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Commercial Crime Insurance Summary January 31, 2013 to January 31, 2014 Prepared by: Lockton Companies 1 Phone: 646-572-7365 Fax: 646-871-7365 Website:www.lockton.com DISCLAIMER: This insurance summary is subject to the terms, conditions and limitations of the policy. Nothing contained herein should be construed as legal advise. It is provided as general advise only. Knowledgeable legal counsel should be consulted for any legal questions or interpretations.
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2 Commercial Crime Policy Period: January 31, 2013 to January 31, 2014 Deductible (Each Loss): See Below National Union (“AIG”) $10,000,000 Per Loss (see below for details) $181,973 Annual Premium Policy Number 01-621-64-42 Named Insured: Sony Pictures Entertainment Inc. and all corporations, companies, subsidiaries, partnerships, joint ventures, organizations, entities and enterprises now existing or hereafter created or acquired, which are owned, financially controlled or managed by or on behalf of Sony Pictures Entertainment Inc.; or for whom Sony Pictures Entertainment Inc. contracts for production services Coverage:Commercial Crime (Discovery Form) Policy Number :01-621-64-42 AM Best Rating:A XV Limit of Liability:$10,000,000 per loss ($150,000 sublimit for Claims Expense, $500,000 sublimit for Toll Fraud, and $50,000 sublimit for Personal Accounts of Officers) Deductible:$500,000 per loss for all Insuring Agreements except as outlined below: INSURING AGREEMENTS LIMIT Deductible Agreement 1 - Employee Dishonesty$10,000,000$500,000 Agreement 2 - Loss Inside the Premises$10,000,000$500,000 Agreement 3 - Loss Outside the Premises $10,000,000$500,000 Agreement 4 - Money Orders and Counterfeit Paper Currency$10,000,000$1,000 Agreement 5 - Depositors Forgery$10,000,000$500,000 Agreement 7 - Credit Card Forgery$10,000,000 $1,000 Agreement 13 - Computer Crime$10,000,000$500,000 Claims Expense$150,000 $5,000 Toll Fraud$500,000$10,000 Personal Accounts of Officers$50,000$1,000 Total Annual Premium:$181,973 Notice of Claim:Loss—Notice—Proof—Action Against Company. Upon knowledge or discovery of loss or of an occurrence which may give rise to a claim for loss (and subject to the threshold in endorsement no. 26), the Insured shall: 1.Give notice as soon as practicable to the Insurer, and except under Insuring Agreements I and V, also to the police if the loss is due to a violation of law; and 2.File detailed proof of loss, duly sworn with the Insurer within four months after discovery of loss. National Union Fire Insurance Company of Pittsburgh, Pa. 175 Water Street, 9th Floor New York, NY 10038 or c-claim@aig.comc-claim@aig.com
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3 What’s Covered? Agreement 1 - Employee Dishonesty Loss of money, securities and other property resulting from the fraudulent or dishonest acts of an Employee acting alone or in collusion with others. Agreement 2 - Loss Inside the Premises with Funds Transfer FraudLoss of Money or Securities by destruction, disappearance or wrongful attraction thereof within the Premises or any Banking Premises including through the use of any computer to fraudulently transfer such property to a person other than a Messenger. Agreement 3 - Loss Outside the Premises Loss of Money and Securities by the actual destruction, disappearance or wrongful abstraction thereof outside the Premises while being conveyed by a Messenger or any armored motor vehicle company, or while within the living quarters in the home of any messenger. Agreement 4 - Money Orders and Counterfeit Paper CurrencyLoss due to acceptance in good faith, in exchange for merchandise, Money or services of any post office or express money order, issued or purporting to have been issued by any post office or express company if such money order is not paid upon presentation. Agreement 5 - Depositors ForgeryLoss sustained through forgery or alteration of, on or in any check, draft, promissory note, bill of exchange, or similar written promise, order or direction to pay a sum certain in money, made or drawn by or drawn upon the Insured or made or drawn by one acting as an agent of the Insured. Agreement 7 - Credit Card ForgeryLoss sustained through forgery or alteration of any written instrument required in conjunction with any credit card issued to the Insured or to any partner, officer or employee of the Insured or to the Insureds spouse or any child residing permanently in the residence of the Insured. Agreement 13 - Computer CrimeLoss resulting from the wrongful abstraction of Money, Securities or other property which follows and is related to the use of any computer to fraudulently cause the transfer of such property from inside the Premises or a Banking Premises or to a place outside those premises. Commercial Crime Policy Period: January 31, 2013 to January 31, 2014
