# CANOPIUS

**Endorsement No:** 010

**This endorsement effective:** May 21, 2009 (at 12:01AM prevailing time at the address of the Named Insured as shown in Item 1(b) of the Declarations)

**Forms a part of Policy No:** IBM-064/CUBLBSF01-09

**Issued to:** International Business Machines Corporation

**By:** Canopius Underwriting Bermuda Limited

## CHOICE OF LAW ENDORSEMENT - IV

where the language of this Policy is deemed to be ambiguous or otherwise unclear, the issue shall be resolved in the manner most consistent with the relevant provisions, stipulations, exclusions and conditions (without regard to authorship of the language, without any presumption or arbitrary interpretation or construction in favour of either the Insured or the Company or reference to the "reasonable expectations" of either thereof or to contra proferentum and without reference to parol or other extrinsic evidence). Insofar as the substantive internal law of New York is inapplicable as provided herein or otherwise, and as respects arbitration procedure, the internal laws of England and Wales apply.

The following DEFINITIONS are added to this Policy:

"Punitive damages", which may also be called exemplary damages, means damages awarded by a court above and beyond the requirements for compensating a plaintiff for "bodily injury", "property damage" or "personal and advertising injury" and intended to reform or deter the defendant and similar persons from pursuing a course of action such as that which damaged the plaintiff. "Punitive damages" does not include civil or criminal fines or penalties imposed by any government authority.

"Substantial relationship" means a relationship with one or more of the following indicia: the Insured's state of incorporation or principal place of business; the place where the claim is made or the court action seeking damages is brought, or where the "bodily injury", "property damage", or "personal and advertising injury" occurred; the insurance company's state of domicile, incorporation, or principal place of business; or the state where the policy was issued.

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

**November 23, 2010**

**Date of Issue**

**Jeremy J. Wright, VP**

Ref.004-CUBL039-02-10

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