In re UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE Chapter 11 Case No. 09ELECTROGLAS, INC., et al. Debtors move for an order authorizing The Debtors to continue all Insurance Policies and related agreements. The Debtors respectfully represent as follows: 1 The Debtors are Electroglas, INC. (eIN 77-0336101) and ELECTROGLAS International, Inc.
In re UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE Chapter 11 Case No. 09ELECTROGLAS, INC., et al. Debtors move for an order authorizing The Debtors to continue all Insurance Policies and related agreements. The Debtors respectfully represent as follows: 1 The Debtors are Electroglas, INC. (eIN 77-0336101) and ELECTROGLAS International, Inc.
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In re UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE Chapter 11 Case No. 09ELECTROGLAS, INC., et al. Debtors move for an order authorizing The Debtors to continue all Insurance Policies and related agreements. The Debtors respectfully represent as follows: 1 The Debtors are Electroglas, INC. (eIN 77-0336101) and ELECTROGLAS International, Inc.
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FOR THE DISTRICT OF DELAWARE Chapter 11 Case No. 09- ELECTROGLAS, INC., et al., 1 ) ) ) ) ) (Joint Administration Pending) Debtors. MOTION OF THE DEBTORS FOR AN ORDER AUTHORIZING THE DEBTORS TO (I) CONTINUE ALL INSURANCE POLICIES AND RELATED AGREEMENTS AND (II) HONOR RELATED OBLIGATIONS The above-captioned debtors and debtors-in-possession (the "Debtors") hereby respectfully move (the "Motion") for the entry of an order (the "Order") 2 pursuant to sections 105(a) and 363(b) ofTitle 11 ofthe United States Code (as awarded, the "Bankruptcy Code") to: (a) maintain and continue to make all postpetition payments (including postpetition fees and premiums) with respect to the Insurance Policies (as defined below) on an uninterrupted basis; (b) maintain and continue on an uninterrupted basis the Debtors' prepetition practices with respect to each policy or contract; (c) pay any prepetition premiums related to the Insurance Policies to the extent that the Debtors determine, in their sole discretion, that such payment is necessary to avoid cancellation, default, alteration, assignment, attachment, lapse or any form of impairment to the coverage, benefits or proceeds provided under the Insurance Policies; and (d) enter into new policies or bonds or assume existing policies or bonds in the ordinary course of business pursuant to sections 1 OS( a) and 363(b) of the Bankruptcy Code. In support of the Motion, the Debtors respectfully represent as follows: 1 The Debtors are Electroglas, Inc. (EIN 77-0336101) and Electroglas International, Inc. (EIN 77-0345011). 2 The proposed fonn of Order is attached to this Motion as Exhibit A. #!1123803 v2 In re UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE Chapter 11 ELECTROGLAS, INC., et al., 1 ) ) ) ) ) ) Case No. 09- (__) (Joint Administration Pending) Debtors. MOTION OF THE DEBTORS FOR AN ORDER AUTHORIZING THE DEBTORS TO (I) CONTINUE ALL INSURANCE POLICIES AND RELATED AGREEMENTS AND (II) HONOR RELATED OBLIGATIONS The above-captioned debtors and debtors-in-possession (the "Debtors") hereby respectfully move (the "Motion") for the entry of an order (the "Order") 2 pursuant to sections 105(a) and 363(b) of Title 11 ofthe United States Code (as awarded, the "Bankruptcy Code") to: (a) maintain and continue to make all postpetition payments (including postpetition fees and premiums) with respect to the Insurance Policies (as defined below) on an uninterrupted basis; (b) maintain and continue on an uninterrupted basis the Debtors' prepetition practices with respect to each policy or contract; (c) pay any prepetition premiums related to the Insurance Policies to the extent that the Debtors determine, in their sole discretion, that such payment is necessary to avoid cancellation, default, alteration, assignment, attachment, lapse or any form of impairment to the coverage, benefits or proceeds provided under the Insurance Policies; and (d) enter into new policies or bonds or assume existing policies or bonds in the ordinary course of business pursuant to sections 105(a) and 363(b) of the Bankruptcy Code. In support ofthe Motion, the Debtors respectfully represent as follows: 1 The Debtors are Electroglas, Inc. (EIN 77-0336101) and Electroglas International, Inc. (EIN 77-0345011). 