# Joint Venture Limitation Endorsement Scaled Limits Over Scaled Retention - Adjustment for Judgment or Award

## Named Insured
- **International Business Machines Corporation**
- **Endorsement Number:** 23

## Policy Details
- **Policy Symbol:** XOO
- **Policy Number:** G25915951
- **Policy Period:** 05/21/2012 - 05/21/2013
- **Effective Date of Endorsement:** 05/21/2012
- **Issued By (Name of Insurance Company):** ACE Property and Casualty Insurance Company

## Important Note
**THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY**

This endorsement modifies insurance provided under the following:
- **COMMERCIAL UMBRELLA LIABILITY POLICY**

With respect to covered damages arising out of the liability of any "joint venture" in which you have an ownership interest, but which is not a Named Insured, the policy is amended as follows:

### I. Insured's Joint Venture Retained Limit
We will be liable only for that portion of covered damages in excess of the "insured's joint venture retained limit."

### II. Insured's Joint Venture Limits of Insurance
A. Our limits of insurance under this policy shall be limited to your percentage ownership interest in the "joint venture" multiplied by the total applicable limits of insurance set forth in the Declarations of this policy.

B. If such ownership interest is not set forth in a written contract between or among all owner/members of the "joint venture" that pre-dates the "occurrence," the percentage to be applied in determining the scaling of both the "insured's joint venture retained limit" and the limits of insurance shall be the percentage which would be imposed by law at the inception of the "joint venture" to determine respective ownership interests.

C. Notwithstanding A. or B. above, if a "suit" results in a monetary judgment or award which determines (a) the amount of covered damages which the "joint venture" is obligated to pay, and (b) the percentage of your liability for such damages, then our limit of insurance shall be the higher of:
(1) your percentage share of the judgment or award; or
(2) your percentage ownership interest as determined under A. or B. above
multiplied by the total applicable limits of insurance set forth in the Declarations of this policy.

D. The percentage assigned to you under A., B. or C shall not be increased by the insolvency of any other owner/members of the "joint venture" and shall not be subject to any rules of joint and/or several liability.

## Class Code
- **Class Code:** 2-13000

## Notice
**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.**

MS-9616 (05/12)
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