Declarations.(1). In the event the Insurer has available credit facilities from lenders, the Board ofDirectors of the Insurer may, in its sole discretion, utilize such facilities to financeLosses incurred by the Insurer under this Policy and all Other Insurance Policies.The Insurer may assign to the lenders the Insurer's interest in the RetrospectivePremium Adjustment, in whole or in part, including, in the event the Insurert-20-15 *27 .....-BX15-007 defaults on its obligations to such lenders, the right to call such interest assigned.Such assignment may be made and shall only be effective with respect to thefinancing of those Losses for which the Retrospective Premium Adjustment couldbe called. In the event any assignment is made, the Insurer shall give promptnotice thereof to the Member Insured. Each Member Insured shall, upon therequest of the Insurer, give acknowledgment of its liability for the RetrospectivePremium Adjustment to each of the lenders involved.VII. MEMBERSHIPEach Member Insured becomes a member of the Insurer as part of obtaining insurancefrom the Insurer, and as such, is entitled to the privileges and benefits, and by enteringinto this Policy agrees to be subject to and bound by, the obligations and duties, ofmembership. These are more fully set forth in the Insurer's Memorandum of Associationand in the Bye-Laws and any amendments thereto, each of which is hereby incorporatedinto and made a part of this Policy. In no event shall any amendment to the Insurer'sMemorandum of Association or the Bye-Laws increase the amount of Premium orRetrospective Premium Adjustment payable or callable hereunder.VIII. DEFINITIONSFor purposes of this Policy, unless otherwise stated to the contrary, the followingcapitalized terms shall have the meanings set forth below. Unless otherwise stated orrequired for the meaning Of any provision, the singular shall include the plural and the (Iplural, the singular. Whenever the terms "Accident", "Accidental Property Damage","Loss", "Member Insured", "Multiple", tIPolicyYear"!, "Premium" and "RetrospectivePremium Adjustment" are used in this Policy with both capitalization and reference tothis Policy, the Other Insurance Policies, or Other Member Insurance Policies, they shallrefer to the defined meanings given such terms in this Policy, the Other InsurancePolicies, and the Other Member Insurance Policies, respectively and to which they sorefer.1. "Accident" means a sudden and fortuitousevent,' an event of the moment, whichhappens by chance, is unexpected and unforeseeable. Accident does not includeany condition which develops, progresses or changes over time, or which isinevitable. The date of the accident shall be the later of when such Accidentoccurred or is discovered; provided, however, that no Accident is coveredhereunder which occurred while the Insured was not insured by the Insurer underthis Policy or a predecessor policy issued by the Insurer.2. "Accidental" means caused by an Accident.3. "Accidental Property Damage" means Property Damage caused by an Accident.4. *"Act" means the Atomic Energy Act of 1954, 42 U.S.c. §2011, et asamended, and the regulations promulgated pursuant thereto...... .. W ho-L-ay er-B1ank et--Aipritlv-,-1705 28 -.2Ot-5-O-h294 8&.5-3.-02BX15-007
- 5. "Actual Cash Value" means the amount determined by reducing the ReplacementCost of the Insured Property by straight-line depreciation at a rate of three percent(3%) per year, subject to a maximum depreciation of seventy five percent (75%).6. "Amount of Decommissioning Liability Coverage" means the amount payable fordecommissioning liability expenses pursuant to subsection 11.2, as calculatedunder the formula set forth in subsection 1I. 1.7. "Attachment Point" means the greater of (i) the amount covered by all theUnderlying Insurance Policies or (ii) $1,500,000,000.8. "Debris Removal and Decontamination Coverage" means the coverage providedpursuant to paragraph I. 1(b).9. "Declarations" means the declarations attached to, and made a part of, the Policy.10. "Decommissioning Target Amount" means the amount approved by the Insurer asnecessary to meet the costs of decommissioning the Unit, as adjusted to theSettlement Date.11. "Decommissioning Target Document" means the document submitted by theInsured in estimating the costs of decommissioning the Unit after the Accidentleading to decommissioning. Thle document shall include information requiredunder 10 C.F.R. § 50.75 and the cost estimates shall be based on then currentlyavailable industry data. The document shall be subject to the approval of theInsurer.12. "Decommissioning Trust Fund" means the external sinking fund described by theNRC pursuant to 10 C.F.R. §50.75 to pay the costs of decommissioning the Unit.at the end of its licensed life.13. "Delinquent Member" means any member insured, including the MemberInsured, who fails to pay a retrospective premium adjustment due under thisPolicy or any Other Insurance Policy within twenty (20) business days afterdemand.14. "Deposit Premium" means the amount that the Member Insured may be requiredto pay to the Insurer under this Policy, as detailed in to Section VI of this Policy,as security for future Retrospective Premium Adjustments.15 "FERC" means the Federal Energy Regulatory Commission or any governmentalbody succeeding to the functions and authority thereof.16. "Functional Age" means the remaining operating life of the Unit, stated as apercentage, as detenmined by dividing the number of years remaining on the(. Unit's Operating License as of the date of Accident, including any extension of-Wht&tL-ayer-B~akt~Art-ly2-15 "" 29 -201-5X.t29:08J.53.0-2BX1 5-007 the License that has been approved by the NRC as of the date of Accident, by the -maximum number of years of operation permitted under the Unit's operatinglicense issued by the NRC, including any extension of the License that has beenapproved by the NRC as of the date of the Accident. In the event that the date ofthe Accident is after a Unit has submitted its application for license renewal, butbefore the NRC has approved or disapproved the renewal request, the FunctionalAge for the Unit shall be no less than 25%.17. "Functional Total Loss Coverage" means the coverage provided pursuant tosubsection 1.2.18. "Functional Value" means the amount determined by multiplying the GenerationReplacement Value for the Unit by the Functional Age.19. "Generation Replacement Value" means value generated by the followingformula: COST x 1,000 x MWe, where COST means the 3-year trailing averageof the total overnight cost figure, on a kilowatt basis, as reported by the EnergyInformation Administration of the Department of Energy in its forecast foradvanced nuclear construction in effect as of the Date of Accident multiplied by.85 (85%), and M\We means the Megawatt Electric rating of the Unit as mostrecently reported by the Insured in documents filed with the Securities ExchangeCommission (SEC).20. "INIPO" means the Institute of Nuclear Power Operations.21. "Insured Property" means the property specified as such in Item 7 of theDeclarations and situated at a location specified therein, or if not so identified,then the property as described in the Underlying Insurance Policies.22. "Insureds" means; collectively, the Persons listed in Item 9 of the Declarationsand the Member Insureds, which Persons may hereinafter be referred toindividually as an "Insured."23. "Insurer" means Nuclear Electric Insurance Limited.24. "Loss" means, collectively, the expenses covered under paragraph I. 1(a) of thePolicy, the expenses covered under paragraph I. 1(b) of the Policy, the lossescovered under paragraph 1. 1(c) of the Policy, the losses covered under paragraph1.2(a) of the Policy, and the expenses covered under subsection II. 1 of the Policy.With respect to Sections IV and VI, Loss shall .include, where applicable andwithout limitation, all costs of the Insurer attributable to paying, financing,litigating and settling such expenses and losses.25. "Loss Control Standards" means the set of administrative and technicalrequirements adopted by the Insurer that are intended to minimize the risk of lossat Insured Sites.*Wh ole-L-ayer-Blanket----April-l--201-5 30 ....20-t- ~5=.-.-9-0.5302. ..BX15-007
- 26. "Member Insurance Program" means any program approved as such inaccordance with the Bye-Laws of the Insurer.27. "Member Insureds'"means, collectively, the undersigned Persons, each of whomis subject to the rights and obligations hereof. The Member Insureds mayhereinafter be referred to individually as a "Member Insured."28. ":Member Insureds of the Insurer" means the Member Insureds under this Policyor the Other Insurance Policies.29. "Multiple" means the multiple selected by the Board of Directors of the Insurer(but not greater than the multiple specified in Item 5A of the Declarations)pursuant to paragraphs VI.3 (a) and VI.3(b).30. "NRC" means the Nuclear Regulatory Conumission or any governmental bodysucceeding to the functions and authority thereof.31. "Nuclear Liability Coverage" means the coverage provided pursuant to paragraphI.1(a).32. "Operator" means those Persons, if any, other than the Member Insured,responsible for operating the Unit or Units covered by the Policy.33. "Other Insurance Policy" means any Decontamination Liability,Decommissioning Liability and Excess Property Insurance Policy or BlanketExcess Decontamination Liability, Decommissioning Liability and ExcessProperty Insurance Policy, other than this Policy, issued by the Insurer, or anyDecontamination, Decommissioning and Excess Property Insurance Policy orBlanket Excess Decontamination, Decommissioning and Excess PropertyInsurance Policy issued by Overseas NEIL Limited.34. "Other Member Insurance Policy" means any insurance policy, other than thisPolicy, issued by the Insurer to one or more Member Insureds of the Insurer undera Member Insurance Program. -35. "Person" means an individual, a partnership, a corporation, an association, a jointstock company, a trust, a joint venture, an unincorporated organization or agovernmental entity or any department, agency or political subdivision thereof.36. "Policy" means this Decontamination Liability, Decommissioning Liability andExcess Property Insurance Policy, including the Declarations, as it may hereafterbe revised, amended or endorsed.37. "Policy Year" means the policy year set forth in Item 3.B. of the Declarations.38. "Premium" means the amount specified in Item 4 of the Declarations........................ W 0 e...e......t....-- 0 5.. .. ....... 3112015 200 .5.- .......... ...... .....BX15-007, C39. "Primary Policy" means a Primary Property and Decontamination LiabilityInsurance Policy issued by Nuclear Electric Insurance Limited or a PrimaryProperty and Decontamination Insurance Policy issued by Overseas NEILLimited, depending on which has been issued to the Insured.40. "Property Damage"! means direct physical damage to or destruction of InsuredProperty.41. "Property Damage Coverage" means the coverage provided pursuant to paragraphI.l(c).42. "Replacement Cost" means the cost incurred for the replacement of InsuredProperty that sustained Accidental Property Damage. If the Insured(i) replaces the damaged Insured property with identical property, theReplacement Cost shall be the cost of the identical property(ii) replaces the damaged Insured ProPerty with a like-kind property and theidentical property is available, the Replacement Cost shall be the lesser ofthe cost of the like-kind property and the identical property; or(iii) replaces the damaged Insured Property with a like-kind property and theidentical property is not available, the Replacement Cost shall be the cost :the like-kind replacement, or lowest cost like-kind replacement if more_than one like-kind replacement is available.For purposes of determining Actual Cash Value pursuant to Section VIII.Dhereof, Replacement Cost shall be the lesser of (i) the cost of available like-kindproperty or identical property or, (ii) if neither like-kind property or identicalproperty is available, the original book value of the damaged Insured Property,less any applicable AFUJDC, adjusted for inflation using the applicable HandyWhitman -Index.43. "Resolution Plan" means a written document, mutually agreed upon by theInsured and Insurer, that explains the actions to be taken by the Insured to resolvethe Insured'.s non-compliance with a SHALL Requirement under the Loss ControlStandards. The procedures for the development, and closure, of a Resolution Planare contained in the Company's Loss Control Standards.44. "Retrospective Premium Adjustment" means the amount of retrospectivepremium adjustment called or demanded of the Member Insured under this Policyas calculated pursuant to Section VI of this Policy, but not, in the aggregate, inexcess of the Retrospective Premium Adjustment specified in Item 5B of theDeclarations.45. "Settlement Date" means the date on which the Member Insured certifies that theInsureds have discharged their legal obligation or liability to protect the public ,-Whote -thayer-B tanket----A-priM-0t--5 32........................ 20-1-5, ...BX15-007 health and safety and to remove debris of and decontaminate the Insured Propertyfollowing Accidental Property Damage.46. "SHALL Requirement" means a standard within the Loss Control Standards thatsets forth a minimum requirement to be met and maintained for the InsuredProperty to be insurable, and is identified as such within the Loss ControlStandards.47. "Shortfall" means the Decommissioning Target Amount minus the balance in theDecommissioning Trust Fund as of the Settlement Date.48. "Specified Nuclear Liability Amount" means the amount described undersubparagraph V. 13 (b)(i).49. "Underlying Insurance Policy" means the primary insurance policy and eachexcess policy other than this Policy covering the first party liability and/orproperty risks of the Insured with respect to the Insured Property, but shall notmean any third party nuclear energy liability policy issued by American NuclearInsurers, Nuclear Energy Liability Insurance Association or other third partyliability insurer or other third party entity.............................. -. 13") ........................................BX15-007JJ NUCLEAR ELECTRIC INSURANCE LIMITEDPOLICYHOLDER DISCLOSURENUCLEAR POLICY RENEWALSNOTICE OF TERRORISM INSURANCE COVERAGEEFFECTIVE JANUARY 8. 2015Coverage for acts of terrorism is already included in your current policy. However, under NEIL'sPayment for Acts of Terrorism endorsement, your recovery for losses stenuning from an act ofterrorism could be limited by the terms of the endorsement. However, in accordance with theTerrorism Risk Insurance Program Reauthorization Act of 2015, which took effect January 8,2015, (TRIPRA), NEIL's Payment for Acts of Terrorism endorsement would not cap thedamages for any "certified" acts of terrorism under TRIPRA.You are hereby notified that under TRIPRA, the term "act of terrorism" means any act that iscertified by the Secretary of the Treasury -in concurrence with other specified federal officials -to be an act of terrorism; to be a violent act or an act that is dangerous to human life, property, orinfrastructure; to have resulted in damage .Within the United States, or outside the United Statesin the case of certain air Carriers or vessels or the premises of a United States mission; and tohave been committed by an individual or individuals as part of an effort to coerce the civilianpopulation of the United States or to influence the policy or affect the conduct of the UnitedStates Government by coercion.Under your coverage, any losses resulting from certified acts of terrorism may be partiallyreimbursed by the United States Government under a formula established in TRIPRA. Yourpolicy may contain other exclusions which might affect your coverage. Under the formula, forthe 2015 calendar year, the United States Government generally reimburses 85% of coveredterrorism losses exceeding the statutorily established deductible paid by the insurance companyproviding the coverage. This amount will be decreased on a phased in basis, at a rate of 1% peryear, from 2016 to 2020, with the end result being that the United States Government will reducereimbursement to 80% of covered terrorism losses for the year 2020. TRIPRA contains a $100billion cap that limits U.S. Government reimbursement as well as insurers' liability for lossesresulting from certified acts of terrorism when the amount of such losses exceeds $100 billion inany one calendar year. If the aggregate insured losses for all insurers exceed $100 billion, anyinsurer that has met its deductible will not be liable to pay for any losses in excess of the $100billion sustained by its insureds. Thus, if the $100 billion cap is reached, your coverage may bereduced.NEIL is neither increasing, nor attributing any portion of, the annual premium for terrorismcoverage, but a surcharge might be added to the premium if, after a certified act of terrorism, thefederal Department of Treasury requires a recoupment of certain amounts paid by the federalgovernment in accordance with the terms of TRIPRA.
.NUCLEAR ELECTRIC INSURANCE LIMITEDWILMINGTON, DELAWAREPayments for Acts of TerrorismEndorsementMember Thsured: Pacific Gas and Electric Company and STP Nuclear Operating CompanyDiablo Canyon and South TexasSite: ProjectPolicy Number: BX15-007Endorsement No. 1Effective Date: April 1, 2015Effective Time ofthis Endorsement is 12:0 1 a.m. Standard Time in Hamilton, Bermuda.It is hereby understood and agreed that this Policy is hereby amended as follows:I. The following Section is hereby added to the Policy:PAYMENTS FOR ACTS OF TERRORISMIn the event that one or more Acts of Terrorism cause Accidental Property Damage underthis Policy and under one or more Nuclear Insurance Policies within twelve months fromthe date the first Accidental Property Damage occurs:1. Resources AvailableThe Insureds' maximum recovery for all such Losses under this Policy and allNuclear Insurance Policies shall be an aggregate of:(a) (US)$ 1.8276 billion unless at least one of the Insureds, whose claim forAccidental Property Damage falls under the Payment for Acts ofTerrorism Endorsement applicable to its Policy, has received paymentspursuant to Section I.A.2 of a Primary Property Policy or Section 1. 1(a) ofa NEIL II Excess Property Policy or Blanket Excess Property Policyapplicable to that Insured's Site, in which case the Insurer's liability shallnot exceed (US)$3.24 billionplus;(b) such additional amounts as the Insurer recovers for such Losses fromreinsurance, indemnity, and any other source, applicable to such Losses.2. Allocation of Resources(a) The amount determined under paragraph 1 above shall first be used to payfor all such Losses payable under all applicable Primary Property andWhole Layer Blanket- April 1, 2015.BX1.5007 ....120 15.02.05. 15.49.05 NUCLEAR ELECTRIC INSURANCE LIMITEDWILMINGTON, DELAWAREDecontamination Liability Insurance Policies (excluding any Losses,payable under all Business Interruption and/or Extra Expense InsurancePolicy Endorsements), Primary Property and Decontamination InsurancePolicies (excluding any Losses payable under all Business Interruptionand/or Extra Expense Insurance Policy Endorsements), DecontaminationLiability, Decommissioning Liability and Excess Property InsurancePolicies, Decontamination, Decommissioning and Excess PropertyInsurance Policies, Blanket Excess Decontamination Liability,Decommissioning Liability and Excess Property Insurance Policies,Blanket Excess Decontamination, Decommissioning and Excess PropertyInsurance Policies, and Builders' Risk Insurance Policies (collectively"Property Losses").(b) If such Property Losses for all Insureds exceed the amount determinedunder paragraph 1 above, the Insured's maximum recovery shall be theamount determined under paragraph 1 above times a fraction, thenumerator of which is the Insured's recovery for the Property Lossesresulting from Accidental Property Damage, but for this Section, and thedenominator of which is the sum of all Insureds' recovery for PropertyLosses resulting from Accidental Property Damage under all applicableNuclear Insurance Policies, including this Policy, but for this Section.(c) Notwithstanding paragraph 1 and subparagraph 2(b) above, if thepayments made pursuant to subparagraph 2(b) exhaust the amountdetermined under paragraph 1, without paying for all the Insured'sProperty Losses, the Insured shall recover such additional amounts that theInsurer recovers from reinsurance, indemnity, or other source, for theInsured's Property Losses.3. Declarations PageNothing herein shall be construed to entitle the Insured to recover more than theamount of the Policy Limits stated in Item 6 of the Declarations.4. Relevant PeriodThe twelve-month period specified above shall commence on the date of the firstAccidental Property Damage caused by an Act of Terrorism. The first AccidentalProperty Damage caused by an Act of Terrorism that occurs after this or any othertwelve-month period shall trigger a new twelve-month p eriod.Whole Layer Blanket -April 1, 2015 2 2015.02.05.15.49.05.B X 15-0.07 .. .... ... .. .. .. ..... .
NUCLEAR ELECTRIC INSURANCE LIMITED I :'lWILMINGTON, DELAWARE5. DefinitionsFor the purposes of this Section only:(a) "Act of Terrorism" means any act by a person, group, or organization thatappears to be intended to: (i) intimidate or coerce a civilian population, or(ii) disrupt any segment of the economy in the country where the insuredplant is located; or (iii) influence the policy of a government byintimidation or coercion; or (iv) affect the conduct of a government bymass destruction; provided, however, that an Act of Terrorism forpurposes of this Policy shall not include any act excluded by the War RiskExclusion.(b) "Nuclear Insurance Policy" means any Primary Property andDecontamination Liability Insurance Policy, or Primary Property andDecontamination Insurance Policy, or any Decontamination Liability,Decommissioning Liability and Excess Property Insurance Policy, orDecontamination, Decommissioning and Excess Property InsurancePolicy or any Blanket Excess Decontamination Liability,Decommissioning Liability And Excess Property Insurance Policy, orBlanket Excess Decontamination, Decommissioning And Excess PropertyInsurance Policy, other than this Policy, issued by the Insurer or byOverseas NEIL Limited.(c) "Builders' Risk Policies" means any Builders' Risk Insurance Policiesissued by the Insurer or by Overseas NEIL Limited.6. Authorized Changes to this SectionThe Insurer's Board of Directors will have the authority to alter or replace thedefinition of the term "Act of Terrorism" and any other provision of this Sectionin order to facilitate the availability of resources that may be made available bythe Government in the country where the insured plant is located.Whole Layer Blanket- April 1, 2015... .. .. ... ...B X 15,007 ... .. ... ..... ...32015 .02.05. 15.49.05 NUCLEAR ELECTRIC INSURANCE LIMITEDWILMINGTON, DELAWAREIN WITNESS WHEREOF, the parties hereto have caused this Endorsement to be executed andattested on their behalf.Wilmington, DelawareDate: As of April 1, 2015Date: As of April 1, 2015Witness:/- .....~ /7-b/ ,d INSURER:Nuclear Electric Insurance LimitedBy: _ David B. Ripsomn, eINSURED:Pacific Gas and Electric Company-LINSURED:STP Nuclear Operating CompanyDate: As of April 1, 2015Whole Layer Blanket- April 1, 2015...B 1,5- oQ 7 ..... ......... ..... ..... ..... ...42015.02.05.15.49.05 VNuclear Operating CompanySouth Texas Proj~ect Electric Generating Station P.O. BoX 289 Wadsworth, Te~s 77483 ________________November 23, 2015NOC-AE- 15003316File No.: G02I10CFR50.54(w)(3)U. S. Nuclear Regulatory CommissionAttention: Document Control DeskWashington, DC 20555-0001South Texas ProjectUnits 1 and 2Docket Nos.: STN 50-498, STN 50-499Nuclear Insurance ProtectionPursuant to the requirements of 10OCFRS0.54(w)(3), STP Nuclear OperatingCompany submits the attached Nuclear Electric Insurance Limited (NEIL) propertyinsurance policies.There are no commitments associated with this letter. Should you have anyquestions, concerns, or require additional information on this matter, please contactKaren'Adkins at (361) 972-8698 or Cheryl Clover at (361) 972-71 48.Daniel R. ClarkManager, FinanceUKMAAttachments:P15-075 -Primary Property PolicyBXI5-007 -Blanket Excess Property Policy,G:\HUMPNRESOURCES\INSURANCE\ANN UAL MUST DOS\2015\NRC-LIABILflTY INS NOTICE (NEIL-2015) 2015 POLICIES ADDITIONAL REQUEST.DOCSTI: 34245179 NOC-AE- 15003316Page 2cc:(paper copy)(electronic copy)Regional Administrator, Region IVU.S. Nuclear Regulatory Commission1600 East Lamar BoulevardArlington, TX 76011-4511Lisa M. RegnerSenior Project ManagerU.S. Nuclear Regulatory CommissionOne White Flint North (O8H04)11555 Rockville PikeRockville, MD 20852NRC Resident InspectorU. S. Nuclear Regulatory CommissionP. 0. Box 289, Mail Code: MNl16Wadsworth, TX 77483Morgqan. Lewis & Bockius LLPSteve Frantz, EsquireU.S. Nuclear Reciulatory CommissionLisa M. RegnerNRG South Texas LPJohn RaganChris O'HaraJim von SuskilOPS EnergqyKevin PolioCris EugsterL. D. BlaylockCrain Caton & James, P.C.Peter NemethCity of AustinCheryl MeleJohn WesterTexas Dept. of State Health ServicesRichard A. RatliffRobert FreeM. K. Kistler, w/oRMSElectronicN2005G:\HUMAN RESOURCES\INSURANCE\ANNUAL MUST INS NOTICE (NEIL-2015) 2015 POLICIES ADDITIONAL REQUEST.DOC NUCLEAR ELECTRIC INSUIRANCE LIMITEDWILMINGTON, DELAWAREPRIMARY PROPERTY AND DECONTAMINATION LIABILITY INSURANCEPOLICYDeclarations attached to and made a part of Policy No. P 15-075(South Texas Project)Item 1.Member InsuredMember AddressRespective InterestSTP Nuclear Operating CompanyP.O. Box 289Wadsworth, Texas 77483100%Item 2.Insurer: Nuclear Electric Insurance LimitedMailing Address: 1201 N. Market Street, Suite 1100, Wilmington, Delaware 19801A. Policy Period:Item 3.From 12:01 a.m.(Time)on Apriul1,2015(Date)to 12:01 a.m.(Time)on April 1, 2016, Standard Time in Hamilton, Bermuda.(Date)B. Policy Year:From 12:01 a.m.(Time)on Apriul1,2015(Date)to 12:01 a.m.(Time)on April 1, 2016, Standard Time in Hamilton, Bermuda.(Date)Item 4.Premium: $5,6i7,500Primary -April 1, 2015.Pl ...... ..20 15.01.30.09.00.4 1 Item 5. A. Multiple: 10Item 6.B. Retrospective Premium Adjustment: $56,175,000A. Except as provided in Item 6.B, the Insurer's maximum Limit of Liabilityresulting from any one Accident will not exceed $1,500,000,000.B. The Insurer's maximum Limit of Liability resulting from any oneAccident that involves coverage under paragraph I.A.2, subsection I.F or SectionI.G will not exceed $1,500,000,000; provided, however, that not more than$1,500,000,000 of such Limit of Liability may be used for losses that are coveredunder Policy provisions other than paragraph I.A.2, subsection I.F or Section I.G.Course of Construction:$50,000,000 per projectItem 7.Description and location of property covered:All Real and Personal Property including the land and all buildings andstructures of the South Texas Project (including Units 1 and 2) situated on asite consisting of approximately 12,300 acres and located in southwestMatagorda County. approximately 12 miles south-southwest of Bay City and10 miles north of Matagorda Bay.See Attachment 1Primary- April 1, 2015.. .P -1 .q O '/. .. ....... .. .... ... .. .... .......ii2015.01.30.09.00.41ii 2015.01.30.09.00.41 Item8.Item 8. Deductibles:Deductible Amount:$250000Deductible for any Loss under Section V.M (Natural Hazards):Windstorm: $10,000,000 plus 10% of the amount of the Loss in excess of$10,000,000, up to a total maximum deductible of $59,000,000Flood:$10,000,000 plus 10% of the amount of the Loss in excess of$10,000,000. up to a total maximum deductible of $59,000,000Earthquakeor VolcanicEruption:$10,000,000 plus 10% of the amount of the Loss in excess of$10,000,000, up to a total maximum deductible of $59,000,000Item 9.Transit Deductible Amount:$100,000Insureds:NRG South Texas LP: City of SanAntonio, Texas. acting through theCity Public Service Board of San Antonio: City of Austin, Texas:Ebasco Constructors. Inc.. and parent or affiliated companies or entitiesof Ebasco Constructors, Inc., and all of its subcontractors and vendorsand their suppliers: Bechtel Energy Corporation, any parent or affiliatedcompanies or entities of Bechtel Energy Corporation, and all of itssubcontractors and vendors and their supplier: Brown & Root. Inc.: andHalliburton Company: Westinghouse Electric Corporation: all as theirrespective interests may appear.Additional Insured: CenterPoint Energy Houston Electric. LLC' ~Primary- April 1, 2015.... .... .... .15 0 J5 .... ........iii20 15 .01.30.09.00.4 1 Item 10. Loss Payee Clause:A. Expenses covered under Section I.A.2 (Nuclear Liability Coverage) shallbe adjusted with the Member Insured and payable to:STP Nuclear Operating Company as Agent on behalf of the followingInsureds:i) NRG South Texas LP in respect of its 44% ownership interest.ii) City of San Antonio, acting through the Cityv Public Service Boardof San Antonio in respect of its 40% ownership interest.iii) City of Austin in respect of its 16.0% ownershipB. All other covered Losses, except for expenses covered under Section I.G,shall be adjusted with the Member Insured and payable to:STP Nuclear Operating Company as Agent on behalf of the followingInsureds:i) NRG South Texas LP in respect of its 44% ownership interest.ii) City of San Antonio, acting through the City Public Service Boardof San Antonio in respect of its 40% ownership interest.iii) City of Austin in respect of its 16.0% ownershipC. Expenses covered under Section I.G. (Decommissioning LiabilityCoverage) shall be adjusted with the Member Insured and payable to:To Be DeterminedThe Member Insured may, by written notice to the Insurer, designate otherpayees under Items 10 A, B or C.Item 11. Service of Process to Insured (see Section V.G.5):General CounselSTP Nuclear Operating Companyd/o Duane Morris LLP222 Delaware Avenue, Suite 1600Primary- April 1, 2015 iv 2015.01.30.09.00.41...P ;15 -7 5 .. ..... .. ... ..... .. .... .... ...... ...
