**Endorsement #1 Page 3**

**Policy No.:** 8906923  
**Eff. Date of Pol.:** 5-21-79  
**Eff. Date of End.:** 5-21-79  
**Agency No.:** 50-515-810  
**Add'l Premium:** $  
**Return Premium:** $  

**Named Insured:** INTERNATIONAL BUSINESS MACHINES CORP.

This endorsement is issued by the company named below, which is the insurer under the policy designated above, issued to the Named Insured and forms a part of said policy as of the effective date hereof, at the hour stated in the policy Declarations.

**AS RESPECTS PRODUCTS AND COMPLETED OPERATIONS THE POLICY TERRITORY DEFINITIONS IS DELETED AND REPLACED BY THE FOLLOWING:**

7) 1. A) THE COMPANY SHALL HAVE NO OBLIGATION UNDER SUPPLEMENTARY PAYMENTS, PARAGRAPH A WITH RESPECT TO ACCIDENT (S) OCCURRING OUTSIDE OF THE UNITED STATES OF AMERICA, ITS TERRITORIES OR POSSESSIONS, UNLESS THE CLAIM OR SUIT AGAINST THE INSURED WITH RESPECT TO ANY SUCH ACCIDENT (S) IS BROUGHT WITHIN THE UNITED STATES OF AMERICA, ITS TERRITORIES OR POSSESSIONS AND

B) WITH RESPECT TO ANY CLAIM OR SUIT BROUGHT AGAINST THE INSURED ARISING OUT OF AN ACCIDENT (S) OCCURRING OUTSIDE OF THE UNITED STATES OF AMERICA, ITS TERRITORIES OR POSSESSIONS, THE COMPANY WILL REIMBURSE THE INSURED FOR THE AMOUNT OF ANY EXPENSES INCURRED BY THE INSURED WITH THE CONSENT OF THE COMPANY IN THE DEFENSE OF ANY SUCH SUIT AND SUCH PART OF SUCH JUDGMENT AS DOES NOT EXCEED THE LIMIT OF THE COMPANY'S LIABILITY HEREUNDER INCLUDING ALL COST TAXED AGAINST THE INSURED IN ANY SUCH SUIT AND ALL INTEREST ACCRUING AFTER ENTRY OF JUDGMENT UNTIL THE INSURED HAS PAID OR TENDERED OR DEPOSITED IN COURT SUCH PART OF SUCH JUDGMENT AS DOES NOT EXCEED THE LIMIT OF THE COMPANY'S LIABILITY HEREUNDER. IN THE EVENT THAT ANY SUCH CLAIM OR SUIT IS SETTLED OR COMPROMISED WITH THE CONSENT OF THE COMPANY, THE COMPANY WILL REIMBURSE THE INSURED FOR THE AMOUNT OF SUCH SETTLEMENT IN THE LIMITS OF THE COMPANY'S LIABILITY UNDER THE POLICY, INCLUDING THE EXPENSES INCURRED BY THE INSURED IN THE INVESTIGATIONS, NEGOTIATIONS AND SETTLEMENTS OF ANY SUCH CLAIM OR SUIT.

2. NO SETTLEMENT OF ANY CLAIM OR SUIT WITHIN THE SCOPE OF THIS INSURANCE WILL BE MADE BY THE INSURED WITHOUT THE CONSENT OF THE COMPANY, PROVIDED, HOWEVER, THAT THE COMPANY AGREES THAT SETTLEMENTS CAN BE MADE BY THE INSURED SUBJECT TO A MAXIMUM OF $1,000 INCLUDING THE COMPANY'S LIABILITY FOR ANY ONE ACCIDENT; HOWEVER, SUCH SETTLEMENT SHALL NOT PREJUDICE THE INSURED'S RIGHTS HEREUNDER IN THE ZURICH INSURANCE COMPANY EVENT THE SAID SETTLEMENT SHALL BE SET ASIDE OR HELD VOID.

**Countersigned:** Authorized Agent

**U-GU-111-6 REV. 11-76**