Combined Liability Insurance Policy

Transcription

1 Ironshore Europe DAC Combined Liability Insurance Policy INSURER: Ironshore Europe Designated Activity Company ( Ironshore Europe DAC ), Level 3, 8 Fenchurch Place, London, EC3M 4AJ Ironshore Europe DAC is authorised and regulated by the Central Bank of Ireland and subject to conduct of business rules limited by the Financial Conduct Authority. Registered No Registered office: 2 Shelbourne Buildings, Shelbourne Road, Dublin 4, Ireland. Ironshore Europe DAC's London branch is registered at Companies House with the registration number: BR and registered address: Ironshore Europe DAC, Level 3, 8 Fenchurch Place, London, EC3M 4A 1 Page

2 Policy Contents This document contains the following: 1. General Definitions 2. Coverage Section 1 Employers Liability 3. Coverage Section 2 Public and Products Liability 4. General Exclusions 5. Claims Conditions 6. ELTO 7. Notice to Insured 2 P age

3 General Definitions (Applicable to All Sections) For the purpose of this Policy, including any cover extensions and Endorsements, the following terms shall have the meanings designated below wherever they appear in bold: Bodily Injury means accidental death, disease, illness, physical and mental injury, mental anguish or nervous shock to a human person. Business means the Insured's business as described in the Schedule including: a) premises used by the Insured including their repair, maintenance and refurbishment; b) facilities provided for the benefit of Employees or their immediate family members; c) emergency services or security services in respect of the Insured's business; d) private work by an Employee for the Insured's Directors, partners or senior Employees; e) participation in exhibitions or conferences in relation to the Insured's business; f) sponsorship of sporting, charity, literary and theatrical events and competitions; g) repair and maintenance of the Insured's Motor Vehicles; and h) former activities as declared to and agreed by the Insurer. Claim means a written demand seeking monetary Damages. It shall include, but not be limited to, a letter of claim, a threat that Legal Proceedings will be issued and the issue of Legal Proceedings. Co-Insurance means that there is another policy of insurance covering the subject matter of this Policy. Damages means a sum of money which the Insured is legally liable to pay as compensation for a common law wrong. Damages do not include any of the following: Declaratory Relief; Injunctive Relief; Liquidated Damages; the multiplied portion of a Multiplied Damage Award; Non-compensatory Damages; Punitive or Exemplary Damages; Restitutionary Damages; fines, penalties or taxes; the return, restitution, reduction, compromise, disgorgement or refund of commissions, fees, charges or other remuneration; any matters or amounts that are deemed uninsurable under English law; or any costs or expenses incurred in connection with any of the above. 3 P age

4 Declaratory Relief means a court's determination of the rights of one or more parties under a contract or a statute, the existence of facts or a principle of law. Deductible means the amount of a Claim for which the Insured is not covered by the Insurer as detailed in the Schedule. Defence Costs means all costs and expenses which: are incurred by the Insured with the Insurer's prior written consent for the investigation, adjustment, appraisal, defence or settlement of any Claim which is covered by this Policy or any Occurrence which may be covered by this Policy whether or not such Claim is groundless, false or fraudulent; and/or the Insured is legally liable to pay in connection with a Claim for Damages which is covered by this Policy. Defence Costs does not include: Prosecution Costs; costs incurred in connection with any regulatory or criminal proceedings; the Insured's own internal costs including, but not limited to, the remuneration or any Employee, costs incurred by any Employee, lost profit or reduced production; or any costs or expenses incurred in connection with the recall, repair or replacement of Products by the Insured. Director means any person who was, now is, or shall become: o a director within the meaning given by section 250 of the Companies Act 2006; or o an officer within the meaning given by section 744 of the Companies Act 1985, including the equivalent position in any other jurisdiction. Employee means, whilst working for the Insured, o any person under a contract of employment or apprenticeship with the Insured o any of the following persons whilst working for the Insured in connection with the Business! labour masters, labour only sub-contractors and persons supplied by them;! self-employed, voluntary or home workers;! persons hired/borrowed by or to the Insured as an employee including drivers or operators of plant;! persons undertaking work experience study or any related scheme;! persons on secondment;! persons working under the Community Service by Offenders (Scotland) Act 1978 or similar; 4 P age

5 ! prospective employees who are being assessed by the Insured; o any person deemed to be an employee by a court of law in the Republic of Ireland; or o former employees re-hired on an internal consultancy basis. Endorsement means an attachment to this Policy agreed by the Insurer in writing that amends the terms of the Policy. Injunctive Relief means a remedy in the form of a court order that requires a party to do or refrain from doing specific acts. Insurer means the insurer named in the Schedule. Insured means the insured detailed in the Schedule Legal Proceedings includes any litigation, arbitration, mediation, adjudication or any other process of formal dispute resolution and any appeal. Limit of Indemnity means as detailed at the Schedule the maximum amount payable by the Insurer to the Insured under a Section subject to the application of any Deductible or Co-Insurance. Liquidated Damages means a fixed or determined amount of damages as agreed upon in a contract entered into by the Insured including, without limitation, contractual penalties and fines. Material Information means the information which the Insured is required to disclose to the Insurer by Part 2 of the Insurance Act Member means any person holding the position of member within a limited liability partnership. Motor Vehicle means any mechanically propelled vehicle, trailer or agricultural implement which belongs to the Insured or for which the Insured is legally responsible but not including steam-driven vehicles Multiplied Damage Award means an award of damages where the amount of the award is a multiple of the compensatory damages awarded. Non-compensatory Damages means an award of damages that goes beyond what is necessary to compensate the claimant. Occurrence means an act, accident, event or all acts, accidents, events of a series consequent on or attributable to one source or original cause arising during the Period of Insurance which is neither expected nor intended by the Insured. 5 P age

