Thank you for sharing!

Your article was successfully shared with the contacts you provided.

MEMORANDUM OPINION AND ORDER The plaintiffs, Atos Syntel Inc., Syntel Holding (Mauritius) Ltd., and Syntel LLC (collectively, “Syntel”), brought this action against the defendant, Ironshore Indemnity Inc. (“Ironshore”), for declaratory judgment and breach of contract in connection with an insurance coverage dispute. The defendant now moves to dismiss the complaint pursuant to Federal Rule of Civil Procedure 12(b)(6). For the following reasons, the defendant’s motion to dismiss is denied. I. The following facts are taken from the complaint and the documents referenced and relied on in the complaint, and are accepted as true for the purposes of this motion. Syntel is a provider of information technology services. Compl. 12, ECF No. 1.1 To cover the period of October 8, 2014, through October 8, 2015, Syntel purchased Errors & Omissions (“E&O”) insurance in the amount of $25 million. Id. 13. Continental Casualty Company (“CNA”) provided the first $10 million in coverage under a primary claims-made policy (the “CNA Policy”). Id. 14. As relevant here, the CNA Policy protected against “Technology and Professional Liability,” including the costs of liability and defense arising from alleged “wrongful acts” committed while providing “Information Technology Services.” Id. 15. “Information Technology Services” was defined to include, among other things, “designing, developing, programming, writing, testing, installing, servicing, supporting, maintaining, repairing and updating software, including any modification and reengineering and providing training, updates and support.” Id.; Def.’s Mot. to Dismiss Ex. 2, at 14, ECF No. 25-3 (“CNA Contract”). With respect to such liability coverage, “wrongful act” was defined as “any actual or alleged act, error or omission” that was “committed solely in the conduct of Professional Services or Technology Services for others” or “resulting in the failure of the Insured’s Technology Products to perform the function or serve the purpose intended.” CNA Contract at 15. In addition to the foregoing, the CNA Policy protected against “Media Liability.” Id. at 5. As to Media Liability only, “wrongful act” included common law torts, including “infringement of copyright or any…misappropriation of ideas under implied contract or other misappropriation of property rights, ideas or information.” Id. at 15-16. The CNA Policy also included several exclusions from coverage, id. at 16-20, and provided that, in the event that more than one coverage category applied, the “maximum total retention amount applicable [would] be the highest of such applicable [amounts],” id. at 22. The next $10 million in coverage that Syntel purchased was issued in Michigan by the defendant, Ironshore, under a first-layer excess policy (the “Ironshore Policy”). Compl. 16. The Ironshore Policy expressly provided that it would mirror the terms (that is, “follow the form”) of the CNA Policy with one relevant exception: it included a “Non-Follow Form Endorsement” providing that it would “not follow the form of [the] Media Coverage [section].” Def.’s Mot. to Dismiss Ex. 1, at 8, ECF No. 25-2 (“Ironshore Contract”). Accordingly, Ironshore was not “obligated to pay any loss arising from a wrongful act or related wrongful acts as may be insured by reason of” that section. Id. “Related wrongful acts” were defined, as per the underlying CNA Contract, as all wrongful acts “that are logically or causally connected by any common fact, circumstance, situation, transaction, event, advice or decision.” CNA Contract at 13. “All other terms, conditions and exclusions remain[ed] unchanged.” Ironshore Contract at 8. On January 12, 2015, Syntel filed a lawsuit against The TriZetto Group (“TriZetto”). Compl. 20. In response, TriZetto asserted counterclaims against Syntel for misappropriation of trade secrets under New York law, misappropriation of trade secrets under the federal Defend Trade Secrets Act, and copyright infringement under federal law. Id.

Reprints & Licensing
Mentioned in a Law.com story?

License our industry-leading legal content to extend your thought leadership and build your brand.

More From ALM

Premium Subscription

With this subscription you will receive unlimited access to high quality, online, on-demand premium content from well-respected faculty in the legal industry. This is perfect for attorneys licensed in multiple jurisdictions or for attorneys that have fulfilled their CLE requirement but need to access resourceful information for their practice areas.
View Now

Team Accounts

Our Team Account subscription service is for legal teams of four or more attorneys. Each attorney is granted unlimited access to high quality, on-demand premium content from well-respected faculty in the legal industry along with administrative access to easily manage CLE for the entire team.
View Now

Bundle Subscriptions

Gain access to some of the most knowledgeable and experienced attorneys with our 2 bundle options! Our Compliance bundles are curated by CLE Counselors and include current legal topics and challenges within the industry. Our second option allows you to build your bundle and strategically select the content that pertains to your needs. Both options are priced the same.
View Now

Consulting Top 25 Consultants Awards 2021

December 09, 2021
New York, NY

Consulting Magazine identifies consultants that have the biggest impact on their clients, firms and the profession.


China Law & Practice Awards 2021

January 19, 2022

The annual China Law & Practice Awards is the jurisdiction's most prestigious legal awards ceremony that applauds China's elite.

Learn More

GlobeSt. Multifamily Spring 2022 (Formerly APTS)

February 22, 2022 - February 23, 2022
Hollywood, FLA

Join 1000+ of the industry's top owners, investors, developers, brokers & financiers at THE MULTIFAMILY EVENT OF THE YEAR!

Learn More

Director of Legal and Compliance

Centennial, Colorado, United States

iLending Auto Refinancing is seeking a Director of Legal and Compliance to join our dynamic team, and oversee & further develop the Lega...

Apply Now ›

Attorney - California Wage & Hour

REMOTE, California, United States

TEMPORARY/PART-TIME: Wonderful opportunity for supplemental work!    A leading food retailer is seeking assistance with wage and h...

Apply Now ›

Litigation Attorney

Roseland, New Jersey, United States

Well established nationally known New Jersey firm seeks energetic litigation attorney with at least 1-3 years' experience in handling all ph...

Apply Now ›



O Toole Scrivo LLC would please to announce the Elavation of Laura Studwell to Partner

View Announcement ›



LEVINSON AXELROD personal injury lawyers welcomes new attorneys to the firm

View Announcement ›



Reid & Riege Attorneys pleased to announce the recent addition of three new attorneys.

View Announcement ›