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EXHIBIT (99-4)
Directors and Officers (Third) Excess Liability Binder of Insurance
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Exhibit 99-4
[CHUBB LOGO] CHUBB ATLANTIC INDEMNITY LTD.
LOCATION: BELVADENE BUILDING, 89 PITT'S RAY ROAD,
PEMBROKE HM 08, BERMUDA
MAILING: SUITE 773, 345 PARIA-VILLA ROAD,
HAMILTON HM 11, BERMUDA
PHONE: (441) 292-7343 - FACSIMILE: (441) 296-1728
WWW.CHUBBATLANTIC.BM
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EXCESS DIRECTORS AND OFFICERS LIABILITY
SIDE A AND SIDE B COVERAGE
RENEWAL BINDER
THIS CERTIFIES THAT pending the issuance of a Policy in the form described
below, Chubb Atlantic Indemnity Ltd., hereinafter called the Company, is
binding coverage described as follows:
1. INSURED The Proctor & Gamble Company
Address: One P&G Plaza
Cincinnati, Ohio
U.S.A. 45202
2. PRODUCER H&H Park International Limited
Attn: Mr. Marty Svenson
Address: Bermuda Commercial Bank Building
44 Church Street, PO Box HM 2064
Hamilton HM HX
Bermuda
3. POLICY NO. (02) 3310-04-49
4. POLICY PERIOD
From: June 30, 2001 To: June 30, 2002
(12:01 a.m. Standard Time on both dates, at the address of the entity
stated in Item 1 this Binder)
5. TERM OF BINDER
Effective: June 30, 2000 Expires: October 15, 2001
(12:01 a.m. Standard Time on both dates, at the address of the entity
stated in Item 1 this Binder)
6. ANNUAL PREMIUM $145,000
7. POLICY FORM NO/TYPE Chubb Atlantic Indemnity Ltd. Excess Follow Form
D&O policy
8. LIMITED OF LIABILITY $25,000,000 Annual Aggregate Limit of Liability
for the Policy Period Excess of the Underlying
Insurance shown in Item 9
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9. UNDERLYING INSURANCE a. Each Claim Limit $95,000,000 Side A
$120,000,000 Side B & C
b. Aggregate Limit $95,000,000 Side A
$120,000,000 Side B & C
10. FOLLOWING FORM OF: XL policy wording (which cite excess of CODA
primary policy).
11. ENDORSEMENTS
(a) Pending or Prior Litigation at June 30, 1994 with respect to side A
coverage only;
(b) Amended Limit of Liability;
(c) Bermuda Law & Arbitration wording;
(d) Pending and Prior Litigation exclusion as at June 30 2001 with respect
to Side B & C coverage.
12. THIS BINDER WILL NOT BE EXTENDED NOR WILL A POLICY BE ISSUED UNLESS THE
FOLLOWING CONDITIONS HAVE BEEN SATISFIED:
- Receipt, review and acceptance of a signed warranty statement with
regard to Side B & C coverage and
- Receipt of the binders for the underlying policies to be submitted to
Chubb Atlantic Indemnity Ltd.
THE TERMS AND CONDITIONS GIVEN ABOVE ARE SUBJECT TO CHANGE OR WITHDRAWAL BASED
UPON REVIEW OF THE ADDITIONAL INFORMATION REQUESTED.
It is expressly stipulated that except as otherwise provided herein the coverage
provided by this binder is subject to all of the terms and conditions of the
quotation letter of May 14, 2001, and attachments thereto issued by the Company.
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This binder may be cancelled at any time by the entity referred to in Item 1 by
giving written notice of cancellation to the Company. This binder may be
cancelled at any time by the Company upon ten (10) days written notice of
cancellation to the entity referred to in Item 1 or its agent. This binder
shall terminate automatically upon the expiration date shown above, or upon
issuance of the policy, whichever occurs first. A short rate premium charge will
be made for this binder unless the policy is issued by the Company and accepted
by the entity referred to above. The Company reserves the right to modify the
policy's terms and conditions upon underwriting review of any information
received.
/s/ Rachel Thomson June 28, 2001
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Authorized Representative Date