Legal Protection Insurance Group Policy Customer Copy

Transcription

1 Legal Protection Insurance Group Policy Customer Copy

2 Contents Page No Legal Protection Insurance 3 Conditions Precedent 3 Special Conditions 3-4 Definitions (words with special meaning) 5-7 What is Covered Employment Protection 2. Health & Safety Protection 3. Environmental Protection 4. Conditions to Insuring Clauses What is Not Covered 9-11 General Conditions Cancellation 15 Complaints Procedure Data Protection and Privacy Policy 17 AmTrust Europe Limited, whose registered office is at Market Square House, St James s Street, Nottingham, NG1 6FG, is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority. Financial Services Register number These details can be checked on the Financial Services Register by visiting: Page 2

3 LEGAL PROTECTION INSURANCE The Policyholder has taken out this group policy (Policy) for the benefit of its Customers and the Insurer acknowledges that the Customers have an insurable interest to the extent and in the manner provided within this Policy in connection with Customers Mentor Services Agreements The Policyholder is responsible for issuing to each and every Customer an accurately completed Evidence of Insurance Schedule and a copy of the Legal Protection Insurance Summary Document. This Policy of Insurance is claims made meaning that it only covers Claims notified to the Insurer by the Policyholder during the Customer s Period of Cover arising from Employment Disputes and/or Insured Events during the Customer s Period of Service. CONDITIONS PRECEDENT In order to make a Claim under this Policy, the Customer must meet the following conditions at the time of the event giving rise to the Claim, at the time the Claim is made and, if the Claim is a continuing Claim, at all times during the duration of the Claim: i. The Customer has a current valid Mentor Services Agreement for the provision of compliance services under the relevant insuring clause. See Special Conditions ii. The Customer s annual wageroll does not exceed 10,000,000, where the Customer s annual wageroll exceeds 10,000,000 the Policyholder must have previously referred to the Insurer for approval to be granted to issue an Evidence of Insurance Schedule. See Special Conditions iii. The Customer has complied with any Audit Recommendations advised by Mentor. See Special Conditions iv. The Customer has sought and followed all the advice from Mentor and has received and followed specific authorisation as to the procedure to be adopted when dealing with Special Conditions Advice & Authorisation Procedures v. It is always more likely than not that the Customer will successfully defend the legal action, however, if following receipt of details of the Claim, Mentor and/or their Authorised Representative decide that: a. prospects of success are less than 50%; or b. it would be better to take a different course of action; or Mentor will inform the Customer in writing giving reasons why they cannot continue with the Claim. Once the Customer has been informed, Insurers will not be liable for any further Professional Fees. See Special Conditions and 5 Conditions to the Insuring Clauses vi. The Customer must notify their Claim with 7 days of becoming aware of any cause, event or circumstance which has given or a reasonable person would consider may give rise to investigation, dispute, or legal proceedings See Special Conditions and Notification of Claims vii. Mentor must provide their consent to incur Professional Fees. See Consent viii. The Customer must give the Authorised Representative and Mentor all necessary help and information including a complete and truthful account of the facts of the case and all relevant documentary or other evidence in the Customer s possession. See Disclosure & Co-operation ix. The Customer has complied with the terms of the Mentor Services Agreement and Special Conditions. Page 3

4 SPECIAL CONDITIONS The Insurer will only agree to cover the Claim if the Customer has: 1. been declared to the Insurer by the Policyholder; 2. a valid Mentor Services Agreement; 3. an annual wageroll not exceeding 10,000,000 or where annual wageroll exceeds 10,000,000 the Insurer has approved the Customer; 4. paid the Mentor Services Agreement fee; 5. taken all reasonable precautions to prevent or minimise Claims and complied with all statutory requirements and regulations imposed by any authority; 6. followed the Audit Recommendations in any audit conducted by Mentor; 7. followed the Advice & Authorisation Procedures as shown in this Policy; 8. notified the Claim during the Customer s Period of Cover to Mentor in accordance with the provisions of this Policy; 9. appointed Mentor or an Authorised Representative appointed and approved by Mentor; 10. at least 50% prospects of achieving a successful result as determined by Mentor and/or their Authorised Representative; and 11. : not acted outside the terms of the Mentor Services Agreement or this Policy in relation to the matters giving rise to the Claim. ADVICE & AUTHORISATION PROCEDURES Employment disputes There will be no cover under this Policy unless the Customer has sought and followed the advice from Mentor as to the procedure to be adopted and have received specific authorisation from Mentor: 1. prior to carrying out any disciplinary procedure or action or suspension of an Employee; 2. prior to dismissal of an Employee; 3. prior to notifying an Employee of their intended retirement date or retiring an Employee; 4. prior to instituting a redundancy programme and prior to making an Employee(s) redundant; 5. upon notification formally or informally of a grievance from an Employee; 6. upon notification formally or informally of a complaint relating to discrimination, victimisation or harassment because of age, disability, gender reassignment, marriage/civil partnership, pregnancy/maternity, race, religion or belief, sex or sexual orientation; 7. upon notification formally or informally of a disclosure of information by an Employee that could potentially amount to a public interest qualifying disclosure (whistleblowing) or following an allegation from an Employee that a disclosure has been made; 8. prior to any adverse variation or proposed adverse variation of the terms and conditions of employment (including altering the hours or time or place worked or demotion or deduction from or reduction in an Employee s remuneration); 9. immediately an Employee walks out with or without written notice; 10. upon receipt of an appeal from an Employee against a decision taken as a result of a disciplinary or grievance procedure or retirement procedure or a decision to dismiss or if an Employee appeals against any other workplace decisions (e.g. against refusal of a flexible working request); and 11. arising out of or in connection with any business transfer or purported business transfer falling within the scope of the Transfer of Undertakings (Protection of Employment) Regulations 2006 or the Acquired Rights Directive. Health and Safety Prosecutions There will be no cover under this Policy unless the Customer has sought and followed the advice from Mentor as to the procedure to be adopted and has received specific authorisation from Mentor on: 1. becoming aware of an event which could lead to a prosecution being brought under health and safety legislation; or 2. being contacted by the Police or any enforcing authority informing the Customer of an intention to prosecute or to question or interview the Customer about an alleged offence, or event which could result in an offence being committed. Page 4

