# Zurich-American Insurance Group

## DEDUCTIBLE AGREEMENT
**SELF-INSURER:** IBM CORPORATION

### R. SEVERABILITY

If any section of this Agreement or portion thereof is held by any governmental authority or court of law to be illegal, in conflict with the law of any state, any pertinent regulation or any other lawful order, the validity of the remaining sections or portions thereof shall not be affected, and the duties and obligations of the Self-Insurer and the Company shall be construed and enforced as if this Agreement did not contain that particular section or portion thereof held to be invalid.

### S. NON-WAIVER OF RIGHTS

Forebearance, neglect or failure by any party to this Agreement to enforce any provision of this Agreement shall not be construed as a waiver of any rights or privileges hereunder. Irrespective of the fact that past behavior did not precipitate strict adherence to the terms and conditions of this Agreement, the terms and conditions of this Agreement may be strictly enforced at any time.

### T. CONTROLLING LAW

This Agreement shall be interpreted and construed in accordance with the laws of the State of New York.

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**IN WITNESS WHEREOF,** THE PARTIES HERETO HAVE CAUSED THIS AGREEMENT TO BE SIGNED BY THEIR DULY AUTHORIZED REPRESENTATIVES.

**COMPANY**
**ZURICH INSURANCE COMPANY**

**By:**
Robert L. Tinkham  
Assistant Vice President  

**Dated** 6/7/91

**SELF-INSURER**
**INTERNATIONAL BUSINESS MACHINES CORPORATION**

**By:**
Patrick J. Noonan  
Title MANAGER CASUALTY INS  

**Dated** 6/28/91

Form DUDA Edition 4 (12/89)  
IBM 063104  
06-Jun-91