LETTERHEAD OF SULLIVAN INSURANCE GROUP
TO: WALLY BACSIK
FROM: BILL CARRICK
SUBJECT: PRIMARY LIQUIDATED DAMAGES INSURANCE
REVISED COVER NOTES
DATE: SEPTEMBER 11, 1997
The enclosed cover notes contain the following revisions of the original cover
notes sent to you on August 4th.
Page 1 (Lloyds and Companies)
1. The words "authorized copy" are added at the top of each page.
2. The date at the top right has been changed from 30 July to 14 August.
(This is the date of issuance, and does not affect the 30 July effective
date of the insurance.)
3. The signature of the Director at the bottom right of each page has been
changed from the Chairman of C.J. Coleman to that of the Corporate
Secretary.
4. The number of the cover note has been changed from 11031 to 11031A.
Page 14 (Lloyds and Companies)
6. The premium dollar amounts are shown.
7. a) Lloyds' percentage of cover has been increased from 78.8761% to 86.4930%.
(This corresponds with the list of Lloyds syndicates sent to you on
August 11.)
b) Companies' percentage of coverage has been reduced from 20.1231% to
13.5070%.
Page 15 & 16 (Lloyds)
8. The list of individual syndicates is included in the cover note.
[LETTERHEAD OF C.J. COLEMAN & COMPANY LTD.]
Mr. W. Carrick Authorised Copy
590 South Road COVER NOTE NO. P.43917
Holden (Lloyd's)
Massachusetts 01520 14th August 1997
USA
In accordance with your instructions we have effected the following:
FORM "J" (a) NMA 2421
ASSURED LEHRER MCGOVERN BOVIS INC.
ADDRESS 200 Park Avenue
New York,
NY 10166, USA
PERIOD From 30th July, 1997 to the date of Substantial Completion of the
Project (contracted to occur within two (2) years from the
Commencement Date, as such two (2) year time period may be adjusted
pursuant to the Agreement).
INTEREST POLICY in respect of the Construction Management Agreement dated as
of the 15th day of February, 1997 by and between Las Vegas Sands,
Inc. ("LVSI") and the Assured, (the "Agreement"). When used in this
Policy the term "Owner" shall mean LVSI except that LVSI may at any
time during the currency of this Policy, by a Notice given to
Underwriters in accordance with Clause (23) of this Policy, specify
a Permitted Assignee, Lender or designee of Lender to be the
successor Owner hereunder by setting forth the full name, address,
telephone and facsimile numbers of and the name of the individual to
whom Notices with respect to the Policy should be directed at such
entity; provided, however, that upon the giving of such a Notice
LVSI shall cease to be the Owner under and shall cease to have any
further rights under or in respect of the Policy, including, without
limitation, any right to payment under the Policy and any right to
make any claim under and/or to commence and/or to prosecute any
arbitration and/or litigation against Underwriters relating to the
Policy or on any claim or right asserted to arise under the Policy.
WHEREAS the Agreement provides for the construction of the first
phase of Grand Venetian Hotel / Casino to be located in Las Vegas,
Nevada; and
WHEREAS the Guaranteed Maximum Price is US$ 547,431,225, subject to
adjustment as provided in the Agreement; and
WHEREAS the Commencement Date of the Project was 21st April,
1997; and
Continued...
Subject to the terms and conditions C. J. COLEMAN & COMPANY LTD.
of the Policy(ies)
11031a
E.&.O.E. /s/ Kevin W. McCaughey /s/ Michael S. Wells
........................DIRECTOR
N.B. - Please examine the above carefully, and if it is incorrect, return
it immediately for alteration.
- Please note the (re)insurers with whom this (re)insurance has been
effected and inform us immediately if any of this security is
unacceptable to you.
[LETTERHEAD OF C.J. COLEMAN & COMPANY LTD.]
Mr. W. Carrick Authorised Copy
590 South Road COVER NOTE NO. P.43917
Holden (Lloyd's)
Massachusetts 01520 14th August 1997
USA
-2-
In accordance with your instructions we have effected the following:
INTEREST
(Continued) WHEREAS Substantial Completion of the Project is contracted to occur
within two (2) years from the Commencement Date, as such two (2)
year time period may be adjusted pursuant to the Agreement (the last
day of such two (2) year time period hereinafter referred to as the
"Guaranteed Completion Date").
