MEMORANDUM OPINION AND ORDER

[Related to Doc. No. 15]

CHARLES E. RENDLEN, III, Bankruptcy Judge.

On August 24, 2016, SKMVD Holdings Inc. ("SKMVD"), a prepetition judgment creditor of Green Jacobson, P.C., the Debtor, filed a Motion to Lift Suspension Order and Disburse Funds (the "Motion to Disburse") [Doc. No. 15].1 In the Motion to Disburse, SKMVD requested that $2,558,240.02 in insurance policy proceeds (the "Policy Proceeds") currently being held in the Court's registry be disbursed to SKMVD. Other parties responded to the Motion to Disburse, asking that a portion of the $2,558,240.02 be held back, until other parties' claims to the funds could be resolved. Eventually, the parties agreed to disbursement terms for all but $151,389.74 of the Policy Proceeds. As a result, all that remains before the Court now on the Motion to Disburse is the issue of how to disburse the remaining proceeds of $151,389.74 (the "Remaining Policy Proceeds"). Two constituencies assert that they are entitled to the $151,389.74: SKMVD on one hand, and the four shareholders of Green Jacobson P.C. (the "Shareholders," as further described herein) along with two attorneys (the "Appellate Attorneys," as further described herein) on the other hand. For the reasons set forth, the Court orders that the $151,389.74 in the Remaining Policy Proceeds be disbursed to SKMVD.

I. FACTS

A. Green Jacobson P.C.

Green Jacobson P.C. is a now-defunct law firm. It is owned by the four Shareholders: Martin M. Green, Joe D. Jacobson, Allen P. Press, and Jonathan F. Andres. Green Jacobson P.C. was placed into involuntary chapter 7 bankruptcy on March 3, 2015.

B. The Attorney Malpractice Policy

In 2011, Green Jacobson P.C. obtained a $5 million attorney malpractice policy (the "Policy") issued by the Chubb Group of the Federal Insurance Company ("Federal"). The Policy contained a "wasting" provision, whereby the $5 million in coverage would be reduced by certain defense-related costs.

C. The Attorney Malpractice Judgment

On November 14, 2014, SKMVD obtained a $10.5 million attorney malpractice judgment (the "Malpractice Judgment") against Green Jacobson P.C. in Missouri state court. Because the malpractice claims asserted by SKMVD fell within the Policy's effective period and scope of coverage, Federal paid to defend Green Jacobson P.C. As a result, by the time the Malpractice Judgment was entered, the $5 million coverage limit under the Policy had been wasted by approximately half, to $2,558,240.02.

D. Garnishment Efforts

On or about November 17, 2014, SKMDV sought to garnish the $2,558,240.02 in Policy Proceeds. In response, Federal advised that it did not have any property belonging to Green Jacobson P.C. available for garnishment. Federal stated it had an obligation to pay all defense costs, including appellate costs, before indemnifying Green Jacobson P.C.

E. The Appeal of the Malpractice Judgment

On January 7, 2015, Green Jacobson P.C. filed a Notice of Appeal of the Malpractice Judgment with the Missouri Court of Appeals.

F. The Filing of the Interpleader Action

On or about January 8, 2015, Federal filed an interpleader and declaratory judgment action in Missouri state court (the "Interpleader Action"), to determine the rights to the $2,558,240.02 in Policy Proceeds. The Interpleader Action had the effect of tying up the $2,558,240.02, making it unavailable to Green Jacobson P.C. to use to pay for its appeal.

G. The Retention of the Appellate Attorneys

On February 3, 2015, Green Jacobson P.C. retained Appellate Attorney Michael Gross to represent it in its appeal of the Malpractice Judgment. Because no Policy Proceeds could be accessed to pay for Gross, Green Jacobson P.C. used its own funds to provide Gross's $100,000.00 retainer. In addition, the Shareholders agreed to pay Gross's fees on behalf of Green Jacobson P.C., if funds were not available from the Policy Proceeds or Green Jacobson P.C. during the pendency of the appeal. At some later point, Green Jacobson P.C. also retained Appellate Attorney Joseph Yeckel to assist Gross with the appeal. The Shareholders committed to paying Yeckel's fees, if funds were not available from the Policy or Green Jacobson P.C. during the pendency of the appeal.

