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CONDITIONS <br />1. Premium <br />The premium for this policy shall be the sum stated in the first line of Item 3 <br />of the Declarations and /or in'any'applicable amendatory endorsements attached <br />hereto. <br />2. Inspection and Audit <br />The Company shall be permitted but not obligated to inspect the Named <br />Insured's property and operations at any time. Neither the Company's right to <br />make inspections nor the making thereof nor any report thereon shall consti. <br />tute an undertaking, on behalf of or for the benefit of the Named Insured or <br />others, to determine or warrant that such property or operations are safe or <br />healthful, or are in compliance with any law, rule or regulation. <br />The Company may examine and audit the Named Insured's books and records <br />at any time during the policy period and extensions thereof and within three <br />years after the final termination of this policy, as far as they relate to the <br />subject matter of this insurance. <br />3. Financial Responsibility Laws <br />When this policy is certified as proof of financial responsibility for the future <br />under the provisions of any motor vehicle financial responsibility law, such <br />insurance as is afforded by this policy for bodily injury liability or for property <br />damage liability shall comply with the provisions of such law to the extent of <br />the coverage and limits of liability required by such law. The Insured agrees to <br />reimburse the Company for any payment made by the Company which it would <br />not have been obligated to make under the terms of this policy except for the <br />agreement contained in this paragraph. <br />4. Insured's Duties in the Event of Occurrence, Claim or Suit <br />(a) In the event of an occurrence, written notice containing particulars sufficient <br />to identify the Insured and also reasonably obtainable information with <br />respect to the time, place and circumstances thereof, and the names and <br />addresses of the injured and of available witnesses, shall be given by or for <br />the Insured to the Company or any of its authorized agents as soon as <br />practicable. <br />(b) If claim is made or suit is brought against the Insured, the Insured shall <br />immediately forward to the Company every demand, notice, summons or <br />other process received by him or his representative. <br />(c) The Insured shall cooperate with the Company and, upon the Company's <br />request, assist in making settlements, in the conduct of suits and in enforc- <br />ing any right of contribution or indemnity against any person or organization <br />who may be liable to the Insured because of injury or damage with respect <br />to which insurance is afforded under this policy; and the Insured shall <br />attend hearings and trials and assist in securing and giving evidence and <br />obtaining the attendance of witnesses. The Insured shall not, except at his <br />own cost, voluntarily make any payment, assume any obligation or incur <br />any expense other than for first aid to others at the time of accident. <br />5. Arbitration <br />With respect to liability assumed under an "incidental contract ", as defined in <br />this policy, the Company shall be entitled to exercise all of the Insured's rights <br />in the choice of arbitrators and in the conduct of any arbitration proceeding. <br />6. Action Against Company <br />No action shall lie against the Company unless, as a condition precedent <br />thereto, there shall have been full compliance with all of the terms of this <br />policy, nor until the amount of the Insured's obligation to pay shall have been <br />finally determined either by judgment against the Insured after actual trial or <br />by written agreement of the Insured, the claimant and the Company. <br />Any person or organization or the legal representative thereof who has <br />secured such judgment or written agreement shall thereafter be entitled to <br />recover under this policy to the extent of the insurance afforded by this policy. <br />No person or organization shall have any right under this policy to join the <br />Company as a party to any action against the Insured to determine the Insured's <br />liability, nor shall the Company be impleaded by the Insured or his legal repre. <br />sentative. Bankruptcy or insolvency of the Insured or of the Insured's estate <br />shall not relieve the Company of any of its obligations hereunder. <br />1. Other Insurance <br />The insurance afforded by this policy is primary insurance, except when stated <br />to apply in excess of or contingent upon the absence of other insurance. When <br />this insurance is primary and the Insured has other insurance which is stated <br />to be applicable to the loss on an excess or