EXHIBIT (99-6)
Directors and Officers (Fifth) Liability Binder of Insurance
[ARCH INSURANCE (BERMUDA) LOGO]
ARCH INSURANCE (BERMUDA)
(A Division of Arch Reinsurance Ltd.)
VICTORIA HALL, 4TH FLOOR
11 VICTORIA STREET
P.O. BOX HM 129
HAMILTON HM AX
TELEPHONE: (441) 278-9295
TO: FROM:
Paul Scope Matt Smith
DIRECT PHONE NUMBER: DIRECT PHONE NUMBER:
294-7963 278-9268
COMPANY: DATE:
Park (Bermuda) Limited June 30, 2003
FAX NUMBER: TOTAL NO. OF PAGES INCLUDING COVER:
295-4622 2
SUBJECT:
Procter & Gamble Company - BINDER
Arch Insurance (Bermuda) is pleased to bind as follows:
Insured: Procter & Gamble Company
Policy Form Arch Reinsurance Follow Form
Coverage: Excess D&O
Policy Period: June 30, 2003 to June 30, 2004
Policy Limits: $25,000,000 per claim and in the aggregate
Policy Attachment: $100,000,000 per claim and in the aggregate
Annual Premium: $875,000
Commission 12%
Policy Number: B4-DOX-01824-01
Underlying Program: INSURER LAYER
------- -----
CODA $25M
XL $25M x/s $25M
ACE $25M x/s $50M
AWAC $25M x/s 75M
To the extent that the underlying policies have the following features, Arch
will not follow:
1. Sublimits in the underlying policies although we will recognize erosion;
2. State amendatories;
3. Service of Suit conditions;
4. Panel Counsel Endorsements.
Special Conditions:
1. Followed policy is XL.
2. Pending and Prior Litigation Exclusion dated AS PER EXPIRING CAIL
LAYER (please provide details).
3. Arch will provide cover no wider than the narrowest underlying policy.
4. Discovery: As per followed policy.
5. New York Law and London Arbitration.
Subjectivities:
This binder is subject to the receipt, review and acceptance of the following by
the dates specified or coverage is cancelled ab initio:
1. Copies of underlying quotations (other than those already received)
and binders, within 5 days of binding.
2. Any documents or information requested by, or provided to, any
underlying carriers, within 5 days of binding.
3. Receipt by Arch Insurance (Bermuda) of the net premium will be
required within 5 days of binding.
The premium does not include any amount for I.P.T. or for any other taxes or
similar charges. These are in addition to the premiums and are the
responsibility of the Insured to pay.
Yours sincerely,
/s/ MATT SMITH
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Matt Smith