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Form OCC01
Page 1 of 1

**ADDITIONAL/RETURN PREMIUM: NIL**

**PRIOR INSURANCE AND NON-CUMULATION OF LIMITS ENDORSEMENT**

It is hereby acknowledged and agreed that notwithstanding anything to the contrary in the Followed Policy, if a loss involving any progressive, continuous, repeated, indivisible or recurring Bodily Injury, Personal Injury, Property Damage or Advertising Injury, covered under this Policy is also covered in whole or in part under any other excess liability policy issued by the Insurer to any Insured prior to the Policy Inception Date stated in Item 4 of the declarations, the applicable Limit of Liability under this Policy shall be reduced by any amounts paid or to be paid to any Insured under such prior excess liability policy(ies) on account of Bodily Injury, Personal Injury, Property Damage or Advertising Injury. The reduction in the applicable Limit of Liability under this Policy will apply regardless of whether the progressive, continuous, repeated, indivisible or recurring Bodily Injury, Personal Injury, Property Damage or Advertising Injury encompasses one or more than one Occurrence and regardless of the number of claims made or suits brought seeking damages for any progressive, continuous, repeated, indivisible or recurring Bodily Injury, Personal Injury, Property Damage or Advertising Injury.

Nothing herein contained shall be held to vary, alter, waive, or extend any of the terms, conditions, exclusions or limitations of the Policy referenced below, except as expressly stated herein.

The effective date of this endorsement is May 21, 2012
All other terms and conditions remain unchanged.
This endorsement is attached to and made a part of Policy No. IBM-1521/OCC01
of ACE Bermuda Insurance Ltd.

Issued to:
International Business Machines Corporation

Date of Issue: May 9, 2012
By [Authorized Representatives]

End No. 2