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Analyze
Analyze whether a claim is covered
Walks the actual policy in the order a court will (insuring agreement, definitions, exclusions, exceptions, conditions) and ends with a stated answer plus the exact fact that would change it.
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*(After you answer the five questions, say, claims-made-and-reported, 7/1/2025–7/1/2026 period, retro date 7/1/2019, the 11/14/2025 complaint is what triggered notice but the insured first learned of the problem from an email its CTO received 4/2/2025, no excess layer or other tower, and the carrier has taken no written position yet. Policyholder side, Illinois law.)*
Answer. Covered subject to one disputed fact: whether the CTO's receipt of the April 2, 2025 email constituted knowledge of a "Wrongful Act" that could reasonably be expected to give rise to a Claim. If it did, Exclusion F takes the whole matter out. If it did not, Insuring Agreement A responds up to $2M with a $50,000 retention and defense inside limits.
Insuring Agreement A. "[T]o pay Loss resulting from any Claim first made against the Insured during the Policy Period and reported to the Insurer in accordance with Section VI.A for a Wrongful Act in the rendering of Professional Services." Tested term by term:
- *Claim*: the 11/14/2025 complaint is a "written demand for monetary relief" (Def. 2.a). Satisfied.
- *Professional Services*: Def. 12 covers "data analytics and modeling services performed for others for a fee." Endorsement MPL-214 adds "software configuration." The 2021 model was delivered for a fee. Satisfied.
- *Wrongful Act*: "any negligent act, error or omission." Alleged. Satisfied on the pleadings.
Trigger. Claim first made 11/14/2025, inside the period. Reported 11/20/2025, six days later, within Section VI.A's "as soon as practicable but no later than 60 days." The Wrongful Act occurred in 2021, after the 7/1/2019 retroactive date. Trigger satisfied.
Exclusions.
| Exclusion | Operative fact | Status |
|---|---|---|
| B: prior claim or circumstance noticed under a prior policy | Nothing noticed before 11/20/2025 | Does not apply |
| F - prior knowledge: acts the Insured knew or reasonably should have known could give rise to a Claim before inception | The 4/2/2025 email said "material errors." Inception was 7/1/2025. Whether that email crosses the line is the whole case | Disputed: outcome-determinative |
| K: contractual liability, with an exception preserving liability the Insured would have absent the contract | Complaint pleads breach of contract and negligence. The exception restores the negligence count; the pure warranty count is likely out | Applies in part |
Conditions. Notice satisfied. Consent to settle (VI.D) not yet implicated. Cooperation satisfied to date.
Duty to defend vs. indemnify. Under this form the carrier has the right and duty to defend, and defense costs erode the $2M. With a $3.4M demand and defense inside limits, the practical exposure to Calder is the gap plus the $50,000 retention. Whether an Illinois court would look past the complaint to the April email in deciding the *defense* obligation [UNVERIFIED - confirm the Illinois rule on extrinsic evidence in duty-to-defend disputes].
Three things that would change this answer. (1) The full 4/2/2025 email chain and any internal response: it decides Exclusion F. (2) The signed 2021 engagement letter, which sets whether the warranty count survives Exclusion K. (3) The prior-year policy and any circumstance report made under it, which decides Exclusion B.
What your answers changed. Two answers carried this opinion. Claims-made-and-reported with a 7/1/2019 retroactive date is why the trigger section concludes instead of hedging. On an occurrence form the 2021 Wrongful Act belongs to the 2021 policy and this whole analysis is about the wrong tower, and had the retro date been 7/1/2022 the claim dies at the retroactive date and Exclusion F never gets reached. That the CTO first saw the "material errors" email on 4/2/2025, just under three months before the 7/1/2025 inception, is the only reason the answer is qualified at all; move that email to August and Exclusion F falls out, the disputed fact disappears, and the opening paragraph reads simply "covered, $2M limit, $50,000 retention, defense inside limits." Your "no other tower" answer changed nothing here. Nothing in this opinion turns on other insurance or on tendering to someone else first, and I should not have asked it on this file.
Why this prompt is built the way it is
## Framework
1. **Declarations first.** Named insured, policy period, limits, retention, whether defense costs erode limits, and the endorsement schedule. No declarations, no opinion on limits.
2. **The grant, term by term.** Quote the insuring agreement and test every defined term it uses against the facts, one at a time.
3. **Trigger.** Occurrence policies turn on when injury or damage happened. Claims-made policies turn on when the claim was first made and reported, the retroactive date, and prior-knowledge wording.
4. **Exclusions are the carrier's burden.** Quote each one, name the fact that makes it apply, and mark that fact established, disputed, or unknown.
5. **Exceptions swing it back.** Never stop at the exclusion.
6. **Conditions.** Notice, cooperation, consent to settle, proof of loss, suit limitation, appraisal: satisfied, breached, or unknown.
7. **Two duties, two answers.** Defense and indemnity get analyzed separately, on different records.
8. **Commit.** Covered, not covered, covered subject to a disputed fact, or cannot answer without a named document.