6 Partner shall have the meaning given by the Partnership Act Period of Insurance means the period of insurance under this Policy as detailed in the Schedule and any subsequent period agreed to in writing or any shorter period arising as a result of cancellation of this Policy. Personal Injury means accidental: a) Bodily Injury b) humiliation, false arrest, invasion of the right of privacy, wrongful accusation of shoplifting, detention, false imprisonment, false or wrongful entry or eviction, interfering with the right of private occupancy, discrimination, malicious prosecution, injurious falsehood, libel, slander, defamation of character, deceit and/or c) assault committed by an Employee for the sole purposes of preventing or eliminating danger to persons or tangible property. Policy means this policy together with all Endorsements issued by the Insurer in writing from time to time. Policy Claim means a request for indemnification made by the Insured (or any other party entitled to indemnity under the terms of this Policy) to the Insurer in compliance with the terms and conditions of this Policy. Policy Territory means anywhere in the world other than a) the United States of America, its territories and possessions where: Products have been knowingly exported the Insured has domiciled operations or premises; or manual work is undertaken; b) the Insured's domiciled operations or premises in Canada; c) any country or territory where any government embargo or sanction prohibits the Insured from trading or prevents the Insurer from providing the Insured with insurance; and/or d) where Legal Proceedings are brought to enforce an award or judgment made in any of the above specified places Pollution means pollution or contamination of the atmosphere, water, land or tangible property. Premium means the premium detailed in the Schedule Product means a) Products sold, supplied, designed, leased or licensed to others, manufactured, repaired, serviced, installed, inspected, adjusted, erected, altered, tested, handled, 6 P age

7 cleaned or treated by, or on behalf of, the Insured in the ordinary course of Business; and b) all associated containers, labels, instructions and packaging material after such Products have ceased to be in the Insured's custody or control. Product does not mean food and drink supplied by, or on behalf of, the Insured primarily to the Insured's Employees as a staff benefit or to clients of the Insured whilst lawful visitors to and consumed on the Insured's premises. Property Damage means accidental physical damage to, loss of or destruction of tangible property including loss of use and any other loss arising directly therefrom. Prosecution Costs means all costs and expenses which are incurred by the Insured with the Insurer's prior written consent to defend criminal proceedings brought against the Insured in the Republic of Ireland provided that such proceedings are connected with a Claim under this Policy and based upon an alleged offence under one of the following Acts: the Health and Safety at Work Act 1974 or the Health and Safety at Work (Northern Ireland) Order 1978 or the Safety, Health and Welfare at Work Act 2005 of the Republic of Ireland; the Corporate Manslaughter and Corporate Homicide Act 2007; the Food Safety Act 1990 or the Food Safety Authority Act of Ireland 1998; Part II of the Consumer Protection Act 1987; and/or the Consumer Protection Act 2007 amended for the Republic of Ireland any other United Kingdom law or Republic of Ireland Law applicable to the Insured in respect of the health and safety of any person. Prosecution Costs does not include: Defence Costs; the Insured's own internal costs including, but not limited to, costs incurred by any Employee involved in responding to a prosecution, lost profit or reduced production; any costs or expenses incurred in connection with the recall, repair or replacement of Products by the Insured; any liability on the part of the Insured to pay or contribute towards court costs or the costs of the prosecuting agency; fines, penalties, taxes or Non-compensatory Damages. Punitive or Exemplary Damages means damages that go beyond that which is necessary to compensate a claimant for its losses and are intended to punish a defendant or set an example for others. 7 P age

8 Restitutionary Damages means damages awarded to a claimant in excess of any compensatory damages award and which aim to strip the defendant of any gains made as a result of its breach of contract or duty or other wrong doing. Schedule means the Insured's Policy schedule detailed at page 5 of this Policy. Section means a part of this Policy which details the scope of cover potentially available to the Insured. The Insured should check the Schedule to see which Sections apply Subsidiary means any subsidiary company wholly owned (whether directly or via a wholly owned subsidiary) by the Insured created or acquired on or before the inception date and set out in item 3 of the Schedule. Third Party means an independent third party and does not include: a) the Insured, irrespective of the capacity in which the Insured acts; b) any person, company, organisation or entity that in whole or in part and whether directly or indirectly, owns, operates or controls the Insured; c) any person, company, organisation or entity that has a direct or indirect beneficial ownership or shareholding in the Insured; d) any company, organisation or entity in which the Insured has a beneficial ownership or shareholding or in which the Insured has a direct or indirect executive or controlling interest; e) any other company in common ownership with the Insured; or f) any company, organisation, or entity in which an Insured Person is a Director, Employee, fiduciary, Member or Partner, or trustee. 8 P age