2 The proposed fonn of Order is attached to this Motion as Exhibit A. #11123803 v2 Jurisdiction, Venue & Statutory Predicate 1. The Bankruptcy Court has jurisdiction over this matter pursuant to 28 U.S.C. 1334(b). Venue is proper pursuant to 28 U.S.C. 1408 and 1409. This matter is a core proceeding within the meaning of28 U.S.C. 157(b)(2). 2. The statutory predicates for the relief requested in this Motion are sections 1 05(a) and 363(b) ofthe Bankruptcy Code. Background 3. On the date hereof, the Debtors each filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code. The Debtors continue to operate their businesses and manage their properties as debtors-in-possession pursuant to sections 11 07(a) and 1108 of the Bankruptcy Code. 4. No creditors' committee has yet been appointed in these cases. No trustee or examiner has been appointed. 5. The Debtors supply semiconductor manufacturing test equipment and software to the global semiconductor industry, and have been in the semiconductor equipment business for more than 40 years. The Debtors' installed customer base is one of the largest in the industry, as the Debtors have sold to date more than 16,500 units of one of their core products, the "wafer prober" (and its related operating system). The Debtors' other major source of revenue comes from their business of designing, manufacturing, selling and supporting motion control systems for advanced technologies. 6. A full description of the Debtors' business operations, corporate structures, capital structures, and reasons for commencing these cases is set forth in full detail in the Affidavit of Thomas Brunton in Support of Chapter 11 Petitions and First Day Relief, which was filed #lll23803 v2 2 contemporaneously herewith and which is respectfully incorporated in this Motion by reference. Additional facts in support of the specific relief sought in this Motion are set forth below. Relief Requested 7. Pursuant to sections 105(a) and 363(b) ofthe Bankruptcy Code, the Debtors request authority to: (a) maintain and continue to make all postpetition payments (including postpetition fees and premiums) with respect to the Insurance Policies on an uninterrupted basis; (b) maintain and continue on an uninterrupted basis the Debtors' prepetition practices with respect to each policy or contract; (c) pay any prepetition premiums related to the Insurance Policies to the extent that the Debtors determine, in their discretion, that such payment is necessary to avoid cancellation, default, alteration, assignment, attachment, lapse or any form of impairment to the coverage, benefits or proceeds provided under the Insurance Policies; and (d) enter into new policies or bonds or assume existing policies or bonds in the ordinary course of business. 8. In connection with the operation of their businesses, the Debtors maintain insurance policies (collectively, the "Insurance Policies") through several different insurance carriers (collectively, the "Insurance Carriers"), which provide coverage for, among other things, global property, global general liability umbrella, marine cargo, workers compensation, directors' and officers' liability, crime and fiduciary liability, employers' liability, automobile liability, electronic data processing, public liability, dental and medical, life or accident and health. A detailed list of the Debtors' Insurance Policies is attached to this Motion as Exhibit B, #11123803 v2 3 and it includes the Insurance Carriers, the annual premiums and the expiration dates for each Insurance Policy. 