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NEW YORK LAWYERS DEFENSE PLAN PROFESSIONAL LIABILITY INSURANCE FOR

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									                                    NEW YORK LAWYERS DEFENSE PLAN
                              PROFESSIONAL LIABILITY INSURANCE FOR LAW FIRMS

                           THIS IS A CLAIMS MADE POLICY – PLEASE READ CAREFULLY.

THIS IS A CLAIMS MADE POLICY. EXCEPT AS MAY OTHERWISE BE PROVIDED HEREIN, THE COVERAGE OF
THIS POLICY IS LIMITED TO LIABILITY FOR ONLY THOSE CLAIMS OR POTENTIAL CLAIMS THAT ARE FIRST
MADE IN WRITING TO THE COMPANY DURING THE POLICY PERIOD, THE BASIC EXTENDED REPORTING
PERIOD OR AN OPTIONAL EXTENDED REPORTING PERIOD PURCHASED.             THIS POLICY CONTAINS
PROVISIONS, WHICH REDUCE THE LIMITS OF LIABILITY STATED IN THE POLICY BY CLAIM EXPENSES,
INCLUDING DEFENSE ATTORNEY’S FEES AND COSTS. THE DEDUCTIBLE IS PARTIALLY APPLICABLE TO
CLAIM EXPENSES AND DAMAGES.          PLEASE REVIEW THIS POLICY CAREFULLY AND DISCUSS THE
COVERAGE WITH YOUR INSURANCE AGENT OR BROKER.

 In consideration of the payment of the premium and in reliance upon the statements in the application attached hereto
and made a part hereof, and subject to all of the terms of the policy, the Company designated in the Declarations
(hereinafter “the Company”) agrees with the Named Insured as stated in the Declarations (hereinafter “Named Insured”)
as follows:

                                                INSURING AGREEMENTS

I. COVERAGE – PROFESSIONAL LIABILITY

   The Company will pay on behalf of the INSURED all sums in excess of the deductible that the INSURED becomes
   legally obligated to pay as DAMAGES as a result of any CLAIM or potential CLAIM against the INSURED first made in
   writing to the Company during the POLICY PERIOD or within sixty (60) days thereafter, by reason of any act, error,
   omission or PERSONAL INJURY arising out of Professional Services rendered or that should have been rendered by
   the INSURED or by any person for whose act, error, omission or PERSONAL INJURY the INSURED is legally liable,
   and arising out of the conduct of the INSURED’S profession as a Lawyer or Notary Public, provided always that such
   act, error, omission or PERSONAL INJURY occurs:

   A. during the POLICY PERIOD; or

   B. on or after to the RETROACTIVE DATE if any, and prior to the effective date of this policy, but only if:

      1. no INSURED had, prior to the effective date of this policy, actual knowledge of any CLAIM or any act, error,
         omission or PERSONAL INJURY that may reasonably be expected to give rise to a CLAIM; and

      2. no INSURED has any prior insurance applicable to the CLAIM, except that if any such prior insurance exists,
         then this policy will apply upon exhaustion of all such other prior insurance, and then will pay only the remaining
         amount of any loss covered hereunder, not exceeding the limit of liability of this policy.

   Subject to all other terms and conditions of this policy, when the INSURED acts as an administrator, conservator,
   executor, fiduciary, guardian, receiver, trustee, title insurance agent, member, director or officer of any bar association,
   arbitrator or mediator, an act, error, omission or PERSONAL INJURY of the INSURED in such capacity will be deemed
   for the purpose of Insuring Agreement I. to be the performance of professional services for others in the INSURED’S
   capacity as a lawyer, but only to the extent that such act, error, omission or PERSONAL INJURY is of the type for
   which in the lawyer-client relationship, the INSURED would be legally responsible as a lawyer. This coverage will not
   apply to any loss sustained by the INSURED as the beneficiary or distributee of any trust or estate.