9 Coverage Section 1 Employers Liability Please read the Schedule to see if the Insured is covered by this Section. This Section details what employers liabilities are covered by the Insurer subject to the terms and conditions of this Policy and any additional provisions applicable to this Section. The Cover 1. Insuring Agreement The Insurer will indemnify the Insured for all sums which the Insured becomes legally liable to pay as Damages, Defence Costs and Prosecution Costs in respect of Bodily Injury to an Employee caused during the Period of Insurance and arising out of and in the course of their employment or engagement by the Insured in the Business whilst: a) anywhere in the world, provided that the Employee's employment or engagement is entered into in Republic of Ireland, Great Britain, Northern Ireland, the Isle of Man and the Channel Islands; or otherwise b) in the Republic of Ireland, Great Britain, Northern Ireland, the Isle of Man and the Channel Islands. 2. Limit of Indemnity The Limit of Indemnity stated in the Schedule for this Section is the maximum amount payable by the Insurer under this Section. Prosecution Costs shall be subject to a sub-limit, as set out in the Schedule, which falls within the Limit of Indemnity and shall not increase the maximum amount payable under this Section. The indemnity provided by any Extension to this Section or any other amendment to this Policy shall not operate other than where expressly provided so as to increase the maximum amount payable under this Section. All obligations of the Insurer under this Section shall cease after the Limit of Indemnity has been paid by the Insurer. Employers Liability Additional Provisions In addition to the General Conditions and provisions of this Policy the following shall apply to this Section 1. Right of Recovery If the Insurer is obliged to indemnify the Insured under this Section as a legal requirement of any compulsory liability insurance in circumstances where the Insurer would otherwise have been entitled to deny such indemnity, the Insured hereby agrees to reimburse the Insurer for any such payment made. Employers Liability Extensions The indemnity provided by this Section includes the following extensions. Unless expressly stated otherwise, all extensions will be subject to the Limit of Indemnity, conditions and exclusions of the Policy and this Section. 9 P age

10 Where a party other than the Insured is indemnified such party shall act as though they were the Insured and observe, fulfil and be subject to the terms of this Policy in so far as they can apply. 1. Indemnity to Others Where the Insured would have been entitled to indemnity under this Section if a Claim had been made against it the Insurer will indemnify, at the written request of the Insured: a) the Insured's executor, administrator or personal representative but only in respect of liability incurred by the Insured b) any principal whilst engaged in the course of the Insured's Business but only to the extent required by the contract and if the Insured so requests, indemnify as if they were the Insured: c) any Partner or Director of the Insured or any former Partner or Director d) any Employee or any former Employee e) any officer, committee member, Employee, paid or voluntary helper, member or family of a member of the Insured's social, sports, welfare or theatrical organisations or clubs, first aid, fire or ambulance services or security services in their respective capacity as such f) any Director, Partner or executive of the Insured in respect of liability for private work undertaken by an Employee for such Director, Partner or executive with the consent of the Insured g) any officers or trustees of the Insured's pension scheme(s) but in respect of c) to g) above the Insurer will not provide an indemnity 2. Unsatisfied Court Judgements i. if such party is entitled to indemnity under any other policy or in any other way ii. unless the Insurer shall have the sole conduct and control of all Claims. Where Damages have been awarded by a court in the European Union to an Employee for Bodily Injury arising from their employment with the Insured in the European Union, and where such Damages remain all or partly unpaid six months after the date of the judgment, then at the Insured's request the Insurer will pay the Employee the amount of the outstanding Damages and any awarded Defence Costs provided that there is no appeal outstanding and judgment is assigned to the Insurer. 3. Compensation for Court Attendance The Insurer will pay to the Insured compensation in respect of the persons stated below when absent from work to attend at the Insurer's request any Legal Proceedings in connection with a Claim which is insured by this Section at the following rates per day: a) Directors, partners or executives of the Insured - EUR500 b) Employees - EUR250. Such amounts will be paid in addition to the Limit of Indemnity stated in the Schedule. 10 P age

