EXHIBIT (99-8)
Directors and Officers (Seventh) Liability Binder of Insurance
[AXIS SPECIALTY LIMITED LOGO]
Axis Specialty Limited
106 Pitts Bay Road
Pembroke, HM 08 Bermuda
(441) 206-2600
21-Jul-03
Jerry Rivers
H&H Park
44 Church Street
Hamilton, Bermuda HMHX
Re: Procter & Gamble
Excess Binder
Dear Jerry:
Thank you for thinking of Axis Financial Insurance Solutions. We are pleased to
offer the following Conditional Binder for the above captioned account as per
the quotation dated 16-Jul-03:
Insurer: Axis Specialty Limited Bermuda
Parent Company and Address: Procter & Gamble
1 Procter & Gamble Plaza
Cincinnati, Ohio
Binder Number: PARK000012
Policy Number: 122250103QA-QDO3US112225
Policy Form: Excess Form Number AXIS BM03
Line of Business: Directors Officers Liability
Policy Period:
From 12:01 AM (Local time at the address stated in Item 1) on 30-Jun-03
To 12:01 AM (Local time at the address stated in Item 1) on 30-Jun-04
Limits / Premium:
----------------
Limit of Liability*: Policy Period Premium: Total Policy
Period Premium
$25,000,000 $692,500 $692,500
*Equals Maximum aggregate Limit of Liability for all Claims
Underlying Insurance:
1. Primary Insurance:
Insurer Policy Number Limits Policy Period
--------- ------------- --------- -------------
CODA TBD $25,000,000 12 months
2. Other Underlying Policies:
Insurer Policy Number Limits Policy Period
--------- ------------- ------ -------------
XL TBD $25,000,000 12 months
ACE TBD $25,000,000 12 months
AWAC TBD $25,000,000 12 months
ARCH TBD $25,000,000 12 months
STARR TBD $25,000,000 12 months
Pending & Prior Claim Date: N/A
Endorsements:
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Commission 12%
Receipt, review and acceptance in writing by Axis Specialty Limited underwriters
of the following additional information must occur no later than: N/A
If any of the above requested items are not received, and accepted by Axis
Specialty Limited underwriters, and acknowledge as such in writing, by the above
specified date then this Conditional Binder and any policy issued pursuant
thereto will be automatically deemed null and void ab initio (as if it had never
existed) and have no effect. The payment of premium or the issuance of any
policy shall not service to waive the above requirements.
Further, a condition precedent to coverage afforded by this Conditional Binder
is that no material change in risk occurs and no submission is made to the
Insurer of a claim or circumstances that might give rise to a claim between the
date of this Conditional Binder and the inception of the proposed Policy Period.
Compliance with applicable laws including filings and payment of taxes and fees
is the responsibility of the insured, the insurance agent or insurance broker.
Premiums must be remitted thirty (30) days after the last day of the month in
which coverage became effective.
This Conditional Binder is valid thru ninety (90) days from the date of this
document.
Please consider this your invoice for accounting purposes. Remit payment to:
Wire Transfer Information:
-------------------------
"SWIFT MT 100. Customer Transfer Advice"
This is an INTERNATIONAL wire transfer
Correspondent Bank: Citibank N.A.
111 Wall Street
New York, NY
FED ABA 021000089
CHIPS ABA: 0008
S.W.I.F.T. Code: CITIUS33
(All three codes identify Citibank N.Y. The choice of code is dependent on the
payment system used by the remitting bank)
Beneficiary Bank: The Bank of Bermuda Limited
Hamilton Bermuda
CHIPS UID: 005584
S.W.I.F.T. Code BBDA BMHM
(Both codes above identify The Bank of Bermuda, Hamilton. Again, the choice of
code is dependent on the payment system used).
Beneficiary A/C Number: 807381
Beneficiary A/C Name: AXIS Specialty Limited - Premium A/C
AXIS Payment Terms - As a reminder, premium payment to AXIS Specialty Limited
are due 30 days after the last day of the month in which coverage becomes
effective. For example, if a policy has an effective date of May 4, the premiums
would be due by June 30. A policy with an effective date of June 25 would have a
premium due date of July 30.
Thank you for all of your hard work and support. It is greatly appreciated.
Best Regards,
/s/ RICHARD BULLEN
Richard Bullen
Underwriter
AXIS Specialty Limited 21/07/03