3 9. The Insurance Policies are critical to the preservation of the Debtors' properties and assets because, if the Insurance Policies are allowed to lapse without renewal, the Debtors could be exposed to substantial liability, which could materially affect the Debtors' ability to complete the sale of all or substantially all assets, reorganize, or liquidate. In many cases, the insurance coverage is required by regulation, law or contracts that govern the Debtors' business conduct. Since the Insurance Policies are essential to the Debtors' businesses, it is in the best interests of the Debtors' estates to permit the Debtors, in their sole discretion, to honor their obligations under the current insurance contracts. A. Authority to Pay Insurance Policy Premiums 10. The Debtors seek authorization to pay any prepetition premiums related to the Insurance Policies to the extent that the Debtors determine, in their sole discretion, that such payment is necessary to avoid cancellation, default, alteration, assignment, attachment, lapse or any form of impairment to the coverage, benefits or proceeds provided under the Insurance Policies. 4 The Debtors are not currently in default on any premium obligations at this time and seek this authority out of an abundance of caution, in recognition of the critical necessity of keeping their insurance policies current, and out of concern that, should the Debtors have to 3 The Debtors have made a good-faith effort to identity all of the Debtors' Insurance Policies on Exhibit B. To the extent that the Debtors identity additional Insurance Policies not listed on the Debtors seek the authority to continue such Insurance Policies uninterrupted and pay, in the Debtors' discretion, the related insurance obligations. Upon identifYing Insurance Policies not listed on Exhibit B, the Debtors will promptly file an amendment to Exhibit Band serve a copy of this Motion and any order approving this Motion on the appropriate Insurance Carrier. The Debtors request that the order approving this Motion be binding on all Insurance Carriers and Insurance Policies. 4 The Debtors do not believe that any insurance premiums that became due pre-petition remain unpaid. To the extent Debtors discover any premium obligations that would constitute a pre-petition claim(s), however, Debtors request authority to pay same in the ordinary course of business. #11123803 v2 4 make this type of payment in the future, the passage of time while the Debtors seek and obtain the Bankruptcy Court's authority for such a payment may have irreversible adverse consequences for the Debtors' coverage under the Insurance Policies. For instance, a catastrophic loss during an avoidable lapse in insurance coverage could deplete already limited estate resources and potentially threaten any proposed sale of assets or prospects for reorganization, or, in any event, reduce recovery to creditors. 11. Paying the premiums due under the Insurance Policies in the ordinary course of business will ensure that: (a) the coverage under the Insurance Policies is not interrupted; and (b) the Debtors are not forced to procure hastily-arranged replacement insurance coverage on less favorable terms and conditions. Any interruption in insurance coverage would expose the Debtors to serious risks, including: (v) the possible incurrence of direct liability for the payment of claims that otherwise would have been payable by the insurance carrier under the Insurance Policies; (w) the possible incurrence of material costs and other losses that otherwise would have been reimbursed by the Insurance Carrier under the Insurance Policies; (x) the possible loss of good-standing certification to conduct business in states that require the Debtors to maintain certain types and levels of insurance coverage; (y) the possible inability to obtain similar types and levels of insurance coverage; and (z) the possible incurrence of higher costs for re- establishing lapsed policies or obtaining new insurance coverage. B. Authority to Pay Workers' Compensation Deductibles 12. The Debtors are required to maintain workers' compensation liability insurance under the laws of the states where the Debtors operate. The Debtors have purchased workers' compensation policies (the "Workers' Compensation Policies"), which are issued by St. Paul #11123803 v2 5 Fire and Marine and carry estimated annual premiums of approximately $19,873.00. The term of the Workers' Compensation Policies is one-year and expires on June 1, 2010. C. Authority to Enter into Additional Insurance Policies 13. Finally, the Debtors seek authority to renew their Insurance Policies or enter into new Insurance Policies on competitive terms without further Bankruptcy Court approval. These policies renew at different times throughout the year and the premiums and other amounts