NOW this Policy is to pay the Owner, subject to the Conditions,
Warranties, Definitions and Exclusions set forth herein, the
liquidated damages payable under the terms of Section 6.11 (a) only
of the Agreement and to be calculated in accordance with the terms
set forth within subsection I.B only of Schedule C to the Agreement
for each day that Substantial Completion of the Project is delayed
beyond the date which is 30 days after the Guaranteed Completion
Date directly as a result of any act of neglect, error or omission
on the part of the Assured, its Contractors and their subcontractors
of all tiers in the scope of work to be performed by the Assured
under the Agreement, and/or any other cause for which the Assured is
not entitled to relief or excuse under the terms of the Agreement.
In consequence thereof, Underwriters hereby agree, upon a valid
claim having been established to the reasonable satisfaction of
Underwriters as falling within the terms and conditions of this
Policy, to pay the Owner within 45 days from the date a valid claim
has been established to the reasonable satisfaction of Underwriters
in respect of loss(es) sustained which are the subject of such
claim, and thereafter within 45 days of any further loss(es)
sustained (the amount of the loss to be paid to be calculated on a
monthly basis); it being understood and agreed that such
reimbursements shall be made on a provisional basis pending final
determination and settlement of the amount to be paid under this
Policy, provided however that in no circumstances shall
Underwriters' maximum liability exceed the stated limits provided
under this Policy.
Underwriters' maximum liability under this Policy limited to
US$ 24,062,000 in all hereunder.
Continued....
Subject to the terms and conditions C. J. COLEMAN & COMPANY LTD.
of the Policy(ies)
11031a
E.&.O.E. /s/ Kevin W. McCaughey /s/ Michael S. Wells
........................DIRECTOR
N.B. - Please examine the above carefully, and if it is incorrect, return
it immediately for alteration.
- Please note the (re)insurers with whom this (re)insurance has been
effected and inform us immediately if any of this security is
unacceptable to you.
[LETTERHEAD OF C.J. COLEMAN & COMPANY LTD.]
Mr. W. Carrick Authorised Copy
590 South Road COVER NOTE NO. P.43917
Holden (Lloyd's)
Massachusetts 01520 14th August 1997
USA
-3-
In accordance with your instructions we have effected the following:
CONDITIONS
WARRANTIES
DEFINITIONS
EXCLUSIONS (1) Notice of Loss/Due Diligence Clause:
Upon the Assured's discovery of any event likely to give rise to
a claim under this Policy, the Assured shall as soon as
reasonably possible give notice thereof to Underwriters hereon,
and shall use good faith efforts (bearing in mind the identity
and resources of the Assured and available Project funds) to
timely complete the Project as soon as practicable in accordance
with the Agreement and to avoid or diminish any loss herein
insured.
(2) Non-Contribution Clause:
This Policy does not cover any loss or damage which at the time
of the happening of such loss or damage is insured by or would,
but for the existence of this Policy, be insured by any other
existing Policy or Policies except in respect of any excess
beyond the amount which would have been payable under such other
Policy or Policies had this Policy not been effected; provided,
however, that this Clause (2) shall not apply with respect to
any policy of Builder's Risk insurance or of Professional
Liability insurance in force with respect to the Project.
Continued....
Subject to the terms and conditions C. J. COLEMAN & COMPANY LTD.
of the Policy(ies)
11031a
E.&.O.E. /s/ Kevin W. McCaughey /s/ Michael S. Wells
........................DIRECTOR
N.B. - Please examine the above carefully, and if it is incorrect, return
it immediately for alteration.
- Please note the (re)insurers with whom this (re)insurance has been
effected and inform us immediately if any of this security is
unacceptable to you.
[LETTERHEAD OF C.J. COLEMAN & COMPANY LTD.]
Mr. W. Carrick Authorised Copy
590 South Road COVER NOTE NO. P.43917
Holden (Lloyd's)
Massachusetts 01520 14th August 1997
USA
-4-
In accordance with your instructions we have effected the following:
CONDITIONS
WARRANTIES
DEFINITIONS
EXCLUSIONS
(Continued) (3) Subrogation Clause:
If the Underwriters become liable for any payment under this
Policy in respect of loss, damage or liability the Underwriters
shall be subrogated, to the extent of such payment, to all the
rights and remedies of the Assured (including, without
limitation, claims for liquidated damages) against any party in
respect of such loss, damage or liability and shall be entitled
at their own expense to make claims and sue in the name of the
Assured; provided, however, that all amounts recovered by
Underwriters in the exercise of such subrogation rights shall be
allocated and paid by Underwriters as follows: (i) first, to
Underwriters and the Assured to reimburse them for their
respective expenses incurred in effecting such recoveries; (ii)
second, to the Assured to the extent of any loss incurred by the
Assured in respect of the first 30 days of delay in achieving
Substantial Completion under Section 6.11 (a) of the Agreement;
(iii) third, to Underwriters to the extent of any loss for which
they have made payment in respect of delay longer than 30 days
in achieving Substantial Agreement under Section 6.11 (a) of the
Agreement; and (iv) any remainder to the Assured. The
Underwriters and the Assured agree to co-operate in the pursuit
of such rights and remedies with a view to maximizing their
respective recoveries. The Assured shall give to the
Underwriters its reasonable assistance as the Underwriters may
reasonably require to secure their rights and remedies and, at
Underwriters' request, shall execute all documents necessary to
enable Underwriters effectively to bring suit in the name of the
Assured.
