**THIS ENDORSEMENT EFFECTIVE MAY 21, 1993**

**FORMS PART OF POLICY NUMBER 531-266534-7**

**ISSUED TO INTERNATIONAL BUSINESS MACHINES CORP.**

**BY INTERNATIONAL INSURANCE COMPANY**

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

**EXCESS INSURANCE POLICY AMENDATORY ENDORSEMENT**

**CONDITION 8. MAINTENANCE OF UNDERLYING INSURANCE IS REPLACED BY THE FOLLOWING:**

**3. MAINTENANCE OF UNDERLYING INSURANCE. IT IS WARRANTED BY THE INSURED THAT THE UNDERLYING INSURANCE POLICIES LISTED IN ITEM 5 OF THE DECLARATIONS, OR RENEWALS OR REPLACEMENTS THEREOF NOT MORE RESTRICTED, SHALL BE MAINTAINED IN FORCE AS VALID AND COLLECTIBLE DURING THE CURRENCY OF THIS POLICY, EXCEPT FOR ANY REDUCTION OF THE AGGREGATE LIMITS CONTAINED THEREIN SOLELY BY PAYMENT OF CLAIMS IN RESPECT OF OCCURRENCES HAPPENING DURING THIS POLICY PERIOD. IN THE EVENT OF FAILURE BY THE INSURED TO SO MAINTAIN SUCH POLICIES IN FORCE OR TO MEET ALL CONDITIONS AND WARRANTIES SUBSEQUENT TO LOSS UNDER SUCH POLICIES, THE INSURANCE AFFORDED BY THIS POLICY SHALL APPLY IN THE SAME MANNER IT WOULD HAVE APPLIED HAD SUCH POLICIES BEEN SO MAINTAINED IN FORCE. NOTICE OF EXHAUSTION OF UNDERLYING INSURANCE SHALL BE GIVEN THE COMPANY WITHIN THIRTY (30) DAYS OF SUCH EXHAUSTION.**

**IN THE EVENT THERE IS NO RECOVERY AVAILABLE TO THE INSURED AS A RESULT OF THE BANKRUPTCY OR INSOLVENCY OF ANY UNDERLYING INSURER, THE COVERAGE AFFORDED BY THIS POLICY SHALL APPLY IN EXCESS OF THE TOTAL LIMITS OF LIABILITY SHOWN IN ITEM 5 OF THE DECLARATIONS.**

**AUTHORIZED REPRESENTATIVE**

**ENDORSEMENT NO. 5**

**056 (06-90)**

**FMN 103.0176 (1-84)**