Draft

Tender defense to another party's carrier

Builds an additional-insured and contractual-indemnity tender that quotes the endorsement and the indemnity clause side by side and matches each to the paragraphs of the complaint that trigger them.

About 20 minintermediateInsurance, Litigation

Your prompt5,229 characters

Still to fill in: Underlying complaint, Additional-insured endorsement, Indemnity and insurance provisions, Governing law, Who is being tendered to

RoleYou are litigation counsel who tenders defense for a living and has had enough tenders denied to know why. You start from what the complaint alleges rather than what happened, you quote the endorsement and the indemnity clause rather than characterize them, and you never treat a certificate of insurance as coverage.What I needDraft a tender of defense and indemnity to Who is being tendered to in the action below, under Governing law, for Who you represent.InputsUnderlying complaint: Underlying complaint Additional-insured endorsement: Additional-insured endorsement Indemnity and insurance provisions: Indemnity and insurance provisions Tendering to: Who is being tendered to Governing law: Governing law I represent: Who you representHow to work this1. Work from what Underlying complaint alleges, not what happened. Quote the paragraphs describing the other party's conduct. The endorsement responds to allegations. 2. Quote the endorsement from Additional-insured endorsement with form number and edition date, then test each condition as its own bullet: written contract requiring additional-insured status, ongoing versus completed operations, any "caused in whole or in part by" trigger, any limit to the named insured's work. 3. If Additional-insured endorsement is only a certificate, say so in the letter (a certificate confers nothing) and demand the endorsement and the policy as issued. 4. Quote the defense, indemnity, and insurance-procurement provisions from Indemnity and insurance provisions separately, and treat the contractual duty as independent of the insurance: different document, different trigger, different timing. 5. Demand primary and non-contributory treatment only where the contract requires it and the endorsement grants it; if only one is present, say which. 6. Never state Governing law's anti-indemnity statute, when a contractual defense duty attaches, or any fee-shifting rule from memory. Insert [CONFIRM - Governing law] at each point and keep drafting. 7. Set a response date, list the enclosures, and state that the tender is without prejudice to my client's own coverage.Close with these four sections, every time, without being askedAssumptions I made. Every factual, contractual, and legal assumption, marked [verify] or [safe]. Say so if you assumed the endorsement listed on a certificate is the one attached, or that the loss predates completion of the work. Where this is weakest. The two or three passages a tendered carrier would deny on: a complaint that never alleges conduct by the named insured, an ongoing-operations argument on thin completion evidence. Name the section. What only you can decide. Options with tradeoffs, never a bare flag. At minimum: whether to copy the contracting party. It preserves and signals a breach-of-contract-to-procure claim and pressures the carrier, but strains a relationship you may need; and whether to demand a full defense now, which preserves everything but usually draws a denial, or propose interim cost-sharing, which moves money sooner and weakens the later reimbursement claim. What would make this materially better. Ranked by impact: the endorsement itself rather than the certificate, any completion document, and my own policy's other-insurance clause.Output formatA letter to the carrier copying the indemnitor: RE line with suit, contract, and policy; a demand paragraph with a response date; the endorsement section testing each condition against numbered complaint paragraphs; the contractual defense and indemnity section; the primary-and-non-contributory demand; a defense-cost demand; an enclosure index. Then the four closers.Never do this- If the tender would read the same in any case under any contract, it is too generic. Every trigger matches a numbered complaint paragraph and quoted language. - No hedging filler. Cut "arguably," "it should be noted," and "we believe coverage may exist." Do not tell me to consult an attorney. I am the attorney. - Never invent an endorsement, a form or edition number, a contract section, a statute, or a case. Anything outside my inputs is marked [UNVERIFIED - confirm before sending]. - Where you do not know how Governing law treats anti-indemnity limits or the timing of a defense duty, say you do not know rather than smooth over it. - Do not pad. If one endorsement and one clause carry the tender, three pages is the letter. Length is not value. - Never characterize the facts in a way the plaintiff could quote against my client, and never concede that the named insured's work caused the loss.Before you answer- Did I quote the endorsement with form and edition date, test every condition separately, and match each trigger to a numbered complaint paragraph? - Did I treat the contractual duty and the insurance obligation as two demands, and flag rather than recite every Governing law rule? - Would this fit a different suit under a different contract? It should not.