(4) Onus of Proof Clause:
In any action, suit or proceeding to enforce a claim for loss
hereunder, the burden of proving that the loss is recoverable
under this Policy shall fall upon the Owner.
Continued....
Subject to the terms and conditions C. J. COLEMAN & COMPANY LTD.
of the Policy(ies)
11031a
E.&.O.E. /s/ Kevin W. McCaughey /s/ Michael S. Wells
........................DIRECTOR
N.B. - Please examine the above carefully, and if it is incorrect, return
it immediately for alteration.
- Please note the (re)insurers with whom this (re)insurance has been
effected and inform us immediately if any of this security is
unacceptable to you.
[LETTERHEAD OF C.J. COLEMAN & COMPANY LTD.]
Mr. W. Carrick Authorised Copy
590 South Road COVER NOTE NO. P.43917
Holden (Lloyd's)
Massachusetts 01520 14th August 1997
USA
-5-
In accordance with your instructions we have effected the following:
CONDITIONS
WARRANTIES
DEFINITIONS
EXCLUSIONS
(Continued) (5) Service of Suit Clause:
It is agreed that in the event of the failure of Underwriters
hereon to pay any amount claimed to be due hereunder following
an arbitration decision, the Underwriters hereon, at the request
of the Owner will submit to the jurisdiction of a Court of
competent jurisdiction within the United States. Nothing in this
Clause constitutes or should be understood to constitute a
waiver of Underwriters' rights to commence an action in any
Court of competent jurisdiction in the United States, to remove
an action to a United States District Court, or to seek a
transfer of a case to another Court as permitted by the laws of
the United States or of any State in the United States.
It is further agreed that service of process in such suit may be
made upon Morgan, Lewis & Bockius LLP, 101 Park Avenue, New
York, NY 10178, and that in any suit instituted against any one
of them upon this contract, Underwriters will abide by the final
decision of such Court or of any Appellate Court in the event of
an appeal.
The above-named are authorised and directed to accept service of
process on behalf of Underwriters in any such suit and/or upon
the request of the Owner to give a written undertaking to the
Owner that they will enter a general appearance upon
Underwriters' behalf in the event such a suit shall be
instituted.
Further, pursuant to any statute of any state, territory or
district of the United States which makes provision therefor,
Underwriters hereon hereby designate the Superintendent,
Commissioner or Director of Insurance or other officer specified
for that purpose in the statute, or his successor or successors
in office, as their true and lawful attorney upon whom may be
served any lawful process in any action, suit or proceeding
instituted by or on behalf of the Owner or any beneficiary
hereunder arising out of this contract of insurance and hereby
designate the above-named as the person to whom the said officer
is authorised to mail such process or a true copy thereof.
Continued....
Subject to the terms and conditions C. J. COLEMAN & COMPANY LTD.
of the Policy(ies)
11031a
E.&.O.E. /s/ Kevin W. McCaughey /s/ Michael S. Wells
........................DIRECTOR
N.B. - Please examine the above carefully, and if it is incorrect, return
it immediately for alteration.
- Please note the (re)insurers with whom this (re)insurance has been
effected and inform us immediately if any of this security is
unacceptable to you.
[LETTERHEAD OF C.J. COLEMAN & COMPANY LTD.]
