IN THE SUPREME COURT OF THE STATE OF DELAWARE
NATALIE AYERS, §
§ No. 411, 2025
Plaintiff Below, Appellant, §
§ Court Below—Superior
v. § Court of the State of
§ Delaware
TRAVELERS CASUALTY §
INSURANCE COMPANY, § C.A. No. N24C-05-130
§
Defendant Below, Appellee. §
Submitted: July 15, 2026
Decided: October 1, 2026
Before SEITZ, Chief Justice; TRAYNOR, LEGROW, and GRIFFITHS, Justices;
and DANBERG, Chief Judge,1 constituting the Court en Banc.
Upon appeal from the Superior Court of the State of Delaware. REVERSED and REMANDED.
Adam F. Wasserman, Esq. (argued), CICONTE WASSERMAN LLC, Wilmington,
Delaware, for Appellant Natalie Ayers.
Megan M. Williams, Esq., MARSHALL DENNEHEY, P.C., Wilmington,
Delaware; Allison L. Krupp, Esq. (argued), MARSHALL DENNEHEY, P.C.,
Camp Hill, Pennsylvania, for Appellee Travelers Casualty Insurance Company.
1
Sitting by designation pursuant to Del. Const. Art. IV §§ 12 and 38 and Supreme Court Rules 2 and 4(a) to fill the quorum as required.
GRIFFITHS, Justice:
Plaintiff Below-Appellant Natalie Ayers brought this action against
Defendant Below-Appellee Travelers Insurance Company (“Travelers”) seeking
underinsured motorist (“UIM”) benefits under a commercial automobile policy
issued to Industrial Electrical Services, Inc. (“IES”). Ayers, who owns IES,
purchased the policy to cover IES employees and separately purchased an
endorsement that extended coverage to certain individuals and their family members
when occupying vehicles that IES did not own. This extended coverage applies to
anyone named on a schedule; Ayers is listed on the schedule. After purchasing the
policy, Ayers was involved in an automobile accident while driving a vehicle that
she personally owned. Ayers submitted a UIM claim to Travelers under the policy,
and Travelers denied coverage. Ayers disputed the denial of the claim in the
Superior Court. Travelers prevailed at summary judgment. Ayers now appeals from
that judgment.
We conclude that the endorsement unambiguously excludes UIM coverage
when the individual named on the schedule occupies a vehicle owned by that
individual or a family member. But we hold that this vehicle-based exclusion is
unenforceable under Delaware law. We therefore REVERSE and REMAND.
2
I
Ayers owns IES.2 In 2021, IES purchased from Travelers a commercial
automobile policy listing IES as the sole named insured (the “Policy”).3 The Policy
includes a driver listing that identifies individuals expected to operate IES vehicles.
Ayers is listed as a driver. Ayers also paid an additional premium for an
endorsement, titled “Drive Other Car Coverage—Broadened Coverage for Named
Individuals” (the “Endorsement”). Provision C of the Endorsement extends UIM
coverage to “[a]ny individual named in the Schedule” and that individual’s “family
members” as insureds.4 The schedule identifies Ayers as the named individual.
In May 2022, while commuting for personal reasons in a car that she
personally owned, Ayers was injured when her SUV was struck by another vehicle.5
She first recovered the limits of the other driver’s liability coverage and then the
maximum UIM benefits available under her personal policy. Neither recovery fully
covered her medical expenses and vehicle damage. So, Ayers submitted a UIM
claim to Travelers under the Policy. Travelers denied the claim on the ground that
2
App. to Opening Br. dated Nov. 10, 2025, at A27 [hereinafter A_].
3
App. to Answering Br. dated Dec. 19, 2025, at B19 [hereinafter B_] (Commercial Insurance Policy at 1 [hereinafter “Policy”]).
4
B63 (Drive Other Car Coverage at 2 [hereinafter “Endorsement”]).
5
Attachment to Opening Br. at ¶ 1 (Summary Judgment Order dated Sept. 15, 2025 [hereinafter “Order”]).
3
Ayers was not covered because she was driving her own vehicle. Ayers then filed
this action in the Superior Court, seeking UIM benefits under the Policy.
