Commitments and Contingencies | Note 3 . Commitments and Contingencies The Company carries insurance policies on insurable risks at levels that it believes to be appropriate, including workers’ compensation, auto mobile and general liability risks. The Company purchases insurance policies from third-party insurance carriers, which typically incorporate significant deductibles or self-insured retentions. The Company is responsible for all claims that fall below the retention limits , exceed our coverage limits or are otherwise not covered by our insurance policies . In determining the Company’s accrual for self-insured claims, the Company uses historical claims experience to establish both the current year accrual and the underlying provision for future losses. This actuarially determined provision and related accrual include known claims, as well as incurred but not reported claims. The Company adjusts its estimate of accrued self-insured claims when required to reflect changes based on factors such as changes in health care costs, accident frequency and claim severity. A reconciliation of beginning and ending accrued self-insured claims, which are included in Accrued liabilities—Self-insured claims and related expenses and Other long-term obligations, primarily self-insured claims on the condensed consolidated statements of financial position, net of insurance recoverables, which are included in Prepaid expenses and other assets and Other assets on the condensed consolidated statements of financial position, is presented as follows: Accrued Self-insured (In millions) Claims, Net Balance as of December 31, 2015 $ 114 Provision for self-insured claims (1) 44 Cash payments (24) Balance as of June 30, 2016 $ 133 Balance as of December 31, 2014 $ 104 Provision for self-insured claims 20 Cash payments (14) Balance as of June 30, 2015 $ 110 ___________________________________ (1) Includes a charge of $23 million recorded in the three and six months ended June 30, 2016 for an adjustment to the Company’s accrued self-insured claims related to automobile, general liability and workers’ compensation risks. The adjustment is based on the Company’s detailed annual assessment of this actuarially determined accrual, which the Company completes in the second quarter of each year. This adjustment relates to coverage periods of 2015 and prior. Accruals for home warranty claims in the American Home Shield business are made based on the Company’s claims experience and actuarial projections. Termite damage claim accruals in the Terminix business are recorded based on both the historical rates of claims incurred within a contract year and the cost per claim. Current activity could differ causing a change in estimates. The Company has certain liabilities with respect to existing or potential claims, lawsuits and other proceedings. The Company accrues for these liabilities when it is probable that future costs will be incurred and such costs can be reasonably estimated. Any resulting adjustments, which could be material, are recorded in the period the adjustments are identified. In 2008, the Company amended its Profit Sharing and Retirement Plan, a tax qualified 401(k) defined contribution plan available to substantially all of its employees (the “401(k) Plan”), to implement a qualified automatic contribution arrangement (“QACA”) under the safe harbor provisions of the Internal Revenue Code of 1986, as amended (the “Code”). QACA plans, in general, require automatic enrollment of employees into the retirement plan absent an affirmative election that such employees do not wish to participate. Although the Company implemented processes to auto-enroll new hires after adopting the QACA plan in 2008, it discovered that it did not auto-enroll then existing employees who were not participating in the 401(k) Plan. In response, the Company implemented an auto-enrollment process for affected active employees, and it is preparing to submit to the IRS a voluntary correction proposal to remedy the issue for prior years. The Company’s current estimate of the cost of the correction ranges from $24 million to approximately $86 million. The Company has recorded in the condensed consolidated statement of operations and comprehensive income charges of $24 million, of which $1 million was recorded in the three and six months ended June 30, 2016. However, there can be no assurances as to the ultimate cost of the correction. In addition to the matter discussed above and the fumigation related matters discussed below, in the ordinary course of conducting business activities, the Company and its subsidiaries become involved in judicial, administrative and regulatory proceedings involving both private parties and governmental authorities. These proceedings include insured and uninsured matters that are brought on an individual, collective, representative and class action basis, or other proceedings involving regulatory, employment, general and commercial liability, automobile liability, wage and hour, environmental and other matters. The Company has entered into settlement agreements in certain cases, including with respect to putative collective and class actions, which are subject to court or other approvals. If one or more of the Company’s settlements are not finally approved, the Company could have additional or different exposure, which could be material. Subject to the paragraphs below, the Company does not expect any of these proceedings to have a material effect on its reputation, business, financial position, results of operations or cash flows; however, the Company can give no assurance that the results of any such proceedings will not materially affect its reputation, business, financial position, results of operations and cash flows . Fumigation Related Matters On July 21, 2016, Terminix International USVI, LLC (“TMX USVI”) and The Terminix International Company Limited Partnership (“TMX LP”), each an indirect, wholly-owned subsidiary of the Company, entered into a Plea Agreement (the “Superseding Plea Agreement”) in connection with the investigation initiated by the United States Department of Justice Environmental Crimes Section (the “DOJ”) into allegations that a local Terminix branch used methyl bromide as a fumigant at a resort in St. John, U.S. Virgin Islands. The Superseding Plea Agreement supersedes the previously disclosed initial Plea Agreement (the “Initial Plea Agreement”), dated March 29, 2015, which was rejected by the United States District Court of the U.S. Virgin Islands on the grounds that it was not