> _Markdown transcription of AIG AIG Miscellaneous Professional Indemnity policy wording, effective 2016-06-06. Source: https://www.bizcover.co.nz/wp-content/uploads/2024/08/AIG-Miscellaneous-PI-Policy-and-GL-Wording-2015.pdf_ --- # Miscellaneous Professional Liability Insurance **Issuer:** AIG Insurance New Zealand Limited **Address:** PO Box 1745, Shortland Street, Auckland 1140, New Zealand --- ## Policy Notices ### Fair Insurance Code The Insurer is a signatory to the Fair Insurance Code. This aims to raise the standards of practice and service in the insurance industry, improve the way that claims and complaints are handled and help people better understand how general insurance works. Information brochures on the Code are available upon request. ### Your Duty of Disclosure Before you enter into a contract of general insurance with an insurer, you have a duty to disclose to the insurer every matter that you know, or could reasonably be expected to know, is relevant to the insurer's decision whether to accept the risk of the insurance and, if so, upon what terms. You have the same duty to disclose those matters to the insurer before you renew, extend, vary or reinstate a contract of general insurance. However, your duty of disclosure does not require you to disclose matters: - that diminish the risk to be undertaken by the insurer; - that are of common knowledge; - that your insurer knows or, in the ordinary course of its business, ought to know; - as to which compliance with your duty is waived by the insurer. ### Consequences of Non-Disclosure If you fail to comply with your duty of disclosure, the insurer may be entitled to reduce its liability under the contract in respect of a claim or may cancel the contract. If your non-disclosure is fraudulent, the insurer may also have the option of avoiding the contract from its beginning. ### Copyright The content of this policy, including but not limited to the text and images herein, and their arrangement, is copyright protected. All rights reserved. AIG hereby authorises you to copy and display the content herein, but only in connection with AIG business. Any copy you make must include this copyright notice. Limited quotations from the content are permitted if properly attributed to AIG; however, except as set forth above, you may not copy or display for redistribution to third parties any portion of the content of this policy without the prior written permission of AIG. No modifications of the content may be made. Nothing contained herein shall be construed as conferring by implication or otherwise any licence or right under any patent, trademark, copyright (except as expressly provided above), or other proprietary rights of AIG or of any third party. This document contains your Insurance Policy terms, Provisions, Exclusions and Conditions. It is important that you read it, understand it and retain it in a safe place. --- ## Policy Wording ### Notice This is a claims made insurance policy. This policy will only apply to Claims first made against the Insured by a Third Party and reported to the Insurer during the Policy Period. The Limits of Liability available to pay judgments or settlements shall be reduced by amounts incurred for legal defence. Further, please note that the amounts incurred for legal defence shall be applied against the Retention amount. In consideration of the payment of the Premium and subject to all of the provisions of this policy, the Insurer agrees as follows. --- ## SECTION A: Covers All cover under this policy is afforded solely with respect to Claims first made against an Insured during the Policy Period and reported to the Insurer as required by this policy. ### Professional Liability The Insurer will pay on behalf of any Insured all Damages resulting from any Claim for any Breach of Duty of the Insured. ### Misleading or Deceptive Conduct The Insurer will pay on behalf of any Insured all Damages resulting from any Claim for any Misleading or Deceptive Conduct of the Insured. ### Intellectual Property The Insurer will pay on behalf of any Insured all Damages resulting from any Claim for any Infringement. ### Defamation The Insurer will pay on behalf of any Insured all Damages resulting from any Claim for libel or slander committed unintentionally by an Insured. ### Fraud / Dishonesty The Insurer will pay on behalf of any Insured, who is not the actual perpetrator, all Damages resulting from any Claim for Fraud/Dishonesty of any Employee. ### Defence The Insurer has the right to defend any Claim which this policy may respond to under its Covers or Extensions. The Insurer shall pay Defence Costs incurred in defending such Claim. ### Operative Clause The Insurer is under no obligation to pay Loss, unless the Wrongful Act: (i) first takes place on or after the Retroactive Date; and (ii) is committed solely in the performance of or failure to perform Professional Services. --- ## Extensions ### Court Attendance For any person described in (i) and (ii) below who actually attends court as a witness in connection with a Claim notified under and covered by this policy, Defence Costs will include the following rates per day for each day on which attendance in court has been required: (i) for any principal, partner, or director Insured: $500 (ii) for any Employee: $250 No Retention shall apply to this Extension. ### Extended Reporting Period If the