Wilmington. DE 19801-1659Primary-VJ= April. 1,.2015V2015.01.30.09.00.41V 2015.01.30.09.00.41 Attachment I to Policy P15-075 __________________LOPU~IN,, SOT TEA RJCFigure 1.2- Hevision
~1XFHflELP(y41 ~I -II -~1-== ' -k= ........S SOUTHi TEXAS 1'[RCJIXT II OPERATING COMPANYE¶1 iI, I -, , 130 soIg,hL-, , 2 I --
NUCLEAR ELECTRIC INSURANCE LIMITEDPRIMARY PROPERTY AND DECONTAMINATION LIABILITY INSURANCEPOLICYTABLE OF CONTENTSI. INSURING AGREEMENT...................................................................... 1A. Coverage .................................................................................. 2B. Territorial Limits ..... ................................................................... 4C. Property Insured .......................................................................... 4D. Property of Others .........,............................................................... 4E. Extensions of Coverage.................................................................. 41. Debris Removal and Decontamination ........................................ 42. Transit Damage .................................................................. 43. Expediting Expense ............................................................. 54. Regulatory Code................................................................. 65. Removal from Premises......................................................... 6F. FUNCTIONAL TOTAL LOSS COVERAGE ........................................ 6G. DECOMMISSIONING LIABILITY COVERAGE .................................. 7II. PRIORITY FOR DECONTAMINATION LIABILITY EXPENSES ....................... 8III. EXCLUSIONS .................................................................................... 9A. General Exclusions....................................................................... 9B. War Risk Exclusion..................................................................... 12lV. PREMIUM ....................................................................................... 13V. CONDITIONS ................................................................................... 13A. Abandonment............................................................................ 13B. Appraisal................................................................................. 14C. Assignment .............................................................................. 14D. Choice of Law ........................................................................... 14E. Concealment, Fraud..................................................................... 15F. Deductibles .............................................................................. 15G. Dispute Resolution...................................................................... 15H. Headings................................................................................. 19I. Evaluations and Compliance with Loss Control Standards ..........................20J. Insurer's Options........................................................ i................ 22K. Limis..................................................................................... 22L. Mortgagee Interests and Obligations.................................................. 23M. Natural Hazards............. ............................................................ 23Primary- April 1, 2015 12015.02.04.13.16.50...... .. ......P 1' -O5 ... ..... .....
- 1. Windstorm Loss................................................................. 232. Flood Loss....................................................................... 233. Earthquake or Volcanic Eruption Loss....................................... 24N. Other Insurance.......................................................................... 240. Policy Decisions and Notice ........................................................... 24P. Policy Modifications.................................................................... 24Q. Requirements in Case of Loss ......................................................... 25R. State Premium Tax...................................................................... 26S.- Subrogation.............................................................................. 26T. Suit ....................................................................................... 27U. Term and Cancellation ................................................................. 27V. Valuation................................................................................. 28W. Waiver Provisions...:................................................................... 29X. When Loss Payable ..................................................................... 29VI. RETROSPECTIVE PREMIUM ADJUSTMENT............................................ 29VII. MEMBERSHIP .................................................................................. 33VIII. DEFTNITIONS................................................................................... 33A.B.C.D.E.F.G.H.I.I.K.L.M.N.0.P.Q.R.S.T.U.V.W.X.Y.Z.Primary- April 1, 2015"Accident ........................................................................ 34"Accidental" ..................................................................... 34"Accidental Property Damage" ............................................... 34"Actual Cash Value"..................................... 34"Additional Premium"......................................................... 34"Deductible Adjustments"..................................................... 34"Delinquent Member".......................................................... 34"Deposit Premium". ........................................................... 34"Flood ........................................................................... 34"Insured Property" ............................................................. 35"Loss". .......................................................................... 35"Loss Control Standards". .................................................... 35"Member Insureds of the Insurer". ........................................... 35"Operator"....................................................................... 35"Other Insurance Policy" ...................................................... 35"Other Member Insurance Policy"............................................. 35"Premium Adjustment". ....................................................... 35"Property Damage"............................................................. 35"Rating Procedures and Schedules". ......................................... 35"Replacement Cost"............................................................ 35"Retrospective Premium Adjustment"........................................ 36"SIHALL Requirement".............. .......................................... 36"Temporary Works"............................................................ 36"Unit"............................................................................ 36"Act"............................................................................. 36"Amount of Decommissioning Liability Coverage"........................ 36ii 2015.02.04.13.16.50 AA°BB.CC.DD.EE.FE.GG.HHI.II."Decommissioning Target Amount".......................................... 36"Decommissioning Target Document"....................................... 37"Decommissioning Trust Fund" .............................................. 37"Functional Age"............................................................... 37"Functional Total Loss Coverage"............................................ 37"Functional Value" ............................................................. 37"Generation Replacement Value" ............................................ 37"Settlement Date ............................................................... 37"Shortfall"................................... .................................... 37Primary- April 1, 2015,PV.t ' .. ...... ..iiiiii~20 15 .02.04. 13. 16.50 Policy No. P 15-075NUCLEAR ELECTRIC INSURANCE LIMITEDWILMINGTON, DELAWAREPRIMARY PROPERTY AND DECONTAMINATION LIABILITYINSURANCE POLICYThis Policy is made by and among the Member Insured (specified in Item 1 of the Declarations)and Nuclear Electric Insurance Limited, a Bermuda mutual company with limited liability (the"Insurer").The Insurer is only licensed in Bermuda and Delaware and the Insureds (those Insureds specifiedin Item 9 of the Declarations together with the Member Insured) will not be protected by theguaranty funds of any U.S. jurisdiction.The Member Insured will be required to execute the Policy in Delaware. The Policy willbecome effective only upon the acceptance by the Member Insured of the delivery of the Policyat the Insurer's office in Delaware.I. INSURING AGREEMENTIn consideration of the premium paid, and subject to the terms and conditions of'this Policy, theInsurer agrees to pay the Member Insured, subject to the Deductible, for certain expenses andcosts resulting fr'om Accidental Property Damage.In Witness Whereof, the Insurer and the Member Insured have caused this Policy to be executedand attested on their behalf in Wilmington, Delaware.Wilmington, DelawareDate:Attest:,A of April1, 2015By:INSURER:Nuclear Electric Insurance LimitedDavid B. Rip som, MEMBER INSURED:STP Nuclear Operating CompanyWilmington, DelawareByDate:Witness:Asof. pill1,2o15APrimry-Apri 1,20112015.02.04.13.16.50Prim ary-A pril 1,2015 ... .................. .. ....6....
A. Coverage1. This Policy insures against Property Damage caused by an Accident, unlessotherwise excluded, subject to the terms and conditions of this Policy.2. This Policy also insures against expenses necessarily incurred by the Insureds indischarging their legal obligation to protect the public health and safety followingAccidental Property Damage, unless otherwise excluded, subject to the terms andconditions of this Policy.3. (a) Subject to the terms and conditions herein, the Insurer shall be liable forAccidental Property Damage caused by:(i) Windstorm, tornado or hurricane;(ii) Flood, including flood caused by or resulting from hurricane, tornado orwindstorm; surface water, waves, tidal water, or tidal wave, overflow of streamsor other bodies of water, or spray from any of the foregoing, all whether drivenby wind or not, and release of water impounded by a dam (each of which isdeemed a "Flood"t); and(iii) Earthquake, volcanic eruption, landslide, subsidence or sinking of landor other earth movement, settlement or other movement of foundations.(b) In the event that Accidental Property Damage under this Policy and under one ormore Other Insurance Policies with insurance coverage effective during thePolicy Year is caused directly or indirectly by any single Flood, earthquake orvolcanic eruption, or windstorm, or which involves radioactive contamination,or by any Accident which ensues directly or indirectly from a Flood, earthquakeor volcanic eruption, or windstorm, or from an Accident involving radioactivecontamination the Insureds agrees that:(i) The Insurer's liability for all Losses resulting from Accidental PropertyDamage shall not exceed the greater of (A) the Amount of Insurancestated in Item 6 of the Declarations, or (B) the highest of the Amount ofInsurance stated in the declarations of the Other Insurance Policiesproviding coverage with respect to the same Accident; and(ii) The Insurer's liability under this Policy shall be the amount determinedunder subparagraph (b)(i) above times a fraction, the numerator of whichis the Insurer's liability for the Losses resulting from AccidentalProperty Damage under this Policy, but for this paragraph 3(b), and thedenominator of which is the sum of the Insurer's liability for Lossesresulting from Accidental Property Damage under this Policy and allOther Insurance Policies, but for this paragraph 3(b).Primary- April 1,2015 2 2015.02.04.13.16.50Primary- April 1, 201520 i5.02.()4113116150
- 4. The Insurer's liability under this Policy shall not exceed the course ofconstruction limit per Project, as specified in Item 6 of the Declarations, in theevent of Accidental Property Damage to property, tools, materials, supplies, equipment, and machinery involved or used in the activities described below(each of which shall be referred to separately as a "Project"):(a) Steam*generator replacement(s),(b) Reactor head replacement(s),(c) Nuclear Steam Supply System (NSSS) Pressurizer replacement(s),(d) Main condenser replacement(s) and/or full retubing,(e) Major component replacement(s) along the turbine/generator shaft line,S includ!ing the high, intermediate, and low pressure turbine rotors, and thegenerator rotor and stator, ..(f) Emergency diesel generator replacement(s),(g) Moisture separator/feed water heater replacement(s),(h) Vessel Internal Component replacement(s), and(i) Large crane replacement(s), limited to the turbine overhead or gantry (crane, BWR refueling floor crane, and PWR containment polar crane, and.(j) Construction or replacement(s) of cooling tower(s) for circulating watercoolingand to contractor's or subcontractor's equipment, machinery, tools, and property.Such interests of contractors and subcontractors are limited to the Projectsdescrilbedin sub}sections (a) through (j) above, and for Which they have been hiredto perform work.The course of construction subi~mit in Item 6 of thle Declarations shall also applyto any Property Damage to Temporary Works owned by the Insured, or leased orrented by the Insured under an arrangement that requires the Insured to secure andmaintain the insurance, which Temporary Works are involved or used in theProjects described in subsections~ (a) through (j) above.The course of construction subiimit in Item 6 of the Declarations shall also applyto any Property Damage that ensues from, arises out of or is caused by anyProjects described in subsections a) through j) above and to any Property Damagethat could have been avoided or reduced if the Project had not been undertaken.CPrim ary-A pril. .... ...... ...1 ,201 3... ... .. .. ........ ... ...... .0........1..16.5Primary- April 1, 201532015.02.04.13.16.50 However, the course of construction sublimit in Item 6 of the Declarations shallnot apply if the Property Damage is caused by a natural hazard or the Insured candemonstrate that the cause of the Property Damage was unrelated to the Projectsdescribed in subsections (a) through (j) above and there is otherwise coverageunder this Policy.This subsection shall not be construed to limit the recovery for, or otherwiseexclude, any Loss incurred under Section I.A.2 of this PolicyB. Territorial LimitsThis Policy covers Insured Property worldwide except for loss or damage in any countrythat is listed as an embargoed or restricted destination within Part 110 of Chapter 10 ofthe U.S. Code of Federal Regulations (10 C.F.R. § 110) or is listed as a country requiringspecific authorization within Part 810 of Chapter 10 of the U.S. Code of FederalRegulations (10 C.F.R. §810).C. Property InsuredThis Policy covers the property specified as such in Item 7 of the Declarations andsituated at a location specified therein, and as provided in Section I.E.2 and in SectionI.D.D. Property of OthersSubject to its terms and conditions, this Policy also covers the personal property ofemployees and others at the location described in the Declarations unless otherwiseexcluded.E. Extensions of Coverage1. Debris Removal and Decontamination ..This Policy alSO shall pay for expenses necessarily incurred by the Insureds in removingdebris of and in decontaminating the Insured Property covered by this Policy, includingthose incurred to decontaminate land, following Accidental Property Damage, unlessotherwise excluded.2. Transit DamageThis Policy also shall pay for the Property Damage caused by an Accident, unlessotherwise excluded, to Insured Property in transit and to property insured under SectionI.D while such property is in transit, subject to a total sublimit of $10,000,000 and thefollowing terms and conditions:Primary-....... April....1,. 201 4.. ...... ... 2015. 02..04.1. .1.. ... 0Primary- April 1, 20152015.02.04.13116.50
- (a) For purposes of this coverage, Insured Property includes property that hasbeen purchased for use at the site and is in transit to the site. ((b) This coverage applies to shipments of Insured Property worldwide and tothe temporary storage of such Insured Property while at a repair facility,except that(i) No coverage is provided while the Insured Property is within theborders of any country excepted from the Territorial Limitsdefined in Section I.B; and(ii) No coverage is provided for any shipment beyond 100 nauticalmiles of the shores of the country of origin or destination forairborne or waterborne shipments, except when the point of exitand entry for the shipment is to be the same country in which casethis coverage will remain in effect throughout the shipment.(c) It is a condition of this insurance that the Insured Property be packed andshipped in accordance with all applicable laws or regulations having theforce of law.(d) This coverage is excess of any valid and collectible coverage from theseller or shipper.Each and every Loss covered under thisSection I.E.2 shall be adjusted separately, and Cfrom the amount of such Loss, or, if there is contributing insurance, from the Insurer'spro-rata share of such Loss, there shall be deducted the Transit 'Deductible Amountstipulated in Item 8 of the Declarations.3. Expediting ExpenseThis Policy shall also pay for the reasonable extra costs to make terniporaryrepairs ortemporary replacement and to expedite the permanent repair or replacement of InsuredProperty damaged by an Accident, unleSs Otherwise excluded, including overtime and theextra cost of express or other raipid means of transportation., This coverage is subject to asublirmit of the greater of $5,000,000 or an amount equal to ten percent (10%)' of the loss(excluding the Expediting Expense), but not to exceed a maximum sublimnit of$20,000,000. At the sole discretion of the Insurer, the maximum sublimit amount statedin this subsection may be increased if the Insurer determines that expenses incurred bythe Insured that qualify as Expediting Expenses under this Policy, directly result in areduction of the Insurer's potential Accidental Outage payments under an applicableNEIL I Accidental Outage Policy issued by the Insurer. The maximum amount to whichthe sublimit may be increased shall not exceed the amount, as determined by the Insurer,by which the Insurer's potential payments under the referenced NEIL I AccidentalOutage Policy was reduced. Any determination by the Insurer to increase the sublimitstated herein must be in writing, executed by an authorized representative of the Insurer.PriaryAprl 1201 5 01502.4. 3. 6.5Primary- April 1, 201552015.02.04.13.16.50
- 4. Regulatory CodeThis Policy shall also cover the additional cost of repair or replacement of InsuredProperty arising out of Accidental Property Damage, necessitated by enforcement of anystate or federal statute, regulation, ordinance or other rule having the force of law relatingto minimum standards of construction or engineering or licensing, qualification orcertification (hereinafter referred to as "Code") which is in effect at the time of theAccident and to which the Insured Property is subject. All such costs are subject to atotal sublimit of $2,500,000 and to the requirement that the costs involved are actually,directly and necessarily incurred in order to comply with any Code governing repairand/or replacement, or continued or renewed licensing, qualification or certification ofthe Insured Property which has sustained Accidental Property Damage.5. Removal from PremisesIf Insured Property is necessarily removed from any location specified in the Declarationsfor preservation from imminent physical damage, this Policy also covers such InsuredProperty for a period of forty-five (45) business days from the commencement of suchremoval, during removal, at any place to which such Insured Property has been removed,and during return; provided, however, this provision does not apply to Property Damageby radioactive contamination except as otherwise provided in Section I.E.2. The MemberInsured shall notify the Insurer of any such removal within ten (10) business days after itscommencement.F. FUNCTIONAL TOTAL LOSS COVERAGE1. (a) In the event of Accidental Property Damage which (i) exceeds$500,000,000 and includes as part of the loss at least $100,000,000 ofNuclear Liability Coverage; (ii) is covered under Sections I.A. 1 and/or I.Eof the Policy; and (iii) results in permanent cessation of nuclear operationsat a Unit, the Insurer agrees to indenmlify the Insureds and their legalrepresentatives for the Functional Value of the Unit following AccidentalProperty .., ..(b) If the-Member Insured elects to receive the Functional Value of the Unitthe Member will not be entitled to receive any additional recovery underthe Property Damage Coverage of the Policy.(c) In the event that the Unit returns to. commercial nuclear operation, theInsureds shall repay to the Insurer the entire amount paid pursuant toparagraph I.F. 1 (a), together with interest thereon, calculated quarterly atthe 90-day United States Treasury Bill interest rate in effect on the firstbusiness day of each calendar quarter.Primary- April 1, 2015620520431602015.02.04.13.16150 (d) If the Insured satisfies the requirements for and elects to receive theFunctional Value of the Unit pursuant to thisSection I.F, the maximum ,amount the Insured may collect from the Insurer over each of the next five(5) consecutive 12-month periods is US$350,000,000. Each 12-monthperiod will begin on the date, or anniversary date, of the Accident thatresulted in the Functional Value election. After the fifth anniversary ofthe Accident date, the Insured shall be permitted to collect any amountthat remains available under the Limit of Liability stated in Item 6 of theDeclarations, subject to the terms of this Policy including priority ofpayments and when the Insurer would be obligated to make claimspayments. Despite the provisions of this paragraph, an Insured maycollect more than the maximum amount stated above over any of the 12-month periods, but only if all of the payments made to the Insured duringthe particular period are for damages incurred pursuant to Section I.A.2 ofthis Policy, or Section 1. 1(a) and (b) of an applicable DecontaminationLiability, Decommissioning Liability and Excess Property InsurancePolicy issued by the Insurer for the site insured under this Policy.G. DECOMMISSIONING LIABILITY COVERAGE1. The Amount of Decommissioning Liability Coverage under this Policy for a Unitshall be equal to the Shortfall for such Unit calculated by using theDecommissioning Target Amount as of the Settlement Date set forth in theDecommissioning Target Document and the amount of the DecommissioningCTrust Fund as of the Settlement Date.2. In the event of Accidental Property Damage which (i) exceeds $500,000,000 andincludes coverage under Section I.A.2;. (ii) is covered under Sections I.A. 1, I.Fand/or I.G of this Policy; and (iii) results in permanent cessation of nuclearoperations at the Unit, the Insurer agrees to indemnify the Insureds and their legalrepresentatives for estimated expenses necessarilyto be incurred indecommissioning the Unit as described in the Decommissioning TargetDocument, up to the Amount of Decommissioning Liability Coverage for the Unitdetermined under subsection G.i above....3. Any amounts payable byjthe Insurer pursuant to subsections G.l1 and G.2 shall bedeposited into the Decommissioning Trust Fund pursuant to Item 10C of theDeclarations. The calculation of the Amount of Decommissioning LiabilityCoverage shall be made with respect to any claim under subsection G. 1 once theMember Insured has certified that the Insureds have discharged their legalobligation or liability to protectthe public health and safety, as required by theAct. No payment shall be made with respect to any claim under subsection G. 1until the Member Insured has certified that the Insureds have discharged theirlegal obligation or liability to protect the public health and safety followingAccidental Property Damage, as required by the Act, or has made the attestationsreferred to in Section II.2(a).Primary-April 1, 20157.-.-1371-675"0 .........
- 4. In the event that the Unit returns to commercial nuclear operation, the Insuredsshall return to the Insurer the entire amount paid pursuant to this Section G,together with interest thereon, calculated quarterly at the 90-day United StatesTreasury Bill interest rate in effect on the first business day of each calendarquarter.5. The Insureds' recovery under the Decommissioning Liability Coverage shall notbe decreased because the Actual Cash Value (or if applicable, the ReplacementCost) of the Insured Property is less than the Insurer's limit of liability.II. PRIORITY FOR DECONTAMINATION LIABILITY EXPENSES1. Whenever the estimated expenses covered under Section I.A.2 exceed$100,000,000, except as provided in paragraph 2 below, it is agreed that paymentunder this Policy shall be first made with respect to Losses incurred under SectionI.A.2, and then, to the extent proceeds of this Policy are not so utilized, withrespect to Losses incurred under Section I.A. 1.2. Payment under this Policy may be made with respect to Losses covered underSection I.A.l1 prior to the completion of payments under Section I.A.2 only on thefollowing conditions:(a) The Member Insured must attest that:(i) no proceeds of this Policy in excess of an amount specified by theInsureds ("Specified Nuclear Liability Amount"), except asprovided in a Proof of Loss filed with the Insurer, are needed todischarge the legal obligation or liability of the Insureds under theAtomic Energy Act of 1954, 42 U.S.C. Section 2011 et seq. asamended, and the regulations promulgated pursuant thereto "Act") to protect the public health and safety following AccidentalProperty Damage; 'and .(ii) the payment or use of policy proceeds for Losses covered underSection I.A.l1 does not violate any regulation or order of theNuclear Regulatory Commission or any governmental bodysucceeding to the functions and authorities thereof ("NRC").(b) Except as provided in paragraph (c) below, the amount of insuranceavailable for payment to the Insureds with respect to Losses covered underSection I.A. 1 prior to the indemnification under Section I.A.2 shall becalculated by subtracting the Specified Nuclear Liability Amount from theamount of insurance specified in Item 6 of the Declarations, as it may bereduced pursuant to the terms of this Policy.Primary-April 1,2015 8 20 15 .02.04. 13. 16.50Primary- April 1, 201582015.02.04.13.16.50 (c) At the request of the Member Insured, the amount calculated in gaccordance with subparagraph 2(b) above, may be increased to include anamount equal to all or part of the Specified Nuclear Liability Amount, butonly to the extent of amounts for which the Member Insured attests:(i) that the Insureds are entitled under other valid and collectibleinsurance covering the same expenses covered by Section I.A.2;(ii) that the Insureds will claim under such other insurance and usesuch claimed proceeds to discharge their legal obligation orliability under the Act to protect the public health and safetyfollowing Accidental Property Damage; and(iii) that the payment or use of all or part of the Specified NuclearLiability Amount for Losses covered under Section l.A. 1, I.P andI.G. does not violate any regulation or order of the INRC.III. EXCLUSIONSA. General Exclusions1. The coverage provided under this Policy does not apply to Property Damagecaused by or resulting from: c-(a) gradual accumulation of radioactive contamination;(b) radioactive contamination at any location Specified in the Declarations,resulting from matter released from any source outside the premises ofthat location rand for which the Iffisured is covered or would be entitled tocoverage or can make a claim against a third party who is insured under anuclear energy liability policy issued by the Nuclear Energy LiabilityInsurance Association or Mutual Atomic EnergyLiability Underwriters orany other third party liability "insurer, but this exclusion shall not apply toSradioactive contamination~resuiting from matter released from any sourcewhile such sourceis in transit from any location specified in theDeclarations;(c) failure of the Insureds to use all reasonable means to save and preserve theInsured Property at and after an Accident or when the Insured Property isin danger of Property Damage;(d) unexplained or mysterious disappearance of Insured Property, or shortagedisclosed upon taking inventory;(e) delay, inherent vice, loss of use, or loss of market; (Primary- April 1, 20159"20 I5102.04.13":1650 (f) any fraudulent, dishonest, or criminal act done by or at the instigation ofany Insured, any Operator, a partner or joint venturer in or of any Insuredor Operator, or an officer, director or trustee of any Insured or Operator;(g) any order or directive of a federal, state, county, or municipalgovernmental entity or any department, agency or political subdivisionthereof, including, without limitation, an order to replace undamagedInsured Property pursuant to a directive of the NRC, except acts ofdestruction at the time of and for the purpose of preventing the spread ofAccidental Property Damage;(h) seizure, destruction or confiscation by order or directive of any federal,state, county, or municipal governmental entity or any department, agencyor political subdivision thereof, or risks of contraband or illegaltransportation or trade;(i) or attributable to manufacturing or processing operations which result indamage to stock or materials while such stock or materials are beingactually worked upon;(j) any form of deterioration or wear and tear, including but not limited to(i) depletion, depreciation, and deterioration, including that of fuelelement cladding;(ii) embrittlement of any kind, including but not limited to hydrogenembrittlement and neutron embrittlement;(iii) fatigue of any kind, including but not limited to thermal fatigueand high-cycle fatigue;(iv) rust, erosion, or corrosion of any kind, including but not limited tostress corrosion cracking, unless caused directly by an independentand separate Accident not otherwise excluded, but then only forthe Property Damage caused by such Accident;(v) pitting, cracking, bulging, blistering, fretting, denting, deformationor distortion of the Insured Property which accompanies or isdirectly associated with the kinds of Property Damage specified inparagraphs (ii) through (iv) above; and(vi) shrinking, bulging, expansion, cracking, shifting, rising, settling,sinking, and lateral or other movement of pavements, foundations,walls, floors, ceiling or roofs;Primary- April 1,2015 10 2015.02.04.13.16:50Primary -April 1, 201510...... 20 i5.0i0"a.'i3."i'6:'50" (k) dampness, dryness, or extremes or changes of temperature of theatmosphere, including but not limited to rust, corrosion or erosion or otherresulting Property Damage, unless caused directly by an independent and separate Accident not otherwise excluded, but then only for the PropertyDamage caused by such Accident;(1) water below the surface of the ground, including that which exertspressure on or flows, seeps or leaks, through sidewalks, driveways,foundations, walls, basements, or other floors, and water which backs upthrough sewer or drains.With respect to the Exclusions in paragraphs (j) through (1), inclusive, the Insurer shall beliable if an independent and separate Accident not otherwise excluded ensues, but thenonly for the Property Damage caused by the ensuing Accident.2. This Policy also does not cover:(a) accounts, bills, currency, deeds, evidences of debt, money or securities;(b) (i) records, manuscripts and drawings, for any amount in excess oftheir value blank plus the cost incurred for actually transcribing orcopying them, except as provided in subparagraph III.A.2(b)(ii)below;(ii) media, data storage devices, and program devices for electronic and (-electro-mechanical data processing or for electronically controlledequipment; for any amount in excess. of the cost of reproducingsuch media, data storage devices, and. program devices fromduplicates or from originals of the previous generation of themedia, and no liability is. assumed hereunder for the cost ofgathering or assembling information or data for such reproduction;(c) vehicles licensed for highway use, aircraft or watercraft, except when suchvehicles, aircraft or watercraft .are being used for the servicing of or inconnection with the operation of the Insured Property;(d) any Accidental Property Damage, to the extent of the amount collectiblefrom a contractor, manufacturer or supplier of machinery, equipment orother property under a guaranty or warranty, whether or not suchcontractor, manufacturer or supplier is included as an Insured under thisPolicy;(e) the cost of making good any faulty workmanship, material, construction ordesign, whether or not due to negligence, inadvertence, misjudgment orany other cause, and regardless of any warranty which may affect suchfaulty components; provided, however, the Insurer shall be liable if anfrimry-Apr1 1,~LUD11 U~flUZ.~f.I. l.Z-t'rlmary- April 1, ZUI311ZU I 13. I 0.2)U independent and separate Accident not otherwise excluded ensues, butthen only for the Property Damage caused by the ensuing Accident;(f) more than one opening and closing of a turbine in connection with oneAccident; provided, however, that additional openings and closings of aturbine in connection with a single Accident can. be covered as expeditingexpenses subject to the provisions of Section I.E.3; and(g) any sums which the Insured may be obligated to pay as damages(i) because of bodily injury or personal injury, or(ii) because of damage to property not described in the Declarations,or(iii) for which the Insur-ed is covered or would be entitled to coverageunder a nuclear energy liability policy issued by the NuclearEnergy Liability Insurance Association or Mutual Atomic EnergyLiability Underwriters or any other third party liability insurer.(h) Land, except for intake and discharge canals that are within the descriptionof the property covered under Item 7 of the Declaration, and as otherwiseprovided in Section I.E. 1 (Extensions of Coverage).13. War Risk Exclusion1. Subject to paragraph 2 below, the coverage provided under this Policy does notapply to Property Damage caused directly or indirectly by:(a) hostile or warlike action in time of peace or war, including action inhindering, combating or defending against an actual, impending orexpected attack by any government or sovereign power (de jure or defacto), or by any authority maintaining or using military, naval or airforces; or by military, naval or, air forces; or by an agent of any suchgovernment, power, authority or: forces;(b) any weapon of war employing nuclear fission or fusion whether in time ofpeace or war; or(c) insurrection, rebellion, revolution, civil war, usurped power, or actiontaken by governmental authority in hindering, combating or defendingagainst such an occurrence.2. This War Risk Exclusion shall only apply to acts which are part of overt militaryactivity.Primary- April 1,2015 12 2015.02.04.13.16.50Primary- April 1, 2015122015.02 '04.i 3.i 6250 ......