II. DEFENSE, INVESTIGATION AND SETTLEMENT OF CLAIMS

   As respects such insurance as is afforded by this policy, the Company will:

   A. have the right and duty to defend, including selection of counsel and arbitrators, in the INSURED’S name and on
      the INSURED’S behalf any CLAIM for DAMAGES against the INSURED, even if such CLAIM is groundless, false
      or fraudulent and have the right to make such investigation and negotiation of any CLAIM as it deems expedient.
      The Company has no duty to defend any CLAIM to which this insurance does not apply; and

   B. not settle any CLAIM without the written consent of the INSURED. If, however, the INSURED refuses to consent to
      a settlement recommended by the Company and elects to contest the CLAIM or continue legal proceedings in
      connection with such CLAIM, the Company’s liability for the CLAIM will not exceed the amount for which the CLAIM
CPA-122-NY (12/2005)                                                                                              Page 1 of 1
      could have been settled, including CLAIMS EXPENSES incurred with its consent up to the date of such refusal, or
      the applicable limit of liability, whichever is less. In any event, the Company will not be obligated to pay any
      DAMAGES or defend or continue to defend any CLAIM after the limit of the Company’s liability has been exhausted
      by payment of DAMAGES and/or CLAIMS EXPENSES, or by deposit of the applicable limit of liability in a court of
      competent jurisdiction.

  C. If the Company concludes that, based on CLAIMS or suits which have been reported to it and to which this
     insurance may apply, the Aggregate Limit or the each CLAIM Limit is likely to be used up in the payment of
     judgments or settlements, the Company will notify the first Named Insured, in writing, to that effect.

  D. When a limit of insurance described in Paragraph C. above has actually been used up in the payment of judgments
     or settlements:

      1.   The Company will notify the first Named Insured, in writing, as soon as practicable, that:

           a. Such a limit has actually been used up; and
           b. The Company’s duty to defend suits seeking damages subject to that limit has also ended.

      2.   The Company will initiate, and cooperate in, the transfer of control, to any appropriate INSURED, of all CLAIMS
           and suits seeking DAMAGES which are subject to that limit and which are reported to the Company before that
           limit is used up. That INSURED must cooperate in the transfer of control of said CLAIMS and suits.

           The Company agrees to take such steps, as it deems appropriate, to avoid a default in, or continue the defense
           of, such suits until such transfer is completed, provided the appropriate INSURED is cooperating in completing
           such transfer.

           The Company will take no action whatsoever with respect to any CLAIM or suit seeking DAMAGES that would
           have been subject to that limit, had it not been used up, if the CLAIM or suit is reported to the Company after
           that limit of insurance has been used up.

      3.   The first Named Insured, and any other INSURED involved in a suit seeking damages subject to that limit,
           must arrange for the defense of such suit within such time period as agreed to between the appropriate
           INSURED and the Company. Absent any such agreement, arrangements for the defense of such suit must be
           made as soon as practicable.

  E. The first Named Insured will reimburse the Company for expenses it incurs in taking those steps it deems
     appropriate in accordance with paragraph D.2. above.

      The duty of the first Named Insured to reimburse the Company will begin on:

      1.   The date on which the applicable limit of insurance is used up, if the Company sent notice in accordance with
           Paragraph C. above; or

      2.   The date on which the Company sent notice in accordance with Paragraph D.1. above, if the Company did not
           send notice in accordance with Paragraph C. above.

  F. The exhaustion of any limit of insurance by the payments of judgments or settlements, and the resulting end of the
     Company’s duty to defend, will not be affected by its failure to comply with any of the provisions of this Condition.

III. CLAIMS EXPENSES

   To the extent, described in the LIMITS OF LIABILITY AND DEDUCTIBLE SECTION, CLAIMS EXPENSES will be
   included within the deductible and the limit of liability and will not be in addition thereto. Such CLAIMS EXPENSES will
   reduce the available limit of liability to the extent described below.

IV. DISCIPLINARY PROCEEDING COVERAGE

  A. In addition to the applicable limit of liability, the Company will pay on behalf of the Named Insured, up to $10,000
     per POLICY PERIOD for the defense of any GRIEVANCE against any INSURED first made in writing to the
     Company during the POLICY PERIOD, that results in a disciplinary proceeding before a state licensing board.

  B. GRIEVANCE, whenever used in this policy means any complaint or report to a state licensing board against any
     INSURED.