Insurer cancels or does not renew this policy, other than for non-payment of Premium or any other breach of the terms of this policy by an Insured, the Policyholder shall have the right to a period of 30 days following the date of cancellation or expiry in which to give notice of any covered Claim first made against the Insured. That extended reporting period shall not apply if this policy or its cover has been replaced. ### Lost Documents With respect to a Third Party's Documents: (i) for which an Insured is legally responsible; and (ii) that, during the Policy Period, have been destroyed, damaged, lost, distorted, erased or mislaid solely in the performance or non-performance of Professional Services, Damages shall also include costs and expenses reasonably incurred by the Insured in replacing or restoring such Documents provided that: (i) such loss or damage is sustained while the Documents are either: - a) in transit; or - b) in the custody of the Insured or of any person to whom the Insured has entrusted them; (ii) where the lost or mislaid Documents have been the subject of a diligent search by or on behalf of the Insured; (iii) the amount of any Claim for such costs and expenses shall be supported by evidence of expenditure that shall be subject to written approval by a competent person to be nominated by the Insurer with the consent of the Insured; and (iv) the Insurer shall not be liable for any Claim arising out of wear, tear and/or gradual deterioration, moth and vermin, or other matters beyond the Insured's control. This Extension will be subject to a Sub-limit of Liability as set out in the Schedule. A separate retention of $1,000 instead of the Retention will apply to each Claim covered under this Extension. --- ## Definitions ### Bodily Injury Means physical injury, sickness, disease or death; and if arising out of the foregoing, nervous shock, emotional distress, mental anguish or mental injury. ### Breach of Duty Means any actual or alleged breach of duty, act, error, misstatement, breach of confidentiality or omission in the performance of or failure to perform Professional Services. ### Claim Means any: (i) written demand; or (ii) civil or administrative proceeding, that seeks Damages as a result of Wrongful Acts. ### Damages Means any amount that an Insured shall be legally liable to pay to a Third Party in respect of judgments rendered against an Insured, or for settlements which conform with the consent requirements set out in the "Claims" Conditions, subject to the limitations of Loss. ### Defence Costs Means reasonable fees, costs and expenses incurred by or on behalf of the Insured, with the Insurer's prior approval, in the investigation, defence, adjustment, settlement or appeal of any Claim. Defence Costs shall not mean any internal or overhead expenses of any Insured or the cost of any Insured's time. ### Documents Means all documents of any nature whatsoever including computer records and electronic or digitized data; but does not include any currency, negotiable instruments or records thereof. ### Employee Means any natural person who is or has been expressly engaged as an employee under a contract of employment with the Policyholder or any Subsidiary. Employee shall not mean any: (i) principal, partner or director; or (ii) temporary contract labour, self-employed person or labour-only sub-contractor. ### Fraud/Dishonesty Means fraudulent or dishonest conduct of an Employee: (i) not condoned, expressly or implicitly, by; and (ii) that results in liability to; the Policyholder or any Subsidiary. ### Infringement Means an unintentional infringement of any intellectual property right of any Third Party, other than patents and Trade Secrets. ### Insured Means: (i) the Policyholder or any Subsidiary; (ii) any natural person, who is or has been a principal, partner or director of the Policyholder or any Subsidiary; (iii) any Employee; and (iv) any temporary contract labour, self-employed persons, labour-only sub-contractors, solely under contract with, and under the direction and direct supervision of the Policyholder or any Subsidiary; but only when providing Professional Services in the foregoing capacities. Insured also includes any estate or legal representatives of any Insured described in (ii) and (iii) of this definition with respect to the Insured's provision of Professional Services in any such capacity. ### Insurer Means the entity specified as such in the Schedule. ### Limit of Liability Means the applicable limit of liability set out in the Schedule. ### Loss Means Damages and Defence Costs. Loss shall not mean and this policy shall not cover any (i) taxes payable by the Insured; (ii) non-compensatory damages, including punitive, multiple, exemplary or liquidated damages; (iii) restitutionary relief; (iv) fines or penalties; (v) the costs and expenses of complying with any order for, grant of or agreement to provide injunctive or other non-monetary relief; (vi) employment related compensation or benefits, overhead, charges or expenses of any Insured; or (vii) any matters which may be deemed uninsurable under the law governing this policy or the jurisdiction in which a Claim is brought. ### Misleading or Deceptive Conduct Means any actual or alleged misleading or deceptive conduct at law or under the Fair Trading Act 1986 or any similar legislation. ### Policy Period Means the period of