Mr. W. Carrick Authorised Copy
590 South Road COVER NOTE NO. P.43917
Holden (Lloyd's)
Massachusetts 01520 14th August 1997
USA
-6-
In accordance with your instructions we have effected the following:
CONDITIONS
WARRANTIES
DEFINITIONS
EXCLUSIONS
(Continued) (6) Arbitration Clause:
Any dispute or other matter in question arising between the
Assured and/or the Owner on the one hand and Underwriters on the
other hand under, out of or in connection with or in relation to
this Policy shall be submitted to arbitration. The Assured or
the Owner, as the case may be and Underwriters each shall
nominate an arbitrator within thirty days of the date upon which
either gives the other written notice that it demands
arbitration hereunder and the two arbitrators so named shall
select an umpire before entering upon the arbitration. The
arbitrators shall consider the differences between the parties
and shall submit only such questions upon which they disagree to
the umpire.
A decision in writing of any two of the three (two arbitrators
and one umpire) when filed with the Assured or the Owner, as the
case may be and Underwriters shall be binding upon both. The
award rendered by the arbitrators shall be final and binding
upon the parties, subject to the indemnity limit, and judgement
thereon may be entered in any court having jurisdiction thereof.
The arbitrators and the umpire shall not be obliged to follow
judicial formalities or the rules of evidence except to the
extent required by governing law, that is, the state law of the
situs of the arbitration as herein agreed.
In the event that either party fails to appoint its arbitrator
within the time specified, the other party shall have the right
to appoint the said arbitrator forthwith.
If the arbitrators do not agree as to an umpire within thirty
days of their appointment, an umpire shall be promptly appointed
by the American Arbitration Association upon the application of
either of the two arbitrators. Each party shall submit its case
to both of the arbitrators within fifteen days of the
appointment of the umpire or within such period as may be agreed
by consent of both arbitrators and the umpire, and the
arbitrators and the umpire shall make their award in writing
within sixty days of the date on which the umpire has been named
and agreed. The said arbitrators and umpire shall not be under
the control or management of either party to this Policy.
Continued....
Subject to the terms and conditions C. J. COLEMAN & COMPANY LTD.
of the Policy(ies)
11031a
E.&.O.E. /s/ Kevin W. McCaughey /s/ Michael S. Wells
........................DIRECTOR
N.B. - Please examine the above carefully, and if it is incorrect, return
it immediately for alteration.
- Please note the (re)insurers with whom this (re)insurance has been
effected and inform us immediately if any of this security is
unacceptable to you.
[LETTERHEAD OF C.J. COLEMAN & COMPANY LTD.]
Mr. W. Carrick Authorised Copy
590 South Road COVER NOTE NO. P.43917
Holden (Lloyd's)
Massachusetts 01520 14th August 1997
USA
-7-
In accordance with your instructions we have effected the following:
CONDITIONS
WARRANTIES
DEFINITIONS
EXCLUSIONS
(Continued) (6) Arbitration Clause:
Each party shall pay the fee of its own arbitrator and half the
fee of the umpire, and the remaining costs of the arbitration
shall be paid as the award shall direct. Any arbitration shall
take place in New York, New York, unless otherwise agreed.
The parties hereto agree that they have entered into this Clause
to provide for a means of quickly settling disputes without
resort to litigation, but this Clause in no way infringes on any
rights accorded in the Service of Suit Clause of this Policy,
the sole effect and intent of which is to provide without waiver
of any defence an ultimate assurance of the amenability of
Underwriters to process in certain courts with respect to a
claim hereunder following an arbitration decision determining
that such amount is due.
(7) There shall be no cancellation of this Policy.
It being understood and agreed however that notwithstanding
anything contained herein to the contrary, this Policy may be
cancelled by Underwriters hereon only in the event of nonpayment
of premium by mailing to the Owner at the last mailing address
known by Underwriters, by registered or certified mail, written
notice stating when, not less than 10 days thereafter, such
cancellation will be effective, provided however that if the
Owner makes payment of said premium due within such notification
period, such notice of cancellation will be rescinded.
Continued....
Subject to the terms and conditions C. J. COLEMAN & COMPANY LTD.
of the Policy(ies)
11031a
E.&.O.E. /s/ Kevin W. McCaughey /s/ Michael S. Wells
........................DIRECTOR
N.B. - Please examine the above carefully, and if it is incorrect, return
it immediately for alteration.
- Please note the (re)insurers with whom this (re)insurance has been
effected and inform us immediately if any of this security is
unacceptable to you.
[LETTERHEAD OF C.J. COLEMAN & COMPANY LTD.]