CPA-122-NY (12/2005)                                                                                            Page 2 of 2
  C. Defense costs include attorney fees and other reasonable fees, costs and expenses resulting from the
     investigation, adjustment, defense and appeal of such proceeding. Defense costs do not include any fines or
     sanctions imposed against any INSURED.

  D. The INSURED:

      1. or someone on the INSURED’S behalf, or the claimant or someone on his or her behalf with particulars
         suffifent to identity the INSURED, must give immediate written notice to the Company or its licensed agent in
         the state of any GRIEVANCE. Notice includes every notice or other process received by the INSURED.

      2. must cooperate with the Company in the defense, investigation and resolution of any disciplinary proceeding.

      3. must not, without prior written consent of the Company, admit liability, assume any obligations, waive any rights
         or incur any defense costs on behalf of the Company.

  E. The Deductible will not apply to this coverage.

V. DEFENDANT’S REIMBURSEMENT COVERAGE

  In addition to the applicable limit of liability, the Company will pay on behalf of the Named Insured, up to $250 per day
  and $10,000 per POLICY PERIOD, for loss of earnings due to any INSURED’S attendance, at the Company’s request,
  at a trial, hearing or arbitration proceeding involving a CLAIM against the Named Insured.

VI. TERRITORY

   This policy applies to an act, error, omission or PERSONAL INJURY that occurs anywhere in the world provided
   CLAIM is made and suit or arbitration proceedings are brought against the INSURED in the United States of America,
   its territories or possessions, or Canada.

                                                       DEFINITIONS

I. CLAIM, whenever used in this policy means a demand received by the INSURED for DAMAGES, including, but not
   limited to, the service of suit or institution of arbitration proceedings against the INSURED.

II. CLAIMS EXPENSES, whenever used in this policy means:

   A. fees charged by any lawyer designated by the Company; and

   B. if authorized by the Company, all other fees, costs and expenses resulting from the investigation, adjustment,
      defense and appeal of any CLAIM, suit or proceeding.

      CLAIMS EXPENSES does not include salaries and expenses of regular employees or officials of the Company.

III. DAMAGES, whenever used in this policy means the monetary portion of any judgment, award or settlement, provided
     always that DAMAGES does not include:

   A. punitive, exemplary, or treble DAMAGES;

   B. sanctions, fees, fines or penalties imposed by law;

   C. fees paid or owed as remuneration for legal services; or

   D. matters that may be deemed uninsurable under the law pursuant to which this policy may be construed.

IV. INSURED, whenever used in this policy means:

   A. The Named Insured shown in the Declarations and any PREDECESSOR FIRM thereof;

   B. any lawyer or professional corporation who was or is a partner, officer, director or employee of the Named Insured,
      but only as respects professional services rendered on behalf of the Named Insured or any PREDECESSOR FIRM
      thereof;

   C. any lawyer who was or is acting “of counsel” to the Named Insured, but only in respect to professional services
      rendered on behalf of the Named Insured or any PREDECESSOR FIRM thereof;

CPA-122-NY (12/2005)                                                                                           Page 3 of 3
   D. any other present or former employee of the Named Insured or any PREDECESSOR FIRM thereof solely while
      acting on behalf of the Named Insured or any PREDECESSOR FIRM thereof; or

   E. the heirs, executors, administrators and legal representatives of any INSURED in the event of an INSURED’S
      death, incapacity or bankruptcy, but only in respect to professional services rendered prior to such INSURED’S
      death, incapacity or bankruptcy.

V. PERSONAL INJURY, whenever used in this policy means false arrest, detention or imprisonment, wrongful entry or
   eviction or other invasion of private occupancy, malicious prosecution, libel, slander or breach of privacy.

VI. POLICY PERIOD, whenever used in this policy means the period from the effective date of this policy to the expiration
    date as set forth in the Declarations or earlier termination date, if any, of this policy.

VII. PREDECESSOR FIRM, whenever used in this policy means any legal entity that was engaged in the practice of law
     to whose financial assets and liabilities the Named Insured is the majority successor in interest.

