THE STATEMENTS IN THE DECLARATIONS MADE PART HEREOF AND SUBJECI TO ALL OF
THE TERMS OF THIS POLICY, AGREES WITH THE NAMED ASSURED AS FOLLOWS:

INSURING AGREEMENT

1. The Company hereby agrees to indemnify the Assured against ultimate net
losses arising out of the hazards covered and as defined and in excess of
the underlying insurance as shown in Declaration 8 but only up to an amount not exceeding the limits shown in Declarations 6 and 7.

2. Except as may be otherwise stated in this policy, the coverage provided
shall follow the insuring agreements, conditions and exclusions of the
underlying insurance (whether primary or excess) immediately preceding
the layer of coverage provided by this policy. If subsequent to the
binding of this insurance any changes are made in the immediate underlying
insurance, the Company agrees to follow the immediate underlying
insurance with respect to such changes at an additional premium, if any,
to be agreed. The Assured agrees to give prompt notice of any change in
coverage or premium in the underlying insurance and copies thereof shall
be furnished to the Company upon request.

MAINTENANCE OF UNDERLYING INSURANCE

3. The limits of the underlying insurance shall be maintained in full effect during the policy term (as shown in Declaration 4) except for reduction of such limits by exhaustion of aggregate limits, if any, solely
by the payment of claims resulting from accidents or occurrences happening
during the policy term thereof. Failure to comply with the foregoing
shall not invalidate this policy, but in the event of such failure the
Company shall be liable only to the extent that it would have been liable
had the Assured complied.

ASSURED'S RESPONSIBILITY FOR DISCLOSURE OF AGGREGATE LIMITS

4. Unless aggregate limits are specifically stated in Declaration 8, the
coverage provided by this policy applies only in excess of the amount
provided for any one accident or occurrence in the underlying insurance.
and does not apply over any reduced amount of underlying insurance in
the event of the exhaustion or reduction of aggregate limits, if any, in
the underlying insurance. If annual aggregate limits are specifically
stated in Declaration 8, this policy will apply in excess of reduced
underlying insurance, provided such reduction in the underlying insurance
is solely the result of accidents or occurrences happening during the
policy term as shown in Declaration 4. The Assured shall give the Company
written notice as soon as possible of any reduction or exhaustion of such
limits in the underlying insurance.

5. Unless this clause shall be physically deleted or unless an annual aggregate
limit shall have been provided for in Declaration 7, should any of the
underlying insurances listed in Declaration 8 be subject to an annual aggregate limit, whether or not shown as an aggregate, then this policy shall
also be subject to an annual aggregate limit equal to the occurrence limit
as shown in Declaration 6.

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MUTUAL MARINE OFFICE, INC.