due under them are paid on varying dates as well. This is because the Debtors did not procure the coverage all at once, and because they pay some of the premiums annually and others monthly. Unless the Bankruptcy Court grants the authority requested in this Motion, the Debtors may not be able to renew the Insurance Policies on time and could be forced to pay higher rates or unnecessarily expend limited estate resources to acquire a new provider. Furthermore, the Insurance Policies have different renewal rates, which means that without having the relief requested in this Motion, the Debtors would be forced to appear in the Bankruptcy Court continuously to renew their Insurance Policies-a procedure that would impose an extraordinary and unnecessary burden on the Debtors' estates and upon restructuring or sale efforts. 14. The Debtors need to continue their Insurance Policies throughout the duration of these chapter 11 cases, because the discontinuation of the Insurance Policies could frustrate the ability of the Debtors to complete a sale of all or substantially all assets, reorganize, or liquidate. The negotiation and renewal of, and the payment of premiums under, these Insurance Policies falls squarely within the ordinary course of the Debtors' businesses and, but for the constraints of section 363 of the Bankruptcy Code, the Debtors would not need the Bankruptcy Court's prior approval to enter into insurance policies. To reduce the administrative burden of these chapter 11 cases, as well as the expense of operating as debtors in possession, the Debtors seek the lilll23803v2 6 Bankruptcy Court's authority to renew their Insurance Policies or enter into new Insurance Policies in their sole discretion. Basis for Relief 15. Section 363(b)(1) ofthe Bankruptcy Code provides that "[t]he trustee, after notice and a hearing, may use, sell, or lease, other than in the ordinary course of business, property of the estate .... " 11 U.S.C. 363(b)(l). Section 105(a) of the Bankruptcy Code provides: The court may issue any order, process, or judgment that is necessary or appropriate to carry out the provisions of this title. No provision of this title providing for the raising of an issue by a party in interest shall be construed to preclude the court from, sua sponte, taking any action or making any determination necessary or appropriate to enforce or implement court orders or rules, or to prevent an abuse of process. 11 U.S.C. 105(a). 16. Section 105(a) ofthe Bankruptcy Code gives bankruptcy courts broad authority and discretion to enforce the provisions of the Bankruptcy Code either under specific statutory authority or under equitable common law principles. In re Ionosphere Clubs, Inc., 98 B.R. 174, 175 (Bankr. S.D.N.Y. 1989) ("The ability of a Bankruptcy Court to authorize the payment of pre-petition debt when such payment is needed to facilitate the rehabilitation of the debtor is not a novel concept."). This equitable common law principle "was first articulated by the United States Supreme Court in Miltenberger v. Logansport, 106 U.S. 286 (1882) and is commonly referred to as either the 'doctrine of necessity' or the 'necessity of payment' rule." In re Ionosphere Clubs. Inc., 98 B.R. at 175-76; see also In re Just For Feel, Inc., 242 B.R. 821, 825-26 (D. Del. 1999) (recognizing a court's power to authorize the payment ofprepetition claims when such payment is "necessary for the Debtor's survival during Chapter 11 "). 17. A bankruptcy court may exercise its equitable power to authorize a debtor to pay critical prepetition claims, even though that type of payment is not explicitly authorized under 1111123803 v2 7 the Bankruptcy Code, under the doctrine of necessity. See In re The Columbia Gas Sys., Inc., 136 B.R. 930, 939 (Bankr. D. Del. 1992) (recognizing that where payment of a claim is essential to the continued operation of the debtor, payment of such claim may be authorized). 18. Here, maintaining continued and uninterrupted insurance coverage under the favorable terms and conditions provided by the Insurance Policies is in the best interests of the Debtors, their estate and their creditors because, as described above, the failure to do so could impact the Debtors' ability to complete a sale of all or substantially all assets, liquidate, or reorganize. 