VIII. RETROACTIVE DATE, whenever used in this policy means the date on or after which any act, error, omission or
      PERSONAL INJURY must have occurred in order for any CLAIM arising therefrom to be covered under this policy.
      CLAIMS arising from any act, error, omission or PERSONAL INJURY prior to this date are not covered in this policy.

IX. TOTALLY AND PERMANENTLY DISABLED, whenever used in this policy means that the INSURED is wholly
    prevented from providing legal services for the past consecutive six months, and the disability is expected to be
    continuous and permanent.

                                                      EXCLUSIONS

This policy does not apply to any CLAIM:

    A. against any INSURED where an INSURED committed any criminal, dishonest, fraudulent or malicious acts,
       errors, omissions or PERSONAL INJURY.

    B. based upon or arising out of bodily injury, sickness, disease or death of any person, or damage to or destruction
       of any tangible property or loss of use thereof;

    C. based upon or arising out of any INSURED’S activities as an officer, director, partner, manager or employee of
       any company, corporation, operation or organization other than the Named Insured;

    D. arising out of or in connection with the conduct of any business enterprise other than the Named Insured
       (including the ownership, maintenance or care of any property in connection therewith) which is or was owned
       by any INSURED or in which any INSURED is or was a partner, or which is or was directly or indirectly
       controlled, operated or managed by any INSURED either individually or in a fiduciary capacity;

    E. made by any former or present INSURED under this policy against any other INSURED under this policy;

    F. based upon or arising out of discrimination by any INSURED on the basis of race, creed, national origin, age, sex
       or marital status;

    G. based upon or arising out of any INSURED’S capacity as a public official or an employee of a governmental body,
       subdivision or agency unless any INSURED is deemed to be such solely because any INSURED has rendered
       legal services to such governmental body and the remuneration for such legal services inures to the benefit of the
       Named Insured;

    H. based upon or arising out of any INSURED’S intentional breach of underwriting authority in the INSURED’S
       capacity as a Title Insurance Agent.

    I.   arising out of the alleged certification or acknowledgment by any INSURED, in his or her capacity as a notary
         public, or a signature on a document that the INSURED did not witness being placed on the document;

    J.   based upon or arising out of the Employee Retirement Income Security Act of 1974, Public Law 93-406, and
         amendments thereto, or any other similar state or local law against any INSURED while acting as a fiduciary
         within the meaning of said laws. Nothing in the foregoing will be deemed to exclude coverage for acts, errors or
         omissions or PERSONAL INJURY committed while providing otherwise covered legal advice to a fiduciary;

    K. arising out of conversion, misappropriation or improper commingling of client funds;

    L. arising out of any INSURED’S gaining in fact any personal profit or advantage to which any INSURED was not
       legally entitled;
CPA-122-NY (12/2005)                                                                                           Page 4 of 4
   M. arising out of professional services rendered or that should have been rendered to or on behalf of any entity that,
      at the time of the act, error, omission or PERSONAL INJURY, was ten (10) percent or more owned, controlled,
      managed, or operated by any INSURED or combination of INSUREDS; or

   N. based upon or arising out of the promotion, sale, solicitation, or recommendation of any securities, real estate or
       other investments by any INSURED.

   O. based upon or arising out of the Federal Racketeer Influenced and Corrupt Organization Act, including any
      amendments thereto, or any other similar state or local law.

                                         LIMIT OF LIABILITY AND DEDUCTIBLE
I. LIMIT OF LIABILITY

   A. The limit of liability for each CLAIM will apply in excess of the deductible. CLAIMS EXPENSES and amounts paid
      or incurred in satisfaction of CLAIMS are subject to the applicable limits of liability.

   B. Up to fifty percent (50%) of the limit of liability may be used for CLAIMS EXPENSES. The remainder of the limit
      beyond that amount will apply to damages.

   C. The liability of the Company for the combined total of DAMAGES and CLAIMS EXPENSES for each CLAIM first
      made against the INSURED during the POLICY PERIOD, including the Extended Reporting Period, if purchased,
      will not exceed the amount stated in the Declarations for “Each CLAIM”.

