CSC SHALL TAKE OUT AND MAINTAIN, AT CSC'S OWN COST AND EXPENSE, THE
FOLLOWING INSURANCE COVERAGE WITH A REPUTABLE INSURANCE COMPANY AND ON TERMS
USUAL AND CUSTOMARY TO CSC'S BUSINESS:
(A)
COMMERCIAL GENERAL LIABILITY INSURANCE INCLUDING PRODUCT AND PUBLIC
LIABILITY INSURANCE FOR AN INSURED AMOUNT OF NOT LESS THAN $[***] PER OCCURRENCE
AND IN THE AGGREGATE DURING ANY ONE INSURANCE PERIOD; LIMITS MAY BE PROVIDED BY
UMBRELLA AND/OR EXCESS LIABILITY POLICIES
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(B)
PROFESSIONAL LIABILITY AND ERRORS AND OMISSIONS INSURANCE FOR AN
INSURED AMOUNT OF NOT LESS THAN $[***] PER CLAIM AND IN THE AGGREGATE DURING ANY
ONE INSURANCE PERIOD; THE POLICY WILL CONTAIN A RETROACTIVE DATE NO LATER THAN
THE SIGNATURE DATE AND IF THERE IS AN INTERRUPTION IN THE RETROACTIVE DATE AN
EXTENDED REPORTING PERIOD WILL BE PURCHASED ACCORDING TO THE TERMS OF THE POLICY
IN FORCE AT THE TIME OF THE RETROACTIVE DATE INTERRUPTION;
(C)
PROPERTY INSURANCE TO COVER CSC'S RISK OF LOSS UNDER SECTION 20.3;
(D)
EMPLOYEE DISHONESTY INSURANCE AND COMPUTER FRAUD INSURANCE FOR AN
INSURED AMOUNT OF NOT LESS THAN $[***] PER LOSS AND IN THE AGGREGATE DURING ANY
ONE INSURANCE PERIOD;
(E)
EMPLOYER'S LIABILITY AND/OR WORKERS' COMPENSATION AS REQUIRED BY LAW;
(F)
BUSINESS AUTOMOBILE LIABILITY COVERING VEHICLES THAT CSC OWNS, HIRES
OR LEASES FOR AN INSURED AMOUNT OF NOT LESS THAN $[***] PER OCCURRENCE; LIMITS
MAY BE PROVIDED BY UMBRELLA AND/OR EXCESS LIABILITY POLICIES; AND
(G)
ANY OTHER INSURANCE REQUIRED TO COMPLY WITH ANY APPLICABLE LAW.
The above insurance coverage (items a, b, d and e) shall be primary and
non-contributory with regard to CSC's acts or omissions regardless of any
insurance which may be carried by Textron and shall be procured from insurance
companies of recognized financial responsibility with an A rating or better, as
rated by the A.M. Best's rating guide for property and casualty insurance
companies; provided, however, that CSC shall not be required to change a company
as a result of a drop in rating after insurance has been procured until [***]
after such drop in rating has occurred and provided, further, that CSC may
procure insurance from an insurance company having a rating lower than A, as
rated by the A.M. Best's rating guide for property and casualty insurance
companies, with Textron's prior written consent for the specific insurance
company.
20.1.2
THIS SECTION 20.1 SHALL NOT BE CONSTRUCTED AS TO CONSTITUTE
ACCEPTANCE BY TEXTRON OF ANY RESPONSIBILITY FOR LIABILITY IN EXCESS OF THE
INSURANCE COVERAGE CONTEMPLATED HEREIN.
20.1.3
IF CSC FAILS OR REFUSES TO OBTAIN APPROPRIATE INSURANCE COVER AS
CONTEMPLATED IN THIS SECTION 20.1, IN ADDITION TO ANY OTHER REMEDIES AVAILABLE
TO TEXTRON UNDER THIS AGREEMENT OR AT LAW, TEXTRON MAY FOLLOW THE PROCEDURES SET
FORTH IN SECTION 23.
20.2
TERMS OF INSURANCE
CSC shall:
20.2.1
PROVIDE TEXTRON WITH A CERTIFICATE OF INSURANCE EVIDENCING THAT
COVERAGE AND POLICY ENDORSEMENTS REQUIRED UNDER THIS AGREEMENT ARE MAINTAINED
AND CONTAINING A SUMMARY OF THE KEY PROVISIONS (INCLUDING, WITHOUT LIMITATION,
THE COMMENCEMENT AND EXPIRATION DATES AND THE TERRITORIAL LIMITS) FOR EACH OF