H. The Filing of the Involuntary Bankruptcy Case

On March 3, 2015, SKMVD filed an involuntary petition for bankruptcy relief against Green Jacobson P.C. [Doc. No. 1], thereby commencing the above-captioned Main Bankruptcy Case. On April 16, 2015, the Court entered an Order granting the Motion for Relief [Doc. No. 62], after Green Jacobson P.C. consented to the petition for bankruptcy relief.

I. The Removal and Referral of the Interpleader Action

On April 17, 2015, the Interpleader Action was removed from Missouri state court to the U.S. District Court for the Eastern District of Missouri. Thereafter, it was referred to this Court and became the above-referenced Adversary Proceeding of Federal Insurance Co. v. SKMVD Holdings, Inc., et al. [Adv. Proc. Doc. No. 1].

J. The Order Suspending Case

On July 9, 2015, the Court entered an Order Suspending Case [Adv. Proc. Doc. No. 7], suspending this Adversary Proceeding until the resolution of the appeal of the Malpractice Judgment. The Order Suspending Case was agreed-to by various parties, including Green Jacobson P.C., Federal, SKMDV, and Appellate Attorney Gross. In the Order Suspending Case, the Court ordered that the Shareholders "pay all fees, costs and other expenses associated with the prosecution of the Appeal [of the Malpractice Judgment]." The Shareholders complied with the Order Suspending Case, and paid for almost all of the fees, costs and other expenses associated with the prosecution of the appeal (the "Appellate Fees").

K. The Order Approving Settlement Agreement

On November 2, 2015, the Trustee filed a Motion to Compromise, seeking authority to resolve certain disputes between the Trustee and Shareholders Jacobson and Press and their new law firm, Jacobson Press and Fields P.C.2 [Main Case Doc. No. 238]. In the Motion to Compromise, the Trustee represented that the Settlement Agreement attached thereto "sets forth an agreement pertaining to the appeal of the SKMDV Judgment, including having Jacobson and Press (along with the other former Debtor shareholders) be responsible to pay for a majority of the attorney's fees charged by the appellate counsel (Michael Gross)." Further, the Settlement Agreement provided that Shareholders Jacobson and Press would "compensate and pay Michael Gross P.C., as appellate counsel of record for Green Jacobson P.C., until full and final adjudication of the appeal, whether through settlement or final judgment." On December 31, 2015, the Court entered an Order [Main Case Doc. No. 252], granting the Motion to Compromise and approving the Settlement Agreement.

L. The Deposit of the Policy Proceeds into the Court Registry

On January 20, 2016, the Court ordered Federal to deposit the $2,558,240.02 in Policy Proceeds into the Court's registry, where it would be held pending the resolution of the Malpractice Judgment appeal. On February 11, 2016, such deposit was made.

M. The Affirmance of the Malpractice Judgment

On April 12, 2016, the Missouri Court of Appeals affirmed the Malpractice Judgment almost in its entirety, including the $10.5 million judgment. It reversed on a point regarding post-judgment interest. On August 23, 2016, the Missouri Supreme Court denied Green Jacobson P.C.'s motion to transfer. With that denial, the Malpractice Judgment was not further appealable in the state courts. The Malpractice Judgment is now final and non-appealable.

N. The Appellate Fees

During the appeal, $186,035.34 in Appellate Fees was incurred. To date, all but $5,000.003 of that $186,035.34 has been paid, as described below:

O. The Requests for Disbursement and the Responses

On August 24, 2016, SKMVD filed its Motion to Disburse, seeking to have the suspension lifted and to have disbursed to it the $2,558,240.02 in Policy Proceeds being held in the Court's registry.

On August 31, 2016, the Trustee filed a Notice of Trustee's Position Regarding Disbursement [Adv. Proc. Doc. No. 17], taking the position that most, but not all, of the $2,558,240.02 should be disbursed to SKMVD at that time. The Trustee asked that an unspecified amount be reserved from disbursement because other persons were expected to make a claim to the Policy Proceeds.

On September 6, 2016, the Shareholders and Appellate Attorney Gross filed a joint Response [Adv. Proc. Doc. No. 18]. The Shareholders took the position that they were entitled to $151,389.74 of the $2,558,240.02 as reimbursement for Appellate Fees.

On September 7, 2016, Federal filed a Response [Adv. Proc. Doc. No. 20], in part joining in the Trustee's Response.

P. The Agreed Orders for Partial Disbursement of the Policy Proceeds

On September 14, 2016, the Court entered an agreed Order Regarding the Partial Distribution of Policy Proceeds [Adv. Proc. Doc. No. 22]. Consistent with the parties' agreement, the Court ordered that $2,375,647.38 of the Policy Proceeds be disbursed to SKMVD, and that the remaining $182,592.64 continue to be held in the Court's registry, pending further order of the Court.