5 Environmental Prosecutions There will be no cover under this Policy unless the Customer has sought and followed the advice from Mentor as to the procedure to be adopted and has received specific authorisation from Mentor on: 1. becoming aware of an event which could lead to a prosecution being brought under environmental legislation or EU environmental regulation; or 2. being contacted by the Police or any enforcing authority informing the Customer of an intention to prosecute or to question or interview the Customer about an alleged offence, or event which could result in an offence being committed. Insurers do not accept responsibility if the Mentor services are unavailable for any reason. Definitions (words with special meaning) In this Policy, unless the context otherwise requires, the following words and expressions shall bear the meaning set out below: Advice Services A professional advisory service provided to the Customer by Mentor as part of the Customer s Mentor Services Agreement to advise the Customer in respect of: a) legal advice; b) legal updates and changes to legislation; c) policies, practices, processes and procedures to follow; d) advising in respect of disputes; and e) reporting all Insured Events under this Policy. Any One Claim All Claims consequent upon the same original cause, event or circumstance. Audit Recommendations A list of requirements and recommendations which are to be implemented by the Customer following an audit of the Customer s compliance procedures and practices by Mentor. Authorised Representative A consultant, solicitor, barrister or other appropriately qualified person appointed by Mentor who represents the Customer regarding the Insured Event under the Mentor Services Agreement, they will be appointed by and will act for Mentor in accordance with the terms of this Policy. Awards of Compensation Basic and compensatory awards made in respect of Employment Disputes and compensation for unlawful discrimination ordered against the Customer by an Employment Tribunal or any other court or Settlement approved by Mentor but not including additional awards i.e. protective awards, interim relief, arrears of pay, awards of damages or arising out of failure to comply with awards in respect of reinstatement or re-engagement. The Insurer will not pay any fine, award or damages incurred by deliberately avoiding a payment or liability under statutory requirements. The Insurer will not pay any redundancy payment, compromise agreement or any monies due or properly payable arising under or from a contract of employment, service agreement, share option scheme, pension scheme or any employment related document or from any related implied or incorporated term of a contract of employment. Claim A request or series of requests made by any Customer for payment of Professional Fees and/or Awards of Compensation arising from Insured Events which occur during the Customer s Mentor Service Agreement Period of Service and the Period of Cover. Customer/You/Your Any business where the annual wageroll does not exceed 10,000,000 (unless otherwise agreed with the Insurer), declared (either in the original policy or by subsequent declaration) to the Insurer by the Page 5

6 Policyholder and which holds a current and valid Mentor Services Agreement for the provision of compliance services and have paid the relevant service fee. Date of Occurrence The date on which the Insured Event occurs, which may lead to a Claim against this Policy. If there is more than one event arising at different times from the same cause, the date of occurrence is the date of the first of these events. Employee Any person who holds or held a contract of employment with the Customer Employment Dispute Any dispute against the Customer by an Employee arising out of or in connection with a contract of employment or any alleged breach under employment or discrimination legislation. Evidence of Insurance Schedule The schedule of insurance cover to be given by the Policyholder to each and every Customer as evidence of the insurance cover in place for the benefit of each Customer under this Policy. Injury Physical bodily injury or death. Insured Event Any of the following actions: a. Receipt of an Employment Tribunal ET1 Originating Form or any court Claim relating to an Employment Dispute regarding the Customer b. The Customer s breach of regulations or legislation or the receipt of notice to an alleged breach of regulations or legislation specified in Insuring Clause 2 Health & Safety Protection and Insuring Clause 3 Environmental Protection of this Policy c. An appeal against the service of an Improvement Notice or a Prohibition Notice under the Health and Safety at Work Act 1974 or the Health and Safety (Northern Ireland) Order 1978 and their supporting Regulations Insurer/We/Our/Us AmTrust Europe Limited, whose registered office is at Market Square House, St James s Street, Nottingham, NG1 6FG, is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority. Financial Services Register number Limit of Indemnity The maximum liability of the Insurer under this Policy is limited to the amounts specified below: Any One Claim: As specified in the Evidence of Insurance Schedule Any One Customer: As specified in the Evidence of Insurance Schedule Mentor National Westminster Bank plc trading as RBS Mentor Services and NatWest Mentor Services (Mentor) which is authorised by the Insurer to administer the insurance and manage Claims on behalf of the Insurer. Mentor Services Agreement A valid annual or periodic agreement between Mentor and the Customer for the provision of compliance services (including legal expenses) for which the Customer has paid the requisite service fee. Normal Business Activity The business description of the Customer as declared to the Policyholder and Insurer and shown in the Evidence of Insurance Schedule, carried on within the Territorial Limits. Period of Cover Page 6

