Evanston Insurance Co. v. ATOFINA Petrochemicals, Inc.

delivered the opinion of the Court,

Rehearing is granted. We withdraw the opinion and judgment previously issued in this case and substitute the following opinion.

In this ease, we examine the interplay between a contractual indemnity provision and a service contract’s requirement to name an additional insured. More particularly, we must decide whether a commercial umbrella insurance policy that was purchased to secure the insured’s indemnity obligation in a service contract with a third party also provides direct liability coverage for the third party. In addition, we must decide whether the insurer is bound to pay the amount of an underlying settlement between the additional insured and a plaintiff. Finally, we must determine whether article 21.55 of the Texas Insurance Code, the “Prompt Payment of Claims” statute, authorized the imposition of penalties and attorney’s fees for the insurer’s failure to pay the claim timely. We conclude that the umbrella policy provides coverage for liabilities arising from the additional insured’s sole negligence, that the settlement agreement binds the insurer to the amount recited therein, and that the additional insured is not entitled to penalties for untimely payment of claims. We affirm the judgment of the court of appeals to the extent that it resolves the coverage dispute in favor of the additional insured, and to the extent that it binds the insurer to the amount recited in the settlement agreement, but we reverse the court of appeals’ judgment regarding damages and attorney’s fees under article 21.55 because the additional insured is not entitled to recovery of such damages and fees.

I

ATOFINA Petrochemicals, Inc.1 contracted with Triple S Industrial Corporation to perform maintenance and construction work at ATOFINA’s Port Arthur refinery. The service contract contained an indemnity provision and a requirement that Triple S carry certain minimum levels of liability insurance coverage. Triple S agreed to indemnify ATOFINA from all personal injuries and property losses sustained during the performance of the contract, “except to the extent that any such loss is attributable to the concurrent or sole negligence, misconduct, or strict liability of [ATOFINA].” Triple S also agreed to carry at least $500,000 of primary comprehensive general liability (CGL) insurance, “[i]ncluding coverage *663for contractual liability insuring the indemnity agreement,” and an excess (or “umbrella”) liability policy “following form for [the CGL policy]” of at least $500,000. Finally, the contract required Triple S to furnish certificates of insurance to ATOFINA evidencing the required insurance coverages and showing ATOFINA as an additional insured on the policies. Triple S complied with its contract obligations by purchasing a $1 million CGL policy from Admiral Insurance Company and a $9 million commercial umbrella policy from Evanston Insurance Company, and by furnishing the required certificates of insurance.

Matthew Todd Jones, a Triple S employee working at the ATOFINA facility pursuant to his employer’s contract with ATO-FINA, drowned after he fell through the corroded roof of a storage tank filled with fuel oil. Jones’s survivors sued Triple S and ATOFINA for wrongful death. Admiral tendered its $1 million policy limits. ATOFINA then demanded coverage from Evanston as an additional insured under the umbrella policy. Evanston denied the claim, and ATOFINA brought Evanston into the case as a third-party defendant for a declaration of coverage. ATOFINA then severed its suit against Evanston from the remainder of the Jones litigation. Both ATOFINA and Evanston moved for partial summary judgment in the severed action. While the motions were pending, the Jones case was settled for $6.75 million. ATOFINA seeks to recover from Evanston the $5.75 million not covered by Admiral.

The trial court granted summary judgment in favor of Evanston. The court of appeals reversed the judgment, holding that the Evanston policy covered ATOFI-NA, and remanded the case to the trial court for determination of statutory penalties and attorney’s fees.2

II

Evanston argues it should not have to indemnify ATOFINA for its contribution to the Jones settlement for several reasons. First, it says ATOFINA agreed in its service contract with Triple S that it would not seek indemnification for losses resulting from its own negligence. Evans-ton says the language of its policy similarly excludes coverage for such losses caused by ATOFINA’s negligence. The umbrella policy was a “following form” policy as required by the service contract, meaning that its coverage was no broader than the underlying policy, which identified ATOFI-NA as an additional insured “only with respect to liability arising out of [Triple S’s] ongoing operations performed for [ATOFINA], but in no event for [ATOFI-NA’s] sole negligence.” Second, Evanston says this court’s decision in Fireman’s Fund Insurance Co. v. Commercial Standard Insurance Co.3 precludes ATOFINA from obtaining a judgment for insurance proceeds based on losses arising from its own negligence.4 Finally, Evanston says the Jones settlement amount was unreasonable and is thus unenforceable. We address these arguments in turn.