11 4. TUPE The Insurer will indemnify the Insured for all sums which the Insured becomes legally liable to pay as Damages for Bodily Injury to an Employee caused prior to the date the Employee commences employment with the Insured and for which the Insured is liable by virtue of the Transfer of Undertakings (Protection of Employment) Regulations This Extension will only apply if the Insured is unable to obtain an indemnity under a previous policy of insurance and this Policy is still in force 5. Data Protection Act The Insurer will indemnify the Insured for their liability to pay: a) compensation to an Employee under Section 13 of the Data Protection Act 1998 including, with prior approval from the Insurer, the Insured's Defence Costs; and/or b) with prior approval from the Insurer, the Insured's costs of defending a prosecution arising from a Claim by an Employee brought under Section 21 of the Data Protection Act provided that the Insured is registered or has given notification in accordance with the terms of the Data Protection Act 1998, unless with prior approval from the Insurer, the Insured is exempt from doing so, and the Claim is first made against the Insured during the Period of Insurance. However the Insurer will not pay: a) a Claim arising from a deliberate or intentional act or omission by a party entitled to claim (including any Employee, servant or agent of a party entitled to claim) under this Policy who knew they would be breaching the Data Protection Act 1998 b) Claims which arise out of circumstances notified to previous insurers or known to the Insured at inception of this Policy; or c) liability for which indemnity is provided under any other more specific insurance or to the extent that cover is provided elsewhere in this Policy. This extension and exclusions will also apply to compensation and costs recoverable under similar clauses in the Data Protection Act Contractual Liability Where any contract or agreement entered into in the normal course of the Insured's Business by the Insured with any other party so requires, the Insurer will indemnify the Insured against liability assumed by the Insured under any contract or agreement, but only to the extent required by such contract or agreement and only to the extent that the Insured would have been entitled to indemnity under this Section if a Claim had been made against it. 7. Medical Treatment The Insurer will indemnify the Insured and any medical practitioner employed by the Insured for all sums which the Insured becomes legally liable to pay as Damages and Defence Costs to an Employee resulting from medical treatment given in connection with any Bodily Injury caused to such Employee during the Period of Insurance. 11 P age

12 Cover afforded by this Extension is in excess of any primary insurance held by the medical practitioner for the provision of his/her professional services. Employers Liability Exclusions The Insurer will not indemnify the Insured for any liability, loss, costs or expenses arising directly or indirectly from or consisting of any of the following: 1. Road Traffic Act Bodily Injury to an Employee whilst being carried in or upon a vehicle or entering or getting into or alighting from a vehicle in circumstances where insurance or security is required to be effected by the Insured to comply with any road traffic legislation within the European Union. 12 P age

13 Coverage Section 2 - Public and Products Liability Please read the Schedule to see if the Insured is covered by this Section. This Section details what Public and Products liabilities are covered by the Insurer subject to the terms and conditions of this Policy and any additional provisions applicable to this Section The Cover 1. Insuring Agreement The Insurer will indemnify the Insured for all sums which the Insured becomes legally liable to pay as Damages, Defence Costs and Prosecution Costs for accidental: a) Personal Injury to any person not being an Employee; b) Property Damage; and/or c) obstruction, interference with traffic, loss of amenities, nuisance, trespass or interference with any right of light, air, water or easement happening during the Period of Insurance in the Policy Territory and arising from an Occurrence in connection with the Insured's Business. 2. Limit of Indemnity Save where expressly indicated in the Schedule, the Limit of Indemnity stated in the Schedule for this Section is the maximum amount payable by the Insurer under this Section. Prosecution Costs shall be subject to a sub-limit, as set out in the Schedule, which falls within the Limit of Indemnity and shall not increase the maximum amount payable under this Section. The indemnity provided by any Extension to this Section or any other amendment to this Policy shall not operate other than where expressly provided so as to increase the maximum amount payable under this Section. All obligations of the Insurer under this Section shall cease after the relevant Limit of Indemnity has been paid by the Insurer. Public and Products Liability Extensions The indemnity provided by this Section of the Policy includes the following extensions. Unless expressly stated otherwise, all extensions will be subject to the Limit of Indemnity, conditions and exclusions of this Policy and this Section. Where a party other than the Insured is indemnified such party shall act as though they were the Insured and observe, fulfil and be subject to the terms of this Policy in so far as they can apply. 1. Indemnity to Others Where the Insured would have been entitled to indemnity under this Section if a Claim had been made against it the Insurer will indemnify, at the written request of the Insured:: a. the Insured's executor, administrator or personal representative but only in respect of liability incurred by the Insured 13 P age

14 b. any principal whilst engaged in the course of the Insured's Business but only to the extent required by the contract and if the Insured so requests, indemnify as if they were the Insured: c. any Partner or Director of the Insured or any former Partner or Director d. any Employee or any former Employee e. any officer, committee member, Employee, paid or voluntary helper, member or family of a member of the Insured's social, sports, welfare or theatrical organisations or clubs, first aid, fire or ambulance services or security services in their respective capacity as such f. any Director, Partner or executive of the Insured in respect of liability for private work undertaken by an Employee for such Director, Partner or executive with the consent of the Insured g. any officers or trustees of the Insured's pension scheme(s) but in respect of c) to g) above the Insurer will not provide an indemnity i. if such party is entitled to indemnity under any other policy or in any other way ii. unless the Insurer shall have the sole conduct and control of all Claims. 2. Compensation for Court Attendance The Insurer will pay to the Insured compensation in respect of the persons stated below when absent from work to attend at the Insurer's request any Legal Proceedings in connection with a Claim insured by this Section at the following rates per day: a) Directors, partners or executives of the Insured - EUR500 b) Employees - EUR250 Such amounts will be paid in addition to the Limit of Indemnity stated in the Schedule. 3. Defective Premises Act The Insurer will indemnify the Insured against legal liability incurred by the Insured under Section 3 of the Defective Premises Act 1972, or Section 5 of the Defective Premises (Northern Ireland) Order 1975, but not for the costs of remedying any defects or alleged defects. 4. Contingent Motor Notwithstanding Exclusion 1 of this Section, the Insurer will indemnify the Insured for all sums which the Insured becomes legally liable to pay as Damages for Personal Injury or Property Damage arising out of the use of any Motor Vehicle: a) not owned or leased by the Insured but being used in connection with the Business; b) owned or leased by the Insured and being used in unauthorised circumstances; and/or c) by or on behalf of any person to whom the Motor Vehicle is lent leased or hired in connection with the Business where such person has failed to arrange insurance cover other than: 14 P age