7 The annual period as shown in the Customer s Evidence of Insurance Schedule for which the Insurer agrees to indemnify the Customer in accordance with the services shown in Your Mentor Services Agreement and the terms, conditions, limitations and exclusions specified in this Policy. Period of Insurance The period as specified in Your Evidence of Insurance Schedule, for which the Insurer has agreed to grant the Policyholder the ability to issue Evidence of Insurance Schedules to Customers who purchase a Mentor Services Agreement. Period of Service The period for which Mentor has agreed to provide compliance services to the Customer, as specified in Mentor Services Agreement. Policy This group policy. Policyholder The policyholder identified in the Evidence of Insurance Schedule and will pay the premium to the Insurer in accordance with the terms of this Policy. Professional Fees a. Any Standard Terms of Appointment professional fees, expenses and disbursements reasonably incurred by Mentor on behalf of the Customer as per the Standard Terms of Appointment but excluding any tax or VAT, which is recoverable by the Customer. b. Costs incurred by opponents to which the Customer is held liable in court or tribunal proceedings to pay or becomes liable to pay such costs under a settlement made with the opponent with Mentor s written consent but excluding any costs which the Customer may be ordered to pay by a court of criminal jurisdiction. Settlement Any payment approved by Mentor to resolve the dispute relating to the Claim after the Employment Dispute begins. Standard Terms of Appointment The terms and conditions (including the amount Insurers will pay to Mentor and any Authorised Representative) that apply to the relevant type of Claim, which could include a fixed fee agreement. Territorial Limits The United Kingdom of Great Britain and Northern Ireland but excluding the Isle of Man and the Channel Islands and (where the Insurer has given its approval to the Policyholder). What is Covered The Insurer will indemnify Customers who have valid Mentor Service Agreements for Professional Fees incurred and Awards of Compensation ordered arising from the Customers Normal Business Activities up to the Limit of Indemnity, subject to the terms and conditions of this Policy, for Claims where the Date of Occurrence of the Insured Event is within the Period of Service and within the Territorial Limits and the Claim is notified to and accepted by Mentor during the Period of Cover, which attaches to the Period of Insurance. Page 7

8 Insuring Clauses: 1. EMPLOYMENT PROTECTION 1A. Employment Disputes The Insurer agrees to indemnify Professional Fees defending legal proceedings brought against the Customer by the Customer s Employee in respect of an Employment Dispute or a breach of employment-related legislation, following the receipt of an Employment Tribunal Claim Form or a Claim from any court relating to an Employment Dispute. 1B. Employment Awards of Compensation The Insurer agrees to indemnify Awards of Compensation brought against the Customer by the Customer s Employee in respect an Employment Dispute or a breach of employmentrelated legislation, where the Customer is represented by Mentor under Insuring Clause 1A. Employment Disputes. Extensions: i. Professional Fees for attendance at any official investigation conducted by the Commission for Equality & Human Rights (UK) in relation to the Customer s affairs ii. Professional Fees for defending the Customer s estate, heirs or personal representatives following any employment tribunal dispute originally commenced against an Employee of the Customer as an individual iii. With the mutual agreement of Mentor and the Customer, Professional Fees for defending any Employee of the Customer who has been joined in to the dispute conditional on the same Authorised Representative acting for all. 2. HEALTH & SAFETY PROTECTION The Insurer agrees to indemnify Professional Fees defending the Customer from a prosecution for the Customer s breach or alleged breach of: i. Health and Safety at Work and Occupational Hygiene legislation including the Health and Safety at Work Act 1974 or the Health and Safety at Work (Northern Ireland) Order 1978 and their supporting Regulations; ii. Laws on food safety, hygiene and food legality including the Food Safety Act 1990; iii. Laws on occupational hygiene including COSHH and CHIP regulations; iv. Laws on supply of safe goods including the Consumer Protection Act 1987 the Food Safety Act 1990 and the Health and Safety at Work Act 1974; v. The Carriage of Dangerous Goods Regulations provided that the Customer has contracted to Mentor to provide a Dangerous Goods Safety Advisor as requested by the Transport of Dangerous Goods (Safety Advisors) Regulations 1999; vi. The Regulatory Reform (Fire Safety) Order 2005 and the Fire (Scotland) Act 2005; and vii. Corporate Manslaughter and Corporate Homicide Act 2007, and An appeal against the service of an Improvement Notice or a Prohibition Notice under the Health and Safety at Work Act 1974 or the Health and Safety (Northern Ireland) Order 1978 and their supporting Regulations. Extensions: i. Defence preparation work relating to an incident that may in the opinion of Mentor lead to a Claim, including representation for the Customer at an interview under caution ii. With the mutual agreement of Mentor and the Customer, Professional Fees for defending any Employee, director or partner of the Customer who has been joined in to the prosecution or potential prosecution, conditional on the same Authorised Representative acting for all. Where the Customer is charged under the Corporate Manslaughter and Corporate Homicide Act 2007 the Customer may not request any employee, director or partner to be included in the defence of the prosecution. Page 8