IV. PREMIUM1. The Member Insured agrees to pay to the Insurer the Premium under the termsand conditions hereinafter set forth. The Premium shall be paid to the Insurer bywire transfer or other method acceptable to the Insurer on or before the beginningof the policy period specified in Item 3A of the Declarations.2. The Member Insured agrees to pay to the Insurer as an Additional Premium allPremium Adjustment(s) assessed under Section V.I of the Policy. For eachPremium Adjustment, the Additional Premium in the year in which the PremiumAdjustment is assessed shall be increased by a pro rata amount.3. All Additional Premiums computed on the basis of pro rata Premium Adjustmentsshall be paid to the Insurer by wire transfer or other method acceptable to theInsurer within 40 calendar days after the Notification Date. However, to theextent that there is a request for a variance (as permitted under Section V.I.7), theAdditional Premium referred to in this Paragraph need not be paid until 10calendar days after a decision denying the request for a variance, such payment tobe made by wire transfer or other method acceptable to the Insurer.4. For each year that a Premium Adjustment is in place on the date of the renewal ofthe Policy, the full amount of each such Premium Adjustment shall be consideredAdditional Premium and shall be payable with the Premium./5. Upon the termination of a particular Premium Adjustment in accordance with the (terms of Section V.I, the Member Insured shall be entitled to a refund of a pro rataamount of the AdditiOnal Premium. The refund shall be paid by wire transfer orother method acceptable to the Member Insured within 40 calendar days after thedate the Insurer notifies the Insured of the amount of the refund.6. As a condition precedent to the Insurer's obligations under this Policy, theMember Insured agrees to notify the Insurer that the Insured Property has beenclassified Category Number Five by the Institute of Nuclear Power Operations("INPO"), within seven (7) days of being advised byINPO of such classificationbeing put in place, and to pay such additional Premium-due hereunder to theInsurer as a result thereof by wire transfer or other method acceptable to theInsurer within twenty (20) business days after demand.7. The Member Insured further agrees to pay the Insurer the Retrospective PremiumAdjustment under the terms and conditions specified under Section VI.V. CONDITIONSA. AbandonmentThere shall be no abandonment to the Insurer of any property. =Primiy-Aril ,201 13201502.0.13.165Primary- April 1, 201513 B. AppraisalIn case the Member Insured and the Insurer shall fail to agree as to the amount ofProperty Damage, then, on the written demand of either, each shall select a competentand disinterested appraiser and notify the other of the appraiser selected within twenty(20) days of such demand. The two (2) appraisers so selected shall first select acompetent and disinterested umpire; and failing for fifteen (15) days from the date ofselection of the second appraiser to agree upon such umpire, then on request of theMember Insured or the Insurer, such umpire shall be selected by a judge of the UnitedStates District Court for the district in which the Insured Property is located. Theappraisers shall then appraise the Property Damage, stating separately Replacement Costand/or the Actual Cash Value of each item; and, failing to agree, shall submit theirdifferences, only, to the umpire. An award in writing, so itemized, of any two when filedwith the Insurer shall determine the amount of Property Damage. Each appraiser shall bepaid by the party selecting him and the expenses of appraisal and of the umpire shall bepaid equally by the Member Insured on the one hand and the Insurer on the other.C. AssignmentAssigmnment or transfer of this Policy shall not be valid except with the prior writtenconsent of the Insurer.D. Choice of Law1. In view of the diverse locations of the parties hereto and the desirability of unifiedregulation, the Insureds and Insurer agree that the terms of this Policy shalldetermine their respective rights and duties and that this Policy shall be construedand enforced in accordance with and governed by the internal law of the State ofNew York, United States of America.2. The parties intend that the Insurer conduct its activities so as not to be subject the insurance regulation of any jurisdiction other than Bermuda~and Delaware.Accordingly, the parties expressly recognize, and agree that paragraph 1 abovedoes not evidence an intent by the parties to..(a) give jurisdiction over the Insurer to th~einsurance regulatory authority ofany jurisdiction other than Bermuda and Delaware; or(b) make applicable to this Policy any of the insurance laws or regulations(including those which specify theterms of the by-laws and contracts ofmutual insurance companies) of any jurisdiction, including NewYork,other than to the extent such laws of Bermuda and Delaware areapplicable; orPrimary- April 1, 20151425.20136014 (c) otherwise have the laws of Bermuda or Delaware apply to the constructionor enforcement of this Policy. (E. Concealment, FraudThe Insurer shall have no obligation to make any payment under this Policy if, whetherbefore or after a Loss, any Insured has willfully concealed or misrepresented in writingany material fact or circumstance concerning this insurance or the subject thereof, or theinterest of any Insured therein, or in case of any fraud or false swearing by any Insuredrelating thereto; but the application of this provision shall not affect the Member Insured'sobligation to pay the Retrospective Premium Adjustment callable by the Insurer underthis Policy, or provide other assurances to the Insurer Pursuant to Section VI.2.F. Deductibles1. There shall be deducted from the amount of each and every Loss the Deductiblestated in Item 8 of the Declarations. In the event that more than one Deductibleapplies to any one Loss, then only the largest Deductible for that Loss shall beapplied.2. To the extent that the Deductible Adjustment applies in accordance with theprovisions of Section V.I, and to the extent that the amount of the DeductibleAdjustment is greater than the amount of the Deductible, then the DeductibleAdjustment shall be substituted for the Deductible for purposes of ParagraphV.F. 1. If there is more than one Deductible Adjustment in place under Section C:_V.I, only the highest Deductible Adjustment will be considered for purposes ofthisSection V.F.G. Dispute Resolution1. The Insurer and the Insured mutually acknowledge that the form, terms andconditions of the Policy have been formulated by representatives of thecompanies participating in the mutual enterprise in order to provide, insurancecoverage which is vital to all participants. It is desired that the 'Insurer serve as afinancially stable and reliable entity, responsive to the coverage needs of itsparticipants,, and providing coverage fairly and equitably as to each Insured, buttaking equally into account fairness and equity as to all Insureds as a group.While every effort has been made to define with clarity and precision the scope ofcoverage and other policy provisions, the Insurer and the Insured mutuallyacknowledge that situations may arise where the terms of the Policy, or theinterpretation of the terms, are disputed. For the foregoing reasons, the Insurerand the Insured agree that the following principles shall govern the interpretationof the Policy: .(a) Even-handedness and fairness to both the Insurer and the Insured;C.. .... .Prim ay- April 1, 20)15 ..... ... .. .... .... 15 2015.02.04.13.16.50
.(b) In the event of an ambiguity in a policy provision, the intentions of theInsurer and the Insured shall be considered by the Arbitrator(s). Evidenceof such intentions is limited to the following extrinsic evidence: reports,notes, meeting minutes, and related materials produced by or given to theInsurer's Board of Directors, Advisory Committees, and Task Forces, andany testimony taken from a present or former employee of the Insurer,member of a Member Advisory Committee, or Director;(c) The practice of the Insurer and the Insured in interpreting and applying thePolicy;(d) The cooperative rather than adversarial relationship between the Insurerand the Insured; and(e) The contract construction rule of contra proferentem (construing a contractagainst the drafter) is not applicable to this insurance policy.2. The Insurer and Insured will endeavor to resolve any dispute between them bymeans of a voluntary process to be agreed upon between them, including, withoutlimitation, early neutral evaluation, mediation, mini-trial, neutral fact finding, orsenior peer review. Neither the Insurer nor the Insured may be compelled toparticipate in any such voluntary process except that, at the request of an Insured,the Insurer agrees to submit the dispute to senior peer review. The Insurer agreesto pay the fees and expenses of any neutral party associated with the use of anyprocess hereunder. Senior peer review is a process in which both sides presenttheir arguments and view of the evidence to a panel of five (5) employees of otherNEIL Members, unless the Insured and Insurer agree that a panel of three (3)would be more appropriate. The panel will provide a written non-binding opinionon the merits of the dispute. Though not an exclusive list, panel members may.include individuals from NEIL' s Member Representatives, Board of Directors,Member Advisory Committees, or Members' Legal Counsel. None of the .panelists may be employed by a Member that is an affiliate of the Insuredinvolved in the dispute. The panelists shall be selected by agreement of theInsured and Insurer, but if no agreement is reached within 30 days of the date the*senior peer review is requested, the Insurer and Insured shall each submit a list offive names and a NEIL outside Director (as.chosen by the Chairman of the Board)shall select the panelists. The panel, with input from the parties, shall establish aschedule for the proceeding, including, if appropriate, the submittal of writtenmaterials and oral arguments.3. The Statement of Dispute Resolution Principles adopted by the Insurer's Board ofDirectors and Members, as it may be amended from time to time, shall not createany rights or obligations on the parties but shall be used as guidelines forconducting dispute resolution processes hereunder.Primary- April 1, 2015 1 050.41.65162015.02104. lJ.
- 4. Any dispute, controversy or claim between the Insurer and the Insured as to anymatter arising out of or relating to this Policy, or the breach, termination orinvalidity thereof, which is not settled between themselves, pursuant to 2 above or otherwise, shall be settled by arbitration in accordance with the UnitedNations Commission on International Trade Law's (UNCITRAL) ArbitrationRules. Arbitration of a dispute is final and binding.(a) The number of arbitrators shall be one, unless the Insured or the Insurerrequests a three-person panel, in which case the number of arbitrators shallbe three.(b) In the event the arbitration is to be decided by a single arbitrator, and theparties cannot agree on the appointment of that arbitrator within sixty (60)days of the notice of arbitration being served, the sole arbitrator shall beselected by the appointing authority specified in paragraph 4.d.(c) In the event the arbitration is to be decided by three arbitrators, the Insuredshall appoint one arbitrator and the Insurer another; the two so appointedarbitrators shall select the third, who will act as the Chairman for thepanel. 'The party which files the notice of arbitration shall include in suchnotice the identity of its party-appointed arbitrator. Within forty-five (45)days of service of the notice of arbitration, the second party shall notifythe party that filed the notice of arbitration of the identity of its party-appointed arbitrator. At the time of the notification of the appointment, each side shall provide the other with a detailed curriculum vitae for theselected arbitrator, which shall include information regarding any potentialconflict of interest of the selected arbitrator, including any financial orpersonal interest in the result of the arbitration or any past or presentrelationship with the parties or their representatives. All arbitrators shallbe Obligated to update his/her potential conflict of interest informationthroughout the arbitration.' If (i) the party filing the notice of arbitration* fails to include, the identity of its party-appointed arbitrator, or (ii) the*second party does not notify the' first party of its party-appointed arbitratorwithin forty-five (45) days of service of the notice of arbitration, or (iii)the two party-app~inted arbitrators fail to agree on a third arbitrator withina period of Sixty (60) days from the date of appointment of the second*arbitraitor, then, on request of either party, the missing party-appointedarbitrator or the third arbitrator (as the case may be) shall be selected bythe appointing authority specified in paragraph 4.d. There shall be no exparte communications between a party and any of the arbitrators, exceptthat a party-appointed arbitrator shall be permitted to communicate withthe party that appointed him/her concerning (1) the identity of theChairman and (2) issues associated with arbitrator invoices.(d) The appointing authority shall be the American Arbitration Association("AAA") in New York, New York. The AAA shall select arbitrators from c.. .Primary- April 1, 2015 17 2015.02.04.13.16.50 the panel of international arbitrators for the International Centre forDispute Resolution, the international division of the AAA (the "ICDRRoster"). The arbitrators selected from the ICDR Roster shall be U.S.nationals. If for any reason the AAA fails to appoint an arbitrator withinthirty (30) days of the date of receipt of the request for such appointment,either party may proceed pursuant to Article 75 of the Civil Practice Lawand Rules of the State of New York and make application to the SupremeCourt of the State of New York, County of New York for the appointmentof the arbitrator.(e) To the extent there is any inconsistency between the UNCITRALArbitration Rules and the provisions of this Policy, the latter shall govern.(f) The place of the arbitration shall be New York, New York, unless theparties agree upon another location.(g) Within forty-five (45) days after the appointment of the Chairman, thearbitrators shall conduct an initial conference to which the parties will beinvited to attend. At the initial conference, the parties and arbitrators shalldiscuss, without limitation, (1) the procedures to be followed, (2)scheduling of submissions and hearings, and (3) a timetable for discovery.At a minimum, the discovery order shall require the parties to provideeach other non-privileged documents that are requested by the other sideand that reasonably relate to the claims and defenses asserted in thearbitration. Following the initial conference, the arbitrators shaill issue aProcedural Order to the parties setting forth the procedures and schedule.(hl) Within sixty (60) days of the close of the hearings (or the later of post-hearing oral argument or post-hearing written submissions should thearbitrators authorize them), the arbitrators shall issue their award, which* shall be in writing and shall present a detailed statement of the factual and.S legal bases for the award. The award of the arbitrators shall require a: majority of two votes. The arbitrators:shall first determine the liability ofthe parties as to the dispute, claim or. controversy, and then, only ifnecessary, determine the type and amount of relief to be granted. In nocase may the arbitrators order the rescission or reformation of this Policy.Further, unless the arbitrators determine that it is inappropriate under thecircumstances of the case, the award shall provide that post-award interestshall begin to accrue at the rate of the Prime Rate, as published in the WallStreet Journal as of the date of the award, plus two (2) percent per annumfrom the date sixty (60) days after the award is delivered to the partiesuntil the date the award is paid.(i) The arbitrators shall award reasonable attorney's fees and costs to theprevailing party, not to exceed the amount of fees and costs incurred bythe non-prevailing party. For this purpose, the fees incurred shall bePrimary- April 1, 2015 1 050.41.65182015.02.04.13.I6.50 calculated at reasonable hourly billing rates and shall include allreasonable out-of-pocket expenses, including, without limitation, thereasonable costs of expert witnesses and consultants. If the Insured has (oretained counsel on a contingency fee basis, and the Insurer is theprevailing party, thle arbitrators shall award the Insurer all of its reasonableattorney's fees and costs (without consideration of the fees and costsincurred by the Insured).(j) In thle event the award is challenged in court and the challenge is denied,the party that challenged the award shall pay the reasonable attorney's feesand costs incurred by the non-challenging party in defending against thechallenge to the award.(k) The parties acknowledge that any dispute resolution proceeding isintended to be confidential and therefore agree to properly maintain andnot disclose or reveal any information obtained from the other partypursuant to the terms of a Confidentiality Agreement to be executedbetween the parties at the beginning of the proceeding (the terms of whichshall be detennined by the arbitrators in the event that the parties areunable to agree). In the case of arbitration, the written decision of thearbitrator(s) shall be available to. other Insureds of NEIL and ONEIL,except that any information within the written decision that thle Insuredcan 'show is proprietary in nature will be redacted.5. To the extent that any dispute, claim or controversy between the Insured and the Insurer hereunder is not subject to arbitration for any reason, or to the extent thatapplicable law otherwise permits the parties to seek provisional relief from thecourts prior to the time that the arbitral panel is appointed, the United StatesDistrict Court for the Southern District of New York (or the Supreme Court of theState of New York, New York County, federal jurisdiction cannot be attained)shall have exclusive jurisdiction thereof. For such purpose, the Insured agrees toaccept, without objection to form or manner, service, of process by registered mailor form of overnight mail to. the person identified in Item 11 of the Declarations.For such purpose,' the Insurer agrees to accept; without objection to form ormanner, service of process-by registered mail, or overnight mail, directed to theInsurer's General Counsel, at Nuclear Electric Insurance Limited, 1201 MarketStreet, Suite 1100, Wilmnington, Delaware 19801. The .foregoing consents toservice of process are not intended, nor shall they be construed, to extend to anydispute, claim, controversy, cause of action, or other matter other than as stated inthis paragraph.H. HeadingsThe headings in this Policy are inserted for convenience only and shall not be deemed toconstitute a part hereof.Primary-April 1,20151920 ! 50 I. Evaluations and Compliance with Loss Control Standards1. The Insurer shall be permitted, but not obligated, to performn or to have performedon its behalf, evaluations of the Insured Property at any reasonable time. Allevaluations and evaluation reports made by or on behalf of the Insurer are madesolely for insurance purposes. Evaluation reports are based upon the conditions,practices and property observed and information made available at the time of theevaluation, and shall not be deemed to identify all hazards or to indicate that otherhazards do not exist. The Insurer and those performing evaluations on its behalfshall not be responsible for the correction or control of any conditions, practicesor property. Notwithstanding any other agreement, express or implied, to thecontrary, neither the right to make an evaluation nor the making of an evaluation,nor any advice or report resulting therefrom, shall constitute or be construed as anundertaking on behalf of or for the benefit of the Insureds or others to determineor warrant that the facilities, operations or property are safe or healthful, or are incompliance with any law, rule, regulation, procedure or standard. It shall be theobligation of the Insureds to ensure that the Insurer is accorded the right toconduct an evaluation under this paragraph.2. Notwithstanding the provisions in Paragraph V.I.5, upon discovery of a dangerouscondition (the "Dangerous Condition) with respect to any property, or partthereof, insured under this Policy (the "Affected Property"'), whether discoveredas a result of an evaluation or otherwise, a representative of the Insurer may(a) request that the Affected Property be taken out of service without delay,and/or(b) request that actions be taken to remedy the Dangerous Condition.3. If a request made under Paragraph V.1.2 is not complied with, the Insurer mayimmediately suspend coverage as to the Affected Property and/or as to PropertyDamage that could have been avoided or reduced had the Dangerous Conditionbeen remedied, provided, however, that there will be coverage for PropertyDamage if the Insured can demonstrate thatthe PropertyDamage was unrelated tothe failure to take the requested action (and:there~is otherwise coverage under thisPolicy). Notice of the suspension (which maybe made together with eitherrequest referred to in Paragraph V.I.2) shall be written and, notwithstanding anyother provisions under this Policy, may be sent to the Member Insured by handdelivery, e-mail, fax or courier.4. It shall be an obligation under this Policy that the Insured comply with the ShallRequirements contained in the Insurer's Loss Control Standards.5. When the Insurer learns of an Insured's failure to comply with, or to take agreedupon actions to correct a failure to comply with, a Shall Requirement contained in....... Apni 1i20i Primary-April 1, 2015 20 2015.02.04.13.16.50202015.0Z04.13.16.50 the Insurer's Loss Control Standards, the Insurer may notify the Insured of thenon-compliance, and upon or after such notification shall have the right to(a) adjust the Insured's premiums ("Premium Adjustments") and/or theInsured's deductible ("Deductible Adjustments"), and/or(b) suspend coverage under this policyas to the property that is the subject ofthe applicable Shall Requirement and/or as to Property Damage that couldhave been avoided or reduced if not for the Insured's failure to complywith the applicable Shall Requirement, provided, however, that there willbe coverage for Property Damage if the Insured can demonstrate that theProperty Damage was not related to the noncompliance (and there isotherwise coverage under this Policy).The Actions referred to in this Paragraph may be collectively referred to as"Policy Adjustments".6. Notification to the Insured about a non-compliance with the Shall Requirementscontained in the Insurer's Loss Control Standards shall be in writing (the"Notification Letter") and, notwithstanding any other provisions under thisPolicy, may be sent to the Member Insured by hand delivery, e-mail, fax orcourier. The date of the Notification Letter shall be referred to as the"Notification Date".. The Notification Letter shall set forth the specific PremiumAdjustments and Deductible Adjustments to be made, which shall be assessed inf_accordance with the schedules contained in the Insurer's Rating Procedures and (_Schedules then in effect. Deductible Adjustments shall apply in accordance withthe details set forth in the Notification Letter.7. Unless indicated otherwise in the Notification Letter, all Premium and Deductible:Adjustments will take effect on the 31 st calendar day after the Notification Dateunless the Insured requests a variance (in accordance with the procedurescontained in the Loss Control Standards) or requests ,that the applicable coveragebe removed because the Insured has, elected not to comply with the relevant LossControl Standard requirement. The precise, scope of any coverage removal willbe described in an endorsement to the' Policy.8. Unless indicated otherwise in the Notification Letter, all Premium and DeductibleAdjustments will remain in effect until the Insurer endorses the Policy to removesuch Policy Adjustments. For purposes of determining whether an Accident tookplace during a period that there was a Deductible Adjustment, the relevant date isthe date on which the Accident actually occurred and not any deemed date thatmay otherwise be defined in the Policy.9. Notwithstanding the provisions in Paragraph V.I.6 any suspension of coverageunder Paragraphs V.I.3 and V.I.5 shall be in accordance with the scope ofcoverage suspension set forth in writing and delivered to the Insured.Primary- April 1_2U1) 21 2-T50--)2704337-6._50.. .....