The parties filed cross-motions for summary judgment. Ayers argued that
Provision C of the Endorsement entitled her to UIM coverage. Provision C provides:
C. Changes in Auto Medical Payments and Uninsured and
Underinsured Motorists Coverages
The following is added to Who Is An Insured:
Any individual named in the Schedule and his or her “family members”
are “insureds” while “occupying” or while a pedestrian when being
struck by any “auto” [IES does not] own except: Any “auto” owned by
that individual or by any “family member.”6
Ayers maintained that this exception applied only when she was struck by a
vehicle that she or a family member owned; alternatively, she contended that the
Endorsement’s text conflicted with its “Broadened Coverage for Named
Individuals” title, creating ambiguity to be construed against the drafter. She further
argued that, even if the exception excluded coverage when she occupied a vehicle
that she owned, it operated as an “other motor vehicle” exclusion, which is
unenforceable under Delaware law.
Travelers argued that the Endorsement did not add Ayers as an insured for a
personal accident unrelated to IES’s business, emphasizing that IES is the sole
6
B63 (Endorsement 2).
4
named insured. The Superior Court granted summary judgment for Travelers.7 It
reasoned that Ayers was not covered under the Endorsement because she was not
driving an IES-owned vehicle for business purposes when the accident occurred.8
The court also held that Frank v. Horizon Assurance Co.—a Delaware Supreme
Court decision holding that vehicle-based limitations on UIM coverage were
unenforceable because coverage attaches to the driver and not the vehicle—was
inapplicable. The court reasoned that Frank did not apply because the named
insured on the Policy was IES, not Ayers. Ayers appealed.
II
We review “the Superior Court’s grant of summary judgment de novo. We
also review questions of law, including the interpretation of insurance policies, de
novo.”9
III
On appeal, the parties renew their competing interpretations of the
Endorsement and dispute the enforceability of its vehicle-based limitation under
Delaware law.
7
Order at ¶13 (“The first issue is whether Ayers qualifies as a named insured for UIM coverage under the Business Policy. The [c]ourt concludes she does not.”).
8
Id. at ¶22.
9
Sherman v. State, 133 A.3d 971, 974–75 (Del. 2016); see also Cubler v. State Farm Mut. Auto. Ins. Co., 679 A.2d 66, 68 (Del. 1996) (holding that the enforceability of an insurance policy is a legal question “subject to a de novo standard of review.”).
5
A
As a preliminary matter, we briefly address Travelers’ contention that the
Endorsement is limited to business use, although, as Travelers conceded at oral
argument, the Endorsement “does not specifically say business use.”10 Travelers
instead asks us to infer that limitation from the Policy’s commercial nature:
“throughout the policy, it is a commercial policy.”11 We cannot adopt that inference
here. When one policy provision would deny coverage but is made subject to
another that could permit it, “it is the latter provision[] that control[s],” with any
doubt resolved against the insurer.12 The Endorsement contains no business-use
limitation, and therefore its language controls over the commercial limitation that
Travelers would have us infer.
We next address the parties’ competing interpretations of Provision C.
Interpretive contract principles guide our analysis. “Insurance policies are contracts,
and Delaware courts apply the ordinary principles of contract interpretation to
construe insurance policies.”13 Where ambiguous, “the language of an insurance
10
Oral Argument at 31:06-31:20 (July 15, 2026),
https://courts.delaware.gov/supreme/oralarguments/.
11
Oral Argument at 31:21-31:25 (July 15, 2026),
https://courts.delaware.gov/supreme/oralarguments/.
12
Penn Mut. Life Ins. Co. v. Oglesby, 695 A.2d 1146, 1147 (Del. 1997).
13
Monzo v. Nationwide Prop. & Cas. Ins. Co., 249 A.3d 106, 118 (Del. 2021) (internal citations omitted).
6
contract is always construed most strongly against the insurance company which has
drafted it.”14 “An ambiguity exists when the language in a contract permits two or
more reasonable interpretations.”15 But “[t]he mere fact that parties disagree as to
the meaning of contractual terms does not, alone, render those terms ambiguous.”16
We need not apply the rules regarding ambiguous insurance contracts because
we find Provision C unambiguous. The plain language extends coverage to the
individual named in the schedule and their family members in two contexts: 1)
“while occupying” an automobile he or she does not own, or 2) as a pedestrian, while
being struck by an automobile he or she does not own. Ayers’s reading would render
the exception operative only under the latter circumstance. But that reading leaves
the phrase “while occupying” without any corresponding description of the vehicle
being occupied.17 Travelers’ reading, by contrast, gives effect to both the
“occupying” and “being struck by” alternatives and the ownership exception. We
adopt Travelers’ reading.18
14
Steigler v. Ins. Co. of N. Am., 384 A.2d 398, 400 (Del. 1978).