9 3. ENVIRONMENTAL PROTECTION The Insurer agrees to indemnify Professional Fees defending the Customer from a prosecution for the Customer s breach or alleged breach of environmental legislation or EU environmental regulation in the UK brought about by private or public authorities including, but not limited to, water, sewage or drainage companies, local authorities, Environment Agency, Scottish Environmental Protection Agency (SEPA) and Northern Ireland Environment Agency (NIEA). Extensions: i. Defence preparation work relating to an incident that may in the opinion of Mentor lead to a Claim, including representation for the Customer at an interview under caution. ii. With the mutual agreement of Mentor and the Customer, Professional Fees for defending any Employee, director or partner of the Customer who has been joined in to the prosecution or potential prosecution, conditional on the same Authorised Representative acting for all. 4. CONDITIONS TO THE INSURING CLAUSES: Each of the Insuring Clauses 1, 2, 3 and 4 above are subject to the conditions precedent set out below: i. The Customer has a current valid Mentor Services Agreement for the provision of ii. iii. iv. compliance services under the relevant insuring clause. The Customer has complied with the Audit Recommendations advised by Mentor. The Customer has sought and followed all the advice from Mentor and has received and followed specific authorisation as to the procedure to be adopted when dealing with Special Conditions Advice & Authorisation Procedures. It is always more likely than not that the Customer will successfully defend the legal action, however, if following receipt of details of the Claim, Mentor and/or their Authorised Representative decide that: a. prospects of success are less than 50%; or b. it would be better to take a different course of action; or Mentor will inform the Customer in writing giving reasons why they cannot continue with the Claim. Once the Customer has been informed, Insurers will not be liable for any further Professional Fees. What is not Covered The Insurer shall not be liable to indemnify the Customer in respect of: 1. an Insured Event: a. reported more than 7 days after its Date of Occurrence unless Mentor confirm that the position of the Insurer is not prejudiced in anyway; b. reported outside the Period of Cover; or c. relating to an Employment Dispute arising during the first 90 days of the first Period of Service of the Mentor Services Agreement where the Insured Event relates to a circumstance, dispute or incident prior to the first Period of Service unless referred by the Customer to Mentor under the Special Conditions Advice & Authorisation Procedures and Mentor confirm that the position of the Insurer is not prejudiced in anyway; 2. where the circumstance, dispute or incident relating to the Insured Event is prior to the first Period of Service (unless confirmed by Mentor under What is Not Covered 1b); 3. any dispute: a. between Customer and any parent company or subsidiary company or associated company or partner; b. between the Customers and the Insurer, and/or the Policyholder and/or Mentor and/or the Appointed Representative or the agent of any of these; c. made, brought or commenced outside the Territorial Limits; Page 9

10 d. which the Customer is, or but for the existence of this Policy would be, entitled to indemnity under any other insurance Policy or under a legal aid certificate or representation order; e. with Government, Local Authority departments or enforcing authorities concerning the imposition of statutory charges (including the Health and Safety Executive s cost recovery scheme - Fees for Intervention); or f. arising out of or in connection with actual or alleged defamation or malicious falsehood 4. any Claim: a. relating to or arising from any cause, event or circumstance occurring prior to or existing at inception of this Policy or of the Mentor Services Agreement and which has or which the Customer knew or ought reasonably to have known may give rise to a dispute, legal proceedings or Claim against the Customer; b. arising from the Customer s intentional wrongdoing; or an act or omission with negligent disregard as to its consequences; c. for legal liability or any loss or damage to property directly or indirectly caused by or contributed to by any pollution, seepage, discharge, dispersal, release or escape of any solid, liquid, gaseous or thermal irritant or contaminant including, but not limited to, smoke, vapours, soot, dust, fibres, fungi, mould, fumes, acids, alkalis, chemicals and waste (including but not limited to material to be recycled, reconditioned or reclaimed) or contamination of any kind; or ionising radiation or contamination by radioactivity from any nuclear fuel or from any nuclear waste or from the combustion of nuclear fuel; or radioactive, toxic, explosive or other hazardous properties of any explosive (other than as specified in Insuring Clause 3. Environmental Protection); d. made, brought or commenced outside the Territorial Limits; e. where the Customer did not seek and follow advice from Mentor; f. arising as a result of the failure of the Customer to follow the advice provided as part of the Advice Services or adopt the Audit Recommendations or consult with and then follow with due diligence the Advice and Authorisation Procedures provided by Mentor; g. arising out of the deliberate, conscious or intentional or reckless or negligent disregard by the Customer of the need to take all reasonable steps to avoid and prevent Claims or legal proceedings. In this context, reasonable shall be assessed by the standards of a prudent person carrying on the Normal Business Activities of the Customer; h. which, in the Insurer s reasonable opinion, is believed not to have reasonable prospects of achieving the result for which a Claim is made; i. where the Customer or Mentor, in the reasonable opinion of the Insurer, acts in a manner which is prejudicial to the case, including being responsible for any unreasonable delay, withdrawing instructions from the Authorised Representative or withdrawing from the case; or j. or continue to provide cover for any Claim, with effective from the date on which the Customer or the Policyholder or Mentor is or becomes bankrupt, or in receivership, liquidation, administration, has made or makes an arrangement with creditors, including Creditors Voluntary Arrangements, or has entered or enters into a deed of arrangement or part or all their affairs or their property are in the care or control of a receiver or an administrator; 5. Professional Fees: a. incurred in respect of or in connection with a judicial review; b. which the Customer should or would have had to incur irrespective of any dispute; c. incurred without the prior written consent of Mentor or in excess of Mentor s consent; d. incurred prior to the receipt of an Employment Tribunal Claim Form or a Claim from any court in respect of an Employment Dispute; e. incurred before Mentor agrees to pay them or where the Customer defends a case without the agreement of Mentor or in a different manner to or against the advice of Mentor or fails to give proper instructions in due time to Mentor, the Authorised Representative or to counsel or other persons instructed by Mentor or where the Authorised Representative refuses to act on behalf of the Customer for any reason other than a conflict of interest or in respect of witnesses, experts or agents interviewed, engaged or called on as witnesses without the prior written approval of Mentor; or f. including fees costs and disbursements incurred prior to Mentor accepting a Claim; Page 10