5 As such, maintaining the coverage requests a sound exercise of the Debtors' business judgment. Accordingly, the Debtors seek authority to: (a) maintain and continue to make all postpetition payments (including postpetition fees and premiums) with respect to the Insurance Policies on an uninterrupted basis; (b) to maintain and continue on an uninterrupted basis the Debtors' prepetition practices with respect to each policy or contract; (c) pay any prepetition premiums and deductibles related to the Insurance Policies to the extent that the Debtors determine, in their discretion, that such payment is necessary to avoid cancellation, default, alteration, assignment, attachment, lapse or any form of impairment to the coverage, benefits or proceeds provided under the Insurance Policies; and (d) enter into agreements for additional insurance policies, bonds or premium financing. 19. The Bankruptcy Court has granted similar relief in other chapter 11 cases. See e.g., In re Norte! Networks Inc., Case No. 09-10138 (Bankr. D. Del. Jan. 15, 2009); In re PPI The Debtors do not concede that any Insurance Policy is an executory contract under the Bankruptcy Code. However, to the extent that any Insurance Policy or any other agreement, policy or contract described in this Motion is deemed an executory contract within the meaning of section 365 of the Bankruptcy Code, the Debtors are not, at this time, seeking authority to assume such agreement. Bankruptcy Court authorization of payments will not be deemed to constitute postpetition assumption or adoption of an Insurance Policy or any other agreement subject to this Motion as an executory contract pursuant to section 365 of the Bankruptcy Code. #11123803 v2 8 Holdings, Inc., Case No. 08-13289 (Bankr. D. Del., Dec. 15, 2008); In re Broadstripe, LLC, Case No. 09-10006 (Bankr. D. Del. Jan. 6, 2009). 20. Pursuant to Bankruptcy Rule 6003(b), " ... a motion to pay all or part of a claim that arose before the filing of the petition" shall not be granted by the Court within 20 days of the Petition Date "( e ]xcept to the extent that relief is necessary to avoid immediate and irreparable harm ... ". FED. R. BANKR. P. 6003(b). For the reasons described herein and in the Brunton Affidavit, the Debtors submit that the requirements of Bankruptcy Rule 6003 have been met and that the relief requested in this Motion is necessary to avoid immediate and irreparable harm to the Debtors and their estates. Notice 21. Notice ofthis Motion has been provided to: (a) the Office of the United States Trustee for the District of Delaware; (b) the creditors holding the 20 largest unsecured claims against the Debtors, as identified in the Debtors' respective chapter 11 petitions; (c) Lovells, 590 Madison Avenue, New York, NY 10022 (Attn: Christopher R. Donoho III, Esq.), counsel to bondholder group for the 6.25% Convertible Senior Subordinated Secured Notes due 2027; and (d) the Internal Revenue Service. As this Motion is seeking first day relief, notice of this Motion and any related Order will be served as required by Local Rule 9013-1 (m). In light of the relief requested in this Motion, no other or further notice need be provided. 22. This Motion does not contain any novel issues of law requiring briefing. Therefore, pursuant to Rule 7 .1.2 of the Local Rules of Civil Practice of the United States District Court for the District of Delaware, as amended from time to time (the "Local District Court Rules"), as incorporated by reference into Local Rule 1 001-1 (b), the Debtors respectfully #11123803 v2 9 request that the Bankruptcy Court set aside the briefing schedule set forth in Rule 7 .1.2( a) of the Local District Court Rules. No Prior Request 23. No prior motion for the relief requested in this Motion has been made to this or any other court. #11123803 v2 10 WHEREFORE, the Debtors respectfully request that the Bankruptcy Court enter an order, substantially in the form attached to this Motion as Exhibit A, granting the relief requested in this Motion and such other further relief the Bankruptcy Court deems just and proper. Dated: July 9, 2009 Wilmington, Delaware !;11123803 \2 11 Respectfully submitted, Proposed Attorneys for the Debtors EXHIBIT A #11123803 