Legal Liabilities Directors and Officers Liability


Cover (1) Directors and Officers Liability


We will indemnify any Insured Person for Loss arising from a Claim as the result of a Wrongul Act.


Provided that


(a) such Claim is first made and notified to Us during the Period of Insurance and


(b) such Loss is not recoverable by an Insured Person from The Association in which case Cover (2) – Company Reimbursement will apply.


(2) Company Reimbursement


In the event that The Association is required or permitted to indemnify an Insured Person, We will pay on The Association’s behalf for Loss arising from a Claim as the result of a Wrongful Act.


Provided that


(a) such Claim is first made and notified to Us during the Period of Insurance and


(b) such Loss is not recoverable by The Association from any other source.


(3) Heirs, Spouses or Legal Representatives


In the event of an Insured Person’s death, incapacity, insolvency or bankruptcy We will indemnify their lawful heirs, marital spouse, estate or legal representatives in respect of any legal liability by reason of their lawful status for Loss arising from a Claim as the result of a Wrongful Act.


(4) Insured v Insured


In the event of any action or proceedings being brought by or on behalf of


(a) an Insured Person or (b) The Association


in respect of a Claim arising from a Wrongful Act


We will provide indemnity for Loss arising from any


(i) Claim brought by any retired director of The Association


(ii) Claim brought by an administrator, liquidator or receiver appointed to deal with the insolvency of The Association.


We will not provide indemnity in respect of any Claim


(1) made against an Insured Person arising from a Wrongful Act committed prior to the Retroactive Date stated in The Schedule


(2) arising from proceedings brought against an Insured Person or The Association and which have been issued prior to, or which are pending at, the Prior and Pending Litigation Date stated in The Schedule


(3) or circumstance that might give rise to a Claim which


(a) have been notified to and accepted under any other insurance attaching prior to the inception of this policy or,


(b) an Insured Person or The Association should after reasonable enquiry have been aware of prior the the inception of this policy


(4) arising from a Wrongful Act by an Outside Entity Director


(5) arising from any Wrongful Act committed by the lawful heirs, marital spouse, estate or legal representatives of an Insured Person


(6) arising directly or indirectly from or in consequence of


(a) any dishonest, fraudulent act or omission by any Insured Person if a court judgment or other final adjudication establishes such dishonest, fraudulent act or omission


(b) any Insured Person having gained any personal profit, remuneration or advantage to which they were not legally entitled


(7) from any action or proceedings brought by or on behalf of an Insured Person or The Association other than specifically indemnified under Cover (4) – Insured v Insured


(8) (a) from the provision of, or failure to provide, professional services or professional advice


(b) from a breach of any contract for the provision of professional services or professional advice


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