11 6. the defence of the Customer in civil legal proceedings arising from: a. Injury or disease including psychiatric Injury and stress; b. loss, destruction or damage of or to property; c. alleged breach of any professional duty; or d. any tortious liability; 7. Awards of Compensation where Mentor s consent to incur Professional Fees has not been granted or has been withdrawn; 8. fines, damages or other penalties imposed by any enforcing authority, court or tribunal; 9. appeals arising out of legal proceedings to which no consent has been granted by Mentor; 10. any benefit or payment: a. due under a contract of employment, pension scheme or share scheme b. due in respect of redundancy c. due in respect of a compromise agreement 11. any award: a. made against the Customer relating to or arising from Trade Union activities including membership or non-membership b. made because of the Customer s failure to provide written reason for dismissal c. specified in a re-instatement or re-engagement order d. to the extent that they relate to contractual rights accruing to the Employee prior to the actual or alleged breach of the actual or alleged contract of employment e. fine, damages, redundancy payment, compromise agreement or any monies due or properly payable arising under or from an Employee s contract of employment, service agreement, share option scheme, pension scheme or any employment related document or from any related implied or incorporated term of a contract of employment. f. incurred by deliberately avoiding a payment or liability under statutory requirements. 12. any loss, damage, cost or expense whatsoever directly or indirectly caused by, resulting from or in connection with (including any action taken in controlling, preventing, suppressing or in any way relating to) any of the following regardless of any other cause or event contributing concurrently or in any other sequence to the loss; a. war, invasion, acts of foreign enemies, hostilities or warlike operations (whether war be declared or not), civil war, rebellion, revolution, insurrection, civil commotion assuming the proportions of or amounting to an uprising, military or usurped power; or b. any act of terrorism. For the purposes of this exclusion an act of terrorism means an act, including but not limited to the use of force or violence and/or the threat thereof, of 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 including the intention to influence any government and/or to put the public, or any section of the public in fear 13. any other costs that are directly or indirectly caused by the event which led to the Claim unless specifically stated in this Policy. General Conditions Notification of Claims It is a condition precedent to the liability of the Insurer that Mentor be notified by the Customer during the Period of Cover as soon as reasonably practicable and within 7 (seven) days once the Customer becomes aware of any cause, event or circumstance which has given or a reasonable person would consider may give rise to investigation, dispute, or legal proceedings involving the Customer. Where such notification has been given, the Insurer agrees to treat any subsequent Claim in respect of the cause, event or circumstance notified as though it had been notified during the Period of Cover. Mentor will forward to the Customer a claim form which must be completed and returned immediately to the address or address set out below. Mentor Services 139 St Vincent Street Tel: Glasgow litigation@mentor.uk.com G2 5JF Page 11