Mr. W. Carrick Authorised Copy
590 South Road COVER NOTE NO. P.43917
Holden (Lloyd's)
Massachusetts 01520 14th August 1997
USA
-8-
In accordance with your instructions we have effected the following:
CONDITIONS
WARRANTIES
DEFINITIONS
EXCLUSIONS
(Continued) (8) Loss Payee Clause:
All claim payments due under the terms and conditions of
this Policy shall be made payable to the Owner, and the
Owner shall, notwithstanding Clause (6) of this Policy,
have the sole and exclusive right to assert claims and
to commence any arbitration and to commence any
litigation against Underwriters under or in connection
with (and only in accordance with) the provisions of
this Policy.
Payment of such losses by Underwriters to the Owner
shall be a sufficient and complete discharge of all of
Underwriters' obligations to the Assured and the Owner
in connection with said losses.
(9) It is a condition of this Policy that the Agreement is
signed and in force at the inception date of this
Policy.
(10) It is a condition of this Policy that the scope of work
to be performed by the Assured under the Agreement
incorporates neither (i) any equipment or technology of
a type without previous commercial application nor (ii)
any experimental method of construction.
(11) It is warranted by the Assured that the construction of
the Project will be or has been carried out by or under
the supervision of the Assured's Project personnel.
Continued....
Subject to the terms and conditions C. J. COLEMAN & COMPANY LTD.
of the Policy(ies)
11031a
E.&.O.E. /s/ Kevin W. McCaughey /s/ Michael S. Wells
........................DIRECTOR
N.B. - Please examine the above carefully, and if it is incorrect, return
it immediately for alteration.
- Please note the (re)insurers with whom this (re)insurance has been
effected and inform us immediately if any of this security is
unacceptable to you.
[LETTERHEAD OF C.J. COLEMAN & COMPANY LTD.]
Mr. W. Carrick Authorised Copy
590 South Road COVER NOTE NO. P.43917
Holden (Lloyd's)
Massachusetts 01520 14th August 1997
USA
-9-
In accordance with your instructions we have effected the following:
CONDITIONS
WARRANTIES
DEFINITIONS
EXCLUSIONS
(Continued) (12) It is warranted by the Assured that, except as
disclosed in the Information Summary described in Clause
(19) of this Policy, at the inception date of this
Policy, the Assured has no knowledge or information of
any matter, fact or circumstance which is likely to give
rise to a loss hereunder, provided that no such
knowledge shall be imputed or deemed imputed to the
Assured based on the Assured's judgement or opinion as
to when Substantial Completion will be achieved and\or
the likelihood of Substantial Completion being achieved
by the Guaranteed Completion Date unless any such
statement made by the Assured in the Information Summary
described in Clause (19) of this Policy relating to
such judgement or opinion was false or was not made in
good faith.
(13) Excluding any loss to the extent arising in consequence
of insolvency and/or financial default of any person,
firm or corporation whether a party to this insurance or
otherwise.
(14) War and Civil War Exclusion Clause:
Notwithstanding anything to the contrary contained
herein this Policy does not cover loss or damage
directly or indirectly occasioned by, happening through
or in consequence of war, invasion, acts of foreign
enemies, hostilities (whether war be declared or not),
civil war, rebellion, revolution, insurrection, military
or usurped power.
(15) Radioactive Contamination Exclusion Clause (Contingency):
This Policy does not cover any loss directly or indirectly
caused by or contributed to by or arising from:-
(a) ionising radiation or contamination by radioactivity from
any nuclear fuel or from any nuclear waste from the
combustion of nuclear fuel.
(b) the radioactive, toxic, explosive or other hazardous
properties of any explosive nuclear assembly or nuclear
component thereof.
Continued....
Subject to the terms and conditions C. J. COLEMAN & COMPANY LTD.
of the Policy(ies)
11031a
E.&.O.E. /s/ Kevin W. McCaughey /s/ Michael S. Wells
........................DIRECTOR
N.B. - Please examine the above carefully, and if it is incorrect, return
it immediately for alteration.
- Please note the (re)insurers with whom this (re)insurance has been
effected and inform us immediately if any of this security is
unacceptable to you.
[LETTERHEAD OF C.J. COLEMAN & COMPANY LTD.]
Mr. W. Carrick Authorised Copy
590 South Road COVER NOTE NO. P.43917
Holden (Lloyd's)
Massachusetts 01520 14th August 1997
USA
-10-
In accordance with your instructions we have effected the following:
CONDITIONS
WARRANTIES
DEFINITIONS
EXCLUSIONS
(Continued) (16) Excluding any loss arising directly or indirectly in
consequence of any failure by the Assured to give a
written notice of the type described in the last
sentence of subsection 3.3.24 of the Agreement within
the five (5) business day period described in said
sentence (assuming the Assured would have been entitled
to give such notice); or any other failure by the
Assured to exercise a right which it was aware of to
extend the 2-year period described in Section 6.10 of
the Agreement.