On September 23, 2016, the Court entered an agreed Order Regarding the Distribution of Court Registry Funds to HeplerBroom P.C. [Adv. Proc. Doc. No. 24]. Consistent with the parties' agreement, the Court ordered that $12,600.00 be disbursed to HeplerBroom P.C. in satisfaction of its claim and another $18,602.90 would be disbursed to SKMVD. As a result of these disbursements, the amount remaining in the Court registry was reduced to $151,398.74 (the amount of the Remaining Policy Proceeds).

Q. The Dispute Over the Remaining Policy Proceeds

Following the entry of the HeplerBroom order, litigation over the Remaining Policy Proceeds of $151,398.74 became a fight between SKMVD and the Shareholders/Appellate Attorneys. On September 29, 2016, the Shareholders, joined by the Appellate Attorneys, filed a Brief [Adv. Proc. Doc. No. 27], in support of their contention that they are entitled to the Remaining Policy Proceeds. They asked that the $151,389.74 be disbursed "to Gross with directions to reimburse each Shareholder for the amount he paid towards the Defense Costs and to pay off the balance owed to the [Appellate Attorneys] on their final bills in the appeal."

On October 6, 2016, SKMVD filed its own Brief [Adv. Proc. Doc. No. 28].

On October 14, 2016, the Shareholders and the Appellate Attorneys filed a Reply [Adv. Proc. Doc. No. 33].

On October 24, 2016, SKMVD filed a Sur-Reply [Adv. Proc. Doc. No. 39].

On November 9, 2016, the matter came for oral argument.

On December 6, 2016, the Shareholders, the Appellate Attorneys and SKMVD filed a joint Stipulation of Facts [Adv. Proc. Doc. No. 40], although the Court does not adopt all of the stipulated facts as true and correct.4

The Court now considers the proper disbursement of the Remaining Policy Proceeds of $151,398.74.

II. SUBJECT MATTER JURISDICTION

The U.S. bankruptcy court is not vested with independent subject matter jurisdiction. Subject matter jurisdiction over bankruptcy matters is vested in the U.S. district court pursuant to 28 U.S.C. § 1334. The U.S. bankruptcy court operates as an arm of the U.S. district court. Pursuant 28 U.S.C. § 157, the U.S. district court refers bankruptcy matters to the U.S. bankruptcy court,5 whereupon the U.S. bankruptcy court is authorized to preside over the referred matter. The question of whether the U.S. bankruptcy court has subject matter jurisdiction is really a question of whether the U.S. district court has subject matter jurisdiction.

Section 1334(a) & (b) establishes that the U.S. district court has "original and exclusive jurisdiction of all cases under title 11 [the Bankruptcy Code]," and "original but not exclusive jurisdiction of all civil proceedings arising under title 11, or arising in or related to cases under title 11." A proceeding to determine a party's rights and obligations under an insurance policy is "related to" the bankruptcy case for purposes of jurisdiction if the outcome could conceivably have any effect on the estate being administered in bankruptcy. National Union Fire Ins. Co. of Pittsburgh, Pennsylvania v. Titan Energy, Inc., et al. (In re Titan Energy, Inc.), 837 F.2d 325, 329-30 (8th Cir. 1988); Pacor, Inc. v. Higgins, 743 F.2d 984, 994 (3d Cir. 1984); In re Dogpatch U.S.A., Inc., 810 F.2d 782, 786 (8th Cir. 1987). Moreover, "even a proceeding which portends a mere contingent or tangential effect on a debtor's estate meets the broad jurisdictional test articulated in Pacor." In re Titan Energy, 837 F.2d at 330.

The Policy, which names Green Jacobson P.C. as the Insured, falls within the broad definition of "property of the estate" in § 541(a). Id. at 328. Moreover, if the Policy were held to require that the Appellate Fees must be applied against the Remaining Policy Proceeds before the Remaining Policy Proceeds could be used to satisfy SKVMD (as the Shareholders argue), such holding would affect the total amount of SKMVD's general unsecured claim against the estate. SKMVD would have a larger claim in the general unsecured creditor queue, and each general unsecured creditor will receive a smaller share of the Green Jacobson, P.C. pie. As such, the matters raised in the Motion to Disburse fall within the "related to" subject matter jurisdiction of the U.S. district court.