v2 In re UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE Chapter 11 Case No. 09- (__J ELECTROGLAS, INC., et al., 1 ) ) ) ) ) (Joint Administration Pending) Debtors. ORDER AUTHORIZING THE DEBTORS TO (I) CONTINUE ALL INSURANCE POLICIES AND RELATED AGREEMENTS AND (II) HONOR RELATED OBLIGATIONS THIS MATTER having come before the Bankruptcy Court upon the Debtors' motion (the "Motion") 2 for an order authorizing the Debtors to: (a) continue all insurance policies and related agreements; and (b) honor related obligations, and the Bankruptcy Court having found that: (a) it has jurisdiction over the matters raised in the Motion pursuant to 28 U.S.C. 157 and 1334(b); (b) this is a core proceeding pursuant to 28 U.S.C. 157(b)(2); (c) venue is lying pro peri y with the Bankruptcy Court; (d) the relief requested in the Motion is in the best interests of the Debtors, their estates and their creditors; (e) proper and adequate notice of the Motion and the hearing has been given and that no other or further notice is necessary; and (f) upon the record and after due deliberation, good and sufficient cause exists for the granting of the relief as set forth in this Order; it is hereby ORDERED, that the Motion is granted in its entirety; and it is further ORDERED, that the Debtors are authorized, but not directed, to maintain and continue to make all postpetition payments (including postpetition fees and premiums) with respect to the Insurance Policies on an uninterrupted basis; and it is further ORDERED, that the Debtors are authorized, but not directed, to maintain and continue on 1 The Debtors are Electroglas, Inc. (EIN 77-0336101) and Electroglas International, Inc. (EIN 77-0345011). 2 Capitalized terms used but not otherwise defined in this Order shall have the meanings ascribed to them in the Motion. #11123803 v2 an uninterrupted basis the Debtors' prepetition practices with respect to each policy or contract; and it is further ORDERED, that the Debtors are authorized, but not directed, to pay any prepetition premiums and deductibles related to the Insurance Policies to the extent that the Debtors determine, in their discretion, that such payment is necessary to avoid cancellation, default, alteration, assignment, attachment, lapse or any form of impairment to the coverage, benefits or proceeds provided under the Insurance Policies, or to avoid any other loss to the estates; and it is further ORDERED, that the Debtors are authorized, but not directed, to enter into new policies or bonds or assume existing policies or bonds in the ordinary course of business; and it is further ORDERED, that, to the extent that the Insurance Policies, or any related contract or agreement, are deemed executory contracts, the relief granted by this Order shall not be deemed an assumption of any contract pursuant to section 365 of the Bankruptcy Code, and all of the Debtors' rights pursuant to section 365 of the Bankruptcy Code are expressly reserved; and it is further ORDERED, that the Debtors, their officers, employees and agents are authorized to take or refrain from taking such acts as are necessary and appropriate to implement and effectuate the relief granted in this Order without further order of the Bankruptcy Court; and it is further ORDERED, that the requirements of Bankruptcy Rule 6003 have been satisfied; and it is further ORDERED, that the Bankruptcy Court shall retain jurisdiction over any matters arising from or related to the implementation or interpretation of this Order. Dated: July_, 2009 Wilmington, Delaware iilll23803 v2 UNITED STATES BANKRUPTCY JUDGE 2 EXHIBITB ny-870958 Schedule 1.2( d)(ii) Specified Policies