12 Important procedure for Employment Disputes If a Form ET1 is received from an Employment Tribunal or a Claim from any court in relation to an Employment Dispute, the Customer must notify Mentor and submit copies of all Employment Tribunal or court papers together with any supporting documentation immediately and in any event within 7 (seven) days of receipt. Failure to do so may prejudice the Customer s position and may invalidate the Claim under this Policy. Consent It is a condition precedent to the liability of the Insurer that Mentor provide their consent to incur Professional Fees. This consent will be given by Mentor, if the Customer can satisfy Mentor and/or their Authorised Representative that: a. there are reasonable prospects (at least 50%) of a successful defence; or b. where the Customer wishes to plead guilty in criminal cases, it is reasonable to incur Professional Fees having regard for the level of Professional Fees to be incurred and there is a reasonable prospect (at least 50%) of significant mitigation assuming the criminal case was determined at trial or other final hearing at first instance; or The decision to grant consent or to withhold it will be taken on receipt of: a fully completed claim form; advice on merits of the Customer s case as to a. and b above; the information and documentation Mentor requests: in relation to the Professional Fees likely to be incurred; any advice Mentor may deem it necessary to take; and the alternative methods available for protecting the Customer s interests. The decision to grant consent or to withhold it will be based on the opinion of Mentor and any Authorised Representative that Mentor may deem it necessary to consult. Mentor at its discretion may require the Customer to participate in mediation or other forms of dispute resolution and provide assistance in settling disputes, the cost of which will be covered under this Policy subject to all other terms, conditions, limitations and exclusions of this Policy. Mentor at its discretion may require the Customer to obtain an opinion from counsel or obtain an expert s report at the Customer s expense as to the merits of the dispute or legal proceedings which must have regard to the same criteria as required by Mentor. If that opinion indicates there are reasonable prospects of a defence, the Insurers will pay for the cost of the opinion within the Limit of Indemnity for that Claim. When Mentor grants consent, the Insurers agree to provide indemnity within the terms, conditions, limitations and exclusions of this Policy. Such consent does not imply that all Professional Fees and/or Awards of Compensation shall be paid, but only to those which the Insurer has expressly agreed. If after consent has been granted by Mentor based on the information provided by the Customer to Mentor, it becomes apparent that the information is incorrect or incomplete and as a result the Claim falls outside the terms, conditions, limitations and exclusions of the Policy, such consent shall be withdrawn and no indemnity provided. If after consent has been granted by Mentor there ceases to be prospects of success of at least 50% in the view of Mentor, Mentor may withdraw consent. Professional Fees incurred up until that time will continue to be indemnified by the Insurers. In relation to Employment Disputes, Mentor reserves the right to withdraw consent in the event that the Customer refuses to settle the dispute for a reasonable sum. Professional Fees incurred up until that time will continue to be indemnified by the Insurers. (For the avoidance of doubt, if the Employee refuses to settle the Employment Dispute for a reasonable sum, Mentor will continue to provide its consent up to the conclusion of the Employment Dispute, subject to compliance with all other terms, conditions, limitations and exclusions specified in this Policy.) Page 12

13 The Insurer limits their liability to the payment of Professional Fees and/or Awards of Compensation incurred solely for the purpose of indemnifying the Customer in respect of the dispute or legal proceedings to which consent has been granted. Professional Fees incurred for the routine presentation or administration of the Customer s affairs or expenses which would have been incurred in the normal course of the Customer s Normal Business Activities shall fall outside the indemnity provided under this Policy. Choice of Appointed Representative Mentor will act on behalf of the Customer in any Claim. In all cases the Authorised Representative shall be appointed by Mentor in the name of and on behalf of Customer. Where a Claim is made by the Customer named in the Evidence of Insurance Schedule and any other authorised party (including an Employee of the Customer) to which Mentor agrees then the additional party must appoint the same Authorised Representative as the Customer if that additional party wishes to take the benefit of the indemnity under this Policy. In the event of any conflict arising between the Customer and the additional party, Mentor will withdraw cover under this Policy and indemnity will no longer be provided to the additional party. Access to Information Mentor is entitled to receive from the Authorised Representative any information, document or advice in connection with any Claim even if such material is legally privileged. On request the Customer will give to the Authorised Representative any instructions necessary to secure the required access. Disclosure and Co-operation The Customer must give the Policyholder, Mentor and the Authorised Representative all necessary help and information including a complete truthful account of the facts of the case and all relevant documentary or other evidence in the Customer s possession. The Customer must search for, provide, obtain, sign or execute all documents as required by the relevant court or tribunal rules or as recommended by Mentor or the Authorised Representative and attend all meetings or conferences as requested. Cover may be withdrawn if the Customer fails to co-operate at all or within a reasonable time with the Policyholder or the Authorised Representative request. It is a condition precedent to the Insurer s liability that: a. The Customer must give the Authorised Representative and Mentor all necessary help and information including a complete and truthful account of the facts of the case and all relevant documentary or other evidence in the Customer s possession. The Customer must provide, obtain or execute all documents as necessary and attend meetings or conferences as requested. b. Mentor is entitled to receive from the Authorised Representative and Customer any information, document or advice in connection with any Claim and the subject matter of any Claim even if privileged. In addition, the Customer must instruct the Authorised Representative to provide Mentor with regular updates on the progress of the subject matter of any Claim and inform Mentor immediately if and when any circumstance adversely impacts the factors taken into account in granting consent. On request the Customer will give to the Authorised Representative any instructions necessary to secure the required access. Indemnity may be withdrawn if the Customer fails to co-operate at all or within a reasonable time with Mentor or the Authorised Representative s requests. Payment of Professional Fees and Awards of Compensation Mentor shall be responsible for the payment of Professional Fees invoices. Mentor will, settle these direct with the Authorised Representative. All invoices must be certified by Mentor to the effect that all charges have been properly incurred and this will be deemed authority for Mentor on behalf of Insurers to settle the invoice directly with the Authorised Representative. Page 13

