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Policy Number PSDEF2501124 <br /> Upon the Underwriters request,the Insured shall assist in making settlements,in the conduct <br /> of suits and in enforcing any right of contribution or indemnity against any person or organization <br /> who may be liable to the Insured because of acts,errors or omissions or Pollution Conditions <br /> with respect to which insurance is afforded under this Policy; and the Insured shall attend <br /> hearings and trials and assist in securing and giving evidence and obtaining the attendance of <br /> witnesses. <br /> The Insured shall not admit liability, make any payment, assume any obligations, incur any <br /> expense,enter into any settlement,stipulate to any judgment or award or dispose of any Claim <br /> without the written consent of the Underwriters. <br /> Except as provided for in Clause II.B., expenses incurred by the Insured in assisting and <br /> cooperating with the Underwriters, as described above, do not constitute Claims Expenses <br /> and are not reimbursable under the Policy. <br /> XIX. ACTION AGAINST THE UNDERWRITERS <br /> No action shall lie against the Underwriters unless, as a condition precedent thereto, the <br /> Insured shall have fully complied with all of the terms of this Policy, nor until the amount of the <br /> Insured's obligation to pay shall have been fully and finally determined either by judgment <br /> against them or by written agreement between them, the claimant and the Underwriters. <br /> Nothing contained herein shall give any person or organization any rightto join the Underwriters <br /> as a party to any Claim against the Insured to determine their liability, nor shall the <br /> Underwriters be impfeaded by the Insureds or their legal representative in any Claim. <br /> XX. SUBROGATION <br /> In the event of any payment under this Insurance, the Underwriters shall be subrogated to all <br /> the Insureds'rights of recovery therefore against any person or organization, and the Insured <br /> shall execute and deliver instruments and papers and do whatever else is necessary to secure <br /> such rights. The Insured shall do nothing to prejudice such rights. The Underwriters agrees <br /> to waive its rights of recovery against any client of the Named Insured for a Claim which is <br /> covered pursuant to Insuring Clause I.A. and/or I.B. of this Policy to the extent the Named <br /> Insured had, prior to such Claim, a written agreement to waive such rights. Any recoveries <br /> shall be applied first to subrogation expenses,second to Damages and Claims Expenses paid <br /> by the Underwriters, and third to the Each Claim Deductible. Any additional amounts <br /> recovered shall be paid to the Named Insured. <br /> XXI. ENTIRE AGREEMENT <br /> By acceptance of this Policy, all Insureds agree that this Policy embodies all agreements <br /> existing between them and the Underwriters relating to this Insurance. Notice to any agent or <br /> knowledge possessed by any agent or by any other person shall not effect a waiver or a change <br /> in any part of this Policy or estop the Underwriters from asserting any right under the terms of <br /> this Policy; nor shall the terms of this Policy be waived ❑r changed, except by written <br /> endorsement issued to form a part of this Policy, signed by the Underwriters. <br /> XXII. VALUATION AND CURRENCY <br /> All premiums,limits,deductibles, Damages and other amounts under this Policy are expressed <br /> and payable in the currency of the United States. If judgment is rendered, settlement is <br /> denominated or another element of Damages under this Policy is stated in a currency other <br /> than United States dollars or if Claims Expenses are paid in a currency other than United <br /> States dollars, payment under this Policy shall be made in United States dollars at the rate of <br /> exchange published in the Wall Street Journal on the date the judgment becomes final or <br /> payment of the settlement or other element of Damages is due or the date such Claims <br /> Expenses are paid. <br /> Risk Details-Wording Page 24 of 74 A0840831 6/2/2025 12:29 PM <br />