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... reputation loss. DIRECTORS AND OFFICERS D&O coverage...ncial institution's employees and to provide them with the necessary tools to analyze, quantify, and manage those exposures.   ...

...30,000 shares). C. The Boards of Directors of Axis and Bates, respectively, de...e unanimous consent of the Board of Directors of each corporation as required ...

...esses goals, directions, attitudes, and structure. It does not discuss procedu...asy to assume that everything is known and under control-but what you don't kn...

...the composition of your board of directors and key officers. Include short resumes fo... that you'll be able to repay the loan and stay on a profitable footing, make sure your plans make sense and your expectations are in line with ...

... and intellectual property; quality control; loss prevention to real and personal property; transit exposures; foreign contract evaluation; internal and external crime audit; product liability; hiring and firing practices; safety committee review; employee and public safety; automobile and fleet safety; directors, officers and fiduciary responsibilities; product tampering; extortion; kidnap and ransom; credit risk, claims and self-insurance monitoring; claim funding alternatives; environmental hazards; effects of marketing cycles; and effects of new legislation. This list can be expanded to reflect the ... own concerns and to include newly identified risks. These topics could form the core of a typical risk management analysis. It should be evident that a supplier will be unable to deliver an integrated, comprehensive review, and that insurance consultants will be too narrowly focused. After considering identified exposures and agreeing on the best methods to address them, review existing and future insurance needs. The industry delivery system was created 100 years ago, and the selling of products has changed little since then. There's some justification for this lack of innovation ... suppliers; key customers; key facilities, equipment, and people; computer dependence; valuable papers, designs, and intellectual property; quality control; loss prevention to real and personal property; transit exposures; foreign contract evaluation; internal and external crime audit; product liability; hiring and firing practices; safety committee review; employee and public safety; automobile and fleet safety; directors, officers and fiduciary responsibilities; product tampering; extortion; kidnap and ransom; credit risk, claims and self-insurance monitoring; claim funding alternatives; environmental ...

... whether wholly or partially owned, nor is the Agency a party with any other entity or individual in any joint venture or other undertaking. k.The Agency does not own, and never has owned, any real property. The Agency has no agreement with any employee, director, agent or officer except oral agreements of employment that may be terminated at will. SCHEDULE 3(l ) contains a true and complete roster of the employees of the Agency setting forth the name of the employee, current rate of regular compensation, date and ... of last bonus or other special compensation, if any, commission rates, if any, and date of last raise or other change in compensation. No changes in compensation of any employee shall be made or promised prior to the Closing Date. No employee has given notice of intent to terminate his or her employment nor has or will the Agency terminate any of its employees except for cause and with notice to the Buyer. SCHEDULE 3(l ) contains a true and complete itemization of all existing employee fringe benefit plans and a ... ' knowledge, in accordance with generally accepted accounting principles, consistently applied throughout the periods covered thereby and present fairly the financial condition of the Agency as of the dates thereof. The aforesaid financial statements make adequate provision for or disclosure of all fixed, absolute and contingent liabilities, obligations and commitments of the Agency including, but not limited to, accrued taxes as of the dates thereof. No material adverse changes or events have occurred or will occur prior to the Closing hereunder affecting the condition of the Agency, financial or otherwise, ...

... state of your technology if it's your defining characteristic. Other matters. This section should include a brief description of items such as Errors & Omissions insurance, open litigation, and lease obligations, if appropriate. MANAGEMENT This section should describe the composition of your board of directors and key officers. Include short resumes for all key personnel. Briefly describe management and producer compensation, stock-option plans, bonus plans, and employee benefits. FINANCIAL PERFORMANCE This section should include the following: Detailed historical income statements. These can be internal statements or ... Reviews Member Content Member Content - Content Package Categories Popular Recent All Back Hints From Hales: What Is In A Business Plan?12/24/2013 12:00:00 AM by CompleteMarkets Editor This content has not been rated yet. Question: The loan officer asked me for a business plan. What should it include? Answer: The lender uses your business plan to assess your credit worthiness and decide whether to give you a loan. A poorly executed document makes the loan process very difficult, if not impossible. ... shareholders who are not employees, identify their relationship to the company. Summary financial information. Include historical information about net revenues; income before taxes; earnings before interest; taxes; depreciation and amortization (EBITDA); profit and EBITDA margins; total assets; total liabilities; and equity. Include at least three years of data, but preferably five years in a summary format. Firm-specific information. The executive summary should include a paragraph describing how your operation is unique. If you've achieved exceptional growth over the past few years, ...

...e comparable to the officers and directors of a corporation. The LLC agreement...ary E. Jacobson, JD can be reached at Vander Wel, Jacobson, Bishop & Magnusson...

... Specific coverage for wrongful employment conduct can actually be purchased in a number of ways. The most common are individual stand-alone policies covering your liability for specifically enumerated wrongful practices. EPLI coverage can also be obtained by the attachment of riders or endorsements to other policies such as Directors & Officers policies and others. The benefit of purchasing coverage under a unitary contract, however, is that the coverage provided is usually broader and the limit of liability is not eroded by the payment of unrelated coverage. Endorsements to other kinds of policies ... only provide limited protection and often lack a duty to defend. But criticism of the stand-alone policy approach is that the coverage can be expensive and it may be difficult to purchase policy limits greater than $10 million. Yet another approach is to purchase coverage for defense expenses only. This approach has the benefit of protecting against the often enormous cost of defense but keeps the price down by precluding coverage for judgments and settlements. Duty to Defend The promise by the insurer to defend the insured is arguably one of the most desirable features ... Technology Life/Financial Services Glossaries Management Resources & Links Categories Popular Recent All Back Epl: Building A Three-Legged Stool Of Protection 4/30/2013 10:35:25 PM by CompleteMarkets Editor , Gary Griffin This content has not been rated yet. EMPLOYMENT PRACTICES LIABILITY INSURANCE: BUILDING A THREE-LEGGED STOOL OF PROTECTION by Gary Griffin, ARM, and Rachel McKinney As the incidence of wrongful employment practice suits increases, savvy employers are taking proactive steps to control both the frequency and severity of claims. But even the most aggressive prevention ...

... of common stock with no par value, out of which 60,000 shares are outstanding; those are all held by Leon A. Bates (30,000 shares) and Benjamin W. Charles (30,000 shares) . C. The Boards of Directors of Axis and Bates, respectively, deem it advisable for Axis to merge with and into Bates. NOW, THEREFORE, in consideration of the mutual Bates and agreements contained herein, Axis and Bates hereby agree to the following Plan of Merger: 1. Names ... 3. Governing Law. The laws of the State of Washington shall govern this plan and the Surviving Corporation. 4. Name. The name of the Surviving Corporation shall be BATES INSURANCE, INC., subject to an anticipated name change later. 5. Registered Office. The street address of the registered office of the Surviving Corporation shall be 2121 - 12th Ave., Suite 11, Portland, OR 88020. 6. Accounting. The assets and liabilities of Axis and Bates (collectively, the "Constituent Corporations") ... of the effective date of the merger shall be taken up on the books of the Surviving Corporation at the amounts at which they are carried at that time on the respective books of the Constituent Corporations. 7. Bylaws. The Bylaws of Bates as of the effective date of the merger, shall continue to constitute the Bylaws of the Surviving Corporation until the same shall be altered or amended in accordance with the provisions thereof. 8. Directors. The Board of Directors of Bates as of the effective date of the merger shall be ...