GOLDEN BAY DRYWALL, INC. (#2026264)

SSI GL 01 01 0123 Page 22 of 29 exhausted regardless of any other insurance clause or condition of such insurance. b. This insurance is excess over any other primary insurance available to you covering liability for damages arising out of the premises or operations or the “products-completed operations hazard” for which you have been added as an additional insured by attachment or endorsement. c. Pursuant to the Insuring Agreement, we have no duty to defend any insured other than the Named Insured. However, we will have no duty under Coverages A or B to defend the Named Insured against any “suit” if any other insurer has a duty to defend the Named Insured insured against that “suit”. This Policy affords a defense to an insured only when no other insurance for the insured provides a defense. If no other insurer defends, we will undertake the defense, subject to the provisions of this policy, but will be entitled to the insured's rights against all other implicated insurers. d. When this insurance is excess, we will have no duty to defend the insured against in connection with any “occurrence”, “claim”, or “suit”. 5. Premium Audit a. We will compute all premiums for this policy in accordance with our rules and rates. b. Premium shown in this policy as advance premium is a deposit premium only. At the close of each audit period we will compute the earned premium for that period and send notice to the first Named Insured. The due date for audit and retrospective premiums is the date shown as the due date on the bill. c. The first Named Insured must keep records of the information we need for premium computation, and send us copies at such time as we may request. d. If any “Named Insured” refuses to allow us access to its records sufficiently to conduct such audit, then we shall have the option to pursue either one of the following: (1) To initiate all available legal and/or equitable remedies available in a court of proper jurisdiction to enforce and accomplish the subject audit, which recovery shall include all reasonably incurred audit fees, attorneys' fees, and related costs incurred in connection therewith; or (2) To invoice the first “Named Insured” for any additional premium equal to the greater of fifty percent (50%) of the original minimum and deposit premium shown on the Declarations page of this policy or nine thousand dollars ($9,000) for each “Named Insured”, whichever is greater. e. Additional premiums invoiced under Subparagraph d(2) above, are due and payable on such invoicing to the first “Named Insured”. Interest at the maximum rate allowed by the first “Named Insured’s” state laws, or if no such laws then ten percent (10%) interest, shall accrue thirty calendar days after such invoicing on all amounts due from the first “Named Insured” under Subparagraph 5d. above. The first “Named Insured” shall pay upon demand, all additional premiums invoiced and due, as well as all reasonable attorneys’ fees, collection costs, and court costs required by us to enforce our rights and remedies under this Paragraph 5. If any additional premium is not paid promptly, the policy may be canceled at our discretion. If the total earned premium for the policy period is less than the advance premium, then the advance premium is the minimum premium and not subject to further adjustment. f. Any single waiver by us of auditing the subject policy, including but not limited to waiving the audit upon a return premium, shall not act as a continuing or permanent waiver, and we shall still have the right to audit at any time, for a three (3) year time period following the termination or expiration date of this policy. 6. Representations By accepting this policy, you agree: a. The statements in the application are your representations, that they shall be deemed material and that this policy is issued in reliance upon the truth of such representations and that this policy embodies all agreements existing between you and the Company, or any of its agents, relating to this insurance. b. The application made to us for insurance, including all statements and representations contained therein, is incorporated herein and made part of the policy. c. If, prior to the inception date, any insured has knowledge of any fact, circumstance or situation reasonably indicating the probability of a claim or action for which coverage may be afforded by this insurance, any “claim” or “suit” subsequently emanating there from shall be excluded from coverage under this policy. Docusign Envelope ID: C32ED128-E8C0-4517-B42B-471D21968944