# NOTICE OF OCCURRENCE

Wherever the Assured has information from which the Assured may reasonably conclude that an occurrence covered hereunder involves a claim or defense which, in the event that the Assured shall be held liable, is likely to involve this policy, notice shall be sent as stated in Item 7 of the Declarations as soon as practicable; provided however, that failure to give notice of any occurrence which at the time of its happening did not appear to involve this policy, but which, at a later date would appear to give rise to claim hereunder, shall not prejudice such claims.

## OTHER INSURANCE

If other valid and collectible insurance with another insurer is available to the Assured covering a loss also covered by this policy, other than insurance that is in excess of the insurance afforded by this policy, the insurance afforded by this policy shall be in excess of and shall not contribute with such other insurance.

## DECLARATIONS

### ITEM 1.
**NAMED ASSURED:** INTERNATIONAL BUSINESS MACHINES INC., ETAL.

### ITEM 2.
**Underlying Umbrella policies:** VARIOUS AS PER SCHEDULE ON FILE WITH THE COMPANY.

### ITEM 3.
**Underlying Umbrella Limits (Insuring Agreement II):** $130,000,000.00 BI/PD CSL

### ITEM 4.
**Underlying Umbrella Aggregate Limits (Insuring Agreement II):** $130,000,000.00 BI/PD CSL

### ITEM 5.
**Limit of Liability (Insuring Agreement II):** $7,000,000.00 BI/PD CSL P/O $45,000,000.00 BI/PD CSL

### ITEM 6.
**Aggregate Limit of Liability (Insuring Agreement II):** $7,000,000.00 BI/PD CSL P/O $45,000,000.00 BI/PD CSL

### ITEM 7.
**Notice of Occurrence (Condition 4) to:** BACCALA & SHOOP INSURANCE SERVICES, TWO CENTURY PLAZA, SUITE 2100, 2049 CENTURY PARK EAST, LOS ANGELES, CA. 90067

## STATE EXCEPTIONS

### MARYLAND:
Condition 3, CANCELLATION, is amended as follows: The words, "thirty (30) days" are deleted and replaced by the words, "forty-five (45) days". Condition 8, NON-RENEWAL, is added as follows: "If the Company intends not to renew, the Company shall deliver or send by mail to the Assured, written notice of its intent not to renew at least forty-five (45) days prior to the expiration of the policy."

### MICHIGAN:
Condition 3, CANCELLATION, is amended as follows: The words, "the address shown in this policy" are deleted and replaced by the words, "the last address of the Assured known to the Company". Condition 8, NOTICE OF OCCURRENCE, is amended by the addition of the following subparagraphs: a) Notice of an occurrence by the Assured on or after the effective date of this policy, if given by the Assured's authorized representative shall be considered as notice to the Company; and b) Failure by the Assured to give the Company notice in the manner and within the time specified in this policy will not invalidate any claim made by the Assured. If the Assured shows that it was not reasonably possible to give such notice within that prescribed time and that notice was given as soon as was reasonably possible.

Condition 8, BANKRUPTCY AND INSOLVENCY, is added as follows: "The insolvency or bankruptcy of the Assured will not relieve the Company of its liability for injury sustained or loss occasioned during the term of this policy. In the event execution issues against the Assured remain unsatisfied because of such insolvency or bankruptcy, then the injured party or his legal representatives may maintain such action against the Company for the amount of the judgment, not to exceed the limits of liability stated in this policy."

### NEW YORK:
The definition of NAMED ASSURED, is amended by the addition of the following words: "and/or officer, directors, stockholders, or employees of the Assured while acting within the scope of their duties as such and of which prompt notice has been given to the Company."

The section entitled, EXCLUSIONS, is added as follows: "This policy shall not apply—1. to any liability arising out of the violation of any statute, law or regulation prohibiting discrimination or humiliation because of race, color, creed or national origin; 2. to the liability of the Assured hereunder for any loss, damage or expense caused intentionally by or at the direction of the Named Assured."

ATTACHED TO AND FORMING A PART OF POLICY OZX 11660

ISSUED TO: INTERNATIONAL BUSINESS MACHINES INC., ETAL.
DATED AT: NEW YORK, NEW YORK
BY: [Signature]