   D. Subject to C. above, the liability of the Company will not exceed the amount stated in the Declarations as
      “Aggregate” as a result of all CLAIMS first made against the INSURED during the POLICY PERIOD, and basic
      Extended Reporting Period, if purchased.

II. DEDUCTIBLE

   A. The deductible stated in the Declarations applies to each CLAIM and in the Aggregate for the POLICY PERIOD
      and will be paid by the Named Insured. Up to fifty percent (50%) of the deductible may be used for CLAIMS
      EXPENSES. The remainder of the limit beyond that amount will apply to DAMAGES. Payment of the deductible
      or portions thereof will be made by the Named Insured within thirty (30) days of receipt of demand by the
      Company.

   B. If, at the request of the Company, the INSURED agrees to binding arbitration or mediation to resolve a CLAIM
      against the INSURED and the CLAIM is thereby resolved by arbitration or mediation, the applicable deductible for
      the CLAIM will be reduced by fifty (50) percent, but will not be reduced by more than $25,000.

III. MULTIPLE INSUREDS, CLAIMS AND CLAIMANTS

   The inclusion of more than one INSURED in any CLAIM or the making of CLAIMS by more than one person or
   organization will not operate to increase the limits of liability and deductible. Two or more CLAIMS arising out of a
   single act, error, omission or PERSONAL INJURY or a series of related acts, errors, omissions or more than one
   PERSONAL INJURY will be considered a single CLAIM. Related acts, errors, omissions or more than one PERSONAL
   INJURY are those that have as a common nexus any fact, situation, circumstance, event or transaction. All such
   CLAIMS whenever made will be considered first made on the date on which the earliest CLAIM arising out of such act,
   error, omission or PERSONAL INJURY was first made and all such CLAIMS are subject to one limit of liability and
   deductible.

IV. REIMBURSEMENT TO THE COMPANY

   If the Company has paid any amounts in satisfaction of any CLAIMS and/or CLAIMS EXPENSES in excess of the
   applicable limit of liability, or within the amount of the applicable deductible, the INSUREDS, jointly and severally, will
   be liable to the Company for any and all such amounts and, upon demand, must pay such amounts to the Company.

                                                     CONDITIONS

I. ACTION AGAINST THE COMPANY

   A. No action may lie against the Company unless, as a condition precedent thereto, the INSURED has fully complied
      with all the terms of this policy, nor until the amount of the INSURED’S obligation to pay has been finally
      determined either by judgment against the INSURED or by written agreement of the INSURED, the claimant and
      the Company. Any person or organization or the legal representative thereof who has secured such judgment or
      written agreement will thereafter be entitled to recover under this policy to the extent of the insurance afforded by
      this policy.

CPA-122-NY (12/2005)                                                                                             Page 5 of 5
   B. Nothing contained in this policy will give any person or organization any right to join the Company as a codefendant
      in any action against the INSURED to determine the INSURED’S liability.

II. ASSIGNMENT

   Assignment of interest under this policy will not bind the Company unless its consent is endorsed hereon. If, however,
   an INSURED should die or be adjudged incompetent, this policy will cover the INSURED’S legal representative as the
   INSURED with respect to liability previously incurred and covered by this policy.

III. BANKRUPTCY

   Bankruptcy or insolvency of the INSURED or of the INSURED’S estate will not relieve the Company of any of its
   obligations under this policy.

IV. CANCELLATION, NONRENEWAL AND CONDITIONAL RENEWAL

   A. The first Named Insured shown in the Declarations may cancel this entire policy by mailing or delivering to the
      Company advance written notice of cancellation.

