OEM "Finished Goods" Procurement

SECTION 6: INSURANCE

6.1 Seller shall obtain and continually maintain, at its expense, commercial liability insurance coverage which shall at a minimum include: (i) coverage insuring against liability for any injury, damage or loss arising out of an alleged defect or deficiency of Seller’s goods or services, including coverage for Contractual Liability, Product Liability, and Product Completed Operations Liability, which shall not exclude or restrict coverage for products sold or used, or claims made, within the United States of America or Canada, regardless of the theory of liability or causation alleged in the underlying lawsuit or claim; (ii) "occurrence" based coverage in an amount equal to the full amount maintained by Seller in the normal course of Seller’s business (including excess and umbrella liability coverage), but in no event shall such combined coverage be in an amount less than US$5,000,000 (five million) per occurrence; (iii) naming Whirlpool and its subsidiaries as Additional Insureds; and (iv) be primary to and not in excess of or contributory with other insurance available to Whirlpool. This coverage shall be written with insurance company(s) rated A. M. Best A- or better and be continuously maintained for a period of 5 (five) years after the termination of this Agreement. Any self-insurance or deductible shall accrue to the account of the Seller. Seller shall provide Whirlpool with an acceptable certificate of insurance and endorsement(s) evidencing this coverage or policy upon execution of this Agreement and at the beginning of every calendar year during the term of this Agreement. The insurance policy shall provide written notice to Whirlpool thirty (30) days before any material modification or cancellation. Seller shall provide certified copies of such insurance policies to Whirlpool upon request