Insurance Carrier Premium Exoiration Limit $491.30 C, Employee Medical \ Anthem Blue \ OK) spouse $1,028.60 8/1/2008 7/31/2009 $5 million per insured PPO-CA Cross Employee+ covered expenses) *limit 1132JS (MA) child(ren) $926.32 8/112008 7/3!12009 per type of procedure ll32JQ (Other) I Employee family $1,472.79 I 8/l/2008 I 7/3112009 Employee only $479.43 8/1/2008 7/31/2009 Employee 2121 N. Medical Anthem Blue 1132JA spouse $1,003.75 811/2008 7/31/2009 California $5 million per insured (if PPO- Out of Shield Employee Blvd, 7th covered expenses) *limit CA child(ren) $903.99 8/112008 7/31/2009 Floor, Walnut per type of procedure Employee Creek, CA $1,437.20 8/l/2008 7/31/2009 94596 $391.61 8/l/2008 7/3112009 Employee+ Medical I Anthem Blue I I spouse $82!.93 811/2008 7/31/2009 unlimited (if covered HMO-CA Cross 59Pl2A Employee+ expenses) *limit per type child(ren) $741.32 8/l/2008 7/31/2009 of procedure Employee $1,174.51 8/1/2008 7/31/2009 Employee only $410.59 8/1/2008 7/31/2009 Employee+ 1900 s. spouse $815.02 8/112008 7/31/2009 Norfolk unlimited (if covered Medical I Kaiser I I Street, Suite expenses) *limit per type HMO 5475-0001 Employee 1 "1 1/ $680.76 8/l/2008 7/31/2009 290, San of procedure Mateo, CA Employee+ I 94403 ,240.39 8/112008 7/31/2009 #11123803 v2 2 Insurance Contracts Dental Vision Basic Life/AD&D Voluntary Life/AD&D Global Medical Policy # lll23803 v2 Insurance Carrief CIGNA Vision Service Plan SunLife ACE USA 3329699 12051846 007-5107-00 007-5107-0 l GLM N00064877 '- Coverage level Employee only Employee spouse Employee child(ren) Employee+ family Employee only Employee+ spouse Employee child(ren) Employee family Premium $39.17 $74.90 $129.99 $129.99 '* $7.05 $12.08 $12.34 $19.89 *Based on Salary Employee Paid $2,703 3 Address Insurance Limit 811/2008 7/31/2009 One Front 8/l/2008 7/31/2009 Street, 7th annual'maximum' Floor, San 8/1/2008 7/31/2009 Francisco, CA benefit per person 94111 8/l/2008 7/31/2009 8/1/2008 7/31/2009 3333 Quality 811/2008 7/31/2009 Drive, Rancho based on usage 8/l/2008 7/31/2009 Cordova, CA frequency allowance 95670 8/112008 7/3112009 2121 N. 8/l/2008 7/31/2009 Califomia Blvd, Suite benefit coverage is the 840, Walnut limit Creek, CA 811/2008 7/3112009 94596 All full time non-United States salaried employees who are in Active service. 436 Walnut Medical expense coverage Street, up to $50,000 per person, 8/1/2009 7/31/2010 WA09D, per occurence. Deductible Philadelphia, is $250 per person, per PA 19106 occurence. Accidental death & coverage included, at $300,000 Insurance \./; _!
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. . 2 > 7 contracts Carrier ... ' Polley Number Effective Expiration _ .. All U.S. salaried employees traveling on behalf of the employer, 436 Walnut who are in Active World Class service. Travel Street, Accidental Death & Protection ACE USA ADD N01062712 $2,500 8/l/2009 7/31/2010 WA09D, Dismemberment Policy Philadelphia, coverage is 5 timex PA 19106 annaul salary or $500,000, whichever is Less. Aggregate limit is $2,500,000 per Accident. Global I 00 California Property St STE 300 St Paul Fire & San Policy Marine TT094004277 $46,948.00 6/1/2009 5/3l/201- Francisco, CA $7,500,000 (Master Policy) 94111 $1,000,000 Each I Occurrence $I ,000,000 Personal & Advertising Limit $1,000,000 Premises Damage Limit $2,000,000 General I 00 California Aggregate Global Included in St STE 300 $2,000,000 General St Paul Fire & TT094004277 Global 6/!/2009 5/3112010 San Products/Comp Ops Liability+ Marine Property Francisco, CA Aggregate Umbrella Policy 94111 $5,000,000 Tech Errors & Omissions Limit $3,000,000 Employee Benefits Liability Aggregate $1,000,000 Hired & Non-owned autos Limit $10,000,000 Umbrella Limit #Ill 23803 v2 4 Insunuu::e <::on tracts International Package (Master Policy) Marine Cargo Domestic & International Workers Compensatio n (USA) Directors & Officers Primary $5M Coverage Directors & Officers $5M Side A DIC #11123803 v2 Travelers Continental Insurance Travelers Navigators Insurance XL Specialty Insurance Co. TT09404279 OC7lll96 WC277Ml54 UB NY08DOL602033 IV ELU1730708 Coverage level Premiunr Effective $13,723 6/1/2009 $2,500.00 6/1/2009 $19,159.00 6/1/2009 $47,700.00 9/30/2008 $40,500.00 9/30/2008 5 5/3112010 5/31/2010 5/31/2010 9/30/2009 9/30/2009 100 California St STE 300 San Francisco, CA 94111 406 Howard St. #600 San Francisco, CA 94105 100 California St STE 300 San Francisco, CA 94111 One Penn Plaza, 55th FL New York, NY 10! 19 70 Seaview Avenue Stamford, CT 06902 $1 ,000,000 Each Occurrence $! ,000,000 Personal & Advertising Limit ,000,000 Premises Damage Limit $2,000,000 General Aggregate $2,000,000 Products/Camp Ops Aggregate $1 ,000,000 Any one loss By Accident $1,000,000 Each Accident By Disease $1,000,000 Each Employee By Disease $1,000,000 Aggregate $5,000,000 Aggregate $5,000,000 Aggregate "'>' 'i:tc;:/ ,. Insurance , .\ < r.