III. THE FINDING THAT THE SHAREHOLDERS PAID, AND DID NOT "ADVANCE," THE APPELLATE FEES

In their briefing, the Shareholders and the Appellate Attorneys state that the Shareholders "advanced" the funds for the Appellate Fees.6 Presumably, they use the term "advance" to suggest that Green Jacobson P.C. is now obligated to repay the Shareholders for those funds. However, this characterization of the transaction is not accurate. The Order Suspending Case directed that the Shareholders pay the Appellate Fees, and in the Settlement Agreement, the Shareholders Press and Jacobson agreed to compensate and pay Appellate Attorney Gross. The Shareholders agreed to pay, were ordered to pay, and actually paid, the Appellate Fees. Because the Shareholders paid the Appellate Fees, they necessarily did not advance the funds for the Appellate Fees. "To pay" is not "to advance." The terms are not synonyms. "To pay" is "to give in return for goods or services" or "to discharge indebtness for" (as in, "to pay a bill"). "To pay" is to satisfy a debt; it does not incorporate an expectation of being reimbursed. By contrast, "to advance" means "to supply or furnish in expectation of repayment." The Shareholders may have been confused or mistaken as to the meaning of the terms. They may have not given the definition of "pay" much thought, assuming that they would prevail on the appeal of the Malpractice Judgment, anyway. But regardless, the Shareholders' payment of the Appellate Fees cannot be recharacterized now, by an after-the-fact vocabulary substitution.

IV. ANALYSIS

The Remaining Policy Proceeds are payable only pursuant to the terms of the Policy. The filing of the bankruptcy case does not change that. To receive a disbursement from the Remaining Policy Proceeds, a person must show that he is entitled to reimbursement under the terms of the Policy. The terms of the Policy control. Neither the Court nor the parties can rewrite the Policy. Further, the Policy terms cannot be ignored in the name of equity, as contract construction is not a matter of equity.

The Policy is not an umbrella policy that covers a wide variety of claims that might be made against the Insured. It is an attorney malpractice policy that covers professional malpractice claims made against the Insured. The Insuring Clause of the Policy specifies that Federal "shall pay Loss on behalf of an Insured on account of any Claim first made against such Insured during the Policy Period . . . for a Wrongful Act committed by the Insured before or during the Policy Period." As such, the Policy pays only for Loss (capital "L"), defined in the Policy to be "the amount that an Insured becomes legally obligated to pay as a result of any covered Claim . . ." A "Claim" (capital "C"), in turn, is defined as a demand or a proceeding "against an Insured for a Wrongful Act," and a "Wrongful Act" is defined as an act committed "solely in the performance of or failure to perform Professional Services" (that is, attorney services).

A. The Shareholders' and the Appellate Attorneys' Request for Disbursement Pursuant to the Terms of the Policy, for the Purpose of Reimbursing the Shareholders for Appellate Fees Already Paid

The Shareholders and the Appellate Attorneys request that the Remaining Policy Proceeds be disbursed to Appellate Attorney Gross, whereupon Gross would distribute them to the Shareholders as reimbursement for the Appellate Fees paid. In considering this request, the Court begins by determining whether there is Loss (capital "L"), as the Policy provides coverage only for Loss.

As noted earlier, under the Policy, for a particular amount to be Loss, the Insured must have become legally obligated to pay it. However, Green Jacobson P.C. did not "become legally obligated to pay" the Shareholders. Nothing about the Shareholders' payment of the Appellate Fees caused Green Jacobson P.C. to become legally obligated to reimburse the Shareholders for that payment. Thus, while the Shareholders may have experienced loss (lowercase "l") as a result of their paying the Appellate Fees, Green Jacobson P.C. did not experience Loss (capital "L"). No Loss (capital "L"), no coverage.

Moreover, even if Green Jacobson P.C. had become legally obligated to reimburse the Shareholders as a result of the Shareholders' payment of the Appellate Fees, there still would be no Loss. This is because Green Jacobson P.C. would not have become legally obligated to reimburse the Shareholders "as a result of any covered Claim." A Claim (capital "C") must be based on a Wrongful Act of attorney malpractice. The Shareholders, however, cannot assert a Claim based on a Wrongful Act, since the Shareholders were not the victims of the wrongful act of attorney malpractice. The Shareholders can assert only a claim (small "c") for reimbursement based on the fact that they provided Green Jacobson P.C. with the financial benefit by paying for its appellate defense. Because the Shareholders' claim is not based on a Wrongful Act done to them, it is not a covered Claim. No Claim (capital "C"), No Loss, no coverage.