15 i. Property Damage to the Motor Vehicle owned or leased by the Insured; and/or ii. whilst the Motor Vehicle is being used outside the Policy Territory. For the avoidance of doubt, General Condition and Provision 9 is applicable to this Extension 5 and in addition in respect of Claims arising in the United States of America, its territories and possessions or Canada, the indemnity provided by this Extension will only apply excess of USD5,000,000 or the limit of the other insurance(s) whichever is the higher 5. Overseas Personal Liability The Insurer will indemnify the Insured and if the Insured so requires any Director, Partner or Employee of the Insured or spouse or Partner of any such person accompanying them for all sums which they become legally liable to pay as Damages for Personal Injury or Property Damage in a personal capacity during temporary visits outside their normal country of residence in connection with the Business provided always that cover will not apply to liability: a) arising out of the ownership or occupation of land or buildings; or b) where indemnity is provided by any other insurance. 6. Unauthorised Movement The Insurer will indemnify the Insured for all sums which the Insured becomes legally liable to pay as Damages for Personal Injury or Property Damage arising from movement by Employees of any vehicle(s) not being the property of the Insured where such movement is necessary to prevent the interference of the performance of the Business other than where the Insured is responsible for the insurance or equivalent security of the vehicle(s). 7. Legionella Notwithstanding Exclusion 6 (Pollution) of this Section 2 Public & Products Liability, the Insurer will indemnify the Insured for all sums which the Insured shall become legally liable to pay as Damages in respect of Bodily Injury caused by the discharge, dispersal, release or escape of Legionella bacteria from any premises owned by the Insured together with Defence Costs and Prosecution Costs incurred with the written consent of the Insurer other than: a) when liability is assumed under contract unless such liability would have attached in the absence of such contract; or b) where the Insured has failed to take precautions to comply with relevant Health and Safety Regulations. Limit of Indemnity in respect of Bodily Injury prior to the inception date of this Policy In respect of Bodily Injury which occurred prior to the inception date of this Policy, the Limit of Indemnity shall be the Limit of Indemnity which applied under the specific Public/Products Liability Policy in force at the time of such Bodily Injury. 8. Member to Member Liability The Insurer will indemnify any member of the Insured's social, sports or welfare organisations for all sums which the member becomes legally liable to pay as Damages for Personal Injury to any other member or Property Damage whilst undertaking such social, sports or welfare activities provided that: a) the member is not already insured under another policy; and 15 P age

16 b) the member has complied with the terms of this Policy in so far as they can apply. 9. Advertising liability The Insurer will indemnify the Insured for all sums which the Insured becomes legally liable to pay as Damages for unintended and unexpected: a) libel, slander, plagiarism or defamation; b) infringement of copyright, title, slogan or other intellectual property rights; c) piracy, unfair competition or idea misappropriation under an implied contract; and/or d) any invasion of the rights of privacy e) committed or alleged to have been committed in any publication, advertisement, publicity, article, internet web site activity, broadcast or telecast arising from the Insured's advertising f) activities of Products, goods or services, but the Insurer will not be liable for: i. the failure of performance of a contract other than unauthorised appropriation of ideas based upon breach or alleged breach of the contract; ii. infringement of trademark, service mark or trade name other than titles or slogans used in connection with goods, Products or services sold offered for sale or advertised by the Insured; iii. incorrect description or mistake in the advertised price of goods, Products or services sold or offered for sale by the Insured; iv. the failure of goods, Products or services to conform with advertised quality performance or standards; and/or v. actions brought in the United States of America or their judgments, wherever enforced. 10. Vendor Liability At the request of the Insured the Insurer will indemnify the entity to whom Products are first supplied/distributed to and no other entity (the Vendor ) but only with respect to sums which the Vendor becomes legally liable to pay as Damages for Personal Injury or Property Damage arising out of the sale or distribution of Products. This Extension shall not apply to liability arising from or to: a) any express warranty unauthorised by the Insured; b) any physical or chemical change in the form of the Product made intentionally by the Vendor; c) repacking unless unpacked solely for the purpose of inspection, demonstration, testing or the substitution of parts under instruction from the Insured and then repacked in the original container; d) demonstration, installation, servicing or repair operations except demonstration performed at the Vendor s premises in connection with the sale of the Product; 16 P age