   B. Cancellation Of Policies In Effect

      1. Sixty (60) Days Or Less

          The Company may cancel this policy by mailing or delivering to the first Named Insured written notice of
          cancellation at least:

          a. thirty (30) days before the effective date of cancellation if the Company cancels for any reason not included
             in Paragraph B.1.b. below.

          b. fifteen (15) days before the effective date of cancellation if the Company cancels for any of the following
             reasons:

              i.     Nonpayment of premium, provided however, that a notice of cancellation on this ground will inform the
                     first Named Insured of the amount due;
              ii.    Conviction of a crime arising out of acts increasing the hazard insured against;
              iii.   Discovery of fraud or material misrepresentation in the obtaining of the policy or in the presentation of a
                     CLAIM;
              iv.    After issuance of the policy or after the last renewal date, discovery of an act or omission, or a violation
                     of any policy condition, that substantially and materially increases the hazard insured against, and that
                     occurred subsequent to inception of the current POLICY PERIOD;
              v.     Required pursuant to a determination by the Superintendent that continuation of the Company’s
                     present premium volume would jeopardize our solvency or be hazardous to the interest of our
                     policyholders, our creditors or the public;
              vi.    A determination by the Superintendent that the continuation of the policy would violate, or would place
                     us in violation of, any provision of the Insurance Code; or
              vii.   The INSURED’s license to practice law has been suspended or revoked.

      2. For More Than Sixty (60) Days

          If this policy has been in effect for more than sixty (60) days, or if this policy is a renewal or continuation of a
          policy, the Company issued, the Company may cancel only for any of the reasons listed in Paragraph B.
          above, provided:

          a. The Company mails the first Named Insured written notice at least fifteen (15) days before the effective
             date of cancellation; and

          b. If the Company cancels for nonpayment of premium, its notice of cancellation informs the first Named
             Insured of the amount due.

      3. The Company will mail or deliver its notice, including the reason for cancellation, to the first Named Insured at
         the address shown in the policy and to the authorized agent or broker.

      4. Notice of cancellation, will state the effective date of cancellation. The POLICY PERIOD will end of that date.

CPA-122-NY (12/2005)                                                                                                 Page 6 of 6
      5. If this policy is cancelled, the Company will send the first Named Insured any premium refund due. If the
         Company cancels, the refund will be pro rata. If the first Named Insured cancels, the refund may be less than
         pro rata. However, when the premium is advanced under a premium finance agreement, the cancellation
         refund will be pro rata. Under such financed policies, the Company will be entitled to retain a minimum earned
         premium of ten percent (10%) of the total policy premium or sixty dollars ($60), whichever is greater. The
         cancellation will be effective even if the Company has not made or offered a refund.

      6. If notice is mailed, proof of mailing will be sufficient proof of notice.

      7. If one of the reasons for cancellation in Paragraph B. exists, the Company may cancel this entire policy, even if
         the reason for cancellation pertains only to a new coverage or endorsement initially effective subsequent to the
         original issuance of this policy.

V. CHANGES

  Notice to any agent or knowledge possessed by any agent or by any other person will not effect a waiver or change in
  any part of this policy nor will the terms of this policy be waived or changed, except by endorsement issued to form a
  part of this policy.

VI. ENTIRE AGREEMENT

  By acceptance of this policy, the INSURED reaffirms as of the effective date of this policy that A. the statements in the
  application attached hereto and made a part hereof are the INSURED’S agreements and representations; B. this policy
  is issued in reliance upon the truth and accuracy of such representations; and C. this policy embodies all agreements
  between the INSURED and the Company or any of its agents relating to this insurance.

VII. EXTENDED REPORTING PERIODS

  A. There will be an automatic extension of the coverage provided by this policy with respect to any CLAIM first made
     and reported during a period of sixty (60) days after the date upon which the POLICY PERIOD ends. This is only
     with respect to any CLAIM fully occurring prior to the end of the POLICY PERIOD and otherwise covered by this
     policy. There is no additional premium charged for this extension of coverage. This sixty (60) day period will be
     referred to as the Basic Extended Reporting Period.

  B. If the policy is terminated, the Named Insured will have the right to extend the time past the end of the POLICY
     PERIOD for reporting any CLAIM made against an INSURED for an additional twelve (12) months at one-hundred
     (100) percent of the policy’s annual premium at the later of the time the policy was issued or last renewed, twenty-
     four (24) months at one-hundred seventy-five (175) percent of the policy’s annual premium at the later of the time
     the policy was issued or last renewed, thirty-six (36) months at two-hundred-twenty-five (225) percent of the
     policy’s annual premium at the later of the time the policy was issued or last renewed, sixty (60) months at two-
     hundred-fifty (250) of the policy’s annual premium at the later of the time the policy was issued or last renewed,
     seventy-two (72) months at two-hundred seventy-five (275) of the policy’s annual premium at the later of the time
     the policy was issued or last renewed or an unlimited period, past the end of the POLICY PERIOD for three-
     hundred (300) percent of the policy’s annual premium at the later of the time the policy was issued or last renewed,
     past the end of the POLICY PERIOD.