(17) Excluding any loss arising directly or indirectly in
consequence of any wilful, deliberate or intentional
misconduct on the part of the Assured (as opposed to the
exercise of good judgement), including but not limited
to wilful, deliberate or intentional failure on the part
of the Assured to comply with the terms of the
Agreement, or to obtain relief or excuse which it was
aware of and pursuant to which it is entitled to extend
the Guaranteed Completion Date under the provisions of
the Agreement.
(18) Non-Assignment:
The Assured shall not assign or transfer this Policy or
the benefits or obligations thereof to any other party
or person without Underwriters' prior written agreement.
(19) Information Truth and Materiality:
It is hereby understood and agreed that the statements
and particulars of information contained in this Policy
and written Information Summary dated [T.B.A.] submitted
by and on behalf of the Assured and seen by Underwriters
are in all material respects true and complete, are
material and made to induce Underwriters to issue the
Policy and shall form the basis of the Contract of
Insurance and are to be considered as incorporated
herein.
The Assured undertakes to inform Underwriters of
any material changes to these statements and particulars
of information (occurring prior to or subsequent to the
inception date of this Policy), including but not
limited to variations in the Agreement.
Continued....
Subject to the terms and conditions C. J. COLEMAN & COMPANY LTD.
of the Policy(ies)
11031a
E.&.O.E. /s/ Kevin W. McCaughey /s/ Michael S. Wells
........................DIRECTOR
N.B. - Please examine the above carefully, and if it is incorrect, return
it immediately for alteration.
- Please note the (re)insurers with whom this (re)insurance has been
effected and inform us immediately if any of this security is
unacceptable to you.
[LETTERHEAD OF C.J. COLEMAN & COMPANY LTD.]
Mr. W. Carrick Authorised Copy
590 South Road COVER NOTE NO. P.43917
Holden (Lloyd's)
Massachusetts 01520 14th August 1997
USA
-11-
In accordance with your instructions we have effected the following:
CONDITIONS
WARRANTIES
DEFINITIONS
EXCLUSIONS
(Continued) This Policy excludes any loss arising directly or indirectly in
consequence of any such material changes or variations unless such
changes or variations are permitted by the terms hereof without the
approval of Underwriters or are approved in writing by Underwriters,
such approval not to be unreasonably withheld or delayed.
Notwithstanding the foregoing, in the case of Scope Changes, only
the following types of Scope Changes must be approved in writing by
Underwriters, such approval not to be unreasonably withheld, who for
this purpose shall act through their Engineering Representative
High-Point Rendel (or such other Engineering Representative
designated by Underwriters): (i) any Scope Change involving a change
to the Guaranteed Maximum Price of 2% or more; (ii) any Scope Change
which either (a) extends the Guaranteed Completion Date by fifteen
(15) or more days or (b) changes the Guaranteed Completion Date to
any earlier date; and (iii) any Scope Change which involves a change
in construction methodology which materially impacts the phasing,
sequencing or scheduling of tasks for which the Assured is
responsible or a change in the sequencing or phasing of the Project
schedule which materially impacts the critical path of the schedule
for the Project. In the case of any Scope Change requiring
Underwriters' approval, Underwriters' Engineering Representatives
shall respond to any request for approval of such a Scope Change
from the Assured within five (5) business days of receipt of such
request and adequate information upon which to base a decision;
provided, however, if Underwriters' Engineering Representative shall
fail to respond within such five (5) business day period,
Underwriters' approval of such Scope Change shall be deemed to have
been given.
Continued....
Subject to the terms and conditions C. J. COLEMAN & COMPANY LTD.
of the Policy(ies)
11031a
E.&.O.E. /s/ Kevin W. McCaughey /s/ Michael S. Wells
........................DIRECTOR
N.B. - Please examine the above carefully, and if it is incorrect, return
it immediately for alteration.
- Please note the (re)insurers with whom this (re)insurance has been
effected and inform us immediately if any of this security is
unacceptable to you.
[LETTERHEAD OF C.J. COLEMAN & COMPANY LTD.]