17 e) Products which after distribution or sale by the Insured have been labelled or re-labelled or used as a container part or ingredient of any other thing or substance by or for the Vendor; or f) any person or organisation from whom the Insured has acquired such Products or ingredient, parts or containers accompanying or containing such Products. If the Vendor has not complied with the terms of this Policy as if the Vendor were the Insured, then the Insurer can refuse to pay the relevant Claim. 11. Data Protection The Insurer will indemnify the Insured and if the Insured so requires any Employee for their liability to pay: a) compensation to any person other than an Employee arising under Section 13 of the Data Protection Act 1998 including with prior approval from the Insurer the Insured's Defence Costs; and/or b) with prior approval from the Insurer, the Insured's costs of defending a prosecution arising from a Claim by any person other than an Employee brought under Section 21 of the Data Protection Act 1998 provided that the Insured is registered or has given notification in accordance with the terms of the Data Protection Act 1998, unless with prior approval from the Insurer the Insured is exempt from doing so, and the Claim is first made against the Insured during the Period of Insurance. However the Insurer will not pay: a) a Claim arising from a deliberate or intentional act or omission by a party entitled to Claim (including any employee, servant or agent of a party entitled to claim) under this Policy who knew they would be breaching the Data Protection Act 1998 b) Claims which arise out of circumstances notified to previous insurers or known to the Insured at inception of this Policy; or c) liability for which indemnity is provided under any other more specific insurance or to the extent that cover is provided elsewhere in this Policy. The cover and exclusions will also apply to compensation and costs recoverable under similar clauses in the Data Protection Act P age

18 Public and Products Liability Exclusions The Insurer will not indemnify the Insured for any liability, loss, costs or expenses arising directly or indirectly from or consisting of any of the following: 1. Motor Liability the ownership, possession or use under the control of the Insured of any Motor Vehicle whilst being used in such manner as to render the Insured responsible for insurance under the provisions of any legislation governing the use of Motor Vehicles but this Exclusion shall not apply to liability: a) arising beyond the limits of any carriageway or thoroughfare by the loading or unloading of any Motor Vehicle; b) caused by any self propelled, mechanical plant and/or any machinery or apparatus attached thereto whilst working as a tool of trade; c) arising out of any Motor Vehicle temporarily in the custody of the Insured for the purposes of parking; or d) for damage to any bridge, weighbridge, road or anything beneath caused by the weight of any Motor Vehicle or of the load carried thereon where such liability does not require compulsory insurance by legislation governing the use of any Motor Vehicle. 2. Aircraft and Water Craft the ownership or possession or use by the Insured of any: a) aircraft or aerial device for travel through air or space; b) water-going vessel or craft other than those i. used for Business entertainment within inland or territorial waters, unless the Insured is responsible for insurance; and/or ii. not exceeding twenty metres in length for use in inland or territorial waters; c) hovercraft or hydrofoil. 3. Custody and Control Property Damage to tangible property belonging to the Insured or in the Insured's custody or control other than: a) Employees and/or guests' and/or visitors' property (including vehicles and contents); b) premises and their contents not owned or rented by the Insured but which are temporarily occupied by the Insured in connection with the Insured's Business; c) waste skips, containers and the like being loaded and unloaded in connection with the Insured's Business; and/or d) premises (including contents, fixtures and fittings) leased or hired or rented to the Insured in the course of the Business but excluding: (i) (ii) liability assumed by the Insured under a contract or agreement that would not have attached in the absence of such contract or agreement; liability for which indemnity to the Insured is provided under any other insurance or in any other way; or 18 P age

19 (iii) (iv) (v) premises including rigs platforms or other offshore structures (or contents thereof) at which the Insured is undertaking work in connection with the Business. the Deductible applicable to this Section in respect of each Claim other than as a result of fire or explosion. any exploration drilling and or production vessel platform or rig and or watercraft whilst participating in moving and or towing operations. 4. Working Property Property Damage to that part of any property upon which the Insured is or has been working where such Property Damage is the direct result of such work. 5. Professional Advice and Design for a Fee Professional advice, design, service or specification provided for a fee and not connected with the supply or intended supply of Products. 6. Pollution a) Pollution and contamination; and/or the cost of cleaning up, testing for, monitoring, removing, containing, treating, detoxifying or neutralising any discharge, dispersal, release or escape of Pollution or its effects whether or not performed by the Insured or others b) but it is agreed that in respect of Occurrence(s) other than those happening in the United States of America, its territories and possessions or Canada, or for legionella which remain excluded, this exclusion will not apply if such discharge, dispersal, release or escape is sudden, unintended and unexpected and arises in its entirety at a specific time and place from one Occurrence which would otherwise give rise to liability under this Section. 7. Libel and Slander Libel, slander or defamation of character made prior to the effective date of this insurance. 8. Damage to Products, Recall, Repair or Refund a) Property Damage to any Products if such Property Damage is attributable to any known or suspect defect or deficiency therein b) costs of recalling, replacing, repairing or removing the Insured's Product(s) as a result of any known or suspected defect or deficiency; and the cost of rectifying defective work c) costs of making a refund for the price paid of any Products. 19 P age