14 Only invoices in respect of Professional Fees incurred with the consent of Mentor and in the amount agreed with Mentor and Awards of Compensation arising from Claims where Mentor have provided Professional Fees shall be paid. Where liability to pay another party s costs becomes due under the Policy, the Authorised Representative must inform Mentor and obtain written authority from Mentor to settle these costs or proceed to assessment by the appropriate court, tribunal or Law Society. If the Customer is registered for VAT or taxes, the Insurers will not be liable to indemnify the Customer for the VAT or taxes element of any Professional Fees. Settlement It is a condition precedent to the Insurers liability that the Customer informs Mentor as soon as the Customer receives a Part 36 offer, a payment into court, an offer to settle a Claim or legal proceedings or an invitation to participate in a mediation or other form of dispute resolution. The Customer must not agree to settle any Claim without the prior written consent of Mentor which will not be unreasonably withheld or delayed. If the Customer rejects any offer to settle a Claim by way of Part 36 offer or payment into court or otherwise which Mentor considers reasonable and recommends acceptance of, then no further indemnity will be provided by the Insurers from the date of rejection by the Customer. No indemnity will be provided if the Customer enters into any agreement to settle without the prior consent of Mentor (such consent not to be unreasonably withheld) and the Insurer shall be entitled to recover any Professional Fees and Awards of Compensation previously paid. The Insurer may at its absolute discretion decide to pay the Customer the amount of damages that the party claiming against the Customer are claiming instead of indemnifying the Customer for Professional Fees. Where the Insurer exercises this discretion the Insurer will cease to be liable for any further Professional Fees. Recovery of Costs Whenever the Customer is awarded costs or costs are included under the terms of any settlement, those costs are to be repaid to the Insurers. The Customer, Mentor and the Authorised Representative shall make every effort to make a full recovery of costs. Subrogation If a payment is made under the Policy, any and all of the Customer s rights in connection with such payment will be subrogated to the Insurer. The Customer agrees to give Mentor and the Insurer as much assistance as reasonably required in relation to the exercise of subrogated rights. Appeals If, following legal proceedings to which Mentor had given written consent, the Customer wishes to appeal against the judgement or decision of the court or tribunal in those legal proceedings, the draft grounds of that appeal must be submitted to Mentor for its prior written consent to incur Professional Fees in that appeal. If, following legal proceedings to which Mentor has given written consent, an appeal is lodged against the judgement or decision of the court or tribunal in those legal proceedings made in favour of the Customer, Mentor must be informed immediately and its written consent obtained for cover to continue. Where Mentor or the Insurers (as the case may be) wish to pursue or resist an appeal against the judgement or decision of the court or tribunal, the Customer must co-operate with the Authorised Representative. Fraudulent Claims If the Customer makes a fraudulent Claim or request for payment under this Policy (being a Claim or request for payment which the Customer knows or ought to know to be false or fraudulent in any way), then: Page 14

15 a. the Insurers are not liable to pay the Claim or make the payment; and b. the Insurers may recover from the Customer any sums paid by the Insurers to the insured in respect of the Claim or payment, including any Professional Fees and Awards of Compensation previously paid; and c. the Insurers may by notice to the Customer treat this Policy as having been terminated with effect from the time of the fraudulent act. If the Insurers do treat this Policy as having been terminated: a. the Insurers shall have no liability to the Customer under this Policy in respect of a relevant event occurring after the time of the fraudulent act; and b. the Customer will not be entitled to a return of any of the premium paid under this Policy. Duty to Minimise The Customer must take all precautions to avoid and prevent any Claims, legal proceedings, incidents and disputes. The Customer must use every endeavour and take all measures to minimise the cost and effect of any Claim. Insolvency or Liquidation If the Customer or the Policyholder or Mentor becomes insolvent or is placed in liquidation, receivership, administration or bankruptcy or enters into a voluntary arrangement or deed of arrangement or if any application is made to the court or meeting convened for any such purpose the Insurer has the right to immediately cease to provide indemnity for Professional Fees and/or Awards of Compensation notwithstanding any previous consent that may have been granted. The Customer or the Policyholder or Mentor shall be deemed insolvent or in liquidation upon the appointment of an office holder within the meaning given by the Insolvency Act 1986 and any amending legislation, or upon the appointment of a receiver within the meaning laid down in the Companies Act 1985 and any amending legislation. Acts of Parliament All Acts of Parliament referred to in this Policy shall include any subsequent amendments, reenactments or regulations and equivalent legislation enforceable within the Territorial Limits. Governing law This Policy shall be construed in accordance with English Law. Cancellation The Customer does not have any right to cancel the Policy and the cover benefit will remain active for as long as the Mentor Services Agreement remains active. Cancelling the Mentor Services Agreement will result in immediate cancellation of the Policy. To exercise the right to cancel the Mentor Services Agreement, the Customer must give written notice to Mentor under the Mentor Services Agreement Termination Clause. Contact Mentor Services at: St Vincent Street Tel: Glasgow info@mentor.uk.com G2 5JF If the cover benefit is cancelled, then the Insurer will not be liable to pay any costs incurred after the date of cancellation. Insurer Cancellation Rights The Insurer may also cancel the Customer s entitlement for insurance cover under the Policy with immediate effect if: the Customer breaches any of the general conditions of the Policy Page 15