- 10. If the Insured requests a variance, no Premium or Deductible Adjustments will beimplemented while the variance request is being considered by the Insurer. If theInsurer does not grant the variance, the Premium and Deductible Adjustmentsshall be applied retroactively to the day the Adjustments would have gone intoeffect under Paragraph V. 1.7, even if the Insured requests a review or otherwiseappeals the Insurer's decision. The provisions of this paragraph will apply even inthe event that an Accident actually occurs during the time that the variancerequest is being considered.11. The Insurer may immediately suspend coverage under this Policy, in whole or inpart, with respect to the Insured Property if (i) the NRC suspends or revokes forany reason the operating license issued with respect to any Unit on such InsuredProperty, or (ii) the NRC issues a shutdown order with respect to such Unit, or(iii) the NRC issues a confirmatory order keeping such Unit shut down. In theevent that the Insurer chooses to suspend coverage under this provision, it shallnotify the Member Insured in writing of that decision.12. The coverage suspended in accordance with Paragraphs V.I.3 and V.I.5 above, aswell as the coverage removed under Paragraph V.1.7 above, may be reinstated bythe Insurer, but only by an endorsement issued to form a part of this Policy. Thesuspension of the insurance under this Policy will not affect the obligation of theMember Insured to pay the Retrospective Premium Adjustment callable by theInsurer under this Policy, or provide other assurances to the Insurer Pursuant toSection VI.2.J. Insurer's OptionsIt shall be the option of the Insurer to take all, or any part, of the destroyed or damagedInsured Property at the agreed or appraised value, and also to decontaminate or otherwiserepair, or to rebuild or replace such Insured Property destroyed or damaged with other oflike kind and quality within a reasonable time, on giving notice of its intention to do within thirty (30 Odays after the receipt of the Proof of Loss as herein provided.K. Limits -1. The Insurer shall not be liable for more than the amount shown as limit of liabilityin the Declarations for any one Accident.2. The insurance provided by this Policy shall not be reduced by the sum paid forany one Accident.3. Notwithstanding anything contained herein to the contrary, the Insurer's liabilityhereunder shall be the amount payable to the Member Insured but for thisprovision, less any amount owed to the Insurer by the Insureds, including amountsPrimarY- Apri 1,2015 2 050.4 3 6522 owed to the Insurer by the Insureds under this Policy or any other agreement orpolicy.4. The Member Insured's recovery under Section I.A.1 and I.A.2 of this Policy shallnot be decreased because the Replacement Cost or Actual Cash Value, whicheveris applicable, of the Insured Property is less than the Insurer's limit of liability.L. Mortgagee Interests and Obligations1. If a Loss hereunder is assigned or made payable, in whole or in part, to adesignated mortgagee not named herein as an Insured, such interest in this Policymay be canceled upon sixty (60) days' written notice of cancellation mailed ordelivered to such mortgagee.2. If the Insureds fail to meet the requirements stated herein in the case of AccidentalProperty Damage, such mortgagee, upon notice, shall render a written estimate ofLoss within sixty (60) days and shall render Proof of Loss in the form approvedby the Insurer within twelve (12) months thereafter and shall be subject to theprovisions hereof relating to appraisal, arbitration and time of payment and ofbringing suit. If the Insurer shall claim that no liability exists as to the mortgagoror owner, it shall, to the extent of payment of loss to the mortgagee, be subrogatedto all the mortgagee's rights of recovery, but without impairing mortgagee's rightto sue; or it may pay off the mortgage debt and require an assignment thereof andof the mortgage. Other provisions relating to the interests and obligations of suchmortgagee may be added hereto by endorsement. (5-M. Natural Hazards1. Windstorm LossEach Loss by windstorm, tornado or hurricane shall constitute a single Accident;provided, if more than one windstorm, tornado or hurricane should occur withinany period of ninety-six (96) hours commencing during the term of this Policy,and such windstorms, tomnados or hurricanes have a conunon origin or are causedby a single atmospheric disturbance, then such windstorms, tornados or hurricanesshall be deemed to be a single windstorm, tornado or hurricane.2. Flood LossEach Flood shall be deemed a separate Accident; provided that if more than oneFlood should occur within any period of ninety-six (96) hours commencingduring the term of this Policy and such Floods have a common origin or arecaused by a single Accident, then such Floods shall be deemed to be a singleFlood.(Primary- April 1, 2015232015.02.04.13.16:50
- 3. Earthquake or Volcanic Eruption LossEach earthquake shock or volcanic eruption shall be deemed a separate Loss;provided that if more than one earthquake shock or volcanic eruption shall occurwithin any period of ninety-six (96) hours commencing during the term of thisPolicy and such earthquake shocks or volcanic eruptions have a common origin orare caused by a single incident, then such earthquake shocks or volcanic eruptionsshall be deemed to be a single earthquake or volcanic eruption.N. Other InsuranceThe Insurer shall not be liable if at the time of the Accident there is any other insurancewhich would attach if this insurance had not been effected, except that this insuranceshall apply only as excess and in no event as contributory insurance, and then only afterall other insurance has been exhausted.0. Policy Decisions and NoticeExcept as provided in paragraph Q of Section V, all decisions or actions made or takenwith respect to this Policy may only be taken or made by the first named Member Insuredand all such decisions or actions shall be binding on all Insureds. Such decisions oractions shall include, without limitation, decisions to give or not give notices of losses, tofile or not file proofs of loss and to bring or not bring an action under the disputeresolution provision. No decision or action with respect to this Policy may be made ortaken by anyone other than the Insurer and the first named Member Insured. The firstnamed Member Insured shall be that Member Insured whose name is listed first in Item Iof the Declarations. The Insurer and the Insureds agree that all communications betweenthem as to any matter arising under or relating to this Policy shall be made as follows:1. If to the Insurer: The communication must be sent by the first namedMember Insured and must be sent, by facsimile, mail or courier to theInsurer at the address listed in Item 2 of the Declarations.-,2. If to the Insureds: The communication must be sent by the Insurer to thefirst named Member Insured and must be sent, by facsimile, mail orcourier to the address listed in Item 1 of the Declarations ortto the addressof such Member Insured's Delaware Representative. It shall be theobligation of the first named Member Insured to communicate the contentsof any notification from the Insurer to the other Insureds.The Insured's compliance with the provisions of this paragraph is a condition precedentto the Insurer's obligations under this Policy.P. Policy ModificationsPrimary-April 1,2015 24 2015.02.04. 13. 16.50Primary- April 1, 2015242015.02.04.13.16.50 This Policy embodies all agreements between the Member Insured and the Insurer or anyof their agents relating to this insurance. There shall be no change in the terms,provisions and stipulations of this Policy except in writing hereon or by endorsement Cfadded hereto by the Insurer and the Member Insured.Q. Requirements in Case of Loss1. It shall be an obligation of the Insureds to give or cause to be given to the Insurerirmnediate written notice of any Accidental Property Damage and to protect theInsured Property from further damage. The Insureds shall separate or cause to beseparated, with reasonable promptness, the damaged and undamaged InsuredProperty, put it in the best possible order, furnish a complete inventory of thedestroyed, damaged and undamaged Insured Property, showingin detailquantities, costs, the Replacement Cost and estimated amount of PropertyDamage claimed. The Insurer may deny coverage for such Accidental PropertyDamage if the Insured fails to comply with its obligations to provide immediatewritten notice thereof, but only if the Insurer demonstrates being prejudiced in itsability to adjust, assess or otherwise investigate the claim as a result of suchfailure.2. Within twelve (12) months after the Accidental Property Damage, unless suchtime is extended in writing by the Insurer, not to be unreasonably withheld, theInsureds shall complete and file with the Insurer a proof of loss ("Proof of Loss"),in the form approved by the Insurer, signed and sworn to by the Member Insured,stating the knowledge and belief of the Insureds as to the time and origin of theAccidental Property Damage, the interest of the Insureds and all others in theInsured Property, all other contracts of insurance, whether valid or not, coveringany of said Insured Property or the risks insured hereunder, and the following:(a) with respect to Losses under Section I.A.2, the amount of expensesincurred in discharging the Insureds' legal obligation or liability to protectthe public health and safety following Accidental .Property Damage and anattestation by the Member Insured as to the Insureds' obligation or liability*to incur such expenses;(b) with respect to Losses under Section I.A.1 and/or I.E, the Actual CashValue or, if recovery is on a Replacement Cost basis, the ReplacementCost of each item thereof and the amount of PropertyDamage thereto,encumbrances thereon, and changes in the title, use, occupation, location,possession or exposures of said Insured Property since the issuance of thisPolicy, by whom and for what purpose any building herein described andthe several parts thereof were occupied at the time of the Accidentresulting in the Loss and whether or not it then stood on leased ground.The Insureds shall also furnish the Insurer a copy of all descriptions andschedules in all other policies and, if required, verified plans andspecifications of any building, fixtures or machinery destroyed orC-Primary- SPrimary- ~riI~2OT5~ U LUiJ.UL.U'+.i5.IOZUZ3ZU 13.UZ.U/4.13-.'I 0.2) U damaged, and. an attestation by the Member Insured as required underSection 1I.2(a);(c) with respect to Losses under Section I.F, the Functional Value of the Unitat the time of the Accident, all encumbrances thereon, and changes in thetitle, use, occupancy, location, possession or exposures of said InsuredProperty since the issuance of this Policy, by whom and for what purposeany building herein described and the several parts thereof were occupiedat the time of the Accident resulting in the Loss. The Insureds shall alsofurnish the Insurer a copy of all descriptions and schedules in all otherpolicies and, if required, verified plans and specifications of any building,fixtures or machinery or other item of Functional Property, and anattestation by the Member Insured as required under Section II.2(a) whichincludes an attestation that the Unit incurring the Accidental PropertyDamage has permanently ceased operation..(d) with respect to Losses under Section I.G, the current balance of theDecommissioning Trust Fund, the Decommissioning Target Amount, acopy of the Decommissioning Target Document, if requested by theInsurer, and an estimate of the expenses to be incurred indecommissioning the Unit, and an attestation by the Member Insured asrequired under Section II.2(a) which includes an attestation that the Unitincurring the .Accidental Property Damage has permanently ceasedoperation.3. It shall be the obligation of the Insureds to exhibit or cause to be exhibited, to anyperson designated by the Insurer, as often as may be reasonably required, all thatremains of any Insured Property and shall submit to examinations under oath byany person named by the Insurer, and shall subscribe the same; and, as often asmay be reasonably required, shall produce for examination all books of accounts,bills, invoices and other vouchers, or other documents needed by the Insurer todetermine its liability, or certified copies thereof if originals be lost ,at suchreasonable time and place as may be: designated by the Insurer or itsrepresentatives, and shall permit extracts and copies thereof to be made.4. Any failure. on the part of the Operator to complyr with the requirements ofparagraph 3 above shall be deemed a breach of this obligation on the part of theInsureds.R. State Premium TaxThe Insureds represent that they have paid or will pay any applicable state premium tax.S. Subrogation............. i;rimary 2Xprifi; i6"i5 .... ...... ...Primary- April i, 2015 26 2U 15 .02.04. 13 .16.50262015.02.04.13.16.50
- 1. Except as provided in paragraph S.3 below, the Insurer may require from theInsureds an assignment of all right of recovery against any party for Property Damage to the extent that payment therefor is made by the Insurer, and (:the Insureds shall execute and deliver all necessary instruments and do all thingsnecessary or desirable on behalf of the Insurer to secure such rights. The Insuredsshall take no action after the Accident which may prejudice the Insurer's rightsunder this paragraph; however, prior to an Accident, the Insureds may waive inwriting any or all right of recovery against any party for Accidental PropertyDamage.2. The Insurer hereby waives any right of subrogation acquired by reason of anypayment under this Policy arising out of any Accidental Property Damage againstthe Insureds and any party furnishing services, materials, parts, or equipment inconnection with the planning, construction, maintenance, operation or use of theInsured Property.3. It is a condition of this Policy that the Insureds shall repay to the Insurer anyrecoveries made by the Insureds on account of any Accidental Property Damageto the extent that the Insurer would have been entitled to such recoveries had thiswaiver not been included in this Policy. The proceeds of any recovery shall beapplied first to any uncompensated Property Damage incurred by the Insureds,including reimbursement of any deductible amount under this policy, and then, tothe extent any proceeds of such recovery remain, to reimburse the Insurer for anypayments made by it to the Insureds.T. SuitNo suit, action or proceeding on this Policy for the recoveryof any claim shall besustainable in any court of law or equity or any arbitral tribunal unless all therequirements of this Policy shall have been complied with, and unless commenced withineighteen (18) months after the Accident giving rise to such claim; provided, however, anextension of time granted by the Insurer for rendering a Proof of Loss with respect to anyAccidental Property Damage shall extend the eighteen-month (18) period for bringingsuit with respect to such claim by the period of the extension."U. Term and Cancellation1. This Policy shall commence on the date specified in Item 3A of the Declarationsand shall terminate on the date specified in Item 3A of the Declarations. ThisPolicy may be cancelled at any time at the request of the Member Insured, inwhich case the Insurer shall upon demand and surrender of this Policy, refund theexcess of paid premium above the pro rata premium for the expired time.2. This Policy may be canceled at any time by the Insurer, upon approval of itsBoard of Directors, upon sixty (60) days' written notice of cancellation mailed ordelivered to the Member Insured, with or without tender of the excess of paidVrimry-pri 1, 01527 015.2.0.136.5Primary- April 1, 201527 premium above the pro rata premium for the expired time, which excess, if nottendered, shall be refunded on demand. Notice of cancellation shall state that saidexcess premium, if not tendered, will be refunded on demand.3. This Policy shall be automatically canceled if (i) the INPO membership of eitherthe Member Insured or the Operator is suspended or canceled by INPO for anyreason and (ii) the Member Insured fails to notify the Insurer within five businessdays after receipt of notice of such suspension or cancellation of membership in]?NPO, unless the Insurer is otherwise notified during such five business days.4. In the event that the Member Insured fails to pay to the Insurer any RetrospectivePremium Adjustment due under this Policy, due under any Other Insurance Policyas such Member Insured may have with the Insurer, or referred to in Section VI,this Policy shall terminate provided that the Insurer notifies the Member Insuredin writing of this delinquency and the Member Insured fails to make the requiredpayment within 15 days after receiving such notice by registered mail.5. Neither the cancellation of the Policy on the part of the Member Insured or theInsurer, nor its automatic termination, shall affect the obligation of the MemberInsured to pay the Retrospective Premium Adjustment callable by the Insurerunder this Policy, or provide other assurances to the Insurer Pursuant to SectionVI.2.V. Valuation1. The value of the Insured Property that sustained Accidental Property Damage shall bethe lesser of the actual repair costs or the Replacement Cost of such Insured Property,but only if such Insured Property that sustained Accidental Property Damage is repairedor replaced within a reasonable time with identical or like kind property on the samepremises and intended for the same occupancy and use. In all other cases, the value ofthe Insured Property that sustained Accidental Property Damage shall be the ActualCash Value of such Insured Property, notwithstanding that the Policy may refer to theReplacement Cost of such Insured Property.2. The value of Insured Property in transit that sustained Accidental Property Damage shallbe the lesser of the actual repair costs or the Replacement Cost of such Insured Propertybut only if such Insured Property that sustained Accidental Property Damage is repairedor replaced within a reasonable time after such loss with identical or like kind property.In all other cases, the value of the Insured Property that sustained Accidental PropertyDamage shall be the Actual Cash Value of such Insured Property, notwithstanding thatthe Policy may refer to the Replacement Cost of such Insured Property. Principles ofgeneral average and salvage charges shall also be applied to computing the value ofInsured Property in transit...... r....-im ary- .. ..Aprl 1201 282U .U 2.U4 .Ii:4. -1"6 ......Primary- April 1, 2015282015.1./2.04.13.16.513
- 3. In the event of Property Damage to Insured Property constituting nuclear fuel, theInsurer's obligation to indemnify the Insureds and their legal representatives underSection I shall be limited as follows:(a) Beginning with the date initial criticality is achieved at a Unit, the value ofthe nuclear fuel in such Unit shall be deemed to be equal to the value of afull fuel core of the fuel then in such unit reduced to. reflect the proportionof the usable burn up consumed; and(b) Spent nuclear fuel shall have no value and the Insurer shall have noobligation to indemnify the Insureds or their legal representatives for anyProperty Damage thereto.W. Waiver ProvisionsNo provision, stipulation or forfeiture shall beheld to be waived by any requirement orproceeding on the part of the Insurer relating to appraisal or to any examination providedfor herein.X. When Loss Payable.,The amount of Loss for which the Insurer may be liable shall be payable as soon aspracticable and in any event within sixty (60) days after the Proof of Loss is received bythe Insurer and ascertainment of the Loss is made either by agreement between the,-Member Insured and the Insurer expressed in writing or by the filing with the Insurer of .an award as herein provided. Where only a partial Proof of Loss has been provided to theInsurer and the Insurer's liability for the Property Damage is uncontested, the Insurermay, in its sole discretion, make partial payment to the Insured. Nevertheless, the Insurershall have no obligation to make such partial payment. .VI. RETROSPECTIVE PREMIUM ADJUSTMENTThe Member Insured agrees to pay to the Insurer the Retrospective Premium Adjustmentunder the terms and conditions hereinafter, set forth.1. .The Insurer may make demand for the Retrospective Premium Adjustment inwhole or in one or more parts from time to time, but only to the extent necessary,in the sole discretion of the Board of Directors of the Insurer, to cover Lossesincurred by the Insurer under this Policy and all Other Insurance Policies withcoverage effective during the Policy Year (specified in Item 3 .B of theDeclarations).i2. The Insurer, in the sole discretion of the Board of Directors, may require theMember Insured to provide assurance to the Insurer of the Member Insured'sability to satisfy its obligation to pay a Retrospective Premium Adjustment whencalled. Within twenty (20) business days of receiving notice from the Insurer thatC..... ...Primary- A~fiiT -, 20- 29 .......
such assurance is required, the Member Insured shall notify the Insurer of theoption selected to provide the required assurance, which will include, but is notlimited to, providing a letter of credit, providing a financial guarantee, purchasingretrospective premium insurance, or paying a Deposit Premium, and implementsuch option by providing the Insurer with the required documentation or payment,depending on the option selected. The parameters for a letter of credit, a financialguarantee, and the retrospective premium insurance options will be provided tothe Member Insured by the Insurer at the time the Insurer requires the MemberInsured to take the action. The terms regarding the Deposit Premium are set forthin Paragraph 3 below.3. If the Member Insured elects to pay a Deposit Premium, the Insurer may requirethe Deposit Premium to be paid in whole, in part, or in parts. Any DepositPremium paid to the Insurer will be returned to the Member Insured when, in thesole discretion of the Insurer's Board of Directors, the retention of the DepositPremium is no longer required. The amount of any Deposit Premium paid shallbe a credit against the obligation of the Member Insured to pay a call made for aRetrospective Premium Adjustment and, to the extent thereof:, shall be treated as apayment of the Retrospective Premium Adjustment as of the date a call for aRetrospective Premium Adjustment is made. Amounts paid as Deposit Premiumswill be held in an interest bearing account and, until such a call is made, interesteamned on the Deposit Premium amount will be paid back to the Member Insuredon an annual basis, within ninety (90) business days after the end of the applicablecalendar year. However, if the Member Insured fails to elect one of the optionsavailable pursuant to Paragraph 2 within the time frame required, or at any othertime when in the sole discretion of the Insurer's Board of Directors it is in the bestinterests of the Insurer, the Insurer may make demand upon the Member Insuredfor a Deposit Premium, whether or not a demand for a Deposit Premium is madeupon any other Member Insured(s). If a demand is made by the Insurer, theMember Insured shall pay the Deposit Premium within twenty (20) business daysof demand.4. That portion of the Retrospective Premium Adjustment demanded by the Insurershall be paid to the Insurer by wire transfer or oilher method acceptable to theInsurer within twenty (20) business days after demand. The Insurer may, withoutfirst pursuing any rights it may have against any Delinquent Member, make suchnumber of further demands upon the Member Insured, including any DelinquentMember, for further portions of the Retrospective Premium Adjustment, to bepayable twenty (20) business days after demand, as may be needed to obtainRetrospective Premium Adjustment from the Member Insureds of the Insurerunder this Policy and all Other Insurance Policies with coverage effective duringthe Policy Year sufficient, in the sole discretion of the Board of Directors of theInsurer, to cover Losses under this Policy and all Other Insurance Policies withcoverage effective during the Policy Year. The fact that the Insurer has receivedsufficient Retrospective Premium Adjustment from such Member Insureds shallPrimary- April 1, 201i5-............ 30 2015.02.04-.13.1 6.50... .... ... .....
not bar the Insurer from pursuing the Insurer's rights against any DelinquentMember.5. When, for any purpose hereunder, it becomes necessary to calculate the obligationof the Member Insured for the Retrospective Premium Adjustment, it will becalculated as follows:(a) The amount of the Retrospective Premium Adjustment shall be equal tothe product of (i) the Multiple selected by the Board of Directors of theInsurer as required to meet Losses under this Policy and all OtherInsurance Policies with coverage effective during the Policy Year, times(ii) the Premium plus any Additional Premium, or if such is for a periodshorter than a calendar year, such Premium and Additional Premiummultiplied by a fraction the numerator of which is 365 and thedenominator of which is the number of days in the policy period specifiedin Item 3A of the Declarations.-(b) The policy year to Which any Retrospective Premium Adjustment relatesshall be determined by the Board of Directors of the Insurer at the time itmakes the call for such Retrospective Premium Adjustment based on thedate of the Accident under this Policy or any Other Insurance Policygiving rise to the obligation which such Retrospective PremiumAdjustment is designed to satisfy. The aggregate of all RetrospectivePremium Adjustments under this Policy shall not exceed the RetrospectiverPremium Adjustment set forth in Item 5.B of the Declarations. (c) Subject to the provisions with respect to calls made in the event of failureto pay by Delinquent Members, the, amount of any call for a RetrospectivePremium *Adjustment hereunder shall bear the same relation to the total-Retrospective Premium Adjustment, payable by all Member Jnsureds ofthe Insurer under such call as the highest Premium plus AdditionalPremium determined under subparagraph (a)(ii) above bears to theaggregate Premiums plus Additional Premiums, used to calculate the totalof all such calls, under this Policy and all Other Insurance Policies withcoverage effective during the Policy Year. (d) The obligation of the Member Insured for the Retrospective PremiumAdjustment shall be and remain in full force and effect and all the abovecalculations shall be made without regard to whether or not the Insurer hasany obligation to make payments under this Policy or this Policy iscanceled or suspended.6. When, for any purpose hereunder, it becomes necessary to calculate the obligationof the Member Insured for the Deposit Premium, it will be calculated as follows:(7Primary- April 1, 2015 31 2015.02.04.13.16.50 (a) The amount of the Deposit Premium, if required, shall be equal toRetrospective Premium Adjustment listed in Item 5.B of the Declarations,unless otherwise indicated.(b) The aggregate of the Deposit Premium and any Retrospective PremiumAdjustments callable under this Policy shall not exceed the RetrospectivePremium Adjustment set forth in Item 5.B of the Declarations.(c) The amount of the Deposit Premium may be adjusted at the anniversary ofthis Policy.(d) The obligation of the Member Insured for the Deposit Premium shall be*and remain in full force and effect and all the above calculations shall bemade without regard to whether or not the Insurer has any obligation tomake payments under this Policy or this Policy is canceled or suspended.7. The Multiple is no higher than the Multiple in any Other Insurance Policy withinsurance coverage effective during the Policy Year.8. The Board of Directors of the Insurer in its sole discretion may adjust downwardthe Multiple stated in this Policy and any Other Insurance Policy with coverageeffective during the Policy Year to a new lower Multiple, and the RetrospectivePremium Adjustment callable under this Policy and any such Other InsurancePolicy shall be reduced by a like proportionate amount. No downward adjustmentin such Multiple and corresponding adjustment in any such RetrospectivePremium Adjustment may be made with respect to any Retrospective PremiumAdjustment which has been assigned by the Insurer, or in any Other InsurancePolicy with coverage effective during the Policy Year, if the Multiple in any suchOther Insurance Policy, after adjustment, would be less than the Multiple, afteradjustment, in this Policy, unless a similar downward adjustment is made in theMultiple in this Policy, together with a corresponding adjustment in theRetrospective Premium Adjustment.9. The liability of the Member Insured shall be limited to thePremium, AdditionalPremium the Retrospective Premium Adjustment or any unpaid portion thereofdue to the Insurer under the terms of this Policy, and any assurance that may berequired pursuant to Section VI.2. No Member Insured shall be subject to anycontingent liability or be required to pay. any dues or assessments in addition tosuch Premium, Additional Premium, Retrospective Premium, and any assuranceunder Section VI.2. Adjustment due under this Policy and those due under anyOther Insurance Policies as such Member Insured may have with the Insurer. Theliability of the Member Insured for the Retrospective Premium Adjustment for thePolicy Year shall cease six (6) years after the end of the Policy Year, unless priordemand is made therefor.Primary-April 1, 2015 32 2015.02.04.13.16.50Primary- April 1, 201532"20-15202.04.1"3".1"6.50
