# Insuring Agreements

In consideration of the payment of the premium and in reliance on all statements made and information furnished by the NAMED INSURED to the COMPANY, including the representations and warranties made in the Application for this POLICY, hereby made a part hereof, and subject to the foregoing Declarations, hereby made a part hereof, and to all of the terms of this POLICY, the COMPANY and the NAMED INSURED agree as follows:

## I. COVERAGE

(a) The COMPANY shall indemnify the INSURED for ULTIMATE NET LOSS which the INSURED shall become legally obligated to pay by reason of liability imposed upon the INSURED by law or liability of others assumed by the INSURED under contract or agreement because of PERSONAL INJURY, PROPERTY DAMAGE or ADVERTISING OFFENSE anywhere in the world,

(1) which results from an OCCURRENCE, notice of which shall have been first given to the COMPANY (in accordance with Condition (c) hereof):

(A) by the NAMED INSURED during the POLICY PERIOD;

(B) by the NAMED INSURED during any EXTENDED REPORTING PERIOD which the NAMED INSURED shall have elected to secure (or continue) in accordance with the following paragraph (b); or

(C) by any former subsidiary or affiliate of the NAMED INSURED during any EXTENDED REPORTING PERIOD that may arise in accordance with Condition (m) hereof; and

(2) for which a CLAIM is made against the INSURED, and of which CLAIM the NAMED INSURED has given written notice to the COMPANY, within ten (10) years from the effective date of cancellation of the POLICY or the Expiration Date stated in Item 4 of the Declarations irrespective of whether:

(A) the notice of OCCURRENCE in paragraph l(a)(1) above was given during the POLICY PERIOD; or

(B) such notice was given during the EXTENDED REPORTING PERIOD;

provided, however, that in no event shall there be coverage under this POLICY for any liability of any INSURED with respect to any OCCURRENCE, PERSONAL INJURY, PROPERTY DAMAGE or ADVERTISING OFFENSE for which there is, or but for the issuance of this POLICY would be, any coverage in any amount provided under any other policy issued by the COMPANY to the INSURED irrespective of whether such other policy is issued prior to, simultaneously with or subsequent to this POLICY.

(b) In the event of cancellation or nonrenewal of this POLICY by the NAMED INSURED or the COMPANY, other than cancellation for nonpayment of premium, the NAMED INSURED may elect to secure an EXTENDED REPORTING PERIOD for an ANNUAL PERIOD, and thereafter may elect annually to continue such EXTENDED REPORTING PERIOD for no more than four (4) additional ANNUAL PERIODS, for such INSUREDS as the NAMED INSURED shall designate, by giving the COMPANY written notice of such election not less than ten (10) days prior to the effective date of cancellation of the POLICY or the Expiration Date stated in Item 4 of the Declarations, or the expiration date of each ANNUAL PERIOD, and by paying to the COMPANY the applicable annual premium as set forth in the attached Schedule B no later than the date of commencement of each ANNUAL PERIOD of such EXTENDED REPORTING PERIOD.

Where notice of an OCCURRENCE is first given, in accordance with Condition (c), during such EXTENDED REPORTING PERIOD, it shall be deemed to have been given during the POLICY PERIOD of this POLICY for purposes of the application of the terms of this POLICY including, but not by way of limitation, the COMPANY'S Limit of Liability and the PER OCCURRENCE UNDERLYING AMOUNT.

## II. LIMIT OF LIABILITY

(a) Subject to all the terms hereof, the COMPANY shall indemnify the INSURED, in accordance with Condition (f), only for that amount of ULTIMATE NET LOSS, as provided for in Endorsement Number 1 to this POLICY, for any OCCURRENCE covered pursuant to paragraph I hereof, which ULTIMATE NET LOSS is in excess of the greater of either:

(1) ULTIMATE NET LOSS in the amount of the PER OCCURRENCE UNDERLYING AMOUNT; or

(2) ULTIMATE NET LOSS with respect to any OCCURRENCE in the amount covered by collectible OTHER INSURANCE;

and then only up to the amount stated in Item 2 of the Declarations as the COMPANY'S Limit of Liability, which is the maximum amount payable by the COMPANY under this POLICY in the aggregate

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