Mr. W. Carrick Authorised Copy
590 South Road COVER NOTE NO. P.43917
Holden (Lloyd's)
Massachusetts 01520 14th August 1997
USA
-12-
In accordance with your instructions we have effected the following:
CONDITIONS
WARRANTIES
DEFINITIONS
EXCLUSIONS
(Continued) (20) Misrepresentation:
This Policy shall be void if at any time the Assured has
concealed or misrepresented any material fact(s) or
circumstances) concerning this insurance or the subject
thereof, or interest of the Assured therein or in the
case of fraud or false swearing by the Assured relating
thereto; provided, however, that no such
misrepresentation or fraud shall be deemed to have been
made or committed with respect to any good faith
statement in the application for this Policy relating to
the Assured's judgement or opinion as to when
Substantial Completion will be achieved and/or the
likelihood of Substantial Completion being achieved
within the two (2) year time period set forth in Section
6.10 of the Agreement, as such time period may be
adjusted pursuant to the Agreement.
(21) Examination of Assured:
In the event of a claim for loss hereunder, the Assured
and the Owner shall, at the request of Underwriters or
their representative, submit to examination under oath,
and shall produce for examination, at such reasonable
place as is designated by Underwriters or their
representative, all documents in its possession or
control which relate to the matters in question, and
shall permit extracts and copies thereof to be made.
(22) Definitions:
The terms "Commencement Date", "Contractor", "Guaranteed
Maximum Price", "Lender", "Permitted Assignee",
"Project", "Scope Change" and "Substantial Completion"
shall have the same meaning assigned to such terms
within the Agreement.
(23) Any notice or other communication required or permitted
to be given pursuant to this Policy (each, a "Notice")
shall be given in writing and shall be given when
delivered by hand delivery, registered or certified mail
and/or facsimile transmission (provided the original of
a communication delivered by facsimile transmission is
also delivered by another means of delivery within three
business days of the date of the facsimile transmission)
to:
Continued....
Subject to the terms and conditions C. J. COLEMAN & COMPANY LTD.
of the Policy(ies)
11031a
E.&.O.E. /s/ Kevin W. McCaughey /s/ Michael S. Wells
........................DIRECTOR
N.B. - Please examine the above carefully, and if it is incorrect, return
it immediately for alteration.
- Please note the (re)insurers with whom this (re)insurance has been
effected and inform us immediately if any of this security is
unacceptable to you.
[LETTERHEAD OF C.J. COLEMAN & COMPANY LTD.]
Mr. W. Carrick Authorised Copy
590 South Road COVER NOTE NO. P.43917
Holden (Lloyd's)
Massachusetts 01520 14th August 1997
USA
-13-
In accordance with your instructions we have effected the following:
CONDITIONS
WARRANTIES
DEFINITIONS
EXCLUSIONS
(Continued) If to Underwriters:
Morgan, Lewis & Bockius LLP
101 Park Avenue
New York, NY 10178
Attention : Martin F. Conniff, Esq.
Fax : (212) 309 6273
Tel : (212) 309 6000
If to the Assured:
Lehrer McGovern Bovis, Inc.
200 Park Avenue
New York, NY 10166
Attention : Luther Cochran, Peter Marchetto and Mark Melson.
Fax : (212) 592 6997
Tel : (212) 592 6711
If to the Owner:
(Unless LVSI has designated a successor Owner in which event the
Notice particulars for Owner shall be as set forth in such
designation)
Las Vegas Sands, Inc.
3355 Las Vegas Boulevard South
Las Vegas, NV 89101
Attention : Sheldon Adelson, David Friedman and Roger McElfresh
Fax :(702) 733 5620
Tel :(702) 733 5000
Continued....
Subject to the terms and conditions C. J. COLEMAN & COMPANY LTD.
of the Policy(ies)
11031a
E.&.O.E. /s/ Kevin W. McCaughey /s/ Michael S. Wells
........................DIRECTOR
N.B. - Please examine the above carefully, and if it is incorrect, return
it immediately for alteration.
- Please note the (re)insurers with whom this (re)insurance has been
effected and inform us immediately if any of this security is
unacceptable to you.
[LETTERHEAD OF C.J. COLEMAN & COMPANY LTD.]
Mr. W. Carrick Authorised Copy
590 South Road COVER NOTE NO. P.43917
Holden (Lloyd's)
Massachusetts 01520 14th August 1997
USA
-14-
In accordance with your instructions we have effected the following:
CONDITIONS
WARRANTIES
DEFINITIONS
EXCLUSIONS
(Continued) (24) Project Report Clause:
It is warranted by the Assured that it will provide
Underwriters Engineering Representative: High-Point
Rendel, 225 Broadway - Suite 2200, San Diego, CA 92101
(or such other Engineering Representative designated by
Underwriters), with monthly progress reports in the form
previously agreed to by the Assured, High-Point Rendel
and Underwriters and permft Underwriters' Engineering
Representative periodic site visits and meetings with
the Assured and its Contractors to review progress of
construction of the Project.