Further, no other provision of the Policy supports the Shareholders' request. The Policy does not have a "reimbursement provision" entitling a third-party to Policy Proceeds because the third-party chose to pay costs that otherwise might have become Green Jacobson P.C.'s legal obligation. While the Policy contains a provision whereby Federal can be required to advance Policy Proceeds for Defense Costs, the Policy has no provision whereby a payment made by a third-party could be treated as an "advance" of Policy Proceeds.

Nevertheless, the Shareholders and the Appellate Attorneys insist that they are entitled under the Policy to the Remaining Policy Proceeds. For example, at Paragraph 9 of their September 6, 2016 Response, they assert: "the shareholders, both individually and collectively, had a right under the Policy to be indemnified for all Defense Costs incurred . . ." However, they cite to no Policy provision that supports this assertion, and a review of the Policy shows that the assertion has no foundation. First, the Shareholders are not indemnified under the Policy; Green Jacobson P.C.—a distinct entity from the Shareholders—is indemnified. Second, the Shareholders did not pay Defense Costs. The Policy defines "Defense Costs" as "that part of Loss consisting of reasonable costs, charge, fees (including attorneys' fees and experts' fees) and expenses . . . incurred in defending any Claim and the premium for appeal, attachment or similar bonds . . ." (emphasis added). As such, Defense Costs are a type of Loss. Thus (like any other type of Loss), Defense Costs must be an "amount that an Insured becomes legally obligated to pay." However, Green Jacobson P.C. did not become legally obligated to pay the Appellate Fees; as such, the Appellate Fees were not any type of Loss, including the type of Loss defined as Defense Costs. The fact that the Appellate Fees were associated with Green Jacobson P.C.'s defense costs (small "d," small "c") does not convert them into Defense Costs (capital "D," capital "C"), absent a showing that Green Jacobson P.C. was legally obligated to pay them.

The Shareholders and the Appellate Attorneys also point to a particular provision in the Order Suspending Case which states that the Shareholders are not "preclude[d] . . . at some future date from asserting a claim against the Insurance Policy for all Appeal Costs and Expenses they paid." However, this provision provides only that the Shareholders are not prohibited from asserting a claim to the Remaining Policy Proceeds. It creates no right to the Remaining Policy Proceeds. The Shareholders still must show that they are entitled under the terms of the Policy to the Remaining Policy Proceeds—which they cannot.

In addition, the Shareholders argued in their closing remarks at the November 9, 2016 hearing that they should receive the Remaining Policy Proceeds to "reimburse us the costs that we incurred on behalf of the estate for its benefit." Setting aside the fact that this argument cannot be reconciled with the language or purpose of the Policy, or be supported under the Bankruptcy Code, the argument is based on factually incorrect premises. First, the Appellate Fees were not incurred "on behalf of the estate." The Appellate Attorneys were not estate professionals employed upon the approval of the Court, as required by the Bankruptcy Code for the retention of estate professionals. Second, the estate did not benefit from the payment of the Appellate Attorneys. The appeal was, for the most part, a total bust for the appellee. The reversal of Malpractice Judgment was only on the point of post-judgment interest. However, SKMDV may hold the vast majority of claims against the Debtor, and it is virtually certain that SKDMV will not be paid in full. Reversal of the Malpractice Judgment on point of post-judgment interest provides no practical benefit to the estate.

B. The Shareholders' and the Appellate Attorneys' Request for Disbursement Pursuant to the Terms of the Policy, for the Purpose of Paying the Appellate Attorneys for the $5,000.00 in Unpaid Appellate Fees

The Shareholders and the Appellate Attorneys request that $5,000.00 of the Remaining Policy Proceeds be disbursed to Appellate Attorney Gross, whereupon he would apply that $5,000.00 to pay the outstanding amount of the Appellate Fees. Again, the inquiry begins with a determination of whether there is Loss (capital "L") covered under the Policy.