satisfied with the assessment and distribution of the monetary sanctions set forth in the Initial Plea Agreement. Under the Superseding Plea Agreement, TMX USVI agreed to pay a fine to be imposed by the court in the range of $800,000 to no more than $5 million, and TMX LP agreed to pay a fine to be imposed by the court in the range of $800,000 to no more than $3 million. TMX USVI has also agreed to pay $1 million to the United States Environmental Protection Agency (the “EPA”) for costs incurred by the EPA for the response and clean-up of the affected units at the resort in St. John. In addition, TMX LP has agreed to make a community service payment to the National Fish and Wildlife Foundation to be imposed by the court in the range of $500,000 to $2 million, depending on the level of the fine described above, for the purpose of engaging a third party to provide training to pesticide applicators in the U.S. Virgin Islands. Although the Superseding Plea Agreement sets forth ranges for the fines and community service giving the court discretion at sentencing, the DOJ has recommended that the court impose fines of $5 million on TMX USVI and $3 million on TMX LP and order TMX USVI to make a community service payment of $1 million and to pay $1 million to the EPA for its response and cleanup costs. TMX LP and TMX USVI support the DOJ recommendation. Additionally, both TMX USVI and TMX LP agreed to a three -year probation period subject to special conditions of probation. The Superseding Plea Agreement is subject to the approval of the United States District Court of the U.S. Virgin Islands at a hearing scheduled for August 25, 2016 and, if approved and upon compliance with the terms and conditions of the Superseding Plea Agreement, will resolve the federal criminal consequences associated with the DOJ investigation. While the Superseding Plea Agreement does not bind any other federal, state or local authority, the EPA has stated that it does not intend to initiate any administrative enforcement action or refer the matter to the DOJ for any civil enforcement action once the Superseding Plea Agreement is approved by the court. The Company has previously recorded in the condensed consolidated statement of operations and comprehensive income total charges of $10 million in connection with the terms of the Superseding Plea Agreement. T he Superseding Plea Agreement and the payments thereunder do not resolve any civil or administrative claims for damages or other relief related to the U.S. Virgin Islands matter. The Company has reached a tentative settlement agreement to settle all civil claims of the affected family related to the U.S. Virgin Islands matter. The Company expects that, under the terms of the proposed settlement agreement, in addition to the amounts that the Company’s insurance carriers have agreed to pay to the family pursuant to our general liability insurance policies, the Company will pay an additional $87 million. The settlement agreement will include customary release and confidentiality provisions and may require approval by a court. No assurances can be given as to the timing of reaching a final settlement agreement or that the Company will be able to reach a final settlement agreement on the terms discussed above, or at all, or that necessary court approvals will be obtained. In the three and six months ended June 30, 2016, the Company recorded within Fumigation related matters in the condensed consolidated statement of operations and comprehensive income a charge of $87 million in connection with the tentative settlement agreement. In the six months ended June 30, 2015, the Company recorded within Cost of services rendered and products sold in the condensed consolidated statement of operations and comprehensive income a charge of $3 million related to the civil claims related to the U.S. Virgin Islands matter, which is an amount equal to the Company’s insurance deductible under its general liability insurance policies. The amount and extent of any further potential penalties, fines, sanctions, costs and damages that the federal or other governmental authorities may yet impose, investigation or other costs and reputational harm, as well as the impact of any additional civil, criminal or other claims or judicial, administrative or regulatory proceedings resulting from or related to the U.S. Virgin Islands matter, which could be material, is not currently known or reasonably estimable, and any such penalties, fines, sanctions, costs or damages would not be covered under the Company’s general liability insurance policies. On September 15, 2015, a lawsuit was filed in the Circuit Court of the 15 th Judicial Circuit in and for Palm Beach County, Florida, styled Carl Robert McCaughey, et al. v. Terminix International Company Limited Partnership, Sunland Pest Control Services, Inc., et al. (Case No. 32080796) . The lawsuit alleges that fumigation of a Florida family’s residence by Sunland, a subcontractor of Terminix, resulted in serious injuries to one of the family’s children, alleges claims for negligence and strict liability, and seeks an unspecified amount of monetary and punitive damages. The court has set a trial date in September 2016. The DOJ and other federal and state agencies are investigating the matter, and Sunland and two persons associated with Sunland have pled guilty in Federal court in connection therewith. The Company continues to cooperate fully with all relevant governmental authorities. In the six months ended June 30, 2016, the Company recorded within Cost of services rendered and products sold in the condensed consolidated statement of operations and comprehensive income a charge of $3 million in connection with civil claims related to the Palm Beach County, Florida matter, an amount equal to the Company’s insurance deductible under its general liability insurance policies, although no assurances can be given regarding the Company’s insurance coverage or recoveries in connection with such civil claims. The amount and extent of any potential penalties, fines, sanctions, costs and damages that the federal or other governmental authorities may impose, investigation or other costs and reputational harm, as well as the impact of any civil, criminal or other claims or judicial, administrative or regulatory proceedings resulting from or related to this incident, which could be material, is not currently known or reasonably estimable, and any such penalties, fines, sanctions, costs or damages may not be covered under the Company’s general liability insurance policies. |