contingent basis, the amount of <br />the Company's liability under this policy shall not be reduced by the existence <br />of such other insurance. <br />When both this insurance and other insurance apply to the loss on the same <br />basis, whether primary, excess or contingent, the Company shall not be liable <br />under this policy for a greater proportion of the loss than that stated in the <br />applicable contribution provision below: <br />(a) Contribution by Equal Shares. If all of such other valid and collectible <br />insurance provides for contribution by equal shares, the Company shall not <br />be liable for a greater proportion of such loss than would be payable if <br />each insurer contributes an equal share until the share of each insurer <br />equals the lowest applicable limit of liability under any one policy or the <br />full amount of the loss is paid, and with respect to any amount of loss not <br />so paid the remaining insurers then continue to contribute equal shares <br />of the remaining amount of the loss until each such insurer has paid its <br />limit in full or the full amount of the loss is paid. <br />(b) Contribution by Limits. If any of such other insurance does not provide for <br />contribution by equal shares, the Company shall not be liable for a greater <br />proportion of such loss than the applicable limit of liability under thi <br />policy for such loss bears to the total applicable limit of liability of all <br />valid and collectible insurance against such loss. <br />8. Subrogation <br />In the event of any payment under this policy, the Company shall be subro <br />gated to all the Insured's rights of recovery therefor against any person o <br />organization and the Insured shall execute and deliver instruments and paper. <br />and do whatever else is necessary to secure such rights. The Insured shall do <br />nothing after loss to prejudice such rights. <br />9. Changes <br />Notice to any agent or knowledge possessed by any agent or by any othe <br />person shall not effect a waiver or a change in any part of this policy or estol <br />the Company from asserting any right under the terms of this policy; nor shal <br />the terms of this policy be waived or changed, except by endorsement issuer <br />to form a part of this policy. <br />10. Assignment <br />Assignment of interest under this policy shall not bind the Company until it <br />consent is endorsed hereon; if, however, the Named Insured shall die, sucl <br />insurance as is afforded by this policy shall apply (1) to the Named Insured'. <br />legal representative, as the Named Insured, but only while acting within the <br />scope of his duties as such, and (2) with respect to the property of the Name <br />Insured, to the person having proper temporary custody thereof, as Insurec <br />but only until the appointment and qualification of the legal representative. <br />`1. Cancellation <br />This policy may be cancelled by the Named Insured by surrender thereof to th <br />Company or any of its authorized agents or by mailing to the Company writte <br />notice saying when thereafter the cancellation shall be effective. This polic <br />may be cancelled by the Company by mailing to the Named Insured at-th <br />address shown in this policy, written notice stating when not less that 30 day <br />thereafter such cancellation shall be effective. The mailing of notice a-afart <br />said shall be sufficient proof of notice. The time of surrender or the effectiv <br />date and hour of cancellation stated in the notice shall become the end of th <br />policy period. Delivery of such written notice, either by the Named Insured r <br />by the Company, shall be equivalent to mailing. <br />If the Named Insured cancels, the premium shall be considered fully earner <br />If the Company cancels, earned premium shall be computed pro rata. Premiur <br />adjustment may be made at the time cancellation is effected and, if not the <br />made, shall be made as soon as practicable after cancellation becomes effer <br />five, but payment or tender of unearned premium is not a condition of car <br />cellation. <br />12. Declarations <br />By acceptance of this policy, the Named Insured agrees that the statements i <br />the declarations are his agreements and representations, that this policy i <br />issued in reliance upon the truth of such representations and that this polic <br />embodies all agreements existing between himself and the Company or an <br />of its agents relating to this insurance. <br />IN WITNESS WHEREOF, the INSURANCE COMPANY OF NORTH AMERICA has caused this policy to be signed by its President and a Secretary at Philadelphia, Pennsylvania, <br />countersigned on the Declarations page by a duly Authorized Agent of the Company. <br />BERTRAM C. DEDMAN, Secretary <br />—4— <br />6/ JOHN R. <br />