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K. NOTICE OF CLAIMS, PROOF OF LOSS, COOPERATION AND INDEMNIFICATION
1. Notice of Claims

As a condition precedent to your rights under this Policy, pursuant to Insuring Agreements A and B you shall
give written notice to us within thirty (30) days from the date you issue a first notice of Default to a
Subcontractor who (i) is in Default under the Contract or (ii) you become aware is Insolvent.
2. Proof of Loss
In the event of Loss, you must submit to us a signed, sworn, satisfactory proof of loss containing the
information we request to investigate the claim and must include the information outlined in Documenting a
Subguard Claim. You may submit interim proofs of loss; however, these interim proofs of loss may not be
submitted more frequently than every thirty (30) days. Submission of your first proof of loss must be made no
less than six (6) months before the expiration of any right to seek recovery under any Contract in connection
with a Default covered by this Policy. Final proof of loss must be submitted no later than six (6) years after
the first notice of Default.

We shall not indemnify you for any Loss if you fail to submit satisfactory proof of loss within the timeframes
set forth above.
3. Cooperation

As a condition precedent to coverage you must provide us with all information, assistance and cooperation
that we reasonably request and agree that in the event of a claim, you will do nothing that shall prejudice our
position or our potential or actual rights of recovery.
4. Indemnification
a. Our indemnification of your Loss shall be calculated by us as follows, subject to the provisions of this
Policy and subject to the Limits of Insurance:
(1) Calculate the amount of the Loss.

(2) Subtract the Each Loss Retention Amount or Maintenance Retention Amount, whichever is
applicable, from the Loss.
(3) Subject to any amount remaining within the Retention Aggregate Amount, multiply the lesser of either
the amount determined in Subsection IV.K.4.a.(2) above or the Co-payment layer as set forth in Item
5.b. of the Declarations, by the Co-payment Percentage as set forth in Item 5.a. of the Declarations.
(4) Subtract the amount determined in Subsection IV.K.4.a.(3) from the amount determined in
Subsection IV.K.4.a.(2) above.
b. We will indemnify you for a Loss within thirty (30) days after we receive proof of loss that is satisfactory to
us. In the event you provide us with a proof of loss that we determine to be unsatisfactory, we will notify
you of the deficiencies within thirty (30) days after our receipt of such documentation. If we notify you of a
deficiency in a proof of loss, we will indemnify you for any covered amount within thirty (30) days, up to
the applicable Each Loss Limit of Insurance, for which the proof of loss is not deficient. You must
immediately return any payments made by us upon a determination by a court, arbitrator, or other legally
binding authority that the Subcontractor was not in material breach as set out in the relevant notice of
Default or that the Loss does not arise out of a Default.
c. The proof of loss and any amounts claimed as covered Loss(es) under this Policy are subject to audit by
us in accordance with Subsection IV.M. of this Policy.
d. In the event you and we cannot agree that a claim is a Loss or cannot agree on the amount of Loss you
have incurred and paid, either party may commence Dispute Resolution proceedings in accordance with
Subsection IV.G.
L. OTHER INSURANCE
1. This insurance shall be excess over any other insurance, whether primary, pro-rata, excess, contingent,
contributory or on any other basis, including but not limited to any:

U-SGD-100-B CW (04/16)
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