# Premium

The first Named Insured shown in the Declarations will be responsible for payment of all premiums when due.

The premium stated in the Declarations is a flat premium. It is not subject to adjustment except as provided herein or as changed by an endorsement to this policy issued by us.

## L. Separation of "Insureds"

Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this policy to the first Named Insured, this insurance applies:

1. As if each Named Insured were the only Named Insured; and
2. Separately to each "insured" against whom claim is made or "suit" is brought.

## M. Titles

The titles to the various parts, sections, subsections and endorsements of this policy are intended solely for ease of reference and do not in any way limit, expand or otherwise affect the provisions of such parts, sections, subsections and endorsements.

## N. Transfer of Rights of Recovery Against Others to Us

If the "insured" has rights to recover all or part of any payment we have made under this policy, those rights are transferred to us. The "insured" must do nothing to impair those rights after having knowledge of "bodily injury", "property damage" or "personal and advertising injury" which may result in a claim for damages under this policy. At our request, the "insured" will bring "suit" or transfer those rights to us and help us enforce them.

## O. When "Loss" is Payable

Liability under this policy shall not apply unless and until the "insured" or "insured's" underlying insurer has become obligated to pay the "retained limit". Such obligation by the "insured" to pay part of the "loss" shall have been previously determined by a written agreement between the "insured", claimant, and us.

We will obtain your consent to settle any claim within the "retained limit" unless such consent is unreasonably withheld.

## P. Representations or Fraud

We do not provide coverage for any "insured" who has made fraudulent statements or engaged in fraudulent conduct in connection with any "loss" or damage for which coverage is sought under this policy.

However, with respect to liability arising out of the ownership, maintenance, or use of covered "autos", we will provide coverage to such "insured" for damages sustained by any person who has not made fraudulent statements or engaged in fraudulent conduct if such damages are otherwise covered under the policy.

## Q. Conformance to New York Requirements

It is hereby understood and agreed that, notwithstanding anything in this policy to the contrary, with respect to such insurance as is afforded by this policy, the terms of this policy, as respects coverage for operations in the State of New York, must conform to the coverage requirements of the applicable insurance laws of the State of New York or the applicable regulations of the New York Insurance Department; provided, however, that the company's limits of insurance, as stated in this policy, are excess of the limits of any "underlying insurance" or self-insurance, as stated in the Declarations, or in any attached endorsement.

## R. Transfer of Duties When a Limit of Insurance Is Used Up

1. If we conclude that, based on "occurrences", offenses, claims or "suits" which have been reported to us and to which this insurance may apply, the: