EXHIBIT (99-4)
Directors and Officers (Second) Excess Liability Binder of Insurance
[ACE LOGO] ACE BERMUDA Corporate Officers & PO Box HM 1015
Directors Assurance Ltd. Hamilton HM DX
ACE Global Headquarters Bermuda FAX TRANSMISSION
17 Woodbourne Avenue BINDER
Hamilton HM 08 441 295-5200 main
Bermuda www.acelimited.com This message is
intended only for the
use of the individual
or entity to which it
is addressed and may
contain information
that is privileged,
confidential and exempt
from disclosure under
applicable law.
To: From:
Paul Scope Jonathan Evans
- ------------------------------ --------------------
Company: Fax:
H&H Park International 292-2514
- ------------------------------ --------------------
Department: Tel:
299-9219
- ------------------------------ --------------------
Fax: Date:
295-4622 June 27, 2002
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Tel: E-mail:
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Re: Pages including cover:
Procter & Gamble 1
Corporate Officers and Directors Assurance Ltd. (CODA) is pleased to confirm
binding the following:
Policy Period: June 30th, 2002 to June 30th, 2003
Limit of Liability: $25 million Primary
Premium: $420,000.00 Gross
Less 10% Commission: $ 42,000.00
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Premium Due: $378,000.00 Net
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SPECIAL CONDITIONS:
1. Binding is subject to receipt of $378,000.00 net on or before July 8th,
2002. In the event the premium is not received by this date, this
binder is null and void ab initio.
2. The cover provided will be Primary.
3. Cover will continue on policy form CODA Premier 01 ED 10/00.
4. Endorsements to be included:
- as expiring
Best Regards,
/s/ Jonathan Evans
Jonathan Evans
One of the ACE Group of Insurance & Reinsurance Companies
<Table>
[ACE LOGO] ACE BERMUDA ACE Bermuda PO Box HM 1015 FAX TRANSMISSION
Insurance Ltd. Hamilton HM DX BINDER
ACE Global Headquarters Bermuda
17 Woodbourne Avenue
Hamilton HM 08 441 295-5200 main This message is
Bermuda www.acelimited.com intended only for the
use of the individual
or entity to which it
is addressed and may
contain information
that is privileged,
confidential and exempt
from disclosure under
applicable law.
To: From:
Paul Scope Jonathan Evans
- --------------------------------- -------------------------------
Company: Fax:
H&H Park International 441-292-2514
- --------------------------------- -------------------------------
Department: Tel:
441-299-9219
- --------------------------------- -------------------------------
Fax: Date:
295-4622 June 27, 2002
Re: Pages including cover:
Procter & Gamble 1
ACE Bermuda Insurance Ltd. is pleased to confirm binding the following:
POLICY PERIOD. JUNE 30TH, 2002--JUNE 30TH, 2003
LIMIT OF LIABILITY: $25M
ATTACHMENT: $50M
AGGREGATE: $25M
PREMIUM: $365,750.00
LESS 12% COMMISSION: $ 43,890.00
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PREMIUM DUE: $321,860.00
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STRUCTURE:
NAME LIMITS
D&O C.R.
CODA $25M $25M SIR
XL $25M $25M
SPECIAL CONDITIONS
1. Binding is subject to receipt of $321,860.00 net on or before July 8th,
2002. In the event the premium is not received by this date, this
binder is null and void ab initio.
2. This binder is contingent on no layer above us getting a higher rate
per million.
3. Followed Policy is XL, based on May 29th, 2002 quote letter.
4. Discovery Period & Pct: as per followed policy
5. Cancellation Period: as by followed policy
6. Coverage is D&O and C.R.
7. Cover will be issued on Policy Form D&O 5/96, policy no. PG-9709D
8. Endorsements to be included: As expiring
Best regards,
/s/ Jonathan Evans
Jonathan Evans
ACE BERMUDA INSURANCE LTD.
One of the ACE Group of Insurance & Reinsurance Companies