15
Hallowell v. State Farm, 443 A.2d 925, 926 (Del. 1982).
16
Alta Berkely VI C.V. v. Omneon, Inc., 2011 WL 2923884, at *4 (Del. Super. July 21, 2011) (citing Rhone-Poulenc Basic Chem. Co. v. Am. Motorists Ins. Co., 616 A.2d 1192, 1196 (Del. 1992)).
17
Manti Hldgs., LLC v. Authentix Acq. Co., Inc., 261 A.3d 1199, 1208 (Del. 2021) (“An interpretation is unreasonable if it ‘produces an absurd result[.]’”).
18
See, e.g., Eden v. The Netherlands Ins. Co., 834 F.3d 1116, 1126 (10th Cir. 2016) (finding UIM policy endorsement section unambiguous because the phrase “while occupying” took as its object “any auto you do not own,” and that a competing interpretation of the phrase without a corresponding object could not be credited); Acuity v. Terra-Tek, LLC, 11 N.W.3d 96, 102 (S.D.
7
The other provisions in the Endorsement also support Travelers’
interpretation.19 Provision B of the Endorsement likewise addresses coverage for
vehicles IES does not own in substantially parallel language. It provides, in relevant
part, that:
B. Changes in Covered Autos Liability Coverage
1. Any “auto” [IES doesn’t] own, hire, or borrow is a covered “auto”
while being used by any individual named in the Schedule or by his or
her spouse . . . except:
a. Any “auto” owned by that individual or by any member of his or her
household.
b. Any “auto” used by that individual or his or her spouse while
working in a business of selling, servicing, repairing or parking “autos.”
2. The following is added to Who Is An Insured:
Any individual named in the Schedule and his or her spouse . . . are
“insureds” while using any covered auto described in Paragraph B.1. of
this endorsement.20
Provision B excludes from coverage any vehicle owned by a person listed on the
schedule. Reading the Endorsement as a whole and giving its related provisions
2024) (holding that grafting a prefatory phrase onto a “Who Is an Insured” section of a UIM endorsement in a way that would dissolve other classes of insureds was impermissible, because an interpretation that leaves a part unreasonable or of no effect is disfavored); Sayreville Seaport Assoc. Urban Renewal, L.P. v. Indian Harbor Ins. Co., 213 A.D.3d 427 (2023) (reinforcing that ambiguity cannot be manufactured by ignoring an endorsement’s own structural and grammatical framework); Maher v. United Ohio Ins. Co., 188 N.E.3d 212, 222-23 (Ohio App. 2022) (rejecting interpretation of UIM endorsement that would have untethered a phrase from its natural grammatical referent, consistent with the Edens approach).
19
See Osborn ex rel. Osborn v. Kemp, 991 A.2d 1153, 1159 (Del. 2010) (“We will read the contract as a whole and we will give each provision and term effect, so as not to render any part of the contract mere surplusage.”).
20
B62-63 (Endorsement 1–2) (bold in original) (emphasis added).
8
consistent meaning, Provision C likewise excludes UIM coverage when the
individual named in the schedule occupies a vehicle owned by that individual or a
family member. The Endorsement therefore has only one reasonable reading.
Accordingly, we hold that Provision C unambiguously excludes UIM
coverage when the individual named in the schedule occupies a vehicle owned by
that individual or a family member. Although the Endorsement adds Ayers as an
insured in certain circumstances, it does not provide UIM coverage for this accident
because she was occupying a vehicle that she personally owned.21
B
That conclusion brings us to Ayers’s alternative argument. She contends that
Provision C’s exclusion of UIM coverage when she occupies a personally owned
vehicle is unenforceable. She argues that this vehicle-based limitation is an “other
motor vehicle” exclusion under Frank v. Horizon Assurance Co.22 and is therefore
void as a matter of law and public policy. We agree.
In Frank, an uninsured motorist injured Julie Frank while she was operating
a vehicle she owned but that was not listed on a Horizon automobile policy issued
21
Our conclusion also forecloses Ayers’s ambiguous-heading argument. “Contract headings do not constitute controlling evidence of a contract’s substantive meaning[.]” Masimo Corp. v. Kiani, 2026 WL 1080396, at *11 (Del. Ch. Apr. 21, 2026) (citing Fulkerson v. MHC Operating Ltd., 2002 WL 32067510, at *5 (Del. Super. Sept. 24, 2002)). The text controls, and a heading cannot create ambiguity that the text does not contain.