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4 Who is Covered? InsuredSony Pictures Entertainment Inc. and all corporations, companies, subsidiaries, partnerships, joint ventures, organizations, entities and enterprises now existing or hereafter created or acquired, which are owned, financially controlled or managed by or on behalf of Sony Pictures Entertainment Inc.; or for whom Sony Pictures Entertainment Inc. contracts for production services. Where the insured has an equity interest of 50% or greater, coverage is 100% of any covered loss; and equity interest of less than 50%, coverage is for that portion of any covered loss equal to the percent of equity interest of the Insured. Important Definitions EmployeeSee amended definition of employee in endorsement numbers 9, 10, 11, 12, 18, 28 and 33 below. MessengerThe Insured or a partner of the Insured or any Employee who is authorized by the Insured to have care and custody of the insured property outside the Premises. Major Exclusions 1.Fraudulent, dishonest or criminal acts by any Insured or partner therein, whether acting alone or in collusion with others. 2.Proof of loss using inventory computation profit and loss except when such loss is covered under Insuring Agreement 1. 3.Fraudulent, dishonest or criminal acts by Employees, directors, trustees or authorized representatives of any Insured; however this exclusion only applies to Insuring Agreements II and III. 4.Under Insuring Agreement II, loss of Money contained in a coin operated amusement device or vending machine. 5.Loss due to surrender of Money, Securities or other property away from the premises due to a threat of bodily harm to any person or damage to the Premises; however this does not apply to Insuring Agreement I, or Insuring Agreement III if due to loss of Money, Securities or other property being conveyed by a Messenger. 6.Defense of any legal proceeding brought by or against the Insured whether or not such proceeding results or would result in a loss to the Insured covered by this policy. 7.Income including interest and dividends not realized by the Insured because of a covered Loss. Commercial Crime Policy Period: January 31, 2013 to January 31, 2014
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5 Endorsements: 1.NAMED INSURED ENDORSEMENT - Sony Pictures Entertainment Inc. and all corporations, companies, subsidiaries, partnerships, joint ventures, organizations, entities and enterprises now existing or hereafter created or acquired, which are owned, financially controlled or managed by or on behalf of Sony Pictures Entertainment Inc.; or for whom Sony Pictures Entertainment Inc. contracts for production services. 2.JOINT VENTURE ENDORSEMENT – Where the insured has an equity interest of 50% or greater, coverage is 100% of any covered loss; and equity interest of less than 50%, coverage is for that portion of any covered loss equal to the percent of equity interest of the Insured. 3.INSURING AGREEMENT VII –Credit Card Forgery Coverage -$10,000,000 with a $1,000 deductible. 4.NOTICE OF CLAIM – Allows reporting by e-mail. 5.INSURING AGREEMENT II - FUNDS TRANSFER FRAUD. 6.AMEND DEDUCTIBLE ENDORSEMENT – A $500,000 deductible applies to all insuring agreements except IV (Money Orders & Counterfeit Paper Currency) 7.TERRITORIAL REVISIONS – WORLDWIDE. 8.REVISION OF TIME NOTICE FOR CONSOLIDATION-MERGER - $500 Million Asset Threshold; 90 Day Reporting Requirement if greater than the threshold. 9.COVER AS EMPLOYEES SPECIFIED DIRECTORS & TRUSTEES. 10.INCLUDE AS EMPLOYEES NON-COMPENSATED OFFICERS. 11.TEMPORARY PERSONNEL ENDORSEMENT. 12.DEFINITION OF EMPLOYEE AMENDED TO INCLUDE: -Independent Producers -Loan-Outs - Contract Employees -Production Personnel - Part-time Employees -Students -Former or Retired Employees retained as consultants 13.COVERAGE TERRITORY ENDORSEMENT (OFAC). 14.INVENTORY LOSS ENDORSEMENT. 15.MONEY ORDERS AND COUNTERFEIT PAPER CURRENCY COVERAGE - Amended to “any Counterfeit Paper Currency“. 16.ERISA RIDER ENDORSEMENT. Commercial Crime Policy Period: January 31, 2013 to January 31, 2014
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6 Endorsements (continued): 17.ATTACHMENT TO ENDORSEMENT #16 (ADDENDUM A) – Listing of Scheduled Plans to ERISA RIDER ENDORSEMENT. 18.ADDITION TO DEFINITION OF EMPLOYEE BASED ON ERISA. 19.TAX COMPENSATION ENDORSEMENT. 20.REVISION OF KNOWLEDGE, INFORMATION AND DISCOVERY - Risk Management Department and/or General Counsel and/or Internal Audit Department. 21.REVISIONS OF CANCELLATION PROVISIONS – 90 Days. 22.CANCELLATION AS TO ANY EMPLOYEE - Risk Management Department and/or General Counsel and/or Internal Audit Department. 23.DISCOVERY CONVERSION RIDER FOR BLANKET CRIME POLICY – amends the policy form from “loss sustained” to “loss discovered” 24.PRIOR LOSS - $25,000 threshold 25.DEFINITE TERM – Policy Period: January 31, 2012 to January 31, 2013 26.PARTIAL WAIVER OF LOSS REPORTING ENDORSEMENT - $250,000. 27.COMPUTER & FUNDS TRANSFER FRAUD ENDORSEMENT. 28.AMEND DEFINITION OF EMPLOYEE - Payroll processors working on behalf of the Insured. 29.AMEND INSURING AGREEMENT I - Employee Dishonesty without “manifest intent” wording. 30.AMEND DEDUCTIBLE - $1,000 for Insuring Agreement IV (Money Orders & Counterfeit Currency) and Personal Accounts of Officers. 31.BLANKET LOSS PAYEE. 32.DIMINUTION OF DEDUCTIBLE. 33.REVISION OF DEFINITION OF EMPLOYEE – former employees to 60 days. 34.FRISC WITH CLAIMS EXPENSE OPT-OUT - Fidelity Research and Investigative Services Clause (“FRISC”) or $150,000 of Claims Expense coverage subject to a $5,000 deductible. 35.PERSONAL ACCOUNTS OF OFFICERS – All officers of the Insured and subject to a $50,000 sublimit and a $1,000 deductible. 36.TOLL FRAUD - $500,000 sublimit subject to a $10,000 deductible. Commercial Crime Policy Period: January 31, 2013 to January 31, 2014
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7 Endorsements (continued): 37.FRISC LIST – List of available FRISC firms for endorsement #34. 38.FORMS INDEX ENDORSEMENT. Commercial Crime Policy Period: January 31, 2013 to January 31, 2014
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