**D. This insurance applies only in excess of the Underlying Insurance Limits shown in our Declarations. If the Underlying Insurance Limit shown in our Declarations has been reduced or exhausted by payment of judgments or settlements arising out of Occurrences, our policy will apply in excess of such reduced or exhausted limit of insurance.**

**E. POLICY PERIOD EXTENSIONS - If we extend our Policy Period after this policy is issued, we will consider the additional period as part of the last preceding annual period for purposes of determining the Limits of Insurance.**

**F. SAME BASIS DEFENSE EXPENSES - With respect to any claim or Suit to which this policy applies and for which we assume charge of the settlement or defense, if the limits of insurance of any Underlying Insurance are reduced by defense expenses by the terms of that policy then any defense expense payments we make will reduce our applicable Limits of Insurance in the same manner.**

## SECTION IV - EXCLUSIONS

This policy does not apply:

**A. ASBESTOS - To any liability arising, in whole or in part, out of or in any way related to Asbestos.**

**B. E.R.I.S.A. - To any liability of any Insured under, or any claim based upon:**

1. The Employees’ Retirement Income Securities Act (E.R.I.S.A.) of 1974 and any amendment thereto; or
2. Similar provisions of any federal, state, or local statutory law or common law.

**C. DAMAGE TO PROPERTY - To property damage to real or personal property in the care, custody or control of any Insured, including any costs or expenses incurred by you or any other person or organization for repair, replacement, enhancement, restoration or maintenance of such property for any reason, including prevention of injury to a person or damage to another’s property.**

**D. EMPLOYMENT PRACTICES - To any liability arising out of any employment-related or personnel practices, policies, acts or omissions. This includes, but is not limited to:**

1. Refusal to employ;
2. Termination of employment;
3. Coercion, criticism, demotion, failure to promote, evaluation, reassignment, discipline, defamation, self-defamation, harassment, humiliation, discrimination, libel, slander, false arrest and imprisonment, or violation of a person’s right of privacy; or
4. Any consequential injury or damages as a result of 1., 2. or 3. above.

This exclusion applies:

1. To all claims, demands, charges, complaints or Suits by any person(s) or organization(s) for damages because of such injury or liability, including damages for care and loss of services;
2. Whether any Insured may be held liable as an employer or in any other capacity either directly or indirectly related to employment; and