22
553 A.2d 1199 (Del. 1989).
9
to her and her husband.23 After recovering UIM benefits under her own policy,
Frank sought additional UIM benefits under the Horizon policy.24 Horizon denied
coverage based on an “other motor vehicle” exclusion that barred coverage when an
insured occupied a vehicle not listed on the policy.25
We held that the exclusion was unenforceable under 18 Del. C. § 3902,26
explaining that UIM coverage is “personal to the insured and not vehicle specific.”27
Because Frank was an insured entitled to UIM coverage, we concluded that the
“other motor vehicle” exclusion in the Horizon policy was void as a matter of law
and public policy.
The same is true here. Travelers acknowledges that the Endorsement adds
Ayers as an insured. Provision C, however, purports to exclude coverage when she
occupies certain vehicles. That is a vehicle-based limitation on coverage. Under
23
Id. at 1200.
24
Id. at 1201.
25
Id.
26
Id. at 1205; see also id. at 1201–02 (“The legislative purpose embodied in the requirement that uninsured motorist coverage be available to all members of the public is clear: the protection of innocent persons from the negligence of unknown or impecunious tortfeasors. Insurance policy provisions designed to reduce or limit the coverage to less than that prescribed by the Delaware statute, 18 Del. C. § 3902, are void.” (citing State Farm Mut. Auto. Ins. Co. v. Abramowicz, 386 A.2d 670, 673 (Del. 1978))).
27
Id. at 1203.
10
Frank, Travelers may not condition Ayers’s UIM coverage on the ownership of the
vehicle that she occupied when the accident occurred.28
Travelers relies on Bermel v. Liberty Mutual Fire Insurance Co.29 to argue
that Frank protects only a “named insured” and not an “insured” added by
endorsement. We do not read Bermel so narrowly.
In Bermel, we upheld an insurer’s denial of UIM benefits to an employee
injured while driving his own, non-business vehicle. The employer’s businessautomobile policy provided UIM coverage only for “covered autos”—vehicles the
employer owned and the occupants of those vehicles. And no endorsement extended
UIM coverage to the employee while occupying other vehicles.30 We explained that
the case turned on the policy’s insuring agreement, not an exclusion.31 Because the
policy’s initial grant of UIM coverage was limited to covered vehicles, no UIM
coverage attached to an accident in a non-covered vehicle. We also explained that
18 Del. C. § 3902 and Delaware public policy bar “other motor vehicle” exclusions
28
See id.; see also Brown v. Everett, 2019 WL 2361539, at *4 (Del. Super. June 4, 2019) (“. . . [Section 3902] does not permit a policy exclusion that restricts UIM coverage by reference to who owns the vehicle in question.”); Lee v. Geico Choice Ins. Co., 2017 WL 3951874, at *2 (Del. Super. Sept. 7, 2017) (“First, under Delaware law, UIM coverage is personal to the insured rather than vehicle-related.”); Davis v. State Farm Mut. Auto. Ins. Co., 2011 WL 1379562, at *5 (Del. Super. Feb. 11, 2011) (“. . . the insured’s UM/UIM coverage follows the insured regardless of the vehicle he or she may be occupying or driving when an accident occurs.”). 29
56 A.3d 1062 (Del. 2012).
30
Id. at 1068.
31
Id.
11
that withdraw coverage already granted, but they do not require insurers to extend
UIM coverage beyond the policy’s defined covered vehicles in the first place.32
Ayers is situated differently from Bermel. Here, Travelers agreed to provide
UIM coverage to “[a]ny individual named in the Schedule” of the Endorsement, and
Ayers is listed on the schedule. Provision C then conditioned coverage based upon
the vehicle that she occupied. Frank forecloses that result: UIM coverage follows
the insured, not the vehicle. The Superior Court’s judgment cannot be reconciled
with that rule.
Because Ayers is an insured under the Policy, her UIM coverage is personal
to her and cannot be conditioned on the vehicle she occupied at the time of the
accident. Provision C’s vehicle-based limitation is therefore unenforceable to that
extent, and Ayers is entitled to seek UIM benefits under the Policy as the individual
named in the Endorsement’s schedule.
IV
For the foregoing reasons, the judgment of the Superior Court is
REVERSED, and the case is REMANDED for further proceedings consistent with
this opinion. Jurisdiction is not retained.
32
Id.
12