Green Jacobson P.C. did not become legally obligated to pay the $5,000.00. The Shareholders agreed to pay the Appellate Fees when funds to pay the fees could not be provided by Green Jacobson P.C. or through the Policy. By the time the $5,000.00 in Appellate Fees was incurred post-petition, Green Jacobson P.C. was in bankruptcy and had no funds to pay, and the Policy Proceeds were unavailable due to the Interpleader Action and thus were unavailable to use. As such, circumstances had come to pass that caused the Shareholders to become legally obligated to pay the Appellate Fees. Even the Shareholders and the Appellate Attorneys admit in their September 29, 2016 Brief and in the Jacobson Declaration that Shareholder Andres is liable for the yet-unpaid $5,000.00 of the Appellate Fees.7 By contrast, there is no evidence that Green Jacobson P.C. ever became legally obligated to pay the $5,000.00. It was always the Shareholders' obligation to pay it. No Loss, no coverage.

C. The Shareholders' and the Appellate Attorneys' Request for Disbursement Based on Public Policy

The Shareholders and the Appellate Attorneys argue that public policy supports their request for reimbursement. They state that they agreed to the terms of the Order Suspending Case in an effort "to avoid possibly unnecessary litigation over Debtor's continuing rights to Defense Costs" and "to minimize litigation . . . to put off to another day that which might never need to be decided." They then argue that the failure to disburse the $151,389.74 in Remaining Policy Proceeds to them "would give future participants in bankruptcy proceedings an incentive to litigate all issues immediately, rather than putting off those issues that might resolve themselves over the course of time." The Court makes several observations about this public policy argument.

First, a public policy argument does not overcome the fact that Federal is not contractually obligated to cover the Shareholders' claim for reimbursement. Policy concerns do not defeat the terms of an otherwise enforceable contract.

Second, the argument that failing to make a disbursement to the Shareholders would incentivize unnecessary litigation is unpersuasive. The circumstances here do not encourage parties to unnecessarily litigate. The circumstances here speak to the need to carefully consider the language of orders and contracts when making financial decisions about litigation, when those decisions are based on interpretations of those orders and contracts.

Third, the fact that denial of the reimbursement request would result in the Shareholders being "left out in the cold"—as they put it—does not make that result an injustice. The Shareholders chose to pay the Appellate Fees because it was in their self-interest to do so, and they chose to gamble that they would be reimbursed based on their interpretation of the Policy. There is no injustice in going home empty-handed when one bets all his chips on a losing hand, mistaking it for an inside straight.

Fourth, the Court rejects any suggestion by the Shareholders that this result is bad policy because it somehow victimizes them. The Shareholders are the persons who own Green Jacobson P.C., the entity liable for the attorney malpractice. The Shareholders are not the victims here; SKMVD is the victim. SKMVD suffered the attorney malpractice. It would take considerable situational tone-deafness to embrace the notion that public policy would best be served by disbursing to the Shareholders $151,389.74 that would otherwise go to the victim of the Shareholders' company's malpractice.

D. SKMVD's Request for Disbursement

Federal, SKMVD, the Shareholders and the Appellate Attorneys all agree that the Malpractice Judgment is Loss pursuant to the terms of the Policy, and that Federal is obligated to pay such Loss, subject to the Policy's wasting provision for Defense Costs. Further, the Court has now determined that the Shareholders' payment of the Appellate Fees does not constitute a "wasting" Defense Cost that must be paid from the Remaining Policy Proceeds. Therefore, as SKMVD is the only entity still claiming a right to the Remaining Policy Proceeds, the Court finds that SKMVD is entitled to a disbursement of the entire amount of the Remaining Policy Proceeds of $151,389.74, and holds that such disbursement is proper.

Disbursing the $151,389.74 in Remaining Policy Proceeds to SKMVD is consistent with the language and the purpose of the Policy. The Policy is an attorney malpractice insurance policy. The purpose of the Policy is to protect the Insured against Loss resulting from defense of attorney malpractice claims and judgments against it. The purpose of the Policy is not to protect non-insured persons against other types of losses that they chose to incur.

Because the Shareholders and Appellate Attorneys are not entitled to disbursement of the Remaining Policy Proceeds, the Court does not need to determine whether SKMVD properly garnished the then-remaining $2,558,240.02 in Policy Proceeds. This issue turned out to be a rabbit trail—a rabbit trail being travelled by a cart in front of a horse. Even if SKMVD had not effectively garnished the $2,558,240.02, the Shareholders and the Appellate Attorneys still would not be entitled to any of the Remaining Policy Proceeds under the terms of the Policy.

VI. CONCLUSION

For the reasons set forth herein, the Court ORDERS that the Motion to Disburse be GRANTED as to the parts remaining and be fully adjudicated on a final basis, such that:

To the degree a separate judgment may be necessary, the Court will issue a contemporaneous Order of Judgment, consistent with this Memorandum Opinion and Order.