- 10. It is agreed that the obligation of the Member Insured to pay any RetrospectivePremium Adjustment due under any Other Insurance Policy between the Insurer .and the Member Insured which terminated on or before the inception date of Policy is an obligation of the Member Insured under this Policy. It is also agreedthat the terms and the amount of such obligation shall be determined by referenceto the Other Insurance Policy under which such obligation arose, notwithstandingthat such Other Insurance Policy may no longer be in effect.11. The liability of each Member Insured, if there be more than one, for theRetrospective Premium Adjustment, and any assurance that may be requiredpursuant to Section VI.2, under this Policy shall be several and not joint and inproportion to their respective interests specified in the Declarations.12. In the event the Insurer has available credit facilities from lenders, the Board of*Directors of the Insurer may, in its sole discretion, utilize such 'facilities to financeLosses incurred by the Insurer under this Policy and all Other Insurance Policies.The Insurer may assign to the lenders the Insurer's interest in the RetrospectivePremium Adjustment, in whole or in part, including, in the event the Insurerdefaults on its obligations to such lenders, the right to call such interest assigned.Such assignment may be made and shall only be effective with respect to thefinancing of those Losses for which the Retrospective Premium Adjustment couldbe called. In the event any assignment is made, the Insurer shall give promptnotice thereof to the Member Insured. Each Member Insured shall, upon therequest of the Insurer, give acknowledgment of its liability for the Retrospective(7Premium Adjustment to each of the lenders involved.VII. MEMBERSHIP-Each Member Insured becomes a member of the Insurer as part of obtaining insurance from theInsurer, and as such, is entitled to the privileges and benefits, aind by entering into this Policyagrees to be subject to and bound by the obligations and duties of membership. These are moreifilly set forth in the Insurer's Memorandum of Association and in the Bye-Laws and anyamendments thereto, each of which is hereby incorporated into and made a part of this Policy. Inno event shall any amendment to the Memorandum of Association or the Bye-Laws increase theamount of Premium or Retrospective Premium Adjustment payable or callable hereunder.VIII. DEFINITIONSFor purposes of this Policy, unless otherwise stated to the contrary, the following capitalizedterms shall have the meanings set forth below. Other capitalized terms are included in theDeclarations. Unless otherwise stated or required for the meaning of any provision, the singularshall include the plural and the plural, the singular. Whenever a Section or Paragraph number isincluded in the Policy, it refers to a Policy Section or Paragraph number. The definitions beloware listed in alphabetical order, up to, but not including Item Y., at which point they are no longerin alphabetical order.(IPrimary- April 1, 2015332150043160332015.02.04.13.16.50 A. "Accident' means a sudden and fortuitous event, an event of the moment, whichhappens by chance, is unexpected and unforeseeable. Accident does not includeany condition which develops, progresses or changes over time, or which isinevitable. The date of the Accident shall be the later of when such Accidentoccurred or is discovered; provided, however, that no Accident is coveredhereunder which occurred while the Insured was not insured by the Insurer underthis Policy or a predecessor policy issued by the Insurer.B. "Accidental" means caused by an Accident.C. "Accidental Property Damage" means Property Damage which is caused by anAccident.D. "Actual Cash Value" means the amount detennined by reducing the ReplacementCost of the Insured Property by straight line depreciation at a rate of three percent(3 %) per year, subject to a maximum depreciation of seventy five percent (75%).E. "Additional Premium"~ means the sum of all Premium Adjustment(s), if any,assessed in accordance with Section V.I of the Policy.F. "Deductible Adjustments" refer to adjustments that may be made under SectionV.I of the Policy, as a result of a non-compliance with a SHALL Requirementcontained in the Company's Loss Control Standards, the amount of which shall bedetermined in accordance with the Company's Procedures and Schedules for theRating of Nuclear Generating Stations and set forth in a Notification Letter to theInsured.G. "Delinquent Member" means any member insured, including the MemberInsured, who fails to pay a retrospective premium adjustment demanded by theInsurer under Policy or any Other Insurance Policy within twenty (20) businessdays after such demand.H. "'Deposit Premium"~ means the amount that~the Member Insured may be required* to pay to the Insurer under this-Policy, as detailed in to Section VI of this Policy,as security for future Retrospective Premium Adjustments.I. "Flood" means a general and temporary overflowing of water on normally dryland areas caused by or resulting from hurricane, tornado, or windstorm; surfacewater, waves, tidal water, or tidal wave, overflow of streams or other bodies ofwater, or spray from any of the foregoing, all whether driven by wind or not;water which backs up through sewers or drains; water below the surface of theground including that which exerts pressure on or flows, seeps or leaks throughsidewalks, driveways, foundations, walls, basements or other floors, or throughdoors, windows or other openings in such sidewalks, driveways, foundations,walls, basements or other floors, or release of water impounded by a dam.Prim ary-A pri -1, L... .. ....... ... .... ...... 4 0.. 2... .1... ... .... ...... ..Primary- April 1, 201534 J. 'Insured Property" means the property specified as such in Item 7 of theDeclarations and situated at a location specified therein. K. "Loss" means the costs or expenses covered under Sections I.A, I.D, I.E, I.F andI.G.L. "Loss Control Standards" means the set of procedures and technical requirementsadopted by the Insurer that are intended to minimize the risk of loss at InsuredSites.M. "Member Insureds of the Insurer" means the Member Insureds under this Policyor the Other Insurance Policies.N. "Operator" means those persons, entities, departments, agencies, or politicalsubdivisions, if any, other than the Member Insured, responsible for operating aUnit covered by the Policy.0. "Other Insurance Policy" means any Primary Property and DecontaminationLiability Insurance Policy or Operating Facility Policy, other than this Policy,issued by the Insurer or any Primary Property and Decontamination Insurance*Policy issued by Overseas NEIL Limited.P. "Other Member Insurance Policy" means any insurance policy, other than thisPolicy, issued by the Insurer to one or more Member Insureds of the Insurer.cQ. "Premium Adjustment" refer to adjustments that may be made under Section V.1of the Policy, as a result of a non-compliance with a SHALL Requirementcontained in the Company's Loss' Control Standards, the amount 'of which shall bedetermined in accordance with the COmpany's Procedures and Schedules for theRating of Nuclear Generating Stations and set forth in a Notification Letter to theInsured.R. "Property Damage" means direct physical damage to or destruction of the InsuredProperty. S. "Rating Procedures and Sch~edules" means the Procedures and Schedules for theRating of Nuclear Generating Stations manual utilized by the Insurer to establishpremiums during the underwriting process, as may be revised with the approval ofthe Board.T. "Replacement Cost" means the cost incurred for the replacement of Insured Propertythat sustained Accidental Property Damage. If the Insured(i) replaces the damaged Insured property with identical property, the ReplacementCost shall be the cost of the identical property(Primary- Aprili,-20i5 "Primary- April 1, 2015 35 2015A32.04.13.16.50352015.02.04.13.16.50 (ii) replaces the damaged Insured Property with a like-kind property and theidentical property is available, the Replacement Cost shall be the lesser of thecost of the like-kind property and the identical property; or(iii) replaces the damaged Insured Property with a like-kind property and theidentical property is not available, the Replacement Cost shall be the cost thelike-kind replacement, or lowest cost like-kind replacement if more than onelike-kind replacement is available.For purposes of determining Actual Cash Value pursuant to Section VIII.D hereof,Replacement Cost shall be the lesser of (i) the cost of available like-kind property oridentical property or, (ii) if neither like-kind property or identical property is available,the original book value of the damaged Insured Property, less any applicable AFUDC,adjusted for inflation using the applicable Handy Whitman Index.U. "Retrospective Premium Adjustment" means the amount of retrospectivepremium adjustment called or demanded of the Member Insured under this Policyas calculated pursuant to Section VI of this Policy, but not, in the aggregate, inexcess of the Retrospective Premium Adjustment specified in Item 5 .B of theDeclarations.V. ""SHALL Requirement" means a standard within the Loss Control Standards thatsets forth a minimum requirement to be met and maintained for the InsuredProperty to be insurable, and is identified as such within the Loss ControlStandards.W. "Temporary Works" means all structures and their materials which are notintended to form part of the permanent works but which are intended to provideworking access to the site or to the permanent works, or which are intended toprovide temporary support to the permanent works under construction, but shallnot mean structures or their materials intended for re-use after completion of thepermanent works unless their full value has been included in the contract value.X. "Unit" means a nuclear operating unit.Y. "Act" means the Atomic Energy Act of 1954, 42 U.S.C. §2011, et__seq., asamended, and the regulations promulgated pursuant thereto.Z. "Amount of Decommissioning Liability Coverage" means the amount payable fordecommissioning liability expenses pursuant to subsection I.G.2, as calculatedunder the formula set forth in subsection I.G. 1.AA. "Decommissioning Target Amount" means the amount approved by the Insurer asnecessary to meet the costs of decommissioning the Unit, as adjusted to theSettlement Date." L r. ......... A pi l .-^201 3.. ... ....... .... .. ..6 .... ...., -U,- .-^U 4 -.1 .1O -..... .. ....... ...Primary- April 1, 201530ZU 1 BB. "Decommissioning Target Document" means the document submitted by theInsured in estimating the costs of decommissioning the Unit after the Accidentleading to decommissioning. The document shall include information required ;under 10 C.F.R. §50.75 and the cost estimates shall be based on then currentlyavailable industry data. The document shall be subject to the approval of theInsurer.CC. "Deconmmissioning Trust Fund" means the external sinking fund described by theNRC pursuant to 10 C.F.R. §50.75 to pay the costs of decommissioning the Unitat the end of its licensed life.DD. "Functional Age" means the remaining operating life of the Unit, stated as apercentage, as determined by dividing the number of years remaining on theUnit's Operating License as of the date of Accident, including any extension of'the License that has been approved by the NRC as of the date of Accident, by themaximum number of years of operation permitted under the Unit's operatinglicense issued by the NRC, including any extension of the License that has beenapproved by the NRC as of the date of the Accident. In the event that the date ofthe Accident is after a Unit has submitted its application for license renewal, butbefore the NRC has approved or disapproved the renewal request, the FunctionalAge for the Unit Shall be no less than 25%.EE. "Functional Total Loss Coverage" means the coverage provided pursuant tosubsection I.F. cFF. "Functional Value" means the amount determined by multiplying the GenerationReplacement Value for the Unit by the Functional Age.GG. Replacement Value" means value generated by the followingformula: COST x 1,000 x MWe, where COST means the 3-year trailing averageof the total overnight cost figure, on a kilowatt basis, as reported by the EnergyInformation Administration of the Department of Energy in its forecast foradvanced nuclear construction in effect as of the Date of Accident multiplied by.85 (85%), and MWe means the Megawatt Electric~rating of the Unit as mostrecently reported by the Insured in documents filed with the Securities ExchangeHH. "Settlement Date" means the date on which the Member Insured certifies that theInsureds have discharged their legal obligation or liability to protect the publichealth and safety and to remove debris of and decontaminate the Insured Propertyfollowing Accidental Property Damage.II. "Shortfall" means the Decommissioning Target Amount minus the balance in theDecommissioning Trust Fund as of the Settlement Date.JPnmary- April 1, 2015 .I2U50041316037.... 2013.02.0g-, 0 NUCLEAR ELECTRIC INSURANCE LIMITED ""WILMINGTON, Fire Damage Exclusion EndorsementMember Insured: STP Nuclear Operating CompanySite: South Texas Project Endorsement No. 1Policy Number: P15-075 Effective Date: .April 1, 2015Effective Time ofthis Endorsement is 12:01 a.m. Standard Time in Hamilton, Bermuda.1. This Endorsement shall be applicable to the following property:a) All Combustible Trailers / Sheds not meeting the SHALL requirements of the NEILLoss Control Standardsb) NDE Labc) Construction Fabrication Shopd) Met Towere) Micro Wave Towerf) Oil Storage Building 19g) Solvent Building 19h) Hazardous Waste Building 21i) Maintenance Paint Building 30j) Communications Facility -Building #10k) Contractor Support Facility -Building #262. It is hereby agreed and understood that this Policy does not insure against PropertyDamage to the property described in Paragraph 1, or the contents thereof, caused directly orindirectly by fire, or fire following lightning or explosion, or by any separate and independentAccident which ensues therefrom.This Endorsement does not increase the amount of insurance provided under this Policy.Primary.-Aprl 120112011.02.23.14.21.09t~-I-j-=u ' -,
NUCLEAR ELECTRIC INSURANCE LIMITEDWILMINGTON, DELAWAREIN WITNESS WIFEREOF, the parties hereto have caused this Endorsement to be executed andattested on their behalf.Wilmington, DelawareDate: As of April 1, 2015Attest:INSURER:Nuclear Electric Insurance LimitedDavid B. Ripsom, (e"9MEMBER INSURED:STP Nuclear Operating CompanyKWilmington, DelawareDate: As of Aprill1,2015 ,~-l-/-d k -,.,12011.02.23.14.21.09Primary-April 1,2015 2 2011.02.23.14.21.09 NUCLEAR ELECTRIC INSURANCE LIMITEDWILMINGTON, DELAWARENotice of Cancellation EndorsementMember Insured: STP Nuclear Operating CompanySite: South Texas ProjectPolicy Number: P15-075Endorsement No. 2Effective Date: April 1, 2015Effective Time of this Endorsement is 12:01 a.m. Standard Time in Hamilton, Bermuda.It is hereby agreed and understood that in the event of cancellation of or material change in thePolicy pursuant to subsection V.I or V.U. of the Policy, the Insurer shall send a copy of thewritten notice referred to therein to:a. Bechtel Energy Corporation, Attention: G.E. Feltman,P.O. Box 2166, Houston, Texas 77252-2 166b. Ebasco Constructors, Inc., Attention: L.D. George,P.O. Box 349, Wadsworth, Texas 77483Except with respect to the provisions of Paragraphs V.1.3, V.1. 11, and V.U.4, the cancellation orchange shall not be effective with respect to the above recipient until thirty (30) days afterreceipt of the written notice.This Endorsement does not increase the amount of insurance provided under this Policy.TN WITNESS WHEREOF, the parties hereto have caused this Endorsement to be executed andattested on their behalf.Wilmington, DelawareDate: As of April 1, 20J5Attest:7Wilmington, DelawareDate: As of Aprl1, 2015 /Witess:Liarv- April 1,20151INSURER:Nuclear Electric Insurance LimitedDavid B. Ripsom, gMEMBER INSURED:STP Nuclear Operating CompanySAtto -in-Fact /2011.02.25.13.08.29Primr-P-tr--=0-75 NUCLEAR ELECTRIC INSURANCE LIMITEDPOLICYHOLDER DISCLOSURENUCLEAR POLICY RENEWALSNOTICE OF TERRORISM INSURANCE COVERAGEEFFECTIVE JANUARY 8, 2015Coverage for acts of terrorism is already included in your current policy. However, under NEIL'sPayment for Acts of Terrorism endorsement, your recovery for losses stemming from an act ofterrorism could be limited by the tenms of the endorsement. However, in accordance with theTerrorism Risk Insurance Program Reauthorization Act of 2015, which took effect January 8,2015, (TRIPRA), NEIL's Payment for Acts of Terrorism endorsement would not cap thedamages for any "certified" acts of terrorism under TRIPRA.You are hereby notified that under TRIPRA, the term "act of terrorism" means any act that iscertified by the S ecretary of the Treasury -in concurrence with other specified federal officials -to be an act of terrorism; to be a violent act or an act that is dangerous to human life, property, orinfrastructure; to have resulted in damage within the United States, or outside the United Statesmn the case of certain air carriers or vessels or the premises of a United States mission; and tohave been committed by an individual or individuals as part of an effort to coerce the civilianpopulation of the United States or to influence the policy or affect the conduct of the UnitedStates Government by coercion.Under your coverage, any losses resulting from certified acts of terrorism may be partiallyreimbursed by the United States Government under a formula established in TRIPRA. Yourpolicy may contain other exclusions which might affect your coverage. Under the formula, forthe 2015 calendar year, the United States Government generally reimburses 85% of coveredterrorism losses exceeding the statutorily established deductible paid by the insurance companyproviding the coverage. This amount will be decreased on a phased in basis, at a rate of 1% peryear, from 2016 to 2020, with the end result being that the United States Government will reducereimbursement to 80% of covered terrorism losses for the year 2020. TRIPRA contains a $100billion cap that limits U.S. Government reimbursement as well as insurers' liability for lossesresulting from certified acts of terrorism when the amount of such losses exceeds $100 billion inany one calendar year. If the aggregate insured losses for all insurers exceed $100 billion, anyinsurer that has met its deductible will not be liable to pay for any losses in excess of the $100billion sustained by its insureds. Thus, if the $100 billion cap is reached, your coverage may bereduced.NEIL is neither increasing, nor attributing any portion of, the annual premium for terrorismcoverage, but a surcharge might be added to the premium if, after a certified act of terrorism, thefederal Department of Treasury requires a recoupment of certain amounts paid by the federalgovernment in accordance with the terms of TRIPRA.41-NUCLEAR ELECTRIC INSURANCE LIMITEDWILMINGTON, DELAWAREPayments for Acts of TerrorismEndorsementMember Insured: STP Nuclear Operating CompanySite: South Texas Project Endorsement No. 3Policy Number: P15-075 Effective Date: April 1, 2015Effective Time of this Endorsement is 12:01 a.m. Standard Time in Hamilton, Bermuda.It is hereby understood and agreed that this Policy is hereby amended as follows:I. The following Section is hereby added to the Policy:PAYMENTS FOR ACTS OF TERRORISMIn the event that one or more Acts of Terrorism cause Accidental Property Damage underthis Policy and under one or more Nuclear Insurance Policies within twelve months fromthe date the first Accidental Property Damage occurs:1. Resources AvailableThe I~nsureds' maximum recovery for all such Losses under this policy and allNuclear Insurance Policies shall be an aggregate of:(a) (US)$ 1.8276 billion unless at least one of the Insureds, whose claim forAccidental Property Damage falls under the Payment for Acts ofTerrorism Endorsement applicable to its Policy, has received paymentspursuant to Section I.A.2 of a Primary Property Policy or Section I. 1(a) ofa NEIL II Excess Property Policy or Blanket Excess Property Policyapplicable to that Insured's Site, in which case the Insurer's liability shallnot exceed (US)$3 .24 billionplus;(b) such additional amounts as the Insurer recovers for such Losses fromreinsurance, indemnity, and any other source, applicable to such Losses.2. Allocation of Resources(a) The amount deternined under paragraph 1 above shall first be used to payfor all such Losses payable under all applicable Primary Property andDecontamination Liability Insurance Policies (excluding any Lossespayable under all Business Interruption and/or Extra Expense InsurancePrimary- April 1, 2015 12015.02.04.13.08.36P I-5-0-7-5 NUCLEAR ELECTRIC INSURANCE LIMITED WILMINGTON, Policy Endorsements), Primary Property and Decontamination InsurancePolicies (excluding any Losses payable under all Business Interruptionand/or Extra Expense Insurance Policy Endorsements), DecontaminationLiability, Decommissioning Liability and Excess Property InsurancePolicies, Decontamination, Decommissioning and Excess PropertyInsurance Policies, Blanket Excess Decontamination Liability,Decommissioning Liability and Excess Property Insurance Policies,Blanket Excess Decontamination, Decommissioning and Excess PropertyInsurance Policies, and Builders' Risk Insurance Policies (collectively"Property Losses").(b) If such Property Losses for all Insureds exceed the amount determinedunder paragraph 1 above, the Insured's maximum recovery shall be theamount determined under paragraph 1 above times a fraction, thenumerator of which, is the Insured's recovery for the Property Lossesresulting from Accidental Property Damage, but for this Section, and thedenominator of which is the sum of all Insureds' recovery for PropertyLosses resulting from Accidental Property Damage under all applicableNuclear Insurance Policies, including this Policy, but for this Section.(c) Notwithstanding paragraph 1 and subparagraph 2(b) above, if thepayments made pursuant to subparagraph 2(b) exhaust the amountdetermined under paragraph 1, without paying for all the Insured'sProperty Losses, the Insured shall recover such additional amounts that theInsurer recovers from reinsurance, indemnity, or other source, for theInsured's Property Losses.3. Declarations PageNothing herein shall be construed to entitle the Insured to recover more than theamount of the Policy Limits stated in Item 6 of the Declarations.4. Relevant PeriodThe twelve-month period specified above shall commence on the date of the firstAccidental Property Damage caused by an Act of Terrorism. The first AccidentalProperty Damage caused by an Act of Terrorism that occurs after this or any othertwelve-month period shall trigger a new twelve-month period.5. DefinitionsFor the purposes of this Section only:(a) "Act of Terrorism" means any act by a person, group, or organization thatappears to be intended to: (i) intimidate or coerce a civilian population, orPrimary- April 1, 201522052.410832015.02.04. ! 3.08.36 NUCLEAR ELECTRIC INSURANCE LIMITED [k"lWILMINGTON, (ii) disrupt any segment of the economy in the country where the insuredplant is located; or (iii) influence the policy of a government byintimidation or coercion; or (iv) affect the conduct of a government bymass destruction; provided, however, that an Act of Terrorism forpurposes of this Policy shall not include any act excluded by the War RiskExclusion.(b) "Nuclear Insurance Policy" means any Primary Property andDecontamination Liability Insurance Policy, or Primary Property andDecontamination Insurance Policy, or any Decontamination Liability,Decommissioning Liability and Excess Property Insurance Policy, orDecontamination, Decommissioning and Excess Property InsurancePolicy or any Blanket Excess Decontamination Liability,Decommissioning Liability And Excess Property Insurance Policy, orBlanket Excess Decontamination, Decommissioning And Excess PropertyInsurance Policy, other than this Policy, issued by the Insurer or byOverseas NEIL Limited.(c) "Builders' Risk Policies" means any Builders' Risk Insurance Policiesissued by the Insurer or by Overseas NEIL Limited.6. Authorized Changes to this SectionThe Insurer's Board of Directors will have the authority to alter or replace thedefinition of the term "Act of Terrorism" and any other provision of this Sectionin order to facilitate the availability of resources that may be made available bythe Government in the country where the insured plant is located.Primary- April 1, 2015 32 5.20.1.83f"11 (V7,-t2015.02.04.13.08.36 NUCLEAR ELECTRIC INSURANCE LIMITEDWILMINGTON, DELAWAREIN WITNESS WHEREOF, the parties hereto have caused this Endorsement to be executed andattested on their behalf.Wilmington, DelawareDate: As of April 1, 2015INSURER:Nuclear Electric Insurance LimitedDavid B. Ripsom, l cOAttestWilmington, DelawareDate: As of April 1, witnss:MEMBER INSURED:STP Nuclear Operating CompanyBy: e,--Z..__- *. -Attre .-act(JPrimary' prlI,212015.02.04.13.08.36Primary-April 1,2015 4 2015.02.04.13.08.36 NUCLEAR ELECTRIC INSURANCE LIMITED [i"-qWILMINGTON, Class "B" Warehouse and Storage Structures Sublimit EndorsementMember Insured: STP Nuclear Operating CompanySite: South Texas ProjectPolicy Number: P 15-075Endorsement No. 4Effective Date: April 1, 2015Effective Time of this Endorsement is 12:01 a.m. Standard Time in Hamilton, Bermuda.1. This Endorsement shall be applicable to the following property:a) Warehouse Annex (Staging Warehouse)b) Warehouse Dc) Warehouse Ed) Warehouse 312. It is hereby understood and agreed that each of the properties described in Paragraph 1,including the contents thereof, shall have a coverage sublimit of $75,000,000 of coverage underthis Policy for Property Damage caused directly or indirectly by fire, or fire following lightningor explosion, or by any separate and independent Accident which ensues therefrom.This Endorsement does not increase the amount of insurance provided under this Policy.IN WITNESS WHEREOF, the parties hereto have caused this Endorsement to be executed andattested on their behalf.Wilmington, DelawareDate: As of April 1, 2015Attest:Wilmington, DelawareDate: As of April 1, 2015 //INSURER:Nuclear Electric Insurance LimitedBy: "J @David B. Ripsom, ...MEMBER INSURED:STP Nuclear Operating CompanyAtt -n-FactE XX WH B 2009.02Primary-April 1,2015 1 EXXWHB_2009.02 NUCLEAR ELECTRIC INSURANCE LIMITED 'WILMINGTON, DELAWARECourse of Construction Endorsement (Primary)Member Insured: STP Nuclear Operating CompanySite: South Texas Project Endorsement No. 5Policy Number: P15-075 Effective Date: April 1, 2015Effective Time of this Endorsement is 12:01 a~m. Standard Time in Hamilton, Bermuda.It is hereby understood and agreed that this Endorsement is made by and between the MemberInsured (specified in Item 1 of the Declarations) and Nuclear Electric Insurance Limited, the.Insurer.In consideration of an additional premium of $2 375, and subject to the terms and conditions ofthis Policy, the Policy will be amended as shown below for the following project taking place onthe Insured Property:Project
Description:
Unit 2: 23A & 23B Feedwater Heater ReplacementsAnd that this Policy is hereby amended as follows:Item(s) 4 and 5.B of the Declarations of the Policy are amended to the following:Item 4. Annual Premium: $5,619,875Item 5. B. Retrospective Premium Adjustment: $56,198,750The following changes to the Terms and Conditions apply solely to coverage for the projectdescribed in this endorsement only:Item(s) 6 of the Declarations of the Policy are amended to include the following:Item 6.Course of construction for the Unit 2: 23A & 23B Feedwater Heater Replacements Project:$1,500,000,000Section I.C. Property Insured is amended to the following::C. Property Insured1. This Policy covers the property specified as such in Item 7 of theDeclarations and situated at a location specified therein, and as provided inSection I.E.2 and in Section I.D.Primary -April 1, 2015 2014.02.04.09.13.54P 15-075 NUCLEAR ELECTRIC INSURANCE LIMITED WILMINGTON, ,2. This Policy covers Temporary Works at the Project Site specified in Item 7of the Declarations that are owned by the Insured, or are leased or rented bythe Insured under an arrangement that requires the Insured to secure andmaintain the insurance.Section E. Extensions of Coverage, is amended to include the following:6. Hot TestingThis Policy will indemnify the Insureds for Accidental Property Damage, nototherwise excluded, caused by or resulting from Functional Hot Testing and Nuclear HotTesting, but only for a period no greater than 2__3 cumulative days of combined hot testing.Supervisory and safety systems shall not be deliberately or knowingly circumventedduring the conduct of any hot testing. It is a requirement of this Policy that all applicableinstruments and protection be installed and activated, and all requirements under theInsurer's Loss Control Standards satisfied, prior to conducting any hot testing. The Insurershall have the right to immediately suspend coverage if it is not satisfied that the Insuredhas complied with requirements of this paragraph. The insurance so suspended can onlybe reinstated by endorsement. For purposes of this paragraph, the testing period shallconmmence on the first day of testing using any feedstock, catalyst or other similar mediafor processing and handling, or the commencement of supply to a system, and, unlessotherwise suspended or terminated in accordance with terms of this Policy, shall terminateon the expiry of the period as stated in this paragraph, as it may be extended by agreementwith the Insurer, or when the Insured Unit resumes Commercial Operation, whicheveroccurs first.Section III.A. 1 is amended to include the following:(in) asbestos, including asbestos material removal;(n) any form of fungus, however caused, including yeast, mold, mildew, smut,mushrooms, spores, or any substance, product, or byproduct, produced by, releasedby, or arising as a consequence of the past or current existence of fungus.Section III.A.2 is amended to include the following:(i) Property located at a location not included within the Project Site set forthin Item 7of the Declarations, except as covered under the Transit Coverage provisions inSection I.E.2., or if otherwise covered under a Temporary Storage Endorsementattached to this Policy;(j) demolition or increased cost of reconstruction, repair, debris removal, or loss of usenecessitated by the enforcement of any law or ordinance regulating asbestos*Primary"-April 1, 2015 2014.02.04.09.13.54P 15-075 .
