# EXCESS LIABILITY POLICY
## CITY INSURANCE

**Thereafter called the Company**

A named insured, as insured name on the schedule made a part hereof, is underwritten for the payment of the premium and subject to all the terms and conditions as follows:

1. **Additional Insurance:** Whenever an accident or event taking place during the period of the policy, the Company agrees to afford the insured such additional insurance as the issuance of the underlying coverage specified in the schedule would afford the insured by increasing the underlying limit from the limits set forth under Item 2 of the Declarations to the limits set forth under Items 2 and 3 of the Declarations provided that it is expressly agreed that liability shall attach to the Company.

### DEFINITIONS

1. **Ultimate Net Loss:** The words "ultimate net loss" shall be understood to mean the maximum amount payable in settlement of the liability of the insured after making deductions for all recoveries and for other valid and collectible insurance proceeds; however, the policy is valid and collectible regardless of whether the policy is exhausted.
2. **Costs:** The word "costs" shall be understood to mean all expenses incurred after entry into suit, investigation, and payment of legal expenses incurred. However, all office expenses of the insured, all expenses of salaried employees of the insured, or general retainer fees for counsel normally paid by the insured.

### CONDITIONS

1. **Maintenance of Underlying Insurance:** It is a condition of this Policy that the underlying coverage be maintained in full effect during the period of this Policy except for reduction of the aggregate limits contained therein solely by payment of claims or occurrence of occurrences whenever applicable which take place during the period of this Policy. If the underlying coverage is terminated at any time prior to the policy, the effective date of termination of the said underlying coverage shall be the end of the period of this Policy.
2. **Premium:** The insured shall pay premium to the Company as specified in the schedule. If the insured terminates this Policy, earned premium shall be computed in accordance with the customary short rate table and procedure. If the Company terminates this Policy, earned premium shall be computed pro rata.

### NOTIFICATION OF CLAIMS

The insured upon knowledge of any accident or occurrence which ever is applicable, liable, or gives rise to a claim hereunder, shall give immediate written notice thereof to the Company.

### ASSISTANCE AND COOPERATION

The Company shall not collect upon, assume charge of the settlement or defense of any claim made or suit brought or proceeding instituted against the insured but the Company shall have the right and shall be given the opportunity to cooperate with the insured or the insured's underlying insurers or both in the defense and control of any claim suit or proceeding relative to an occurrence where the claim or suit or proceeding appears reasonably likely to involve the Company in which event the insured and the Company shall cooperate in all things in the defense of such claim suit or proceeding.

### TERMINATION

The insured may terminate this Policy at any time by giving to the Company 30 days' previous notice. The Company may terminate this Policy at any time by giving to the insured 30 days' previous notice. Any such notice shall be sent by registered mail and shall state the date on which termination shall become effective. The effective date of termination shall be the end of the period of this Policy.

In Witness Whereof, the Company has caused this Policy to be executed and attested, but this Policy shall not be a business contract.