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r; Carrier PolicyN r ' ili'P' Exuiration h.J:r..,nran<>.r;> Linlit 1 :t;OlttractS';' Directors & 4600 Touchton Rd Officers Carolina East, Bldg $5M excess Casualty 1848607 $32,400.00 9/30/2008 9/30/2009 $5,000,000 Aggregate of$5M Side Insurance Co. 100, Ste 400 ADIC Jacksonville, FL 32246 15 Mountain Crime & Chubb 81736791 $21,349.00 11/1/2008 9/30/2009 ViewRd $3,000,000 Each Claim Fiduciary Insurance Warren, New $3,000,000 Aggregate Jersey 07059 I UK Head I Office UK Zurich 054/9LON/60 120 Zurich House, Employers Insurance 834/0 1,050 7/1/2008 6/30/2009 Stanhope Rd 10,000,000 Liability Portsmouth, Hampshire POl lDU UK 2-8 Colmore Personal Royal Sun & 89-RKJ900495 717.19 7/1/2008 6/30/2009 Row Comprehensive Alliance Birmingham Auto Policy B32BT Master Policy: 100 California France St Paul St STE 300 GL&Emp. Travelers TBD $2,750.00 6/1/2008 5/3112010 San Included above Liab. Local Policy: Francisco, CA COVEA 94111 RISKS France Motor SWISSLIFE nll099532 999.99 l/1/2009 12/3112009 Contingent Liability #11!23803 v2 6 Insurance >I' -'";/ . .JJ;,
I
Limit
Contracts 1 ) . Policy Premium
. . > Address /y ' :'.! cllUVIl France Motor Fleet SWISSLIFE nll09953l 3,659.99 1/l/2009 12/31/2009 Master Policy: St Paul I 00 California Taiwan Travelers No. 1400- St STE 300 GL I Public Local Policy: 972220038 $2,500.00 6/1/2009 5/3112010 San Included above Liability South China Francisco, CA Insurance Co. 94111 Ltd Master Policy: 2 Rincon AIG Center Taiwan Local Policy: 0952- 121 Spear St Property AIG General 0661001335- $1,500.00 6/l/2009 5/31/2010 5th Floor Included above Policy Insurance 000000 San (Taiwan) Co., Francisco, CA Ltd. 94105 100 Directors & Constitution Officers XL Specialty TBD Primary/Run $185.000.00 9/30/2009 9/30/2015 Plaza;l7 1 h $15,000,000 Liability Insurance Co. off Floor; Hartford CT 06103 100 Directors & Constitution Officers XL Specialty TBD Primary/Go- $34,000.00 9/30/2009 9/30/2015 Plaza;l7 1 h $3,000,000 Liability Insurance Co. Forward Floor; Hartford CT 06103 ' #11123803 v2 7
Motion of The Debtors For Interim and Final Orders: (I) Prohibiting Utilities From Interrupting Service and (Ii) Determining That The Debtors Provided Adequate Assurance of Payment
Capitalized Terms Used But Not Defined Herein Shall Have The Respective Meanings Ascribed To Them in The Motion. The Last Four Digits of The Debtor's Federal Tax Identification Number Are 3507
Joint Liquidating Second Amended Plan of Fastship, Inc. and Its Subsidiaries Pursuant To Chapter 11 of The United States Bankruptcy Code (The "Plan") Filed On June 27, 2012, Pursuant