NUCLEAR ELECTRIC INSURANCE LIMITED [ ,"~lWILMINGTON, DELAWAREmaterial; or any governmental order or direction declaring that asbestos materialwhich is present in, or part of, or utilized on any portion of the Project Site must beremoved or modified;(k) any expense to remediate the presence or effects of any form of fungus, howevercaused, including yeast, mold, mildew, smut, mushrooms, spores, or any substance,product, or byproduct, produced by, released by, or arising as a consequence of thepast or current existence of fungus.Section V. (Conditions) is amended to include the following:Y. 50/50 ClauseIn the event of loss of or damage to Insured Property due to a peril insured againstbeing discovered after the risk has terminated under a marine or transit insurance andif after proper investigation it is not possible to ascertain whether the cause of suchloss or damage happened prior to termination of the marine or transit venture orsubsequently, it is understood and agreed that the Insurer hereon shall pay 50% ofthe properly adjusted claim, provided that the other marine or transit insurance alsoincludes a clause similar to this and similar payment is made under that policy, suchpayment to be without prejudice to subsequent final apportionment of the claim asmay be agreed between the Insurer and the marine or transit insurer.Paragraph X. in Section VIII (Definitions) is hereby deleted and replaced with the following:X. "Unit" means an operating nuclear plant and/or a nuclear plant under construction.Section VIII (Definitions) is amended to include the following:JJ. "Commercial Operation" means when the Unit being constructed has beenapproved for operation and the unit's main breaker is closed, synchronizing the unitwith the electrical grid for the purpose of revenue generation in normal dispatch.KK. "Project Site" means the real property described in Item 7 of the Declarations.LL. "Testing"a. "Functional Hot Testing" means any startup, commissioning or other forms oftesting making use of any feedstock or similar media, but not including the use ofnuclear fuel loaded into the reactor core that has achieved initial criticality,including any operational or performance tests.b. "Nuclear Hot Testing" means startup, commissioning, or other forms of testingmaking use of, or requiring the use of, any nuclear fuel that has been loaded intoPrimary- April 1, 2015 2014.02.04.09.13.54P 15-075 NUCLEAR ELECTRIC INSURANCE LIMITED WILMINGTON, DELAWAREthe reactor and has reached initial criticality, including any operational orperformance tests.IN WITNESS WHEREOF, the parties hereto have caused this Endorsement to be executed andattested on their behalf.Wilmington, DelawareDate:Attest:'Is-Wilmington, DelawareINSURER:Nuclear Electric Insurance LimitedBy: _______ David B. Ripsom, deO)MEMBER INSURED:STP Nuclear Operating CompanyDate:Witness: JPrimary- Aprill1,2015P 15-0752014.02.04.09.13.54 NUCLEAR ELECTRIC INSURANCE LIMITEDWILMINGTON, DELAWAREBLANKET EXCESS,DECONTAMINATION LIABILITY,DECOMMISSIONING LIABILITYAND EXCESS PROPERTY INSURANCE POLICYDeclarations attached to and made a part of Policy No. BX1 5-007MemberInsuredMemberAddressPacific Gas and Electric CompanyP.O. Box 770000San Francisco, California 94177Primary Policy No. P15-027 100.00%InsuredAddressSTP Nuclear Operating CompanyP.O. Box 289Wadsworth, Texas 77483Item 2.Primary Policy No. P15-075 100.00%Insurer: Nuclear Electric Insurance LimitedMailing Address: 1201 N. Market Street, Suite 1100, Wilmington,Delaware19801A. Policy Period:Item 3.From April 1, 2015(Date)Policy Year:April 1, 2015 Tofo Apriul1,2016(Date)April 1, 2016(Date)B.From(Date)Whole Layer Blanket- April 1, 2015BX15-0072014.02.06.14.26.23 All dates used to determine the Policy Period, Policy Year, or used as the effectivedate of any endorsement have as their effective time 12:0 1 a.m.Standard Time inHamilton, Bermuda.Premium Payments required from each Member Insured:Item 4.Diablo CanyonSouth Texas ProjectTotal Premium PayablePremium Amount$686,224$658,214$1,344,438Item 5.A.B.Multiple: 10Maximum Retrospective Premium Adjustment for each Member Insured:Diablo CanyonSouth Texas ProjectTotal Retrospective Premium Adjustment$6,862,240$6,582,140$13,444,380Item 6. A. Except as provided in Item 6.B, the Insurer's maximum Limit ofLiability resulting from any one Accident will not exceed $_0.B. The Insurer' s maximum Limit of Liability resulting from any oneAccident that involves coverage under paragraph I. 1(a), subsection 1.2 or SectionII will not exceed $1,250,000,000; provided, however, that not more than $0 ofsuch Limit of Liability may be used for losses that are covered under Policyprovisions other than paragraph I.1l(a), subsection 1.2 or Section II.Item 7. Description and location of property covered (if self insured):Identical to Item 7 of the Declarations of each of the Primary_ Policiesidentified under Item 1 of the Declarations of this Policy.Item 8. The Insurer shall be furnished with copies of all Underlying Insurance Policiesand all endorsements thereto within thirty days of the receipt thereof by theMember Insured.Whole Layer Blanket -April 1, 2015 ii2014.02.06.14.26.2liX15-007.3 Item 9.Item 10.Insureds:Identical to Item 9 of the Declarations of each of the Primary_ Policiesidentified under Item 1 of the Declarations of this Policy.Loss Payee ClauseIdentical to Item 10 of the Declarations of each of the Primary Policies identifiedunder Item 1 of the Declarations of this Policy, with the following changes:In Item 10.A. the reference to "Section I.A.2" is replaced with "Section I.l(a)".In Item 1 0.B and I 0.C. the reference to "Section I.G" is replaced with "SectionII"..LItem 11. Service of Process to Insured (see Section V.9(e)):Identical to Item 11 of the Declarations of each of the Primary Policiesidentified under Item 1 of the Declarations of this Policy.Whole Layer Blanket -April 1, 2015.BX15-007iii20 14.02.06. 14.26.23 NUCLEAR ELECTRIC INSURANCE LIMITEDBLANKET EXCESSDECONTAMINATION LIABILITY, DECOMMISSIONING LIABILITY ANDEXCESS PROPERTY INSURANCE POLICYTABLE OF CONTENTSINSURING AGREEMENT ........................................................... 1I. DECONTAMINATION LIABILITYAND EXCESS PROPERTY COVERAGE ............................................... 2II. DECOMMISSIONING LIABILITY COVERAGE ..................................... 5III. EXCLUSIONS............................................................................... 6A.WAR RISK ............................................................................... 6B. OTHER ................................................................................... 6IV. PREMIUM.................................................................................... 7V. CONDITIONS................................................................................ 71. Abandonment........................................................................... 72. Aggregate Limit of Liability and Reduction of Policy Amount by Loss.......... 73. Application Form ....................................................................... 74. Appraisal ................................................................................. 75. Assignment.............................................................................. 86. Choice of Law........................................................................... 87. Concealment, Fraud .................................................................... 88. Currency ................................................................................. 99 .D isp u te R e so lu tio n .. .................................................................... 910. Errors and Omissions .................................................................1311. Headings ...............................................................................1312. Evaluations and Compliance with Loss Control Standards .......................1313. Loss Payments.........................................................................1514. Notifications............................................................................1615. Other Insurance........................................................................1716. Requirements in Case of Accidental Property Damage............................1817. State Premium Tax .................................................................... 2018. Subrogation ............................................................................ 2019. Suit...................................................................................... 2120. Term and Cancellation ............................................................... 21Whole Layer Blanket- April 1, 2015 12015.01.29.08.53.02BX15-007
- 21. Valuations.............................................................................. 2222. When Loss Payable................................................................... 22VI. RETROSPECTIVE PREMIUM ADJUSTMENT....................................... 23VII. MEMBERSHIP.............................................................................. 26VIII.DEFINITIONS.............................................................................. 271. "Accident" ............................................................................. 272. "Accidental"........................................................................... 273. "Accidental Property Damage"...................................................... 274. "Act" ................................................................................... 275. "Actual Cash Value".................................................................. 276. "Amount of Decommissioning Liability Coverage" ............................... 277. "Attachment Point" ................................................................... 278. "Debris Removal and Decontamination Coverage"............................... 279. "Declarations"................................ ......................................... 2710. "Decommissioning Target Amount" ............................................... 28i11. "Decommissioning Target Document" ................ ............................ 2812. "Decommissioning Trust Fund".................................................... 2813. "Delinquent Member" ............................................................... 2814. "Deposit Premium" .................................................................. 2815. "FERC" ............................................................................... 2816. "Functional Age"..................................................................... 2817. "Functional Total Loss Coverage" .................................................. 2818. "Functional Value"................................................................... 2819. "Generation Replacement Value" .................................................. 2820. "INPO" ................................................................................ 2921. "Insured Property" ................................................................... 2922. "Insureds" ............................................................................. 2923. "insurer"............................................................................... 2924. "Loss" ................................................................................. 2925. "Loss Control Standards". .......................................................... 2926. "Member Insurance Program" ...................................................... 2927. "Member Insureds" .....* ............................................................. 2928. "Member Insureds of the Insurer".................................................. 2929. "Multiple"............................................................................. 2930. "NRC" ................................................................................. 2931. "Nuclear Liability Coverage"........................................................ 2932. "Operator" ............................................................................. 3033. "Other Insurance Policy" ............................................................ 3034. "Other Member Insurance Policy".................................................. 3035. "Person" ............................................................................... 3036. "Policy"................................................................................ 3037. "Policy Year"......................................................................... 30Whole Layer Blanket -April 1, 2015 ii 2015.01.29.08.53.021Y1 5-00(7
- 38. "Prem ium ". ......................................................3039. "Primary Policy". ....................................... ............................. 3040. "Property Damage"................................................................... 3041. "Property Damage Coverage" ....................................................... 3042. "Replacement Cost" .................................................................. 3043. "ReSolution Plan". ................................................................... 3144. "Retrospective Premium Adjustment" 3145. "Settlement Date"..................................................................... 3146. "SHALL Requirement".....................3147. "Shortfall"............................................................................. 3148. "Specified Nuclear Liability Amount".............................................. 3149. "Underlying Insurance Policy"...................................................... 31Whole Layer Blanket -April 1, 2015BX15-007iii2015.01.29.08.53.02 Policy No. BX1 5-007NUCLEAR ELECTRIC INSURANCE LIMITEDWILMINGTON, DELAWAREBLANKET EXCESS DECONTAMINATION LIABILITY, DECOMMISSIONINGLIABILITY AN]) EXCESS PROPERTY INSURANCE POLICYThis is a blanket excess policy. There is no reinstatement of the Blanket Limit aftera loss. The blanket limit amount set forth in Item 6 of the Declarations is shared among theMember Insureds identified in Item 1 of the Declarations.This Blanket Decontamination Liability, Decommissioning Liability and Excess PropertyInsurance Policy is made by and among the undersigned Member Insureds and Nuclear ElectricInsurance Limited, a Bermuda mutual company with limited liability.The Insurer is only licensed in Bermuda and Delaware and the Insureds will not beprotected by the guaranty funds of any U.S. jurisdiction.The Member Insured will be required to execute the Policy in Delaware. The Policy willbecome effective only upon the acceptance of the delivery of the Policy by the Member Insuredat the Insurer's office in Delaware.INSURING AGREEMENTIn consideration of the premium paid, and subject to the terms and conditions of thisPolicy and anly endorsements added hereto, the Insurer agrees to pay the Member Insureds anamount up to the Blanket Limit Amount for certain expenses and costs resulting from AccidentalProperty Damage.4.-WflO1eLaver41~aThKe~-=4~prH-1..-2,U.' ~ -*.~--.-- .*. .~ ~....~BX15-007.:j,i IN WITNESS WHEREOF, the parties hereto have caused this Endorsement to be executed andattested on their behalf.Wilmington, DelawareDate: tAs of April 1, 2015Date: As of April 1, 2015--'f INSURER:Nuclear Electric Insurance LimitedDavid B. 7/INSURED:Pacific Gas and Electric CompanyINSURED:STP Nuclear Operating CompanyDate: As of April 1, 2015...20-1-5.0-1.2-9-.08.53-.02 ............... ......* -t=-April-l,-20L5-BX15-007 I. DECONTAMINATION LIABILITY AND EXCESS PROPERTY COVERAGE1. The Insurer agrees to indemnify the Insureds and their legal representatives.(a) for all expenses necessarily incurred by the Insureds in discharging theirlegal obligation or liability to protect the public health and safetyfollowing Accidental Property Damage, as required by the Act, providedsuch expenses would otherwise be covered under paragraphs 1. 1(b) or1. 1(c) hereof, but for this paragraph 1.1l(a);(b) for all expenses necessarily incurred by the Insureds to remove debris ofand to decontaminalte the Insured Property fo~llowing Accidental PropertyDamage; and(c) for all other losses covered under the Underlying Insurance Policy;which, except with respect to Functional Total Loss Coverage, and as provided insubsection 1.7 hereof, would be covered by such Underlying Insurance Policy ifthe limit of the Underlying Insurance Policy thereunder were not exhausted, butonly to the extent that .the amount of Accidental Property Damage exceeds theAttachment Point.2. (a) In the event of Accidental Property Damage which (i) exceeds theAttachment Point and includes as part of the loss at least $100,000,000 ofNuclear Liability Coverage; (ii) is covered under paragraphs 1. 1 of thePolicy or would be covered under that paragraph but for the availability ofinsurance under the Underlying Insurance Policies; and (iii) results inpermanent cessation of nuclear operations at a Unit, the Insurer agrees toindemnify the Insureds and their legal representatives for the FunctionalValue of the Unit following Accidental Property Damage.(b) If the Member Insured elects to receive the Functional Value of the Unitthe Member will not be entitled to receive any additional recovery underthe Property Damage Coverage of thePolicy.(c) In the event that the Unit returns to commercial nuclear operation, theInsureds shall repay to the Insurer the entire amount paid pursuant toparagraph 1.2(a), together with interest thereon, calculated quarterly at the90-day United States Treasury Bill interest rate in effect on the firstbusiness day of each calendar quarter.3. The Insureds' recovery under the Nuclear Liability Coverage or the DebrisRemoval and Decontamination Coverage shall not be decreased because theActual Cash Value (or, if applicable, the Replacement Cost) of the InsuredProperty is less than the Insurer's limit of liability............. ......W tix61 L- y er -Blkat ket-=- 0 t-5.......... .. .3 ...2O-h :08.5+/-O0 .... ...... .......BX15-007
- 4. (a) Except as provided in paragraph 1.4(b) below, the amount of insurance "available for payment to the Insureds with respect to Losses under theDebris Removal and Decontamination Coverage, the Property DamageCoverage, or the Functional Total Loss Coverage prior to the completionof indemnification under the Nuclear Liability Coverage shall becalculated by subtracting the Specified Nuclear Liability Amount from theAmount specified in Item 6 of the Declarations, as such amount may bereduced pursuant to the terms of this Policy.(b) At the request of the Irisureds, the amount calculated in accordance withparagraph 1.4(a) above may be increased to .include an amount equal to allor part of the Specified Nuclear Liability Amount, but only to the extent ofamounts for which the Member Insured attests that:(i) the Insureds are entitled to claim under other valid and collectibleinsurance covering the same expenses covered by the NuclearLiability Coverage;(ii) the Insureds will claim under such other insurance and use suchproceeds to discharge the Insureds' legal obligation or liability toprotect the public health and safety following Accidental PropertyDamage, as required by the Act; and(iii) the payment or use of all or part of the Specified Nuclear Liability ..Amount for Losses under the Debris Removal and*-Decontamination Coverage, the Property Damage Coverage,and/or~the Functional Total Loss Coverage does not violate any.regulation or order of the NRC.5. (a).. The Insurer shall be liable hereunder, whether or not an UnderlyingInsurance Policy provides coverage for Accidental Property Damagecaused by:(i) Windstorm, tornado or hurricane;.(ii) Flood, including flood caused by or resulting from hurricane,tornado or windstorm; surface water, waves, tidal water, or tidalwave, overflow of streams or other bodies of water, or spray fromany of the foregoing, all whether driven by wind or not, and releaseof water impounded by a dam at any location specified in theUnderlying Insurance Policies (each of which is deemed a"Flood"); and(iii) Earthquake, volcanic eruption, landslide, subsidence or sinking ofland or other earth movement, settlement or other movement offoundations, at any locations specified in the Underlying InsurancePolicies....Who e prit-l 5-O -...... ... ... .. 204-5=0-t2;O-.2 .08.5302....BX15-007 (b) Accidental Property Damage by windstorm, tornado or hurricane, flood, orearthquake or volcanic eruption shall constitute a single claim hereunder;provided, that(i) if more than one windstorm, tornado or hurricane should occurwithin any period of ninety-six hours commencing during the termof this Policy, and such windstorms, tornados or hurricanes have acommon origin or are caused by a single Accident, then suchwindstorms, tornados or hurricanes shall be deemed to be a singlewindstorm, tornado or hurricane within the meaning hereof;(ii) if more than one Flood should occur within any period of ninety-six hours commencing during the term of this Policy and suchFloods have a common origin or are caused by a single Accident,then such Floods shall be deemed to be a single Flood within themeaning hereof, and(iii) if more than one earthquake shock or volcanic eruption shall occurwithin any period of ninety-six hours commencing during the termof this Policy and such earthquake Shocks or volcanic eruptionshave a common origin or are caused by a single Accident, then* such earthquake shocks or volcanic eruptions shall be deemed to( be a single earthquake or volcanic eruption within the meaninghereof.(c) The Insurer is liable hereunder only to the extent that the amount ofAccidental Property Damage exceeds the Attachment Point.6. In the event that Accidental Property Damage under this Policy and under one ormore Other Insurance Policies with insurance coverage effective during the PolicyYear is caused directly or indirectly by any single Accident which is either listedin paragraph 1.5 hereof, or which involves radioactive contamination, or by anyAccident which ensues directly or indirectly from an Accident listed in paragraph1.5 hereof or from an Accident involving radioactive contamination, the Insuredsagree that:(a) The Insurer's liability for all such Accidental Property Damage shall notexceed the greater of (A) the Amount of Blanket Limit, as stated in Item 6of the Declarations, or (B) the highest of the Amount of DecontaminationLiability, Decommissioning Liability and Excess Property InsuranceRequested, as stated in the Declarations of the Other Insurance Policies, or(C) the sum of Decontamination Liability, Decommissioning Liabilityand Excess Property Insurance .Requested, as stated in the Declarations ofthe Other Insurance Policies, plus the Amount of Blanket Limit, as statedin Item 6 of the Declarations providing coverage with respect to the sameAccident.... ...... ......rip-f0-1 -5 ...5 20-5,.01z-,2 _ 8v5-3O 2....BX15-007 (b) The Insurer's liability under this Policy shall be the amount determinedunder paragraph 1.6(a) above times a fraction, the numerator of which isthe Insurer's liability for the Accidental Property Damage under thisPolicy but for this subsection 1.6, and the denominator of which is the sumof the Insurer's liability for the Accidental Property Damage under thisPolicy and all Other Insurance Policies, but for this subsection.7. Notwithstanding any other provision of this Policy, the Insurer's liability underthis Policy shall be the amount payable to the Insureds, but for this provision, lessany amount owed to the Insurer by the Insureds, including any RetrospectivePremium Adjustment due under this Policy, due under any Other Insurance Policyas such Member Insured may have with the Insurer, or referred to in subsectionVI.6.II. DECOMMISSIONING LIABILITY COVERAGE1. The Amount of Decommissioning Liability Coverage under this Policy for a Unitshall be equal to the Shortfall for such Unit calculated by using theDecommissioning Target Amount as of the Settlement Date set forth in theDecommissioning Target Document and the amount of the DecommissioningTrust Fund as of the Settlement Date.2. In the event of Accidental Property Damage which (i) exceeds the Attachment (1Point and includes Nuclear Liability Coverage; (ii) is covered under paragraphI. 1 of this Policy or would be covered under that paragraph but for the availabilityof other insurance under the Underlying Insurance Policies; and (iii) results inpermanent cessation of nuclear operations at the Unit, the Insurer agrees toindemnifyr the Insureds and their legal representatives for estimated expensesnecessarily to be incurred in decommissioning the Unit as described in theDecommissioning Target Document, up to the Amount of DecommissioningLiability Coverage for the Unit determined under subsection 11. 1 above.3. Any amounts payable by the Insurer pursuant to subsections 1I. 1 and 11.2 shall bedeposited into the Decommissioning Trust Fund pursuant to Item 10OC of theDeclarations. The calculation of the Amount of Decommissioning LiabilityCoverage shall be made with respect to any claim under subsection 11.1 once theMember Insured has certified that the Insureds have discharged their legalobligation or liability to protect the public health and safety, as required by theAct. No payment shall be made with respect to any claim under subsection 11. 1until the Member Insured has certified that the Insureds have discharged theirlegal obligation or liability to protect the public health and safety followingAccidental Property Damage, as required by the Act, or has made the attestationsreferred to in paragraph V. 13 (b).4. In the event that the Unit returns to commercial nuclear operation, the Insuredsshall return to the Insurer the entire amount paid pursuant to thisSection II, (WhoIe-L-~ay er-Htank~t-Apr4M-20-t-5 620- .2 8:-.53d)-2 .... .BX15-007 together with interest thereon, calculated quarterly at the 90-day United StatesTreasury Bill interest rate in effect on the first business day of each calendarquarter.5. The Insureds' recovery under the Decommissioning Liability Coverage shall notbe decreased because the Actual Cash Value (or if applicable, the ReplacementCost) of the Insured Property is less than the Insurer's limit of liability.III. EXCLUSIONSA. WAR RISK1. Subject to paragraph 2 below, the coverage provided under this Policy does notapply to Property Damage caused directly or indirectly by:(a) hostile or warlike action in time of peace or war, including action inhindering, combating or defending against an actual, impending or expectedattack by any government or sovereign power (de jure or de facto), or by anyauthority maintaining or using military, naval or air forces; or by military,naval or air forces; or by an agent of any such government, power, authorityor forces;(b) any weapon of war employing nuclear fission or fusion whether in time ofpeace or war; or(c) insurrection, rebellion, revolution, civil, war, usurped power, or action takenby governmental authority in hindering, combating or defending against suchan occurrence.2. This War Risk Exclusion shall only apply to acts which are part of overt militaryactivity.B. OTHERNotwithstanding any other provision in this Policy, the Insurer shall not be liable for anysums, which the Insured may be obligated to pay as damages:(a) because of bodily injury or personal injury; or(b) because of damage to property not described in the Declarations, orcovered by the Underlying Insurance Policies; or(c) for which the Insured is covered or would be entitled to coverage under anuclear energy liability policy issued by American Nuclear Insurers,Nuclear Energy Liability Insurance Association, Mutual Atomic EnergyLiability Underwriters or other third party liability insurer or other thirdparty entity................ ......W hn1t-e-B-ayei-- t~ Ap i yt2015 .. .. ...7 2O0t+/- Ot-.2 : 8~55-Oi2 ... ...BX15-007 (IIV. PREMIUM1. The Member Insured agrees to pay to the Insurer the Premium under the terms andconditions hereinafter set forth. The Premium shall be paid to the Insurer by wiretransfer or other method acceptable to the Insurer on or before the beginning of thepolicy period specified in Item 3A of the Declarations.2. As a condition precedent to the Insurer's obligations under this Policy, the MemberInsured agrees to notify the Insurer that the Insured Property has been classifiedCategory Number Five by the Institute of Nuclear Power Operations ("INPO"),within seven (7) days of being advised by INPO of such classification being put in*place, and to pay such additional Premium due hereunder to. the Insurer as a resultthereof by wire transfer or other method acceptable to the Insurer within twenty (20)business days after demand.3. The Member Insured further agrees to pay the Insurer the Retrospective PremiumAdjustment under the terms and conditions specified under Section VI.V. CONDITIONS1. Abandonment. There shall be no abandonment to the Insurer of any property. (1j2. Aggregate Limit of Liability and Reinstatement of Policy Amount by Loss. Theamount of Blanket Limit set forth under Item 6 of the Declarations is themaximum amount the Insurer will pay during the Policy Period for any and allLosses that are covered under this Policy.Every Loss covered under this Policy reduces, as of the date of such Loss, theamount of Blanket Limit available under this Policy by the amount of such Loss,and this Policy shall apply thereafter for the reduced amount.3. Application Form. The application for membership, insurance and undertakingwith respect to membership and purchase of insurance made by the MemberInsured with respect to becoming a Member of the Insurer, as the same may beamended from time to time (hereinafter referred to as the "Application"), is madeas much a part hereof as if the Application were fully set forth herein.4. Appraisal. In case the Member Insured and the Insurer shall fail to agree as to theamount of Property Damage, then, on the written demand of either, each shallselect a competent and disinterested appraiser and notify the other of the appraiserselected within twenty (20) days of such demand. The two appraisers so selectedshall first select a competent and disinterested umpire; and failing for fifteen (15)days from the date of selection of the second appraiser to agree upon such umpire,then on request of the Member Insured or the Insurer, such umpire shall be.. ...Whote- L-ayer-B tank-et---Ajri4- 5-- 8 ... ..... ..2O-t-50-t---2-9:08:-.53_02BX15-007 selected by a judge of the United States District Court for the district in which theInsured Property is located. The appraisers shall then appraise the PropertyDamage, stating separately Actual Cash Value or, if recovery under theUnderlying Insurance Policies is on a Replacement Cost basis, the ReplacementCost, and amount of Property Damage to each item; and, failing to agree, shallsubmit their differences, only, to the umpire. An award in writing, so itemized, ofany two when filed with the Insurer shall determine the amount of PropertyDamage. Each appraiser shall be paid by the party selecting him and the expensesof appraisal and of the umpire shall be paid equally by the Member Insured on theone hand and the Insurer on the other.5. Assignment. Assignment of this Policy or any rights hereunder shall not be validexcept with the prior written consent of the Insurer.6. Choice of Law.(a) In view of the diverse locations of the parties hereto and the desirability ofunified regulation, the Insureds and Insurer agree that the terms of thisPolicy shall determine their respective rights and duties and that thisPolicy shall be construed and enforced in accordance with and governedby the internal law of the State of New York, United States of America.(bo) The parties intend that the Insurer conduct its activities so as not to besubject to the insurance regulation of any jurisdiction other than Bermudaand Delaware. Accordingly, the parties expressly recognize and agree thatparagraph (a) above does not evidence an intent by the parties to(i) give jurisdiction over the Insurer to the insurance regulatoryauthority of any jurisdiction other than Bermuda and Delaware; or(ii) make applicable to this Policy any of the insurance laws orregulations (including those which specify the terms of the by-lawsand contracts of mutual insurance companies) of any jurisdiction,including New York, other than to the extent such laws ofBermuda and Delaware are applicable; or(iii) otherwise have the laws of Bermuda or Delaware apply to theconstruction or enforcement of this Policy.7. Concealment, Fraud. The Insurer shall have no obligation to make any paymentsunder this Policy if, whether before or after an Accident, any Insured has willfullyconcealed or misrepresented in writing any material fact or circumstanceconcerning this insurance or the subject thereof, or the interest of any Insuredtherein, or in case of any fraud or false swearing by any Insured relating thereto;but the application of this provision shall not affect the Member Insured'sobligation to pay the Retrospective Premium Adjustment callable by the Insurer... ....Whol 9 20,t-5O.I29:O8-.53;}2 .. ................BX15-007 under this Policy, or provide other assurances to the Insurer pursuant to Section "VI(b).8. Currency. All payments required to be made under this Policy by the MemberInsured or the Insurer shall be made in United States dollars.9. Dispute Resolution.(a) The Insurer and the Insured mutually acknowledge that the form, termsand conditions of the Policy have been formulated by representatives ofthe companies participating in the mutual enterprise in order to provideinsurance coverage which is vital to all participants. It is desired that theInsurer serve as a financially stable and reliable entity, responsive to thecoverage needs of its participants, and providing coverage fairly andequitably as to each Insured, but taking equally into account fairness andequity as to all Insureds as a group. While every effort has been made todefine with clarity and precision the scope of coverage and other policyprovisions, the Insurer and the Insured mutually acknowledge thatsituations may arise where the terms of the Policy, or the interpretation ofthe terms, are disputed. For the foregoing reasons, the Insurer and theInsured agree that the following principles shall govern the interpretationof the Policy:(1) Even-handedness and fairness to both the Insurer and the Insured; C(2) In the event of an ambiguity in a policy provision, the intentions ofthe Insurer and the Insured shall be considered by the Arbitrator(s).Evidence of such intentions is limited to the following extrinsicevidence: reports, notes, meeting minutes, and related materialsproduced by or given to the Insurer's Board of Directors, AdvisoryCommittees, and Task Forces, and any testimony taken from apresent or former employee of the Insurer, member of a MemberAdvisory Committee, or Director;(3) The practice of the Insurer and the Insured in interpreting andapplying the Policy;(4) The cooperative rather than adversarial relationship between theInsurer and the Insured; and(5) The contract construction rule of contra proferentem (construing acontract against the drafter) is not applicable to this insurance policy.(b) The Insurer and Insured will endeavor to resolve any dispute between themby means of a voluntary process to be agreed upon between them, including,without limitation, early neutral evaluation, mediation, mini-trial, neutral factfinding, or senior peer review. Neither the Insurer nor the Insured may be ....