Adds driver's-seat tunes: options instead of answers, questions before work, every citation flagged. Your values come with it.

Pressure-test it

Makes the AI switch hats and attack its own answer.

The first thing the additional-insured analyst at the tendered carrier looks for is a complaint that never alleges the named insured did anything, because that is the cheapest denial available. Yours is next in the stack. Write, as the analyst, the denial letter that goes back, built entirely out of this tender's own weak points. Then rewrite the two sections that made the denial easy.

Go deeper

Pushes the work further once the basics are right.

Thirty days pass; the tender has been ignored, or it has been denied outright. Draft the follow-up for that day: a second demand that answers the anticipated denial ground, plus an outline of a declaratory judgment count and a breach-of-contract-to-procure count, with damages framed as defense costs incurred to date and continuing.

Before you run it

What to gather first

The operative complaint, with the paragraph numbers alleging the other party's conduct
The additional-insured endorsement itself: form number and edition date, not the certificate
The contract's indemnity, defense, and insurance-procurement provisions
When the loss occurred relative to completion of the other party's work
Defense costs incurred to date, if you intend to demand reimbursement

Watch for

A certificate of insurance grants nothing. Tenders built on a COI rather than the endorsement get denied, and the denial is usually right. Demand the endorsement and the policy.
Post-2004 ISO additional-insured forms respond only to injury caused in whole or in part by the named insured's acts or omissions. A complaint that pleads only against your client may not trigger the endorsement. Check the allegations before you rely on them.
Ongoing-operations and completed-operations endorsements are different forms. If the loss occurred after the other party finished its work, an ongoing-operations endorsement will not respond.
Anti-indemnity statutes in many states void or limit indemnity for the indemnitee's own negligence, particularly in construction. Confirm the statute in the governing state before demanding a full defense.
This letter is discoverable in the underlying case. Do not characterize the facts in a way the plaintiff can quote against your client.

What comes back

A letter to the carrier with a copy to the indemnitor: RE line identifying the suit, the contract, and the policy; a one-paragraph demand stating exactly what is being tendered and by when a response is required; a section quoting the additional-insured endorsement with form and edition date, testing each condition against numbered complaint paragraphs; a separate section quoting the contractual defense and indemnity provisions and treating them as an independent obligation; a primary-and-non-contributory demand where both documents support it; a reimbursement demand for defense costs incurred; an enclosure index; and a reservation that the tender is without prejudice and admits nothing. Then the four closing sections.

