**Endorsement No.: 12**

**Effective date of this endorsement:** 8/17/70
**Attached to and forming part of Policy No.:** 77378723

**Agent or Broker:** Johnson & Higgins
**Issued to:** International Business Machines Corporation, etal
**Name of Company:** Federal Insurance Company

**Date of Issue:** 9/16/70

**Original and duplicate issued:**
- One of which being accomplished.
- The other to stand null and void.

**WHEREAS,** the period of the Primary and/or Underlying policy or policies, including renewals or replacements thereof, with respect to which this policy applies in excess is or may be non-concurrent with the period of this policy;

**NOW, THEREFORE,** in consideration of the premium for which this policy is written, in the event of reduction or exhaustion of the aggregate limit or limits contained in such Primary and/or Underlying policy or policies solely by payment of losses in respect to accidents or occurrences during the period of such Primary and/or Underlying policy or policies it is hereby understood and agreed that such insurance as is afforded by this policy shall apply in excess of the reduced underlying limit or, if such limit is exhausted, shall apply as underlying insurance, notwithstanding anything to the contrary in the terms and conditions of this policy.

**HOWEVER,** in no event shall this policy be liable under any circumstances for loss, either as underlying or excess coverage, resulting from occurrences as defined which did not occur within the term of this contract.

**CHUBB & SON INC.**
**By:** [Signature]

**All other terms and conditions not inconsistent herewith remain unchanged.**