-Who te-L-ay er-Btank&et--A~ri-1-;-2Oi 5 1-0 20 t-5E.--t29O.-0853 .-02-- .........BX15-007 compelled to participate in any such voluntary process except that, at therequest of an Insured, the Insurer agrees to submit the dispute to senior peerreview. The Insurer agrees to pay the fees and expenses of any neutral partyassociated with the use of any process hereunder. Senior peer review is aprocess in which both sides present their arguments and view of the evidenceto a panel of five (5) employees of other NEIL Members, unless the Insuredand Insurer agree that a panel of three (3) would be more appropriate. Thepanel will provide a written non-binding opinion on the merits of the dispute.Though not an exclusive list, panel members may include individuals fromNEIL's Member Representatives, Board of Directors, Member AdvisoryCommittees, or Members' Legal Counsel. None of the panelists may beemployed by a Member that is an affiliate of the Insured involved in thedispute. The panelists shall be selected by agreement of the Insured andInsurer, but if no agreement is reached within 30 days of the date the seniorpeer review is requested, the Insurer and Insured shall each submit a list offive names and a NEIL outside Director (as chosen by the Chairman of theBoard) shall select the panelists. The panel, with input from the parties, shallestablish, a schedule for the proceeding, including, if appropriate, thesubmittal of written materials and oral arguments.(c) The Statement of Dispute Resolution Principles adopted by the Insurer'sBoard of Directors and Members, as it may be amended from time to time,shall not create any rights or obligations on the parties but shall be used asguidelines for conducting dispute resolution processes hereunder.(d) Any dispute, controversy or claim between the Insurer and the Insured as toany matter arising out of or relating to this Policy, or the breach, terminationor invalidity thereof, which is not settled between themselves, pursuant toparagraph 2 above or otherwise, shall be settled by arbitration in accordancewith the United Nations Commission on International Trade Law's(UNCITRAL) Arbitration Rules. Arbitration of a dispute is final andbinding..(1) The number of arbitrators shall be one, unless the Insured or theInsurer requests a three-person panel, in which case the number ofarbitrators shall be three.(2) In the event the arbitration is to be decided by a single arbitrator, andthe parties cannot agree on the appointment of that arbitrator withinsixty (60) days of the notice of arbitration being served, the solearbitrator shall be selected by the appointirig authority specified inparagraph 9.d(4).(3) In the event the arbitration is to be decided by three arbitrators, theInsured shall appoint one arbitrator and the Insurer another; the twoso appointed arbitrators shall select the third, who will act as theChairman for the panel. The party which files the notice of... .... ... ..Whot 20 11 .. .... ..20-150-t29;08.5 +/-302 ....... .... ....BX15-007 arbitration shall include in such notice the identity of its party-appointed arbitrator. Within forty-five (45) days of service of thenotice of arbitration, the second party shall notify the party that filedthe notice of arbitration of the identity of its party-appointedarbitrator. At the time of the notification of the appointment, eachside shall provide the other with a detailed curriculum vitae for theselected arbitrator, which shall include information regarding anypotential conflict of interest of the selected arbitrator, including anyfinancial or personal interest in the result of the arbitration or any pastor present relationship with the parties or their representatives. Allarbitrators shall be obligated to update his/her potential conflict ofinterest information throughout the arbitration. If (i) the party filingthe notice of arbitration fails to include the identity of its party-appointed arbitrator, or (ii) the second party does not notify the firstparty of its party-appointed arbitrator within forty-five (45) days ofservice of the notice of arbitration, or (iii) the two party-appointedarbitrators fail to agree on a third arbitrator within a period of sixty(60) days from the date of appointment of the second arbitrator, then,on request of either party, thle missing party-appointed arbitrator orthe third-arbitrator (as the case may be) shall be selected by theappointing authority specified in paragraph 9.d(4). There shall be noexparte communications between a party and any of the arbitrators,except that a party-appointed arbitrator shall be permitted to -communicate with the party that :appointed him/her concerning (1)(Ithe identity of the Chairman and (2) issues associated with arbitratorivoices.(4) *The appointing authority 'shall be the American ArbitrationAssociation ("AAA") in New York, New-York. The AAA shallselect arbitrators from the panel of international arbitrators for theInternational centre for Dispute Resoluition, the international divisionof the AAA (the "ICDR Roster"). The arbitrators selected from theICDR Roster shall be U.S. nationals. If for any reason the AAA failsto appoint an arbitrator within thirty (30) days of the date of receipt ofthe request for such appointment, either party may proceed pursuantto Article 75 of the Civil Practice Law and Rules of the State of NewYork and make application to the Supreme Court of the State of NewYork, County of New York for the appointment of the arbitrator.(5) To the extent there is any inconsistency between the UNCITRALArbitration Rules and the provisions of this Policy, the latter shallgovern.(6) The place of the arbitration shall be New York, New York, unless theparties agree upon another location.(I0-tO-5 -12 ....204-5=.0h95-3.O2.BX15-007 (7) Within forty-five (45) days after the appointment of the Chairman,the arbitrators shall conduct an initial conference to which the partieswill be invited to attend. At the initial conference, the parties andarbitrators shall discuss, without limitation, (1) the procedures to befollowed, (2) scheduling of submissions and hearings, and (3) atimetable for discovery. At a minimum, the discovery order shallrequire the parties to provide each other non-privileged documentsthat are requested by the other side and that reasonably relate to theclaims and defenses asserted in the arbitration. Following the initialconference, the arbitrators shall issue a Procedural Order to theparties setting forth the procedures and schedule.(8) Within sixty (60) days of the close of the hearings (or the later ofpost-hearing oral argument or post-hearing written submissionsshould the arbitrators authorize them), the arbitlrators shall issue theiraward, which shall be in writing and shall present a detailed statementof the factual and legal bases for the award. The award of thearbitrators shall require a majority of two votes. The arbitrators shallfirst determine the liability of the parties as to the dispute, claim orcontroversy, and then, only if necessary, determine the type andamount of relief to be granted. In no case may the arbitrators orderthe rescission or reformation of this Policy. Further, unless thei arbitrators determine that it is inappropriate under the circumstancesof the case, the award shall provide that post-award interest shallbegin to accrue at the rate of the Prime Rate, as published in the WallStreet Journal as of the date of the award, plus two (2) percent perannum from the date sixty (60) days after the award is delivered tothe parties until the date the award is paid.(9) The arbitrators shall award reasonable attorney's fees and costs to theprevailing party, not to exceed the amount of fees and costs incurredby the non-prevailing.party. For this purpose, the fees incurred shallbe calculated at reasonable hourly billing rates and shall include allreasonable out-of-pocket expenses, including, without limitation, thereasonable costs, of expert witnesses and consultants. If the Insuredhas retained counsel on a contingency fee basis, and the Insurer is theprevailing party, the arbitrators shall award the Insurer all of itsreasonable attorney's fees and costs (without consideration of the feesand costs incurred by the Insured).(10) In the event the award is challenged in court and the challenge isdenied, the party that challenged the award shall pay the reasonableattorney's fees and costs incurred by the non-challenging party indefending against the challenge to the award........ ...............Wlhlt Eay-erB h prt -l72-0-5 -i-3 .......2 .. ................BX15-007
((11) The parties acknowledge that any dispute resolution proceeding isintended to be confidential and therefore agree to properly maintainand not disclose or reveal any information obtained from the otherparty pursuant to the terms of a Confidentiality Agreement to beexecuted between the parties at the beginning of the proceeding (theterms of which shall be determined by the arbitrators in the event thatthe parties are unable to agree). In the case of arbitration, the writtendecision of the arbitrator(s) shall be available to other Insureds ofNEIL and ONEIL, except that any information within the writtendecision that the Insured can show is proprietary in nature will beredacted.(e) To the extent that any dispute, claim or controversy between the Insuredand the Insurer hereunder is not subject to arbitration for any reason, or tothe extent that applicable law otherwise permits the parties to seekprovisional relief from the courts prior to the time that the arbitral panel isappointed, the United States District Court for the Southern District ofNew York (or the Supreme Court of the State of New York, New YorkCounty, if federal jurisdiction cannot be attained) shall have exclusivejurisdiction thereof. For such purpose, the Insured agrees to accept,without objection to form or manner, service of process by registered mailor form of overnight mail to the person identified in Item 11 of theDeclarations. For such purpose, the Insurer agrees to accept, without objection to form or manner, service of process by registered mail, orovernight mail, directed to the Insurer's General Counsel, at NuclearElectric Insurance Limited, 1201 Market Street, Suite 1100, Wilmington,Delaware 19801. The foregoing consents to service of process are notintended, nor shall they be .construed, to extend to any dispute, claim,controversy, cause of action, or other matter other than as stated in thisparagraph.10. Errors and Omissions. No inadvertent error, omission or failure in furnishingreports hereunder shall prejudice the Insureds' right of recovery, but shall becorrected when discovered.11. Headings. The headings in this Policy are inserted for convenience only and shallnot be deemed to constitute a part hereof.12. Evaluations and Compliance with Loss Control Standards(a) The Insurer shall be permitted, but not obligated, to perform or to haveperformed on its behalf, evaluations of the Insured Property at any reasonabletime. All evaluations and evaluation reports made by or on behalf of theInsurer are made solely for insurance purposes. Evaluation reports are basedupon the conditions, practices and property observed and information madeavailable at the time of the evaluation, and shall not be deemed to identify allhazrd ortoindicate that other hazards do not exist. The Insurer and those (rihI ,15--15 -t4 2 0 +/-t-51-29.0855-3_02......BX15-007 performing evaluations on its behalf shall not be responsible for thecorrection or control of any conditions, practices or property.Notwithstanding any other agreement, express or implied, to the contrary,neither the right to make an evaluation nor the making of an evaluation, norany advice or report resulting therefrom, shall constitute or be construed asan undertaking on behalf of or for the benefit of the Insureds or others todetermine or warrant that the facilities, operations or property are safe orhealthful, or are in compliance with any law, rule, regulation, procedure orstandard. It shall be the obligation of the Insureds to ensure that the Insurer isaccorded the right to conduct an evaluation under this paragraph.(b) Notwithstanding the provisions in Paragraph V. 12.e, upon discovery of adangerous condition (the "Dangerous Condition) with respect to anyproperty, or part thereof, insured under this Policy or a Primary Policy issuedby the Insurer for Site insured under this Policy (the "'Affected Property"),whether discovered as a result of an evaluation or otherwise, a representativeof the Insurer may(1) request that the Affected Property be taken out of service withoutdelay, and/or(2) request that actions be taken to remedy the Dangerous Condition.(c) If a request made under Paragraph V. 12 .b is not complied with, the Insurermay immediately suspend coverage as to the Affected Property and/or asto Property Damage that could have been avoided or reduced had theDangerous Condition been remedied, provided, however, that there will becoverage for Property Damage if the Insured can demonstrate that theProperty Damage was unrelated to the failure to take the requested action(and there is otherwise coverage under this Policy.). Notice of thesuspension (which may be made together with either request referred to inParagraphs V.1 12.b) shall be written and, notwithstanding any otherprovisions under this Policy, maybe sent to the Member Insured by handdelivery, e-mail, fax or courier.(d) It shall be an obligation under this Policy that the Insured comply with theSHALL Requirements contained in the Insurer's Loss Control Standards.(e) If the Insurer learns of an Insured's failure to comply with, or to takeagreed upon actions in accordance with the agreed upon Resolution Planto correct a failure to comply with, a SHALL Requirement contained inthe Insurer's Loss Control Standards, and, as a result and in accordancewith the terms of a Primary Policy issued by the Insurer for the Siteinsured under this Policy the Insurer suspends coverage under that PrimaryPolicy, such suspension of coverage shall apply with equal force andeffect to this Policy. The Insurer shall notify the Insured of a suspensionof coverage under this Policy in the same notice sent by the Insurer.....................W4 okL-ayer-..B tanke4-A-p ri--t-20-I-5. ... ... .15 .. ..... ..20-I5_ ~0-t- 9 &85-.0-2-.... ......BX1 5-007 Cconcerning suspension under the Primary Policy. Upon reinstatement ofcoverage under the Primary Policy, coverage shall be reinstated under thisPolicy in accordance with the provisions of Paragraph (i) of this Section.(f) If the Insured requests that coverage be removed Under a Primary Policyissued by the Insurer for the Site insured under this Policy, such removalof coverage shall have equal effect under this Policy, with the precisescope of such removal to be described in an endorsement to this Policy oras set forth in writing and delivered to the Insured.(g) Any suspension of coverage under Paragraphs V.12.c and V.12.e of thispolicy shall be in accordance with the scope of coverage suspension setforth in writing and delivered to the Insured.(h) The Insurer may immediately suspend coverage under this Policy, mnwhole or in part, with respect to the Insured Property if (i) the NRCsuspends or revokes for any reason the operating license issued withrespect to any Unit on such Insured Property, or (ii) the NRC issues ashutdown order with respect to such Unit, or (iii) the NRC issues aconfirmatory order keeping such Unit shut down. In the event that theInsurer chooses to suspend coverage under this provision, it shall notifythe Member Insured in writing of that decision.(i) .The coverage suspended in accordance with Paragraphs V.12.c and V.12.eCabove, as well as any coverage removed, may be reinstated by the Insurer,but only by an endorsement issued to form a part of this Policy. TheSuspension of the insurance under this Policy will not affect the obligationof the Member Insured to pay the Retrospective Premium Adjustment* callable by the .Insurer under this Policy, or provide other assurances to theInsurer pursuant to Section VI(b).13. Loss PaymentsExcept as provided in subsection V.13.(b) below, it is agreed that paymentunder this Policy shall be made in the following order:S(i) Losses under Nuclear Liability Coverage.(ii) Losses under Decommissioning Liability Coverage pursuant toSection II of the Policy.(iii) Losses under the Debris Removal and Decontamination Coverage,the Property Damage Coverage, and the Functional Total LossCoverage.(b) Payment under this Policy may be made with respect to Losses under theDecommissioning Liability Coverage, Debris Removal and (7-Whel 15 16 ... .. .... .20-1A)1-2-9 8-.5-3-02.BX15-007 Decontamination Coverage, the Property Damage Coverage, and/orFunctional Total Loss Coverage prior to completion of indemnificationunder the Nuclear Liability Coverage only on the condition that theMember Insured attests that:(i) no proceeds of this Policy in excess of an amount specified by theInsureds, except as provided in a Proof of Loss filed with theInsurer, are needed to discharge the legal obligation or liability ofthe Insureds to protect the public health and safety followingAccidental Property Damage, as required by the Act; and(ii) the payment or use of policy proceeds for Losses under theDecommissioning Liability Coverage, Debris Removal andDecontamination Coverage, the Property Damage Coverage,and/or the Functional Total Loss Coverage does not violate anyregulation or order of the NRC.(c) No payments shall be made pursuant to Section I until (i) all amountspayable under all Underlying Insurance Policies have actually beenexpended for the types of losses and expenses covered thereunder ordesignated for the type of expenses covered under paragraph 1. 1(a) or II.,and (ii) at least the amount of the Attachment Point has actually been( expended for the types of losses and expenses covered under paragraphsI. 1(b) or I. 1(c) or designated for the type of expenses covered underparagraph I. 1(a) hereof.(d) If the Insured satisfies the requirements for and elects to receive theFunctional Value of the Insured Unit pursuant to Section 1.2, themaximum amount the Insured may collect from the Insurer over each ofthe next five (5) consecutive 12-month periods is US$350,000,000. Each12-month period will begin on the date, or anniversary date, of theAccident that resulted in the Functional Value election. After the fifthanniversary of the Accident date, the Insured shall be permitted to collectany amount that remains available under the Limit of Liability stated inItem 6 of the Declarations, subject to the terms of this Policy includingpriority of payments and when the Insurer would be obligated to makeclaims payments. Despite the provisions of this paragraph, an Insuredmay collect more than the maximum amount stated above over any of the12-month periods, but only if all of the payments made to the Insuredduring the particular period are for damages incurred pursuant to SectionI. 1(a) and (b) of this Policy, or Section I.A.2 of a Primary Property Policyissued by the Insurer for the Unit.14. Notifications(a) The Member Insured shall promptly notify the Insurer in the event thatany of the Units specified in Item 7 of the Declarations or in the.......... ..l" BX15-007 Declarations of the Primary Underlying Insurance Policy is topermanently cease operations prior to the scheduled expiration of suchUnit's operating license.(b) Policy Modifications. This Policy embodies all agreements between theMember Insured and the Insurer or any of their agents relating to thisinsurance. There shall be no change in the terms, provisions andstipulations of this Policy except in writing hereon or by endorsementadded hereto by agreement of the Insurer and the Member Insured. Noamendment to the Primary Underlying Insurance Policy shall increase theInsurer's liability under this Policy without the prior written consent of theInsurer. The granting of such consent shall be wholfly within thediscretion of the Insurer.(c) Policy Decisions and Notice. Except as provided in paragraph 16 ofSection V of this Policy, all decisions or actions made or taken withrespect to this Policy may only be taken or made by the first namedMember Insured and all such decisions or actions shall be binding ori allInsureds. Such decisions or actions shall include, without limitation,decisions to give or not give notices of accidents, to file or not file proofsof loss and to bring or not bring an action under the dispute resolutionprovision. No decision or action with respect to this Policy may be madeor taken by anyone other than the Insurer and the first named MemberInsured. The first named Member Insured shall be that Member Insured C2whose name is listed first in Item 1 of the Declarations. The Insurer andthe Insureds agree that all communications between them as to any matterarising under or relating to this Policy shall be made as follows:(i) If to the Insurer: The communication must be sent by the firstnamed Member Insured and must be sent, by facsimile, mail ordelivery to the Insurer by the Member Insured's Delaware.Representative at the address listed in Item 2 of the Declarations.(ii) If to the Insureds: The communication must be sent by the Insurerto the first named Member Insured and must be sent, by facsimile,mail or delivery to the address of the Member Insured's DelawareRepresentative. It shall be the obligation of the first namedMember Insured to communicate the contents of any notificationfrom the Insurer to the other Insureds.The Insured's compliance with the provisions of paragraph (c) is acondition precedent to the Insurer's obligations under this Policy.(d) _Reports. The Member Insured hereby consents, and shall obtain theconsent of the Operator, to the Insurer having access to INPO's finalEvaluation Reports at the same time such Reports are sent to the MemberInsured or the Operator by INPO.C...Whire tayer-Banket-=Aprit-12O05 18 .... ....20-t:0fth-.9Q.53.02...BX15-007
- 15. Other Insurance.(a) With respect to a Loss for Accidental Property Damage covered by theUnderlying Insurer (a "Joint Loss"), (i) upon receiving payment under thisPolicy with respect to a Joint Loss, the Insured hereby assigns to theInsurer the proceeds received or receivable under the UnderlyingInsurance Policies providing insurance coverage to the Insured withrespect to the Joint Loss, but only to the extent that the availability of suchproceeds would have reduced the Insurer's ultimate liability for the JointLoss; and (ii) in determining whether the Insurer has paid its share of theJoint Loss, the amounts actually paid by the Insurer shall be reduced byany amounts received by the Insurer from the Insured or the UnderlyingInsurer providing insurance coverage to the Insured with respect to theJoint Loss in accordance with (i) above.16. Reqiuirements in Case of Accidental Property Damage.(a) It shall be the obligation of the Insureds to give or cause to be givenimmediate detailed written notice to the Insurer of any AccidentalProperty Damage and to protect the Insured Property from further damage.The Insureds shall separate or cause to be separated, with reasonablepromptness, the damaged and undamaged Insured Property, put it in thebest possible order, furnish a complete inventory of the destroyed,damaged and undamaged Insured Property, showing in detail quantities,costs, Actual Cash Value or, if recovery under the Underlying InsurancePolicies is on a Replacement Cost basis, the Replacement Cost, theestimated amount of Property Damage claimed, and the Functional Valueof the Unit. The Insurer may deny coverage for such Accidental PropertyDamage if the Insured fails to comply with its obligation to provideimmediate written notice thereof, but only if the Insurer demonstratesbeing prejudiced in its ability to adjust, assess or otherwise investigate theclaim as a result of such failure.(b) Within twelve (12) months after the amount of Accidental PropertyDamage exceeds the Attachment Point, unless such time is extended inwriting by the Insurer, the Insureds shall complete and file with the Insurera proof of loss ("Proof of Loss"), in the form approved by the Insurer,signed and sworn to by the Member Insured, stating the knowledge andbelief of the Insureds as to the following:*(i) with respect to Losses under the Nuclear Liability Coverage, thetime and origin of the Accidental Property Damage resulting insuch Losses, all other contracts of insurance, whether valid or not,covering the risks insured hereunder, the amount of expensesincurred in discharging the Insureds' legal obligation or liability to( protect the public health and safety following Accidental Property.. ......... .....W hniet-aye l-aiiket+/- ' pril"1 ,20-5 zO I 20 5 -19O 0873702 .... ...BX15-007 Damage, as required by the Act, and an attestation by the MemberInsured as to the Insureds' obligation or liability to incur suchexpenses;(ii) with respect to Losses under the Debris Removal andDecontamination Coverage and/or the Property Damage Coverage,the time and origin of the Accidental Property Damage, the interestof the Insureds and of all others in the Insured Property, the ActualCash Value or, if recovery under the Underlying Insurance Policiesis on a Replacement Cost basis, the Replacement Cost of each itemthereof and the amount of Property Damage thereto, all cumbrancethereon, all other contracts 'of insurance, whether valid or not,covering any of said Insured Property, and changes in the title, use,occupation, location,, possession or exposures of said InsuredProperty since the issuance of this Policy, by whom and for whatpurpose any building herein described and the several parts thereofwere occupied at the time of the Accident resulting in the Loss andwhether or not it then stood on leased ground, and the Insuredsshall furnish the Insurer a copy of all descriptions and schedules inall other policies and, if required, verified plans and specificationsof any building, fixtures or machinery destroyed or damaged, andan attestation by the Member Insured that (a) no proceeds of thisPolicy or no proceeds of this Policy in excess of the Specified .Nuclear Liability Amount, except as provided in a Proof of Loss filed with the Insurer, are needed to discharge the legal obligationor liability of the Insureds to protect the public health and safetyfollowing Accidental Property Damage, as required by the Act;and (b) the payment of policy proceeds for Losses under the DebrisRemoval and Decontamination Coverage and/or the PropertyDamage Coverage does not violate any regulation or order of theNRC;(iii) with respect to Losses under the Functional Total Loss Coverage,the time and origin of the Accidental Property Damagenecessitating the cessation of the Unit's operation, the interest ofthe Insureds and of all others in the Insured Property, theFunctional Value of the Unit at the time of the Accident, allencumbrances thereon, all other contracts of insurance, whethervalid or not, covering any of said Insured Property and/or the risksinsured hereunder, and changes in the title, use, occupancy,location, possession or exposures of said Insured Property since theissuance of this Policy, by whom and for what purpose anybuilding herein described and the Several parts thereof wereoccupied at the time of the Accident resulting in the Loss, and theInsureds shall furnish the insurer a copy of all descriptions andschedules in all other policies and, if required, verified plans andspecifications of any building, fixtures or machinery whether k-oiH i- -0 .... .. .... ... ..... 20-501--29:085-3_02Yv L1UL~ LdVUY~Fd11KUU-7-~BX1 5-007 damaged or undamaged, and an attestation by the Member Insuredthat (a) no proceeds of this Policy or no proceeds of this Policy inexcess of the Specified Nuclear Liability Amount, except asprovided in a Proof of Loss filed with the Insurer, are needed todischarge the legal obligation or liability of the Insureds to protectthe public health and safety following Accidental PropertyDamage; (b) the Unit incurring the Accidental Property Damagehas permanently ceased operation; and (c) the payment of policyproceeds under the Functional Total Loss Coverage does notviolate any regulation or order of the NRC; and(iv) with respect to Losses under the Decommissioning LiabilityCoverage, the time and origin of the Accidental Property Damagenecessitating the cessation of the Unit's operation, all othercontracts of insurance, whether valid or not, covering the risksinsured hereunder, the current balance of the DecommissioningTrust Fund, the Decommissioning Target Amount, a copy of theDecommissioning Target Document, if requested by the Insurer,and an estimate of the expenses .to be incurred in decommissioningthe Unit, and an attestation by the Member Insured that (a) noproceeds of this Policy except as provided in a Proof of Loss filedwith the Insurer, are needed to discharge the legal obligation orliability of the Insureds to protect the public health and safetyfollowing Accidental Property Damage; (b) the Unit incurring theAccidental Property Damage has permanently ceased operation;and (c) that payment under the Decommissioning LiabilityCoverage does not violate any regulation or order of the NRC.(c) It shall be the obligation of the Insureds to exhibit or cause to be exhibited,to any person designated by the Insurer, as often as may be reasonablyrequired, all that remains of any Insured Property, and submit toexaminations under oath by any person named by the Insurer, andsubscribe the same; and, as often as may be reasonably required, shallproduce for examination all books, of account, bills, invoices and othervouchers, or other documents needed by the Insurer to determineits liability, or certified copies thereof if originals be lost, at suchreasonable time and place as may be designated by the Insurer or itsrepresentative, and shall permit extracts and copies thereof to be made.(d) Any failure on the part of the Operator to comply with the requirements ofparagraph V. 16(c) shall be deemed a breach of this obligation on the partof the Insureds.17. State Premium Tax. The Insureds represent that they have paid or will pay anyapplicable state premium tax.-Whole e -ayerqBkan e---p ri 1- t;-29 t-5 21 ... .. ....... .....20-1~~-7.29 zOS85+/-0.-2................. ..BXI 5-007
