GOLDEN BAY DRYWALL, INC. (#2026264)

SSI GL 01 01 0123 Page 20 of 29 organization that qualifies as an insured under this policy. c. The Self-Insured Retention shall remain applicable even if the Named Insured files for bankruptcy, discontinues business or otherwise becomes unable to or unwilling to pay the Self- Insured Retention. The Named Insured's bankruptcy, insolvency, or inability to pay the Self-Insured Retention shall not increase our obligations or liability under this policy. The risk of insolvency is retained by the Named Insured and is not transferrable to us. d. The Self-Insured Retention may be satisfied only by payments actually made by the insured seeking coverage under this policy, and only by payments made following written notice to us by such insured of the underlying “occurrence”, “claim” or “suit”. Such insured must satisfy or pay the full amount of the applicable Self-Insured Retention directly, without reimbursement or contribution from any other source, including but not limited to, subcontractors, other insureds, other insurers, additional insureds or their carriers, reinsurers or any other persons or entities. Sums paid by any others on the Named Insured's behalf, or on behalf of any other insured seeking coverage under this policy, do not apply to reduce or satisfy the applicable Self-Insured Retention under this policy. Compliance with this provision is a condition precedent for coverage (defense and/or indemnity) under the policy. In the event the insured does not comply with this provision, no “claim expenses” or “defense costs”, “damages”, loss, cost or expense will be payable by us. e. Satisfaction of the Self-Insured Retention is a Condition Precedent to any coverage under this policy for any insured. As a condition precedent to the Company’s obligations to provide indemnity, coverage or defense hereunder to any insured, that insured shall first have the obligation and duty, upon receipt of notice of any incident, “claim”, offense or “occurrence” that may give rise to a “suit”, to provide at its own expense proper investigation and defense of any claim. Additionally, the insured will exercise utmost good faith, diligence and prudence to accept any reasonable offer of settlement within the Self- Insured Retention. No insured may settle any claim or “suit” which exceeds the applicable Self- Insured Retention amount without our prior written consent. f. The insured's obligation to provide for its own defense and investigation is terminated upon the exhaustion of the Self- Insured Retention as described above. The insured is required and shall provide written evidence of its own payments of amounts within the Self-Insured Retention, and will keep the Company notified of the amounts incurred by the insured and the status of the satisfaction of the Self-Insured Retention. Only fees and costs paid by the subject insured following tender of the “claim” or “suit” to us, and for which the evidence and notice of payments has been timely provided to us, shall apply to satisfy the Self-Insured Retention. g. Alternatively, at our sole election, upon our request the insured shall pay over and deposit with us the Self-Insured Retention amount as specified, to be applied by us as payment toward any damages, “claim expenses” or expenses incurred by us in the handling or settlement of any “claim”, “occurrence” or “suit”. If we make such an election, we shall have the right to negotiate a reasonable settlement which is more than, equal to, or less than the Self-Insured Retention amount (and will return the balance to you, if any, of any unused Self-Insured Retention). Payment of the Self- Insured Retention is due immediately upon receipt of our request. h. The applicable Self-Insured Retention applies whether or not there is any available other insurance. In no event will amounts received through such other insurance for the payment of “Defense costs” reduce the Self-Insured Retention. i. In the event of a “suit” we shall have the right to select defense counsel, even if the amount claimed in the suit is unspecified or less than the applicable Self-Insured Retention amount. If the Named Insured selects its own counsel, then such fees will not apply towards the Self-Insured Retention amount unless the counsel and rates are approved by us in advance. j. The applicable Self-Insured Retention amount reflected in the Declarations or made part of this policy by Endorsement applies as follows. (1) Per Occurrence Basis: If the Self-Insured Retention is on a “per occurrence” basis, the Self-Insured Retention amount applies “per occurrence” to all “damages”, “claim expense”, “defense costs” and any other SUPPLEMENTARY PAYMENTS – COVERAGES A AND B, paid in connection with any “bodily injury”, “property damage” or personal and advertising injury” as provided in the policy terms, regardless of how many claimants, “claims”, or parties may be involved in any “claim” or “suit”. Docusign Envelope ID: C32ED128-E8C0-4517-B42B-471D21968944