(25) Several Liability Notice:
The subscribing insurers' obligations under contracts of
insurance to which they subscribe are several and not
joint and are limited solely to the extent of their
individual subscription. Subscribing insurers are not
responsible for the subscription of any co-subscribing
insurer who for any reason does not satisfy all or part
of its obligations.
PREMIUM $728,418.10 (being 86.4930% of $842,170)
Continued....
Subject to the terms and conditions C. J. COLEMAN & COMPANY LTD.
of the Policy(ies)
11031a
E.&.O.E. /s/ Kevin W. McCaughey /s/ Michael S. Wells
........................DIRECTOR
N.B. - Please examine the above carefully, and if it is incorrect, return
it immediately for alteration.
- Please note the (re)insurers with whom this (re)insurance has been
effected and inform us immediately if any of this security is
unacceptable to you.
[LETTERHEAD OF C.J. COLEMAN & COMPANY LTD.]
Mr. W. Carrick Authorised Copy
590 South Road COVER NOTE NO. P.43917
Holden (Lloyd's)
Massachusetts 01520 14th August 1997
USA
-15-
In accordance with your instructions we have effected the following:
INSURERS
Various Lloyd's Underwriters 86.4930% of whole being
W. Deem Syndicate 994 12.4678%
W. Deem Syndicate 994 1.2468%
D.E.S. Shipley Syndicate 362 6.2338%
The Enterprise Consortium 9025 9.3507%
R.J. Kershaw Syndicate 102 5.1949%
I.C. Agnew Syndicate 672 3.1170%
M.H. Etheridge Syndicate 529 1.6624%
G.D. Williams Syndicate 47 1.4546%
A.F. Beazley Syndicate 623 1.0390%
J.H. Venton Syndicate 376 1.2262%
J.H. Venton Syndicate 2376 0.2284%
A. Taylor Syndicate 51 2.0780%
H.G. Jago Syndicate 205 1.2468%
A.W. Holt Syndicate 40 1.0390%
M.C. Watkins Syndicate 457 1.0390%
G.E. Lloyd-Roberts Syndicate 55 0.4156%
I.W.S. Wooten Syndicate 590 0.5994%
I.W.S. Wooten Syndicate 2591 0.1279%
M.E. Denby Syndicate 609 0.4156%
S. Lotter Syndicate 1051 0.4156%
D.P. Mann Syndicate 435 0.6234%
M.J. Cox Syndicate 990 0.7273%
H.H. Hayward Syndicate 1084 0.4156%
Continued....
Subject to the terms and conditions C. J. COLEMAN & COMPANY LTD.
of the Policy(ies)
11031a
E.&.O.E. /s/ Kevin W. McCaughey /s/ Michael S. Wells
........................DIRECTOR
N.B. - Please examine the above carefully, and if it is incorrect, return
it immediately for alteration.
- Please note the (re)insurers with whom this (re)insurance has been
effected and inform us immediately if any of this security is
unacceptable to you.
[LETTERHEAD OF C.J. COLEMAN & COMPANY LTD.]
Mr. W. Carrick Authorised Copy
590 South Road COVER NOTE NO. P.43917
Holden (Lloyd's)
Massachusetts 01520 14th August 1997
USA
-16-
In accordance with your instructions we have effected the following:
INSURERS
(Continued)
M.V. Howell Syndicate 1093 0.6234%
J.E. Mumford Syndicate 1141 0.4156%
M.E. Warrington Syndicate 1069 0.2078%
W. Deem Syndicate 994 8.9851%
D.E.S. Shipley Syndicate 362 1.0390%
G.F. Pipe Syndicate 506 1.4961%
G.F. Pipe Syndicate 2506 0.5818%
R.F. McCarthy Syndicate 1229 4.1560%
Enterprise Consortium 9025 8.3117%
J.N.C. Wooldridge Syndicate 1227 8.3117%
Subject to the terms and conditions C. J. COLEMAN & COMPANY LTD.
of the Policy(ies)
11031a
E.&.O.E. /s/ Kevin W. McCaughey /s/ Michael S. Wells
........................DIRECTOR
N.B. - Please examine the above carefully, and if it is incorrect, return
it immediately for alteration.
- Please note the (re)insurers with whom this (re)insurance has been
effected and inform us immediately if any of this security is
unacceptable to you.