A

In its service contract with Triple S, ATOFINA disclaimed any right of indemnity for losses “attributable to [its] concurrent or sole negligence.” Under the terms of the service contract, ATOFINA is not entitled to be indemnified by Triple S if the Jones loss was occasioned in any way by ATOFINA’s negligence. But ATOFI-*664NA does not seek indemnity from Triple S; it claims instead that it is entitled to indemnification from Evanston by virtue of its status as an additional insured on the umbrella policy Evanston issued to Triple S.5 Instead of looking, as the court of appeals did, to the indemnity agreement in the service contract to determine the scope of any coverage, we base our decision on the terms of the umbrella insurance policy itself.

In support of its insured status, ATOFI-NA points to part III of the Evanston policy, which defines who is an insured. Section III.B.6 states that an insured includes:

A person or organization for whom you have agreed to provide insurance as is afforded by this policy; but that person or organization is an insured only with respect to operations performed by you or on your behalf, or facilities owned or used by you.

ATOFINA claims it is fully covered as an insured by virtue of this paragraph because it is a “person or organization for whom [Triple S has] agreed to provide insurance,” because the Evanston policy is the kind of insurance that was intended to secure that obligation, and because the loss “respect[ed] ... operations performed by [Triple S].”

But Evanston counters that ATOFINA fails to qualify as an additional insured under section III.B.6 because the language does not cover an additional insured for its own negligence. Although no fact finding has been made regarding who was responsible for Jones’s death, Evanston contends that because Jones’s death was caused solely by ATOFINA’s negligence, the death did not “respect ... operations performed by [Triple S].”

The courts of appeals have confronted these additional insured provisions on several occasions, producing divergent results. Like Triple S’s policy, the insured contractor’s policy in Granite Construction Co. v. Bituminous Insurance Cos.6 provided for additional insurance “only with respect to liability arising out of operations performed for such insured.”7 Granite adopted a fault-based interpretation of “arising out of operations,” recognizing coverage only if an insured’s wrongful act during the operation caused the injury.8 *665The Granite court held that the claim did not “ariste] out of operations performed by” the insured because only the additional insured company was responsible for the injury.9

The First and Third Courts of Appeals reached different results under a more liberal causation theory of additional insured provisions. In those cases, the additional insured provisions created coverage only “with respect to liability arising out of’ the named insured’s operations, and in both cases the claimants alleged that the additional insured companies acted negligently.10 In Admiral Insurance Co. v. Trident NGL, Inc., the court concluded:

[Bjecause the accident in this case occurred to a[n] [insured’s] employee while the employee was on the premises for the purpose of performing preventive maintenance on the compressor that exploded, the alleged liability for the employee’s injuries “arose out of [the insured’s] operations,” and, therefore, was covered by the “additional insured” provision.11

The court in McCarthy Brothers Co. v. Continental Lloyds Insurance Co. applied a similar theory to find that a worker’s slip-and-fall injury while retrieving tools at the job site “arose out of’ the insured subcontractor’s operation, even for purposes of a negligence claim against the additional insured premises owner.12

We prefer the reasoning of Admiral and McCarthy to Granite for two reasons. First, Granite relied on an underlying service contract that made the additional insured company responsible for the specific injury-causing act.13 However, our decisions since Granite make clear that “the liability insurer is to determine its duty to defend solely from terms of the policy and the pleadings of the third-party claimant,” and, accordingly, that “evidence outside the four corners of these two documents is generally prohibited.”14 Even if we examine the service contract here, we can easily distinguish this case from Granite. The service contract between Triple S and ATOFINA does not assign responsibility for maintaining the storage tank that caused Jones’s injury. Rather, the contract gives Triple S the exclusive “power and authority to select the means, method and manner of performing” the operation, and provides that Triple S “shall have control of and be responsible for the WORK SITE.” Far from shifting any responsibility to ATOFINA, the specific *666terms of the service contract make Triple S responsible for all operations.