20 9. Aircraft Products Products knowingly supplied for use or installation in or on any aircraft or aerial device which could affect the navigation or flying capabilities or safety of such aircraft or aerial device. 10. Contractual Liability Liability assumed under any contract or agreement either in respect of a) Personal Injury or Property Damage arising from or caused by Products or b) Property Damage to contract or temporary works executed by the Insured unless such liability would have attached in the absence of such contract or agreement. 11. Cyber Liability Liability in connection with the Insured's use of or reliance upon or sale or supply of any computer hardware or related information technology or communication system any computer software internet intranet website or similar facility system or network and or any electronic data or related information. 12. EMF the existence, emission or discharge of any electromagnetic field, electromagnetic radiation or electromagnetism that actually or allegedly affects the health, safety or condition of any person or the environment, or that affects the value, marketability, condition or use of any property. 13. MTBE Methyl Tertiary Butyl Ether/Ethyl or other chemicals blended together to formulate the product Methyl Tertiary Butyl Ether/Ethyl, or degradation Products thereof. 14. Product Efficacy The failure of a Product to perform its intended function 20 P age

21 Endorsements applicable to Section 2 Public and Products Liability The numbered endorsements set out below apply only if specified in the Policy Schedule 21 P age

22 General Exclusions The following General Exclusions apply to the whole of this Policy. In any Claim and in any action, suit or other proceedings to enforce a Claim by the Insured under this Policy, the burden of proving that such Claim does not fall within the exclusions below shall be upon the Insured. The Insurer will not indemnify the Insured for any liability, loss, costs or expenses arising directly or indirectly from, involving in any way or consisting of any of the following, regardless of any other cause or event contributing concurrently or in any other sequence to the loss: 1. Asbestos Any loss, demand, defence, claim or suit arising out of or related in any way whether directly or indirectly to asbestos or materials containing asbestos howsoever occurring. 2. Nuclear Radioactive Contamination Any ionising radiations or contamination by radioactivity from any nuclear fuel or from any nuclear waste from the combustion of nuclear fuel, or from the radioactive, toxic, explosive or other hazardous properties of any nuclear assembly or nuclear component thereof other than arising from radio-isotopes, radium or radium compounds when used away from the place where such are made or produced and when used exclusively or incidental to ordinary industrial, educational or medical research any action taken in controlling, preventing, suppressing or in any way relating to the above. 3. War, political risks and terrorism I. war, invasion, acts of foreign enemies, hostilities or warlike operations (whether war be declared or not), civil war, rebellion, revolution, insurrection, riot, civil commotion assuming the proportions of or amounting to an uprising, military or usurped power, martial law; II. confiscation or nationalisation or requisition or destruction of or damage to property by or under the order of any government or public or local authority; III. any act of terrorism; or IV. any action taken in controlling, preventing, suppressing or in any way relating to the above. For the purpose of this exclusion an act of terrorism means any act, including but not limited to the use of force or violence and/or the threat thereof, by any person or group(s) of persons, whether acting alone or on behalf of or in connection with any organisation(s) or government(s), committed for political, religious, ideological or similar purposes or other ends including the intention to influence any government de jure or de facto and/or to put the public, or any section of the public, in fear. 4. Fines and Penalties Liquidated Damages, the multiplied portion of a Multiplied Damage Award, Noncompensatory Damages, Punitive or Exemplary Damages, Restitutionary Damages, civil or criminal fines or penalties, any liability on the part of the Insured to pay or contribute towards the costs of a prosecuting agency or any other matters or amounts that are deemed uninsurable under English law. 22 P age

23 5. Liability assumed under agreement The Insured assuming the liability of a Third Party whether under any contract or agreement, including but not limited to a warranty (except a warranty of authority), indemnity, agreement or guarantee. 23 P age

24 General Conditions The following conditions and provisions are applicable to the whole Policy. There are additional General Conditions and provisions in each Section. The Insurer will be under no liability to pay a Claim in respect of which the Insured's failure to comply with any of the General Conditions causes or contributes in any way to the loss. 1. Information Disclosed When taking out this Policy, the Insured is under a duty to make a fair presentation of the risk. This means that: o the Insured must disclose to the Insurer all Material Information which the Insured knows or ought to know. o Every material representation as to a matter of fact must be substantially correct o Every material representation as to a matter of expectation or belief be made in good faith. Information, a circumstance or representation is material where it would influence the judgement of a prudent insurer in determining whether to underwrite the risk and, if so, on what terms. If the Insured deliberately or recklessly breaches the duty to make a fair presentation, the Insurer will avoid the Policy and refuse all Policy Claims. The Insurer will not return any Premium paid by the Insured. If the Insured fails to comply with this duty but his failure is neither deliberate nor reckless, the Insurer will avail itself of a remedy as set out in the Insurance Act This may mean that: o the Policy is cancelled and any Premium paid, returned to the Insured o a Policy Claim is refused o a Policy Claim is proportionately reduced o the Insured is charged additional premium. 2. Reasonable Precautions The Insured must take all reasonable precautions to prevent and minimise loss or damage of any kind (including, without limitation, the risk of Claims, Personal Injury and Property Damage) and maintain all property in good repair and comply with all legal and regulatory obligations. 3. Auditing and surveying The Insurer shall be entitled to conduct a survey of the Insured's premises, operations and health and safety documentation and procedures at any time, and without prior notice where deemed necessary or advisable. In all other circumstances the Insurer will use all reasonable endeavours to give the Insured notice of any intended survey. 24 P age