- 18. Subrogation..(a) Except as provided in paragraph V. 18(b) below, the Insurer may requirefrom the Insureds an assignment of all right of recovery against any partyfor Accidental Property Damage to the extent that payment therefore ismade by the Insurer; however, prior to an Accident, the Insureds maywaive in writing any or all right of recovery against any party forAccidental Property Damage.(b) The Insurer hereby waives any right of subrogation acquired by reason ofany payment under this Policy arising out of any Accidental PropertyDamage covered hereunder against the Insureds and any party furnishingservices, materials, parts, or equipment in connection with the planning,construction, maintenance, operation or use of the Insured Property.(c) It is a condition of this Policy that the Insureds shall repay the Insurer anyrecoveries made by the Insureds on account of any Accidental PropertyDamage to the extent that the Insurer would have been entitled to suchrecoveries had this waiver not been included in this Policy; provided,however, the proceeds of any such recovery shall be applied first to anyuncompensated Property Damage incurred by the Insureds, includingreimbursement of any deductible amount under this Policy, and then, tothe extent any proceeds of such recovery remain, to reimburse the Insurer ffor any payments made by it to the Insureds.19. Suit. No suit, action, or proceeding on this Policy for the recovery of any claimshall be sustainable in any court of law or equity or arbitral tribunal unless all therequirements of this Policy shall have been complied with, and unless commencedwithin twelve (12) months after the amount of the Accidental Property Damageexceeds the Attachment Point; provided, *however, an extension of time forrendering a Proof of Loss granted by the Insurer with respect to any Accidentshall extend the twelve-month period for bringing suit with respect to such*Accident by the period of such extension.20. Term and Cancellation(a) This Policy shall commence on the date specified in Item 3A of theDeclarations and shall terminate onthe date specified in Item 3A of theDeclarations. This Policy may be cancelled at any time at the request ofthe Member Insured, in which case the Insurer shall upon demand andsurrender of this Policy, refund the excess of paid premium above the prorata premium for the expired time.(b) This Policy may be canceled at any time by the Insurer, upon approval ofits Board of Directors, upon sixty (60) days' written notice of cancellationmailed or delivered to the Member Insured, with or without tender of theexcess* of paid premium above the pro rata premium for the expired time, -Whot e-L-ayer--Blanket---priblT20-1-5 .. ..22 20 I-5=.01-29 BX15-007 which excess, if not tendered, shall be refunded on demand. Notice ofcancellation shall state that said excess premium, if not tendered, will berefunded on demand.(c) This Policy shall be automatically canceled if (i) the INPO membership ofeither the Member Insured or the Operator is suspended or canceled byINPO for any reason and (ii) the Member Insured fails to notify theInsurer within five business days after receipt of notice of such suspensionor cancellation of membership in INPO, unless the Insurer is otherwisenotified during such five business days.(d) In the event that the Member Insured fails to pay to the Insurer anyRetrospective Premium Adjustment due under this Policy, due under anyOther Insurance Policy as such Member Insured may have with theInsurer, or referred to in Section VI, this Policy shall terminate providedthat the Insurer notifies the Member Insured in writing of this delinquencyand the Member Insured fails to make the required payment within 15days after receiving such notice by registered mail.(e) Cancellation or termination of the Underlying Insurance Policy by theUnderlying Insurer automatically cancels or terminates this Policy.(f) Neither the cancellation of the Policy on the part of the Member Insured orthe Insurer, nor its automatic termination, shall affect the obligation of theMember Insured to pay the Retrospective Premium Adjustment callableby the Insurer under this Policy, or provide other assurances to the Insurerpursuant to Section VI(b).21. ValuationsFor purposes of this Policy, except where the Underlying Insurance Policies arewritten on an Actual Cash Value basis; the value of the Insured Property thatsustained Accidental Property Damage shall be the lesser of the actual repair costsor the Replacement Cost of such Insured Property, but only if such InsuredProperty that sustained Accidental Property Damage is repair'ed or replaced withidentical or like kind property on the same premises and intended for the sameoccupancy and use, and used in connection with a nuclear facility. In all other*cases, the value of the Insured Property that sustained Accidental PropertyDamage shall be the Actual Cash Value of such Insured Property as is damaged ordestroyed, notwithstanding that the Policy may refer to the Replacement Cost ofsuch Insured Property.22. When Loss Payable.(a) With respect to Losses under paragraph 1. 1 and 1.2(a), the amount forwhich the Insurer may be liable shall be payable as soon as practicable andin any event within sixty (60) days after the Proof of Loss, as herein... .. .. ... Vl -e ay r la le x l17 0- 23 ....... .2 r50.t29c0875. ... ..... .......BX15-007 provided, is received by the Insurer and ascertainment of the Loss is madeeither by agreement between the Member Insured and the Insurerexpressed in writing, or by the filing with the Insurer of an award as hereinprovided. Where only partial Proof of Loss has been provided to theInsurer and the Insurer's liability for the Accidental Property Damage isuncontested, the Insurer may, in its sole discretion, make partial paymentto the Insured. Nevertheless, the Insurer shall have no obligation to makesuch partial payment.(b) With respect to Losses under Section II, payment shall be made withinsixty (60) days after the later of the filing by the Member Insured with theInsurer of the Proof of Loss, as provided herein, or filing by the MemberInsured of certification that the Insureds have discharged their legalobligation or liability to ,protect the public health and safety followingAccidental Property Damage, as required by the Act, and ascertainment ofthe Loss is made by written agreement between the Member Insured andthe Insurer or the filing of an award as herein provided.VI. RETROSPECTIVE PREMIUM ADJUSTMENTThe Member Insured agrees to pay to the Insurer the Retrospective Premium Adjustmentunder the terms and conditions hereinafter set forth.(a) The Insurer may make demand for the Retrospective Premium Adjustment in "Cwhole or in one or more parts from time to time, but only to the extent necessary,in the sole discretion of the Board of Directors of the Insurer, to cover Lossesincurred by the Insurer under this Policy and all Other Insurance Policies withcoverage effective during the Policy Year (specified in Item 3.B of theDeclarations).(b) The Insurer, in the sole discretion of the Board of Directors, may require theMember Insured to provide assurance to the Insurer of the Member Insured'sability to satisfy its obligation to pay a Retrospective Premium Adjustment whencalled. Within twenty (20) business days of receiving notice from the Insurer thatsuch assurance is required, the Member Tnsured shall notify the Insurer of theoption selected to provide the required assurance, which will include, but is notlimited to, providing a letter of credit, providing a financial guarantee, purchasingretrospective premium insurance, or paying a Deposit Premium, and implementsuch option by providing the Insurer with the required documentation or payment,depending on the option selected. The parameters for a letter of credit, a financialguarantee, and the retrospective premium insurance options will be provided tothe Member Insured by the Insurer at the time the Insurer requires the MembersInsured to take the action. The terms regarding the Deposit Premium are set forthin Paragraph (c) below.(c) If the Member Insured elects to pay a Deposit Premium, the Insurer may requirethe Deposit Premium to be paid in whole, in part, or in parts. Any Deposit-Who te-L-ayer-Bitank-et--Aparit-l 5-Oi- 24 BX15-007 Premium paid to the Insurer will be returned to the Member Insured when, in thesole discretion of the Insurer's Board of Directors, the retention of the DepositPremium is no longer required. The amount of any Deposit Premium paid shallbe a credit against the obligation of the Member Insured to pay a call made for aRetrospective Premium Adjustment and, to the extent thereof, shall be treated as apayment of the Retrospective Premium Adjustment as of the date a call for aRetrospective Premium Adjustment is made. Amounts paid as Deposit Premiumswill be held in an interest bearing account and, until such a call is made, interestearned on the Deposit Premium amount will be paid back to the Member Insuredon an annual basis, within ninety (90) business days after the end of the applicablecalendar year. However, if the Member Insured fails to elect one of the optionsavailable pursuant to Paragraph (b) within the time frame required, or at any othertime when in the sole discretion of the Insurer's Board of Directors it is in the bestinterests of the Insurer, the Insurer may make demand upon the Member Insuredfor a Deposit Premium, whether or not a demand for a Deposit Premium is madeupon any other Member Insured(s). If a demand is made by the Insurer, theMember Insured shall pay the Deposit Premium within twenty (20) business daysof demand.(d) That portion of the Retrospective Premium Adjustment demanded by the Insurershall be paid to the Insurer by wire transfer or other method acceptable to theInsurer within twenty (20) business days after demand. The Insurer may, withoutfirst pursuing any rights it may have against any Delinquent Member, make suchnumber of further demands upon the Member Insured, including any DelinquentMember, for further portions of the Retrospective Premium Adjustment, to bepayable twenty (20) business days after demand, as may be needed to obtainRetrospective Premium Adjustment from the Member Insureds of the Insurerunder this Policy and all Other Insurance Policies with coverage effective duringthe Policy Year sufficient, in the sole discretion of the Board of Directors of theInsurer, to cover Losses under this Policy and all Other Insurance Policies withcoverage effective during the Policy Year. The fact that the Insurer has receivedsufficient Retrospective Premium Adjustment from such Member Insureds shallnot bar the Insurer from pursuing the Insurer's rights against any DelinquentMember."(e) When, for any purpose hereunder, it becomes necessary to calculate the obligationof the Member Insured for the Retrospective Premium Adjustment, it will becalculated as follows:(1) The amount of the Retrospective Premium Adjustment shall be equal tothe product of (i) the Multiple selected by the Board of Directors of theInsurer as required to meet Losses under this Policy and all OtherInsurance Policies with coverage effective during the Policy Year, times(ii) the Premium plus any Additional Premium, or if such is for a periodshorter than a calendar year, such Premium and Additional Premiummultiplied by a fraction the numerator of which is 365 and the... ..... ..Wh te~+ay Ih-1O+- ........5. 25 ... .. .. .. ..........BX1 5-007 denominator of which is the number of days in the policy period specified "in Item 3A of the Declarations.(2) The policy year to which any Retrospective Premium Adjustment relatesshall be determined by the Board of Directors of the Insurer at the time itmakes the call for such Retrospective Premium Adjustment based on thedate of the Accident under this Policy or any Other Insurance Policygiving rise to the obligation which such Retrospective PremiumAdjustment is designed to satisfy. The aggregate of all RetrospectivePremium Adjustments under this Policy shall not exceed the RetrospectivePremium Adjustment set forth in Item 5.B of the Declarations.(3) Subject to the provisions with respect to calls made in the event of failureto pay by Delinquent Members, the amount of any call for a RetrospectivePremium Adjustment hereunder shall bear the same relation to the totalRetrospectiVe Premium Adjustment, payable by all Member Insureds ofthe Insurer under such call as the highest Premium plus AdditionalPremium determined under subparagraph (a)(ii) above bears to theaggregate Premiums plus Additional Premiums, used to calculate the totalof all such calls, under this Policy and all Other Insurance Policies withcoverage effective during the Policy Year.(4) The obligation of the Member Insured for the Retrospective Premium-Adjustment shall be and remain in full force and effect and all the abovecalculations shall be made without regard to whether or not the Insurer hiasany obligation to make payments under this Policy or this Policy iscanceled or suspended.(f) When, for any purpose hereunder, it becomes necessary to calculate the obligationof the Member Insured for the Deposit Premium, itwill be calculated as follows:(1) The amount of the Deposit Premium, if required, shall be equal toRetrospective Premium Adjustment listed in Item 5.B of the Declarations,unless otherwise indicated.(2) The aggregate of the Deposit Premium and any Retrospective PremiumAdjustments callable under this Policy shall not exceed the RetrospectivePremium Adjustment set forth in Item 5.B of the Declarations.(3) The amount of the Deposit Premium may be adjusted at the anniversary ofthis Policy.(4) The obligation of the Member Insured for the Deposit Premium shall beand remain in full force and effect and all the above calculations shall bemade without regard to whether or not the Insurer has any obligation tomake payments under this Policy or this Policy is canceled or suspended.CLayer-Btanket---Ap r -i-, f1-2O5 26 2O-t5 0-1 .29O =53O2. 2BX15l-00BX15-007 (g) The Multiple is no higher than the Multiple in any Other Insurance Policy withinsurance coverage effective during the Policy Year.(hl) The Board of Directors of the Insurer in its sole discretion may adjust downwardthe Multiple stated in this Policy and any Other Insurance Policy with coverageeffective during the Policy Year to a new lower Multiple, and the RetrospectivePremium Adjustment callable under this Policy and any such Other InsurancePolicy shall be reduced by a like proportionate amount. No downward adjustmentin such Multiple and corresponding adjus~tment in any such RetrospectivePremium Adjustment may be made with respect to any Retrospective PremiumAdjustment which has been assigned by the Insurer, or in any Other InsurancePolicy with coverage effective during the Policy Year, if the Multiple in any suchOther Insurance Policy, after adjustment, would be less than the Multiple, afteradjustment, in this Policy, unless a similar downward adjustment is made in theMultiple in this Policy, together with a corresponding adjustment in theRetrospective Premium Adjustment.(i) The liability of the Member Insured shall be limited to the Premium, AdditionalPremium the Retrospective Premium Adjustment or any unpaid portion thereofdue to the Insurer under the terms of this Policy, and any assurance that may berequired pursuant to Section VI.2. No Member Insured shall be subject to anycontingent liability or be required to pay any dues or assessments in addition tosuch Premium, Additional Premium, Retrospective Premium, and any assuranceunder Section VI.2. Adjustment due under this Policy and those due under anyOther Insurance Policies as such Member Insured may have with the Insurer. Theliability of the Member Insured for the Retrospective Premium Adjustment for thePolicy Year shall cease six (6) years after the end of the Policy Year, unless priordemand is made therefor.(j) It is agreed that the obligation of the Member Insured to pay any RetrospectivePremium Adjustment due under any Other Insurance Policy between the Insurerand the Member Insured. which terminated on or before the inception date of thisPolicy is an obligation of the Member Insured under this Policy. It is also agreedthat the terms and the amount of such obligation shall be determined by referenceto the Other Insurance Policy under which such obligation arose, notwithstandingthat such Other Insurance Policy may no longer be in effect.(k) The liability of each Member Insured, if there be more than one, for theRetrospective Premium Adjustment, and any assurance that may be requiredpursuant to Section VI.2, under this Policy shall be several and not joint and inproportion to their respective interests specified in the Declarations.(1). In the event the Insurer has available credit facilities from lenders, the Board ofDirectors of the Insurer may, in its sole discretion, utilize such facilities to financeLosses incurred by the Insurer under this Policy and all Other Insurance Policies.The Insurer may assign to the lenders the Insurer's interest in the RetrospectivePremium Adjustment, in whole or in part, including, in the event the Insurert-20-15 *27 .....-BX15-007 defaults on its obligations to such lenders, the right to call such interest assigned.Such assignment may be made and shall only be effective with respect to thefinancing of those Losses for which the Retrospective Premium Adjustment couldbe called. In the event any assignment is made, the Insurer shall give promptnotice thereof to the Member Insured. Each Member Insured shall, upon therequest of the Insurer, give acknowledgment of its liability for the RetrospectivePremium Adjustment to each of the lenders involved.VII. MEMBERSHIPEach Member Insured becomes a member of the Insurer as part of obtaining insurancefrom the Insurer, and as such, is entitled to the privileges and benefits, and by enteringinto this Policy agrees to be subject to and bound by, the obligations and duties, ofmembership. These are more fully set forth in the Insurer's Memorandum of Associationand in the Bye-Laws and any amendments thereto, each of which is hereby incorporatedinto and made a part of this Policy. In no event shall any amendment to the Insurer'sMemorandum of Association or the Bye-Laws increase the amount of Premium orRetrospective Premium Adjustment payable or callable hereunder.VIII. DEFINITIONSFor purposes of this Policy, unless otherwise stated to the contrary, the followingcapitalized terms shall have the meanings set forth below. Unless otherwise stated orrequired for the meaning Of any provision, the singular shall include the plural and the (Iplural, the singular. Whenever the terms "Accident", "Accidental Property Damage","Loss", "Member Insured", "Multiple", tIPolicyYear"!, "Premium" and "RetrospectivePremium Adjustment" are used in this Policy with both capitalization and reference tothis Policy, the Other Insurance Policies, or Other Member Insurance Policies, they shallrefer to the defined meanings given such terms in this Policy, the Other InsurancePolicies, and the Other Member Insurance Policies, respectively and to which they sorefer.1. "Accident" means a sudden and fortuitousevent,' an event of the moment, whichhappens by chance, is unexpected and unforeseeable. Accident does not includeany condition which develops, progresses or changes over time, or which isinevitable. The date of the accident shall be the later of when such Accidentoccurred or is discovered; provided, however, that no Accident is coveredhereunder which occurred while the Insured was not insured by the Insurer underthis Policy or a predecessor policy issued by the Insurer.2. "Accidental" means caused by an Accident.3. "Accidental Property Damage" means Property Damage caused by an Accident.4. *"Act" means the Atomic Energy Act of 1954, 42 U.S.c. §2011, et asamended, and the regulations promulgated pursuant thereto...... .. W ho-L-ay er-B1ank et--Aipritlv-,-1705 28 -.2Ot-5-O-h294 8&.5-3.-02BX15-007
- 5. "Actual Cash Value" means the amount determined by reducing the ReplacementCost of the Insured Property by straight-line depreciation at a rate of three percent(3%) per year, subject to a maximum depreciation of seventy five percent (75%).6. "Amount of Decommissioning Liability Coverage" means the amount payable fordecommissioning liability expenses pursuant to subsection 11.2, as calculatedunder the formula set forth in subsection 1I. 1.7. "Attachment Point" means the greater of (i) the amount covered by all theUnderlying Insurance Policies or (ii) $1,500,000,000.8. "Debris Removal and Decontamination Coverage" means the coverage providedpursuant to paragraph I. 1(b).9. "Declarations" means the declarations attached to, and made a part of, the Policy.10. "Decommissioning Target Amount" means the amount approved by the Insurer asnecessary to meet the costs of decommissioning the Unit, as adjusted to theSettlement Date.11. "Decommissioning Target Document" means the document submitted by theInsured in estimating the costs of decommissioning the Unit after the Accidentleading to decommissioning. Thle document shall include information requiredunder 10 C.F.R. § 50.75 and the cost estimates shall be based on then currentlyavailable industry data. The document shall be subject to the approval of theInsurer.12. "Decommissioning Trust Fund" means the external sinking fund described by theNRC pursuant to 10 C.F.R. §50.75 to pay the costs of decommissioning the Unit.at the end of its licensed life.13. "Delinquent Member" means any member insured, including the MemberInsured, who fails to pay a retrospective premium adjustment due under thisPolicy or any Other Insurance Policy within twenty (20) business days afterdemand.14. "Deposit Premium" means the amount that the Member Insured may be requiredto pay to the Insurer under this Policy, as detailed in to Section VI of this Policy,as security for future Retrospective Premium Adjustments.15 "FERC" means the Federal Energy Regulatory Commission or any governmentalbody succeeding to the functions and authority thereof.16. "Functional Age" means the remaining operating life of the Unit, stated as apercentage, as detenmined by dividing the number of years remaining on the(. Unit's Operating License as of the date of Accident, including any extension of-Wht&tL-ayer-B~akt~Art-ly2-15 "" 29 -201-5X.t29:08J.53.0-2BX1 5-007 the License that has been approved by the NRC as of the date of Accident, by the -maximum number of years of operation permitted under the Unit's operatinglicense issued by the NRC, including any extension of the License that has beenapproved by the NRC as of the date of the Accident. In the event that the date ofthe Accident is after a Unit has submitted its application for license renewal, butbefore the NRC has approved or disapproved the renewal request, the FunctionalAge for the Unit shall be no less than 25%.17. "Functional Total Loss Coverage" means the coverage provided pursuant tosubsection 1.2.18. "Functional Value" means the amount determined by multiplying the GenerationReplacement Value for the Unit by the Functional Age.19. "Generation Replacement Value" means value generated by the followingformula: COST x 1,000 x MWe, where COST means the 3-year trailing averageof the total overnight cost figure, on a kilowatt basis, as reported by the EnergyInformation Administration of the Department of Energy in its forecast foradvanced nuclear construction in effect as of the Date of Accident multiplied by.85 (85%), and M\We means the Megawatt Electric rating of the Unit as mostrecently reported by the Insured in documents filed with the Securities ExchangeCommission (SEC).20. "INIPO" means the Institute of Nuclear Power Operations.21. "Insured Property" means the property specified as such in Item 7 of theDeclarations and situated at a location specified therein, or if not so identified,then the property as described in the Underlying Insurance Policies.22. "Insureds" means; collectively, the Persons listed in Item 9 of the Declarationsand the Member Insureds, which Persons may hereinafter be referred toindividually as an "Insured."23. "Insurer" means Nuclear Electric Insurance Limited.24. "Loss" means, collectively, the expenses covered under paragraph I. 1(a) of thePolicy, the expenses covered under paragraph I. 1(b) of the Policy, the lossescovered under paragraph 1. 1(c) of the Policy, the losses covered under paragraph1.2(a) of the Policy, and the expenses covered under subsection II. 1 of the Policy.With respect to Sections IV and VI, Loss shall .include, where applicable andwithout limitation, all costs of the Insurer attributable to paying, financing,litigating and settling such expenses and losses.25. "Loss Control Standards" means the set of administrative and technicalrequirements adopted by the Insurer that are intended to minimize the risk of lossat Insured Sites.*Wh ole-L-ayer-Blanket----April-l--201-5 30 ....20-t- ~5=.-.-9-0.5302. ..BX15-007
- 26. "Member Insurance Program" means any program approved as such inaccordance with the Bye-Laws of the Insurer.27. "Member Insureds'"means, collectively, the undersigned Persons, each of whomis subject to the rights and obligations hereof. The Member Insureds mayhereinafter be referred to individually as a "Member Insured."28. ":Member Insureds of the Insurer" means the Member Insureds under this Policyor the Other Insurance Policies.29. "Multiple" means the multiple selected by the Board of Directors of the Insurer(but not greater than the multiple specified in Item 5A of the Declarations)pursuant to paragraphs VI.3 (a) and VI.3(b).30. "NRC" means the Nuclear Regulatory Conumission or any governmental bodysucceeding to the functions and authority thereof.31. "Nuclear Liability Coverage" means the coverage provided pursuant to paragraphI.1(a).32. "Operator" means those Persons, if any, other than the Member Insured,responsible for operating the Unit or Units covered by the Policy.33. "Other Insurance Policy" means any Decontamination Liability,Decommissioning Liability and Excess Property Insurance Policy or BlanketExcess Decontamination Liability, Decommissioning Liability and ExcessProperty Insurance Policy, other than this Policy, issued by the Insurer, or anyDecontamination, Decommissioning and Excess Property Insurance Policy orBlanket Excess Decontamination, Decommissioning and Excess PropertyInsurance Policy issued by Overseas NEIL Limited.34. "Other Member Insurance Policy" means any insurance policy, other than thisPolicy, issued by the Insurer to one or more Member Insureds of the Insurer undera Member Insurance Program. -35. "Person" means an individual, a partnership, a corporation, an association, a jointstock company, a trust, a joint venture, an unincorporated organization or agovernmental entity or any department, agency or political subdivision thereof.36. "Policy" means this Decontamination Liability, Decommissioning Liability andExcess Property Insurance Policy, including the Declarations, as it may hereafterbe revised, amended or endorsed.37. "Policy Year" means the policy year set forth in Item 3.B. of the Declarations.38. "Premium" means the amount specified in Item 4 of the Declarations........................ W 0 e...e......t....-- 0 5.. .. ....... 3112015 200 .5.- .......... ...... .....BX15-007, C39. "Primary Policy" means a Primary Property and Decontamination LiabilityInsurance Policy issued by Nuclear Electric Insurance Limited or a PrimaryProperty and Decontamination Insurance Policy issued by Overseas NEILLimited, depending on which has been issued to the Insured.40. "Property Damage"! means direct physical damage to or destruction of InsuredProperty.41. "Property Damage Coverage" means the coverage provided pursuant to paragraphI.l(c).42. "Replacement Cost" means the cost incurred for the replacement of InsuredProperty that sustained Accidental Property Damage. If the Insured(i) replaces the damaged Insured property with identical property, theReplacement Cost shall be the cost of the identical property(ii) replaces the damaged Insured ProPerty with a like-kind property and theidentical property is available, the Replacement Cost shall be the lesser ofthe cost of the like-kind property and the identical property; or(iii) replaces the damaged Insured Property with a like-kind property and theidentical property is not available, the Replacement Cost shall be the cost :the like-kind replacement, or lowest cost like-kind replacement if more_than one like-kind replacement is available.For purposes of determining Actual Cash Value pursuant to Section VIII.Dhereof, Replacement Cost shall be the lesser of (i) the cost of available like-kindproperty or identical property or, (ii) if neither like-kind property or identicalproperty is available, the original book value of the damaged Insured Property,less any applicable AFUJDC, adjusted for inflation using the applicable HandyWhitman -Index.43. "Resolution Plan" means a written document, mutually agreed upon by theInsured and Insurer, that explains the actions to be taken by the Insured to resolvethe Insured'.s non-compliance with a SHALL Requirement under the Loss ControlStandards. The procedures for the development, and closure, of a Resolution Planare contained in the Company's Loss Control Standards.44. "Retrospective Premium Adjustment" means the amount of retrospectivepremium adjustment called or demanded of the Member Insured under this Policyas calculated pursuant to Section VI of this Policy, but not, in the aggregate, inexcess of the Retrospective Premium Adjustment specified in Item 5B of theDeclarations.45. "Settlement Date" means the date on which the Member Insured certifies that theInsureds have discharged their legal obligation or liability to protect the public ,-Whote -thayer-B tanket----A-priM-0t--5 32........................ 20-1-5, ...BX15-007 health and safety and to remove debris of and decontaminate the Insured Propertyfollowing Accidental Property Damage.46. "SHALL Requirement" means a standard within the Loss Control Standards thatsets forth a minimum requirement to be met and maintained for the InsuredProperty to be insurable, and is identified as such within the Loss ControlStandards.47. "Shortfall" means the Decommissioning Target Amount minus the balance in theDecommissioning Trust Fund as of the Settlement Date.48. "Specified Nuclear Liability Amount" means the amount described undersubparagraph V. 13 (b)(i).49. "Underlying Insurance Policy" means the primary insurance policy and eachexcess policy other than this Policy covering the first party liability and/orproperty risks of the Insured with respect to the Insured Property, but shall notmean any third party nuclear energy liability policy issued by American NuclearInsurers, Nuclear Energy Liability Insurance Association or other third partyliability insurer or other third party entity.............................. -. 13") ........................................BX15-007JJ NUCLEAR ELECTRIC INSURANCE LIMITEDPOLICYHOLDER DISCLOSURENUCLEAR POLICY RENEWALSNOTICE OF TERRORISM INSURANCE COVERAGEEFFECTIVE JANUARY 8. 2015Coverage for acts of terrorism is already included in your current policy. However, under NEIL'sPayment for Acts of Terrorism endorsement, your recovery for losses stenuning from an act ofterrorism could be limited by the terms of the endorsement. However, in accordance with theTerrorism Risk Insurance Program Reauthorization Act of 2015, which took effect January 8,2015, (TRIPRA), NEIL's Payment for Acts of Terrorism endorsement would not cap thedamages for any "certified" acts of terrorism under TRIPRA.You are hereby notified that under TRIPRA, the term "act of terrorism" means any act that iscertified by the Secretary of the Treasury -in concurrence with other specified federal officials -to be an act of terrorism; to be a violent act or an act that is dangerous to human life, property, orinfrastructure; to have resulted in damage .Within the United States, or outside the United Statesin the case of certain air Carriers or vessels or the premises of a United States mission; and tohave been committed by an individual or individuals as part of an effort to coerce the civilianpopulation of the United States or to influence the policy or affect the conduct of the UnitedStates Government by coercion.Under your coverage, any losses resulting from certified acts of terrorism may be partiallyreimbursed by the United States Government under a formula established in TRIPRA. Yourpolicy may contain other exclusions which might affect your coverage. Under the formula, forthe 2015 calendar year, the United States Government generally reimburses 85% of coveredterrorism losses exceeding the statutorily established deductible paid by the insurance companyproviding the coverage. This amount will be decreased on a phased in basis, at a rate of 1% peryear, from 2016 to 2020, with the end result being that the United States Government will reducereimbursement to 80% of covered terrorism losses for the year 2020. TRIPRA contains a $100billion cap that limits U.S. Government reimbursement as well as insurers' liability for lossesresulting from certified acts of terrorism when the amount of such losses exceeds $100 billion inany one calendar year. If the aggregate insured losses for all insurers exceed $100 billion, anyinsurer that has met its deductible will not be liable to pay for any losses in excess of the $100billion sustained by its insureds. Thus, if the $100 billion cap is reached, your coverage may bereduced.NEIL is neither increasing, nor attributing any portion of, the annual premium for terrorismcoverage, but a surcharge might be added to the premium if, after a certified act of terrorism, thefederal Department of Treasury requires a recoupment of certain amounts paid by the federalgovernment in accordance with the terms of TRIPRA.
.NUCLEAR ELECTRIC INSURANCE LIMITEDWILMINGTON, DELAWAREPayments for Acts of TerrorismEndorsementMember Thsured: Pacific Gas and Electric Company and STP Nuclear Operating CompanyDiablo Canyon and South TexasSite: ProjectPolicy Number: BX15-007Endorsement No. 1Effective Date: April 1, 2015Effective Time ofthis Endorsement is 12:0 1 a.m. Standard Time in Hamilton, Bermuda.It is hereby understood and agreed that this Policy is hereby amended as follows:I. The following Section is hereby added to the Policy:PAYMENTS FOR ACTS OF TERRORISMIn the event that one or more Acts of Terrorism cause Accidental Property Damage underthis Policy and under one or more Nuclear Insurance Policies within twelve months fromthe date the first Accidental Property Damage occurs:1. Resources AvailableThe Insureds' maximum recovery for all such Losses under this Policy and allNuclear Insurance Policies shall be an aggregate of:(a) (US)$ 1.8276 billion unless at least one of the Insureds, whose claim forAccidental Property Damage falls under the Payment for Acts ofTerrorism Endorsement applicable to its Policy, has received paymentspursuant to Section I.A.2 of a Primary Property Policy or Section 1. 1(a) ofa NEIL II Excess Property Policy or Blanket Excess Property Policyapplicable to that Insured's Site, in which case the Insurer's liability shallnot exceed (US)$3.24 billionplus;(b) such additional amounts as the Insurer recovers for such Losses fromreinsurance, indemnity, and any other source, applicable to such Losses.2. Allocation of Resources(a) The amount determined under paragraph 1 above shall first be used to payfor all such Losses payable under all applicable Primary Property andWhole Layer Blanket- April 1, 2015.BX1.5007 ....120 15.02.05. 15.49.05 NUCLEAR ELECTRIC INSURANCE LIMITEDWILMINGTON, DELAWAREDecontamination Liability Insurance Policies (excluding any Losses,payable under all Business Interruption and/or Extra Expense InsurancePolicy Endorsements), Primary Property and Decontamination InsurancePolicies (excluding any Losses payable under all Business Interruptionand/or Extra Expense Insurance Policy Endorsements), DecontaminationLiability, Decommissioning Liability and Excess Property InsurancePolicies, Decontamination, Decommissioning and Excess PropertyInsurance Policies, Blanket Excess Decontamination Liability,Decommissioning Liability and Excess Property Insurance Policies,Blanket Excess Decontamination, Decommissioning and Excess PropertyInsurance Policies, and Builders' Risk Insurance Policies (collectively"Property Losses").(b) If such Property Losses for all Insureds exceed the amount determinedunder paragraph 1 above, the Insured's maximum recovery shall be theamount determined under paragraph 1 above times a fraction, thenumerator of which is the Insured's recovery for the Property Lossesresulting from Accidental Property Damage, but for this Section, and thedenominator of which is the sum of all Insureds' recovery for PropertyLosses resulting from Accidental Property Damage under all applicableNuclear Insurance Policies, including this Policy, but for this Section.(c) Notwithstanding paragraph 1 and subparagraph 2(b) above, if thepayments made pursuant to subparagraph 2(b) exhaust the amountdetermined under paragraph 1, without paying for all the Insured'sProperty Losses, the Insured shall recover such additional amounts that theInsurer recovers from reinsurance, indemnity, or other source, for theInsured's Property Losses.3. Declarations PageNothing herein shall be construed to entitle the Insured to recover more than theamount of the Policy Limits stated in Item 6 of the Declarations.4. Relevant PeriodThe twelve-month period specified above shall commence on the date of the firstAccidental Property Damage caused by an Act of Terrorism. The first AccidentalProperty Damage caused by an Act of Terrorism that occurs after this or any othertwelve-month period shall trigger a new twelve-month p eriod.Whole Layer Blanket -April 1, 2015 2 2015.02.05.15.49.05.B X 15-0.07 .. .... ... .. .. .. ..... .
NUCLEAR ELECTRIC INSURANCE LIMITED I :'lWILMINGTON, DELAWARE5. DefinitionsFor the purposes of this Section only:(a) "Act of Terrorism" means any act by a person, group, or organization thatappears to be intended to: (i) intimidate or coerce a civilian population, or(ii) disrupt any segment of the economy in the country where the insuredplant is located; or (iii) influence the policy of a government byintimidation or coercion; or (iv) affect the conduct of a government bymass destruction; provided, however, that an Act of Terrorism forpurposes of this Policy shall not include any act excluded by the War RiskExclusion.(b) "Nuclear Insurance Policy" means any Primary Property andDecontamination Liability Insurance Policy, or Primary Property andDecontamination Insurance Policy, or any Decontamination Liability,Decommissioning Liability and Excess Property Insurance Policy, orDecontamination, Decommissioning and Excess Property InsurancePolicy or any Blanket Excess Decontamination Liability,Decommissioning Liability And Excess Property Insurance Policy, orBlanket Excess Decontamination, Decommissioning And Excess PropertyInsurance Policy, other than this Policy, issued by the Insurer or byOverseas NEIL Limited.(c) "Builders' Risk Policies" means any Builders' Risk Insurance Policiesissued by the Insurer or by Overseas NEIL Limited.6. Authorized Changes to this SectionThe Insurer's Board of Directors will have the authority to alter or replace thedefinition of the term "Act of Terrorism" and any other provision of this Sectionin order to facilitate the availability of resources that may be made available bythe Government in the country where the insured plant is located.Whole Layer Blanket- April 1, 2015... .. .. ... ...B X 15,007 ... .. ... ..... ...32015 .02.05. 15.49.05 NUCLEAR ELECTRIC INSURANCE LIMITEDWILMINGTON, DELAWAREIN WITNESS WHEREOF, the parties hereto have caused this Endorsement to be executed andattested on their behalf.Wilmington, DelawareDate: As of April 1, 2015Date: As of April 1, 2015Witness:/- .....~ /7-b/ ,d INSURER:Nuclear Electric Insurance LimitedBy: _ David B. Ripsomn, eINSURED:Pacific Gas and Electric Company-LINSURED:STP Nuclear Operating CompanyDate: As of April 1, 2015Whole Layer Blanket- April 1, 2015...B 1,5- oQ 7 ..... ......... ..... ..... ..... ...42015.02.05.15.49.05