  C. The option described in A. above applies only to CLAIMS otherwise covered by this policy that are first made
     against the INSURED and reported to the Company during the Extended Reporting Period. Coverage for CLAIMS
     first made and reported during the Extended Reporting Period applies only to a CLAIM for an act, error, omission or
     PERSONAL INJURY that occurred prior to the end of the POLICY PERIOD and on or after the RETROACTIVE
     DATE, if any.

  D. The right to purchase the Extended Reporting Endorsement is subject to the following conditions:

      1. This policy was canceled or non-renewed or there was a decrease in limits, reduction of coverage, increased
         deductible, new exclusion or other change in coverage less favorable to the INSURED (“termination”). As to all
         reasons except cancellation and non-renewal, the Extended Reporting Period only applies to the amended
         coverage.

      2. Within thirty (30) days after termination of coverage, the Company will advise the INSURED in writing of the
         automatic Extended Reporting Period coverage and the availability of, the premium for, and the importance of
         purchasing additional Extended Reporting Period coverage. If cancellation was due to nonpayment of
         premium or fraud on the part of the INSURED, the Company will not provide a premium quotation for Extended
         Reporting Period coverage unless requested by the INSURED.

      3. The Named Insured must send written notice to the Company of its request to purchase the Extended
         Reporting Endorsement accompanied by the additional premium. Written notice and premium payment must

CPA-122-NY (12/2005)                                                                                           Page 7 of 7
          be received by the Company within sixty (60) days after the termination of coverage or thirty (30) days from the
          date of mailing or delivery of the advise required by Paragraph D.2. above.

      4. If the INSURED has had claims made coverage with the Company for less than one (1) year, the Company will
         not offer an additional Extended Reporting Period if the policy is terminated for nonpayment of premium or
         fraud.

      5. If this policy is issued to a corporation, partnership or other entity, the Company will provide Extended
         Reporting Period coverage upon termination of coverage to any person covered under the policy, if:

          a. such entity has been placed in liquidation or bankruptcy or permanently ceases operations;

          b. the entity or its designated trustee does not purchase Extended Reporting Period coverage; and

          c.   such person requests the Extended Reporting Period coverage within one-hundred twenty (120) days of
               the termination of coverage.

      6. If the INSURED has had claims made coverage with the Company for three (3) years or more, the Aggregate
         LIMIT OF LIABILITY for the Extended Reporting Period will be one hundred percent of this policy’s Aggregate.
         If the INSURED has had claims made coverage with the Company for less than three (3) years, the Aggregate
         limit for the Extended Reporting Period will be the greater of:

          a. the amount of coverage remaining in the policy’s Aggregate limit; or

          b. fifty percent (50%) of the policy Aggregate limit.

          Where termination of coverage is due only to a decrease in the policy’s Aggregate limit, the Aggregate limit for
          the Extended Reporting Period will be no greater than the amount of such decrease.

          For the automatic Extended Reporting Period the Aggregate will be the amount remaining in the policy’s
          Aggregate Limit of Liability.

      7. This option to extend the reporting period does not extend the POLICY PERIOD; and

      8. Premium for this option is fully earned when received.

VIII. NON-PRACTICING EXTENDED REPORTING PERIOD

  A. If any INSURED should permanently cease the practice of law, the INSURED will have the right to purchase a
     Non-Practicing Extended Reporting Period for thirty-six (36) months past the end of the POLICY PERIOD at two-
     hundred-twenty-five (225) percent of the policy’s annual premium for that INSURED at the later of time the policy
     was issued or last renewed; or an unlimited period past the end of the POLICY PERIOD for three-hundred (300)
     percent of the policy’s annual premium for that INSURED at the later of the time the policy was issued or renewed.
     If the INSURED has been consecutively insured by the Company for a period of no less than four (4) years, the
     Unlimited Extended Reporting Period will be automatically given and the premium will be waived.

