Legal Liabilities Directors and Officers Liability


Directors and Officers Liability Section


Definitions


(Also refer to the Policy Definitions at the front of this policy booklet).


The following definitions apply and shall keep the same meaning wherever they appear in the Section unless an alternative definition is stated to apply.


Bodily Injury


Any injury, death, illness, sickness, psychological injury, emotional distress or nervous shock. Claim Any


(1) demand whether oral or in writing, for damages or compensation.


(2) notice of (a) Criminal Proceedings (b) Disqualification proceedings (c) Employment Practice Proceedings (d) Regulatory Proceedings (e) other civil or arbitration proceedings against an Insured Person. Computer System Any


(1) computer, data processing equipment, media or part thereof


(2) system of data storage and retrieval, or communications system, network, protocol or part thereof


(3) storage device, microchip integrated circuit, real time clock system or similar device


(4) computer software (including but not restricted to application software, operating systems, runtime environments or compilers), firmware or microcode


(5) electronic documents utilised in the ownership, security and management of Your electronic communication system, world-wide web site, internet site, intranet site, extranet site, or web address.


Criminal Proceedings


A prosecution brought before any criminal court in the United Kingdom against any Insured Person in their capacity as a director or officer of The Association.


Defence Costs


The cost and expenses incurred by an Insured Person or The Association in the investigation, defence or settlement of any Claim in so far as those costs and expenses have been incurred with Our written consent.


If these costs and expenses are incurred by (a) the Insured Person they will be inclusive of VAT (b)The Association they will be inclusive of VAT.


Defence Costs shall not include The Association management costs or any overtime, wages, salaries, or fees of any Insured Person or any of The Association employees.


Disqualification Proceedings


Proceedings commenced by pre-action protocol letter, summons, application or claim form against any Insured Person in their capacity as a director or officer of The Association, under The Company Directors’ Disqualification Act 1986.


Employment Practice Proceedings


Proceedings commenced by pre-action protocol letter, IT1 or claim form against any Insured Person in their capacity as a director or officer of The Association, arising out of any alleged or actual


(1) discrimination


(2) wrongful or unfair dismissal, discharge or termination of employment


(3) breach of any written employment contract (4) failure to furnish accurate job references. Excess


That first part of each and every payment in relation to a Claim or Loss which is payable by The Association, or any Insured Person, rather than Us. The amount of the Excess is stated in The Schedule.


The Excess shall only apply once where a series of Claim or Loss settlements arise from one source or originating cause.


We shall repay The Association or the Insured Person, as appropriate, the Excess if no damages or compensation are paid in a civil claim or no sanctions or penalties are imposed in any legal proceedings.


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