See an example of what you’ll get

RE: Tender of Defense and Indemnity, *Alvarez v. Kestrel Builders LLC et al.*, Sup. Ct. Suffolk Cty. Index No. 610442/2026 | Subcontract dated March 2, 2024 | Policy No. GL-77420193 Kestrel Builders LLC tenders its defense and indemnity in the above action to Harbor Point Insurance Company as an additional insured under Policy GL-77420193, and separately to Northline Steel Corp. under § 11.2 of the parties' subcontract. A written response is requested by June 12, 2026. 1. Additional-insured status under CG 20 10 04 13. The endorsement extends coverage "only with respect to liability for 'bodily injury'... caused, in whole or in part, by: 1. Your acts or omissions... in the performance of your ongoing operations for the additional insured." Each condition is satisfied on the face of the complaint: - *Written contract requiring additional-insured status*: Subcontract § 11.4 requires Northline to name Kestrel as an additional insured on a primary and non-contributory basis. - *Caused in whole or in part by Northline's acts*: Complaint ¶¶ 18-24 allege the scaffold from which Mr. Alvarez fell "was erected, maintained, and inspected by Northline Steel," and ¶ 22 alleges the guardrail "was removed by Northline's crew on August 11, 2025." - *Ongoing operations*: the accident occurred August 12, 2025. Northline's punch list was not signed off until October 3, 2025 (Enclosure 4). Coverage is tendered under CG 20 10; to the extent Harbor Point contends the work was complete, Kestrel tenders in the alternative under CG 20 37 04 13. 2. Contractual defense and indemnity: Subcontract § 11.2. "Subcontractor shall defend, indemnify and hold harmless Contractor... from claims arising out of or resulting from performance of the Work, but only to the extent caused by negligent acts of Subcontractor." This obligation is independent of the insurance obligation and, as to defense, is not limited by any ultimate allocation of fault. [CONFIRM - New York law on when a contractual defense obligation attaches and the effect of Gen. Oblig. Law § 5-322.1 on the scope of § 11.2 before relying on this paragraph.] 3. Primary and non-contributory. Subcontract § 11.4 requires it and the endorsement's other-insurance provision provides it. Kestrel's own carrier, Meridian, is excess to Harbor Point for this claim. 4. Defense costs. Kestrel has incurred $18,400 in defense costs through May 2026 and demands reimbursement from the date of tender. Enclosures. (1) Summons and complaint; (2) Subcontract dated March 2, 2024; (3) Certificate of insurance dated March 5, 2024; (4) Punch list sign-off dated October 3, 2025. This tender is made without prejudice to Kestrel's rights under its own policies and is not an admission of any allegation in the complaint. Please confirm receipt and provide the additional-insured endorsement and the policy as issued. --- Assumptions I made. That CG 20 10 04 13 is the endorsement actually attached; the certificate lists it, but a certificate proves nothing [verify: demand the endorsement]. That the August 12 accident predates completion of Northline's scope [verify - the punch list may not be the operative completion date]. That New York law governs both the subcontract and the tort claims [safe - stated in inputs]. Where this is weakest. Section 1's "ongoing operations" argument. The punch list sign-off is thin evidence of completion status, and if Harbor Point produces a certificate of substantial completion dated before August 12, the CG 20 10 tender fails and only the alternative CG 20 37 tender survives. Also weak: § 11.2's "only to the extent caused by" language, which a carrier will read as limiting defense as well as indemnity. What only you can decide. Whether to copy Northline on this tender. Copying it preserves and signals the breach-of-contract-to-procure claim and creates pressure on Harbor Point, but it puts the subcontractor on the defensive on a job where Kestrel may want continued cooperation. Also yours: demand a full defense now, or propose interim cost-sharing while the completion-date question is resolved: full defense preserves everything but likely draws a denial in thirty days, while cost-sharing gets money moving and weakens the later reimbursement claim. And whether to implead Northline now to preserve the contractual claim, or wait for the tender response. What would make this materially better. (1) The endorsement itself rather than the certificate: it decides whether there is a tender at all. (2) Any certificate of substantial completion for Northline's scope. (3) The Meridian other-insurance clause, which sets whether the excess position stated in section 3 is accurate.

Why this prompt is built the way it is

## Framework 1. **The complaint is the trigger.** Quote the paragraphs alleging conduct by the named insured; the endorsement responds to allegations, not to your version of events. 2. **Quote the endorsement with its form and edition date,** then test each condition it imposes: written-contract requirement, ongoing versus completed operations, and any "caused in whole or in part by" language. 3. **A certificate is not a policy.** If all you have is a COI, say so and demand the endorsement and the policy. 4. **Two obligations, two demands.** The insurance obligation and the contractual duty to defend arise from different documents and at different times. 5. **Primary and non-contributory only if both the contract requires it and the endorsement grants it.** 6. **Never recite the state's anti-indemnity statute or fee rule from memory.** Flag it for confirmation. 7. **Close with a date,** an enclosure index, and what happens if no one responds.