# NEW YORK CHANGES TRANSFER OF DUTIES
WHEN A LIMIT OF INSURANCE IS USED UP

| Named Insured | Endorsement Number |
|---------------|--------------------|
| Policy Symbol  | Policy Number       | Policy Period to | Effective Date of Endorsement |
| Issued By (Name of Insurance Company) | | |

Insert the policy number. The remainder of the information is to be completed only when this endorsement is issued subsequent to the preparation of the policy.

**THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.**

This endorsement modifies all insurance provided under the following:

**COMMERCIAL UMBRELLA LIABILITY POLICY**

The following condition is added to Section VI. CONDITIONS:

P. Transfer of Duties When a Limit of Insurance Is Used Up

(a) 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:
(1) General Aggregate Limit (other than the Products/Completed Operations Aggregate Limit);
(2) Products/Completed Operations Aggregate Limit; or
(3) Each "Occurrence" Limit
is likely to be used up in the payment of judgments or settlements, we will notify the first Named "Insured," in writing, to that effect.
(b) When a limit of insurance described in paragraph (a) above has actually been used up in the payment of judgments or settlements:
(1) We will notify the first Named "Insured," in writing, as soon as practicable, that:
(a) Such a limit has actually been used up; and
(b) Our duty to defend "suits" seeking damages subject to that limit has also ended.
(2) We will initiate, and cooperate in, the transfer of control, to any appropriate "insured," of all claims and "suits" seeking "damages" which are subject to that limit and which are reported to us before that limit is used up. That "insured" must cooperate in the transfer of control of said claims and "suits."
We agree to take such steps, as we deem appropriate, to avoid a default in, or continue the defense of, such "suits" until such transfer is completed, provided the appropriate "insured" is cooperating in completing such transfer.
We will take no action whatsoever with respect to any claim or "suit" seeking damages that would have been subject to that limit, had it not been used up, if the claim or "suit" is reported to us after that limit of insurance has been used up.
(3) The first Named "insured," and any other "insured" involved in a "suit" seeking damages subject to that limit, must arrange for the defense of such "suit" within such time period as agreed to between the appropriate "insured" and us. Absent any such agreement, arrangements for the defense of such "suit" must be made as soon as practicable.

XS-23206 (01/08) Includes copyrighted material of Insurance Services Office, Inc. with its permission Page 1 of 2