Second, regardless of the underlying service agreement’s terms, we do not follow Granite because the fault-based interpretation of this kind of additional insured endorsement no longer prevails.15 Instead, we interpret “with respect to operations” under a broader theory of causation. Generally, an event “respects” operations if there exists “a causal connection or relation” between the event and the operations; we do not require proximate cause or legal causation.16 In cases in which the premises condition caused a personal injury, the injury respects an operation if the operation brings the person to the premises for purposes of that operation.17 The particular attribution of fault between insured and additional insured does not change the outcome.18

Our interpretation results, in part, from the ordinary and natural meaning of the phrase “with respect to.”19 It also results from our recognition that, had the parties intended to insure ATOFINA for vicarious liability only, “language clearly embodying that intention was available.”20 The majority of other courts facing the issue have reached a similar result.21

*667Under section III.B.6 of the Evanston policy, the Jones injury “respect[ed][ ] operations performed by [Triple S]” because Triple S employed Jones, who was performing the operation at the time and place of the injury. Although the pleadings in the underlying suit do not indicate whether or not Jones was performing a Triple S operation at the precise time of the accident, Jones was present at ATOFI-NA’s facility for purposes of Triple S’s operations when the accident occurred. As a result, even if ATOFINA’s negligence alone caused Jones’s injury, section III.B.6 of the Evanston policy provides direct insurance coverage to ATOFINA.22

B

Evanston and ATOFINA both look to section III.B.5 of the policy to support their respective positions regarding the scope of coverage under the Evanston policy. ATOFINA claims that section III.B.5 provides an independent basis for coverage, while Evanston argues that section III.B.5 does not apply. Section III.B.5 says an insured can be:

Any other person or organization who is insured under a policy of “underlying insurance.” The coverage afforded such insureds under this policy will be no broader than the “underlying insurance” except for this policy’s Limit of Insurance.

This is a catch-all section that appears intended to bring within the policy coverage any “other” entities that are insured by the underlying policy but are not included within the preceding who-is-an-insured sections of paragraph III.B of the policy. Because ATOFINA cannot be an insured under sections III.B.l through III. B.4, section III.B.5 applies in this case as long as ATOFINA was insured under the Admiral policy.

Evanston argues section III.B.5 establishes the policy’s identity as a “following form” policy of the kind that was specified by the service contract, and that the nature of the policy precludes coverage.23 Under section III.B.5, coverage cannot extend beyond what the underlying Admiral policy provides. Looking to the underlying policy, which specifically excludes coverage for ATOFINA’s sole negligence, we conclude coverage under section III.B.5 is limited and excludes losses caused by ATOFINA’s sole negligence.24 On the record before us, we are unable to determine as a matter of law whether the Jones accident was the product of ATOFINA’s sole negligence. The Jones family originally sued both ATOFINA and Triple S, *668alleging both parties were negligent. There were allegations in ATOFINA’s pleadings that Jones himself was contributorily negligent. Triple S was eventually nonsuited, and the Jones’s claim against ATOFINA was settled with no admission of liability by either party. Thus, without a determination of liability, it is impossible to say whether ATOFINA’s responsibility for the accident, if any, excluded it from coverage under section III.B.5 of the Evanston policy.

C

Evanston and ATOFINA disagree about the scope of coverage available in the event that ATOFINA qualifies as an insured under both sections III.B.5 and III.B.6 of the Evanston policy. ATOFINA favors a broader scope of coverage under section III.B.6, relying on the fact that it, unlike section III.B.5, does not expressly limit the coverage afforded to an insured to that provided by an underlying policy.

When interpreting an insurance contract, we “must adopt the construction of an exclusionary clause urged by the insured as long as that construction is not unreasonable, even if the construction urged by the insurer appears to be more reasonable or a more accurate reflection of the parties’ intent.”25 “Exceptions or limitations on liability are strictly construed against the insurer and in favor of the insured,” and “[a]n intent to exclude coverage must be expressed in clear and unambiguous language.”26 Therefore, we must adopt ATOFINA’s broad interpretation of coverage unless there is “clear and unambiguous” policy language requiring the limitations on coverage in section III.B.5 to also restrict the coverage available when section III.B.6 or any other who-is-an-insured clause independently provides coverage.

Reading paragraph III.B as a whole, we conclude that each who-is-an-insured clause operates to grant coverage independently. Nothing in paragraph III.B suggests that the limitations of one section granting coverage should be read into another separate section granting coverage.27 In fact, apart from section III.B.5, other paragraph III.B sections contain disparate limiting language in their definitions of “insured,” suggesting that each grant of coverage in paragraph III.B can be read independently as a self-contained grant of coverage. For example, section III.B.1 covers employees as “an insured” but excludes coverage for certain bodily injury. For the same reason that we would not read the section III.B.1 bodily injury limitation into the broad coverage of section III.B. 6, we refuse to read section III.B.5’s exclusion of coverage beyond the scope of the Admiral policy into section III.B.6. Because ATOFINA is entitled to coverage under more than one who-is-an-insured clause in paragraph III.B, it is not unreasonable to conclude that the policy should *669be read to provide the broader measure of coverage available under the applicable clauses. We therefore hold that the Ev-anston policy provides the broader scope of coverage that does not exclude liabilities arising out of ATOFINA’s sole negligence.

D

Evanston next contends that this Court’s 1972 decision in Fireman’s Fund v. Commercial Standard Ins. Co.28 is dis-positive because, applying that holding, ATOFINA cannot recover insurance proceeds based on losses arising from its own negligence. In Fireman’s Fund, we addressed the relationship between indemnity agreements and the requirement of liability insurance in service contracts.29 In that case, General Motors Corporation contracted with Sam P. Wallace Co., Inc. to perform work on its Arlington assembly plant.30 In the contract, Wallace agreed to indemnify GM for any losses arising out of its work and to obtain liability insurance to satisfy that obligation.31 While performing under the contract, two of Wallace’s employees were injured, and they sued GM for negligence.32 After the case settled, a declaratory judgment action was filed by the involved insurance carriers to resolve a dispute over whether Wallace was required by its contract to indemnify GM for GM’s negligence.33 We followed the general rule in holding that “a contract of indemnity will not afford protection to the indemnitee against the consequences of his own negligence unless the contract clearly expresses such an obligation in unequivocal terms.”34 Wallace’s indemnity agreement with GM failed to do that and thus we concluded that Wallace’s insurance carrier was not required to indemnify GM.35 In doing so, we noted that “all of the relevant provisions of the contract should be considered when arriving at its intent and meaning.”36 In its contract with GM, several provisions evinced Wallace’s intent to indemnify GM only with respect to losses occasioned by its own negligence, not GM’s negligence.37 For example, in one provision, Wallace assumed liability “for any injuries or damages occasioned by his agents or employees on the premises of the Owner.”38 In another, under a section entitled “Contractor’s Responsibility,” Wallace specifically excluded from its responsibility the “negligence of [the] Owner [GM].”39

In Fireman’s Fund, Wallace’s obligation to purchase insurance was to secure only its agreement to indemnify GM for Wallace’s own negligence.40 We held that GM was not entitled to indemnification because the contract did not specify that the indemnity agreement extended to GM’s negligence41 However, it was never contended in Fireman’s Fund that GM was an additional insured under Wallace’s liability policy and was therefore entitled to coverage on that basis, a fact that distinguishes Fireman’s Fund from this case. This case is similar to Fireman’s Fund only in that *670Triple S was required to purchase liability insurance to secure its indemnity agreement. But Triple S was also required to add ATOFINA as an insured on its policies, which was not a requirement of the contract in Fireman’s Fund.

This case is more analogous to our 1992 decision in Getty Oil Co. v. Insurance Co. of North America.42 In that case, Getty entered into a contract to purchase chemicals from NL Industries.43 The contract included an indemnity provision and a broad insurance requirement which provided that “[a]ll insurance coverage carried by [NL] ... shall extend to and protect” Getty “whether or not required [by other provisions of the contract].”44 After an accident involving NL’s product killed one of Getty’s contractors, and a jury found that Getty was 100 percent responsible, NL’s insurer refused coverage for Getty because the Texas Oilfield Anti-Indemnity Statute45 prohibited indemnification for one’s own negligence.46 But we held that the insurance requirement of the contract was separate and independent from the indemnity provision and, consequently, the prohibition of the Anti-Indemnity Statute did not apply.47

Although the service contract in this case does not include an insurance requirement quite as clear as the one in Getty, it is clear enough — it requires that ATOFI-NA “shall be named as additional insured in each of [Triple S’s] policies.” Evanston argues that this “brief statement” in the contract is insufficient to extend insured status to ATOFINA for its own negligence because the insurance requirement and certificates of insurance cannot expand coverage beyond the language of the policy.48 While we agree that an insurance certificate merely evinces the holder’s status as an insured and does not create coverage,49 it is unmistakable that the agreement in this case to extend direct insured status to ATOFINA as an additional insured is separate and independent from ATOFINA’s agreement to forego contractual indemnity for its own negligence. We disapprove the view that this kind of additional insured requirement fails to establish a separate and independent obligation for insuring liability.50 We conclude that our Fireman’s Fund decision does not bar ATOFINA from obtaining insurance proceeds for losses resulting from its own negligence.

