# EMPLOYEE BENEFIT PLAN FOLLOW FORM ENDORSEMENT
[Claims Made]

| Named Insured | International Business Machines Corporation |
| --- | --- |
| Policy Symbol | XOO |
| Policy Number | G24895944 |
| Policy Period | 05/21/2009 - 05/21/2010 |
| Endorsement Number | 31 |
| Effective Date of Endorsement | 05/21/2009 |
| Issued By (Name of Insurance Company) | ACE Property and Casualty Insurance Company |

**THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY**

This endorsement modifies insurance provided under the following:

**COMMERCIAL UMBRELLA LIABILITY POLICY**

1. Except insofar as coverage is available to you in the "underlying insurance" and for the full limits of insurance shown therein, this insurance does not apply to liability arising out of any actual or alleged negligent act, error, omission, misstatement, misleading statement, neglect or breach of duty in the "administration" of any "employee benefit program(s)".
2. "Administration" includes but is not limited to performing any of the following functions for an "employee benefit program":
   a. Counseling "employees" on your "employee benefit programs";
   b. Interpreting your "employee benefit programs";
   c. Handling records for your "employee benefit programs";
   d. Effecting enrollment, termination or cancellation of "employees" under your "employee benefit programs";
   e. Calculation of benefits, periods of service, and compensation credits for your "employee benefit programs";
   f. Collection of contributions and application of contributions as provided in your "employee benefit programs";
   g. Preparation of reports required by government agencies, or "employee" communication materials concerning your "employee benefit programs"; or
   h. Processing of claims for your "employee benefit programs".
3. "Employee benefit program(s)" include but are not limited to group life insurance, group accident or health insurance, pension plans, stock subscription plans, travel, vacation or saving plans, profit sharing plans, social security benefits, unemployment insurance, workers' compensation and disability benefits insurance, and any other similar benefit program.
4. The coverage provided by this endorsement applies on the basis of claims first made against you during the period of this policy, and shall apply to those claims provided:
   a. The date such claim is first made against you is during our "policy period", or within 180 days of the termination of our policy period, and

**CLASS CODE 2-13000**
**NOTICE: THESE POLICY FORMS AND THE APPLICABLE RATES ARE EXEMPT FROM THE FILING REQUIREMENTS OF THE NEW YORK STATE INSURANCE DEPARTMENT. HOWEVER SUCH FORMS AND RATES MUST MEET THE MINIMUM STANDARDS OF THE NEW YORK INSURANCE LAW AND REGULATIONS.**

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