# ENDORSEMENT #6

This endorsement, effective 12:01 A.M. 05/21/86, forms a part of policy No. 552 8820 issued to International Business Machines by Lexington Insurance Company.

## DIRECTORS AND OFFICERS LIABILITY EXCLUSION

In consideration of the premium charged for this policy, it is agreed that such insurance as is afforded by the policy shall not apply:

A. Except with respect to Personal Injury Liability, Property Damage Liability and Advertising Liability as defined in this policy, to any liability for loss or expense from "claims" or suits against any person or persons, jointly or severally, who was or now is or may hereinafter be a Director or Officer for breach of duty, neglect, error, misstatement, misleading statement or omission while acting in their respective capacities as Directors and Officers.

B. Except with respect to Personal Injury Liability, Property Damage Liability and Advertising Liability as defined in this policy, to any liability for loss or expense from "claims" or suits against any corporation brought by any Officer or Director for indemnification or to be reimbursed for any damages or costs or expenses incurred in connection with the defense of any action, suit or proceeding or in connection with appeal therein to which any Officer or Director is or was a party thereto which is or was based on breach of duty, neglect, error, misstatement, misleading statement or omissions while acting in their respective capacities as Directors or Officers. The fact that the Corporation may be liable to the Officer or Director because of State Law, Article or Certificate or Incorporation of the Corporation, or By-Laws of the Corporation or separate contract shall not alter the conditions of this exclusion.