E

Next we examine Evanston’s obligation to pay $5.75 million of the $6.75 million settlement. Evanston argues that ATOFINA failed to meet its burden of showing that the amount was reasonable, and argues instead that its evidence proves the amount was unreasonable as a matter of law, entitling Evanston to summary judgment. ATOFINA asserts the opposite, contending that its summary judgment evidence proves the settlement amount was reasonable as a matter of law. Before reaching that question, we must address ATOFINA’s additional contention *671that Evanston’s denial of coverage bars it from challenging the reasonableness of the settlement.

Our last occasion to address this issue was Employers Casualty Co. v. Block,51 in which we held that if an insurer wrongfully denies coverage and its insured then enters into an agreed judgment, the insurer is barred from challenging the reasonableness of the settlement amount.52 Although this case presents some different facts, Block’s rule should apply nonetheless.

In Block, “[t]he basic issue before the trial court was the reasonableness of the damages recited in the agreed judgment” between the defendant roofing company and the plaintiff homeowners.53 The Block court of appeals “concluded that once it was determined that [the insurer] wrongfully failed to defend its insured, [the insurer] was barred from collaterally attacking the final agreed judgment.”54 Block addressed two questions concerning the effect of the agreed judgment between the plaintiffs and the defendant roofing company.55 First, did the agreed judgment bar the insurer from contesting the reasonableness of damages?56 Second, did the agreed judgment bar the insurer from contesting the agreed judgment’s factual recitations relating to coverage?57 Block’s answer was clear:

While we agree with the court of appeals’ conclusion that [the insurer] was barred from collaterally attacking the agreed judgment by litigating the reasonableness of the damages recited therein, we do not agree with its conclusion that the recitation in the agreed judgment that the damage resulted from an occurrence on August 6, 1980 is binding and conclusive against [the insurer] in the present suit.58

In this case, the plaintiffs sued ATOFI-NA, ATOFINA requested coverage from Evanston, and Evanston wrongfully denied coverage, citing the policy terms. ATOFI-NA brought Evanston into the case as a third-party defendant for a declaration of coverage, and Evanston continued to deny coverage in its pleadings. ATOFINA then settled with the underlying plaintiffs and litigated the remaining coverage issues against Evanston. Though this case differs from Block in several respects, none of the differences justify departing from Block.

First, the forms of settlement and policy claims differ. Block’s insurer violated the policy’s duty to defend,59 and while no duty *672to defend is implicated in this case, Evans-ton 'wrongfully denied all coverage under the policy.60 In addition, Block’s plaintiff and defendant entered into an agreed judgment,61 while ATOFINA and the wrongful death plaintiffs used a contractual settlement agreement and nonsuit. But neither the difference in policy claims nor the absence of a judgment memorializing the parties’ settlement disrupts the Block principles here because Block’s rule is not derived from the nature of the violated policy term or the formality of agreed judgments. The cases barring insurers’ challenges rest on principles of estoppel and waiver; what is most important in this context is notice to the insurer and an opportunity to participate in the settlement discussions.62

Some cases in this area bar an insurer’s invocation of policy provisions as a defense, not what we have here — an insurer’s invocation of the common law reasonableness requirement. However, the principles of notice to the insurer and an intentional choice to forego participation in settlement discussions operate the same no matter how the insurer chooses to attack the settlement. That is, the particular source of the insurer’s later-raised attack on the settlement amount— be it a policy provision or a common law rule — does not control our inquiry. One case cited by Block noted that, “[h]ad [the insurer] accepted the defense, it would have had, of course, the opportunity to conduct the defense in the manner most likely to have defeated the plaintiffs’ claim or at least to have reduced the amount of the damages.”63 Had Evanston not unconditionally denied coverage, it too would have been able to influence the amount of the settlement.64 For these reasons, the *673difference in policy claims and the absence of a formal judgment do not persuade us to abandon Block here.65

In addition, this case’s posture is different than Block’s. In Block, the underlying plaintiff sued the insurer as a judgment creditor, leading to some disapproval from this Court in State Farm Fire & Casualty Co. v. Gandy66 In Gandy, the Court said:

In no event, however, is a judgment for plaintiff against defendant, rendered without a fully adversarial trial, binding on defendant’s insurer or admissible as evidence of damages in an action against defendant’s insurer by plaintiff as defendant’s assignee. We disapprove the contrary suggestion in dicta in Employers Casualty Company v. Block, 744 S.W.2d 940, 943 (Tex.1988), and United States Aviation Underwriters, Inc. v. Olympia Wings, Inc., 896 F.2d 949, 954 (5th Cir.1990).67

Gandy does not disrupt the application of Block to this case for two reasons. First, this case does not fall within Gan-dy’s holding. Gandy’s holding was explicit and narrow, applying only to a specific set of assignments with special attributes.68 By its own terms, Gandy’s invalidation applies only to cases that present its five unique elements.69 Here, Gandy’s key factual predicate is missing: ATOFINA made no assignment of its claim against Evans-ton; ATOFINA sued Evanston directly.70 That removes this case from the formal bounds of Gandy. Second, Gandy’s rationale does not require disapproving Block in this setting. Gandy’s reason for invalidating assignments was simple: Those assignments made evaluating the merits of a plaintiffs claim difficult by prolonging disputes and distorting trial litigation motives.71 But not all cases implicate Gan-dy’s concerns. “We should not invalidate *674a settlement that is free from this difficulty [of fairly evaluating a plaintiffs claims] simply because it is structured like one that is not.”72

Barring Evanston’s challenge here does not implicate Gandy’s concerns. Preventing insurers from litigating the reasonableness of a settlement does not extend disputes; by definition, it shortens them. Nor is there a risk of distorting litigation or settlement motives here. ATOFINA settled without knowing whether or not it would be covered by the policy, leaving in place its motive to minimize the settlement amount in case it became solely responsible for payment.73 To accomplish Gandy’s goal of “fairly determin[ing]” the value of plaintiffs’ claims, we apply the Block rule to this circumstance, which will encourage early intervention by the insurers who are best positioned to evaluate the worth of claims during settlement discussions. Thus, without relevant factual differences or Gandy concerns to dissuade us from following Block, we hold that Evans-ton’s denial of coverage barred it from challenging the reasonableness of ATOFI-NA’s settlement.74 Evanston is, therefore, bound to pay the $5.75 million that remains of the settlement.

F

Finally, Evanston argues that the court of appeals erroneously awarded ATOFINA 18% per annum of the claim amount and attorney’s fees for Evanston’s failure to promptly pay claims under article 21.55 of the Texas Insurance Code.75 Under article 21.55, a court may impose damages “[i]n all cases where a claim is made pursuant to a policy of insurance and the insurer liable therefore is not in compliance with this article.”76 “Claim” is defined as “a first party claim ... that must be paid by the insurer directly to the insured or beneficiary.”77 Evanston relies on the definition of “claim” in arguing that the statute does not apply to claims for reimbursement of settlement costs in the context of a liability insurer’s denial of indemnity for a third-party claim against its insured.

Though the statute does not define first-party claims, we distinguish first-party and third-party claims based on the claimant’s relationship to the loss.78 “[A] first-party claim is stated when ‘an insured seeks recovery for the insured’s own loss,’ whereas a third-party claim is stated when ‘an insured seeks coverage for injuries to a third party.’ ”79 A loss incurred in satis*675faction of a settlement belongs to the third party and is not suffered directly by the insured.80 This case in which ATOFINA seeks coverage for injuries sustained by a third party presents a classic third-party claim. Because the Legislature intended that article 21.55 apply to claims personal to the insured,81 ATOFINA is not entitled to the article 21.55 damages or attorney’s fees. We therefore reverse the portion of the court of appeals’ judgment pertaining to article 21.55 damages and attorney’s fees.

Ill

We affirm the court of appeals’ holding that ATOFINA is an insured under the Evanston insurance policy and is thus entitled to coverage for the Jones litigation settlement, and we affirm the court of appeals’ holding that Evanston is bound to pay the $5.75 million settlement amount. We reverse the court of appeals’ judgment permitting ATOFINA to recover attorney’s fees and damages under article 21.55 of the Texas Insurance Code because ATOFINA is entitled to no such damages or fees. We remand the case to the trial court for further proceedings on ATOFI-NA’s other claims for attorney’s fees, on its claim for prejudgment interest, and for rendition of judgment consistent with this opinion.

Justice HECHT filed an opinion concurring in part and dissenting in part, in which Justice JOHNSON joined.