DE Non-Imputation Endorsement DTIRB-16

STEWART TITLE GUARANTY COMPANY

ENDORSEMENT

The Company hereby agrees with [insert names of incoming partner(s), shareholder(s), or limited liability company member(s) ] (the "Incoming Party"), that notwithstanding paragraphs 3(a) and 3(b) of the Exclusions from Coverage to the contrary, in the event of loss or damage insured against under the terms of the Policy, the Company will not deny its liability thereunder to the Insured on the grounds that the Insured had knowledge of any matter solely by reason of notice thereof imputed to it through [insert name(s) of departing and remaining person(s) or entity(ies), i.e. [other than the incoming partner(s), shareholder(s) or limited liability company member(s)] (the "Other Party") by operation of law.

Any loss payment under this endorsement shall be made to the Insured and the Incoming Party, as their interests may appear, and shall be limited to the percentage ownership interest held by the Incoming Party in the Insured at date of Policy. Any payment under this endorsement will reduce the Amount of Insurance remaining under the Policy by the amount of that payment.

Provided, however, that the provisions of this Endorsement shall not apply and the Company shall have noliability to the Other Party, and all rights of the Company, including those of subrogation and indemnity against such Other Party, shall survive and shall not be affected by the issuance of this Endorsement.

This endorsement is made a part of the Policy and is subject to all of the terms and provisions thereof and of any prior endorsements thereto. Except to the extent expressly stated, it neither modifies any of the terms and provisions of the Policy and any prior endorsements, nor does it extend the effective date of the Policy and any prior endorsements, nor does it increase the face amount thereof.

IN WITNESS WHEREOF,the Company has caused this endorsement to be issued and become valid when signed by an authorized officer or licensed agent of the Company.

STEWART TITLE GUARANTY COMPANY

By:

Authorized Officer or Licensed Agent