  B. If the INSURED becomes deceased or TOTALLY AND PERMANENTLY DISABLED, other than by suicide attempt
     or consumption of drugs or alcohol, an unlimited reported period extension is available at no cost.

  C. All Conditions outlined in Condition VII.D. above apply to the Non-Practicing Extended Reporting Period.

  D. For death or total and permanent disability, an original death certificate or written verification of total and permanent
     disability from the treating physician must accompany the request to issue. The Company reserves the right to
     investigate any request to purchase a Non-Practicing Extended Reporting Period Endorsement due to death or
     total and permanent disability.

IX. INSURED’S DUTIES IN THE EVENT OF A CLAIM

   As a condition precedent to the availability of coverage under this policy, the INSURED’S duties in the event of a
   CLAIM are as follows:

   A. If a CLAIM is made against the INSURED, the INSURED must give immediate written notice to the Company.
      Written notice given by or on behalf of the INSURED, or written notice by or on behalf of the claimant, to any of the
      Company’s agents in New York State, with particulars sufficient to identify the INSURED, will be considered notice
      to the Company. Notice should include every demand, notice, summons or other process received by the
      INSURED; Failure to give notice within the time prescribed by the policy will not invalidate any CLAIM if it is shown
      not to have been reasonably possible to give such notice within the prescribed time and that notice was given as
      soon as practicable.
CPA-122-NY (12/2005)                                                                                             Page 8 of 8
   B. The INSURED must cooperate with the Company in the defense, investigation and settlement of any CLAIM. Upon
      the Company’s request, the INSURED must submit to examination or questioning, attend hearings, depositions and
      trials and assist in effecting settlements, securing and giving evidence and obtaining the attendance of witnesses in
      the conduct of suits;

   C. The INSURED will assist the Company in effecting any rights of indemnity, contribution or apportionment available
      to the INSURED or the Company; and

   D. The INSURED will not, without prior written consent of the Company, make any payment, admit liability, settle any
      CLAIM, assume any obligations, agree to arbitration or any similar means of resolution of any dispute, waive any
      rights or incur any CLAIMS EXPENSES on behalf of the Company.

X. OTHER INSURANCE

   If there is other valid and collectible insurance applicable to a CLAIM covered by this policy, this policy will be deemed
   excess insurance over and above the applicable limits of liability of all such other insurance unless such other
   insurance is written only as specific excess insurance over the limits of liability provided in this policy.

XI. PREMIUMS

  The first Named Insured shown in the Declarations:

  A. Is responsible for the payment of all premiums; and

  B. Will be the payee for any return premiums the Company pays.

XII.REPORTING OF POTENTIAL CLAIMS

  A. If, during the POLICY PERIOD, any INSURED first becomes aware of a potential CLAIM (i.e., any act, error,
     omission or PERSONAL INJURY that might reasonably give rise to a CLAIM against any INSURED under this
     policy) and gives written notice of such act, error, omission or PERSONAL INJURY to the Company during the
     POLICY PERIOD, any CLAIM subsequently made against any INSURED arising out of that act, error, omission or
     PERSONAL INJURY will be considered to have been made and reported during the POLICY PERIOD.

  B. Written notice of a potential CLAIM must include:

      1. the specific act, error, omission or PERSONAL INJURY including date(s) thereof;

      2. the injury or damage that may reasonably result; and

      3. the circumstances by which any INSURED became aware of the act, error, omission or PERSONAL INJURY.

  C. The INSURED will cooperate with the Company as set forth in Condition IX.

XIII.SUBROGATION

   In the event of payment by the Company under this policy, the Company will be subrogated to all of the INSURED’S
   rights of recovery against any person or organization. The INSURED will cooperate with the Company and do
   whatever is necessary to secure such rights and will do nothing to prejudice such rights.




CPA-122-NY (12/2005)                                                                                            Page 9 of 9

								
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