16 Mentor advises it is more likely than not that the Customer s Claim will lose and the Claim is continued without consent a settlement offer is rejected by the Customer that Mentor advises acceptance of and the Claim is continued without consent If the Customer s entitlement to insurance cover under the Policy is cancelled, then the Insurer will not be liable to pay any costs incurred after the date of cancellation. If the Customer s Claim is fraudulent the Insurers may by notice to the Customer treat this Policy as having been terminated with effect from the time of the fraudulent act; and a. the Insurers shall have no liability to the Customer under this Policy in respect of a relevant event occurring after the time of the fraudulent act; and b. the Customer will not be entitled to a return of any of the premiums paid under this Policy. The Policyholder is responsible for issuing to the Customer with a cancellation notice. Complaints Procedure If the Customer has a complaint about the Policy Should the Customer have a query or complaint regarding the administration or Claims under the policy, the Customer should address their complaint to: Mentor Complaints Centre 1 st Floor, 10 Brindley Place Tel: Birmingham mentor.complaints@mentor.uk.com B1 2TZ Mentor will contact the Customer within five days of receiving the complaint to inform the Customer of what action Mentor is taking. Mentor will try to resolve the problem and give the Customer an answer within four weeks. If it will take Mentor longer than four weeks Mentor will tell the Customer when they can expect an answer. If Mentor have not given the Customer an answer in eight weeks Mentor will tell the Customer how they may take the complaint to the Financial Ombudsman Service for review. Once the Customer has received the final response from Mentor and if the Customer is still not satisfied the Customer may contact the Financial Ombudsman Service: The Financial Ombudsman Service Tel: or Exchange Tower complaint.info@financial-ombudsman.org.uk London E14 9SR AmTrust Europe Limited is covered by the Financial Services Compensation Scheme (FSCS). You may be entitled to compensation from the scheme if We cannot meet Our obligations. This depends upon the type of business and circumstances of the Claim. Most insurance contracts are covered for 90% of the Claim. Further information is available from the Financial Conduct Authority or the FSCS. The FSCS can be visited on the internet at: or be contacted on You can check the above details on the Financial Services Register by visiting the FCA website: or by contacting the FCA on This complaints procedure does not affect any legal right You have to take action against the Insurer. Disputes and Governing Law Any dispute between us shall be referred to a single arbitrator who shall be a barrister mutually agreed upon by both of us or, failing agreement, appointed by the Bar Council. The arbitration shall take place in London and shall take the form of written and/or oral submissions (at the discretion of the arbitrator). The decision of the arbitrator shall be final and binding. The arbitrator shall not have Page 16

17 the power to award costs but will have the power to award You or Us to pay or both parties to share the fee for conducting the arbitration and any costs payable by You shall not be recoverable under this Policy. We and You agree that this Policy shall be construed in accordance with English Law. Data Protection and Privacy Policy DATA PROTECTION We are committed to protecting and respecting your privacy in accordance with the current Data Protection Legislation ( Legislation ). For the purposes of the Legislation, the Data Controller is AmTrust Europe Ltd. Below is a summary of the main ways in which We process Your personal data, for more information please visit Our website at HOW WE USE YOUR PERSONAL DATA AND WHO WE SHARE IT WITH We may use the personal data We hold about You for the purposes of providing insurance, handling Claims and any other related purposes (this may include underwriting decisions made via automated means), for offering renewal, research or statistical purposes and to provide You with information, products or services that You request from Us or which We feel may interest You. We will also use Your data to safeguard against fraud and money laundering and to meet Our general legal or regulatory obligations. SENSITIVE PERSONAL DATA Some of the personal information, such as information relating to health or criminal convictions, may be required by Us for the specific purposes of underwriting or as part of the Claims handling process. The provision of such data is conditional for Us to be able to provide insurance or manage a Claim. Such data will only be used for the specific purposes set out in Our notice. DISCLOSURE OF YOUR PERSONAL DATA We may disclose Your personal data to third parties involved in providing products or services to Us, or to service providers who perform services on Our behalf. These include Our group companies, affinity partners, brokers, agents, third party administrators, reinsurers, other insurance intermediaries, insurance reference bureaus, credit agencies, medical service providers, fraud detection agencies, loss adjusters, solicitors/barristers, accountants, regulatory authorities, and as may be required by law. INTERNATIONAL TRANSFERS OF DATA We may disclose Your personal data to destinations outside the European Economic Area ( EEA ). Where We transfer Your personal data outside of the EEA, We will ensure that it is treated securely and in accordance with the Legislation. YOUR RIGHTS You have the right to ask Us not to process Your data for marketing purposes, to see a copy of the personal information We hold about You, to have Your data deleted (subject to certain exemptions), to have any inaccurate or misleading data corrected or deleted, to ask Us to provide a copy of Your data to any controller and to lodge a complaint with the local data protection authority. RETENTION Your data will not be retained for longer than is necessary, and will be managed in accordance with Our data retention policy. In most cases the retention period will be for a period of seven (7) years following the expiry of the insurance contract, or Our business relationship with You, unless We are required to retain the data for a longer period due to business, legal or regulatory requirements. If You have any questions concerning Our use of Your personal data, please contact The Data Protection Officer, AmTrust International - please see website for full address details. AmTrust Europe Limited, whose registered office is at Market Square House, St James s Street, Nottingham, NG1 6FG, is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority. Financial Services Register number These details can be checked on the Financial Services Register by visiting: Page 17