25 The Insured shall provide the Insurer with all co-operation and assistance as may be required, including but not limited to access to:- a) premises, plant and other places of Business b) Employees c) books, records and other documentation The Insurer shall notify the Insured as regards the findings of the survey. In the event of any adverse finding(s) which are reasonably capable of being remedied, the Insured shall use all endeavours to implement remedial action as required in the Insurer's risk improvements within the timeframe specified. It is understood and agreed that the Insurer shall continue to provide cover under the Policy whilst such remedial actions are being implemented. In the event that:- a) the Insured fails to implement the required remedial action within the specified timeframe, or b) the remedial action is incapable of being implemented the Insurer shall have the right to cancel this Policy. The Insurer may examine and audit the Insured's books and records at any time during any Period of Insurance and for three years after the termination of this Policy but only in so far as they relate to the subject matter of this Policy. A failure by the Insured to allow the Insurer to examine and audit the Insured's books and records will mean that the Insurer may refuse to pay relevant Policy Claims. 4. Limits of Indemnity The Limits of Indemnity under this Policy are detailed at the Schedule. If there is more than one Insured covered by this Policy or in a Section, the applicable Limits of Indemnity will apply to all of the Insureds. A Policy Claim by one of the Insureds will reduce the applicable Limits of Indemnity for all of the Insureds. It is the Insured's responsibility to ensure that any party participating as an Insured under this Policy agrees to observe, fulfil and comply with the terms and conditions of this Policy as far as is practicable to do so. A Policy Claim by a party other than the Insured shall prohibit the same Policy Claim being made by the Insured or vice versa. The total amount of indemnity under this Policy shall not exceed the Limits of Indemnity specified in the Schedule. All Policy Claims will reduce the Limits of Indemnity regardless of who brings them. 5. Alteration of Risk This Policy will apply automatically to all of the Insured's activities established, created, acquired or disposed of (including premises) during the Period of Insurance but the Insured will notify the Insurer within thirty (30) calendar days of those alterations that represent a change to the nature of the Business or any Material Information already provided. Where the alteration represents a change to the Business or any Material Information already provided, the Insurer reserves the right to accept or deny coverage at the time of notification and to establish a separate rate and premium and, if appropriate, terms to provide coverage for any such change. 25 P age

26 If the Insured does not notify the Insurer of alterations as required by this clause, cover in respect of such alterations shall automatically expire at the conclusion of the 30 day notification period. 6. Cross Liabilities Where the Insured comprises of more than one party, the Insurer will indemnify each party as though a separate policy had been issued to each of them provided that the total amount of indemnity under this Policy shall not exceed the Limits of Indemnity specified in the Schedule. 7. Premium Payment In the absence of a specific written agreement to the contrary, this Policy can be voided with effect from inception by the Insurer in the event that the Insurer does not receive full payment of Premium within sixty (60) calendar days of inception. 8. Premium Adjustment If an adjustment of Premium is specified in the Schedule, the Premium will be calculated by the Insurer from information provided by the Insured prior to the commencement of this Policy. Within 3 months from the end of the Period of Insurance the Insured will provide the Insurer with such actual, accurate and complete information the Insurer may reasonably require. The Insurer will then recalculate the Premium in accordance with the Adjustment Formula. On the basis of the Adjustment Formula and on sending notice to the Insured: (1) Premium may be returned to the Insured (save that the Insurer will always be entitled to the Minimum Premium); or (2) additional Premium may become due and payable to the Insurer on the date notice is sent to the Insured. 9. Cancellation The Insurer may terminate its participation on this Policy by giving notice in writing sent by registered or certified mail to the address of the Insured, as shown in the Schedule, stating when, not less than forty-five (45) calendar days after the sending of such notice, the cancellation shall be effective. The sending of such notice shall be sufficient proof of notice and notice shall be deemed to have been made on the date of sending. In the event of cancellation, the Premium payable to the Insurer shall be pro rata to the time on risk. Payment or tender of unearned Premium, if any, shall not be a condition precedent to the effectiveness of cancellation. On cancellation, the Insured shall be entitled to retain the relevant certificate of Employers Liability insurance for the sole purpose of satisfying the requirements imposed by the Employers Liability (Compulsory Insurance) Acts and Regulations. 10. Other Insurances If, at the time the Insured makes a Policy Claim, it is insured for the same Claim by any other insurance (including but not limited to by way of Co-Insurance) the coverage under this Policy will only operate in excess of that which would have been payable under the other insurance had this Policy not been in force. 11. Governing Law Any dispute concerning the interpretation of any part of this Policy is subject to the laws of The Republic of Ireland. Each party agrees to submit to the exclusive 26 P age