time specified in the Schedule unless the policy is cancelled in which event the Policy Period will end on the effective date of the cancellation. ### Policyholder Means the entity or natural person specified as such in the Schedule. ### Pollutants Means, but is not limited to, any solid, liquid, biological, radiological, gaseous or thermal irritant or contaminant whether occurring naturally or otherwise, including asbestos, smoke, vapour, soot, fibres, mould, spores, fungus, germs, fumes, acids, alkalis, nuclear or radioactive material of any sort, chemicals or Waste. "Waste" includes, but is not limited to, material to be recycled, reconditioned or reclaimed. ### Premium Means the amount specified as such in the Schedule and any premium adjustment reflected in an endorsement to this policy. ### Professional Services Means the professional services of the Policyholder and any Subsidiary as specified in the Schedule. ### Property Damage Means damage to or loss of or destruction of tangible property or loss of use thereof. ### Retention Means the amount specified as such in the Schedule. ### Retroactive Date Means the date specified as such in the Schedule. ### Subsidiary Means companies in which the Policyholder, either directly or indirectly through one or more of its Subsidiaries: (i) controls the composition of the board of directors; (ii) controls more than half of the voting power; or (iii) holds more than half of the issued share capital. For any Subsidiary or any Insured thereof, cover under this policy shall only apply to Wrongful Acts committed while such entity is a Subsidiary of the Policyholder. ### Third Party Means any entity or natural person; provided, however, Third Party does not mean: (i) any Insured; or (ii) any other entity or natural person having a financial interest or executive role in the operation of the Policyholder or any Subsidiary. ### Trade Secret Means information that derives independent economic value, actual or potential, from not being generally known and not being readily ascertainable through proper means by other persons who can obtain economic advantage from its disclosure or use. ### Wrongful Act Means any Breach of Duty, Misleading or Deceptive Conduct, Infringement, libel, slander, or Fraud/Dishonesty. --- ## Exclusions This policy shall not cover Loss in connection with any Claim: ### Anti-competitive Conduct Arising out of, based upon or attributable to any actual or alleged restrictive trade practices, restraint of trade or unfair competition. ### Bodily Injury / Property Damage Arising out of, based upon or attributable to Bodily Injury or Property Damage unless arising from an actual or alleged failure to achieve the legally required standard of care, diligence and expertise in performing Professional Services. ### Contractual Liability / Performance Guarantees Arising out of, based upon or attributable to any: (i) contractual liability or other obligation assumed, that goes beyond the duty to use such skill and care as is ordinarily applied to the professional services provided, taking into consideration any specialised knowledge or expertise; (ii) guarantee or warranty; or (iii) delay in performing, failing to perform or failing to complete any Professional Services, unless such delay or failure arises from a Breach of Duty by an Insured. ### Costs Assessment Arising out of, based upon or attributable to any failure by any Insured or other party acting for the Insured to make an accurate pre-assessment of the cost of performing Professional Services. ### Employment / Discrimination Arising out of, based upon or attributable to any: (i) actual or alleged employment related: practices, harassment or discrimination; or (ii) intentional or systemic harassment or discrimination. ### Insolvency Arising out of, based upon or attributable to the insolvency, administration or receivership of the Insured or their actual or alleged inability to meet any or all of their debts as they fall due. ### Intentional Acts Arising out of, based upon or attributable to any deliberate or reckless Breach of Duty. ### Infrastructure Arising out of, based upon or attributable to: (i) mechanical failure; (ii) electrical failure, including any electrical power interruption, surge, brown out or black out; or (iii) telecommunications or satellite systems failure. ### Joint Ventures Arising out of, based upon, or attributable to work carried out by the Insured for and in the name of any association or joint venture of which an Insured forms part. ### Misdeeds Arising out of, based upon or attributable to any act which a court, official tribunal or arbitrator finds, or which an Insured admits, to be a criminal, dishonest or fraudulent act; and in such event, the Insurer shall be reimbursed for all Loss paid in connection with such Claim; provided, however, that this exclusion shall not apply to the Fraud/Dishonesty Cover. ### Patent/Trade Secret Arising out of, based upon or attributable to the breach of licences concerning infringement of, or misappropriation of patents or Trade Secrets. ### Pollution Arising out of, based upon or attributable to: (i) the actual, alleged or threatened presence, discharge, dispersal, release, migration or escape of Pollutants, or (ii) any direction, request or effort to: (a) test for, monitor, clean up, remove, contain, treat, detoxify or neutralise Pollutants, or (b) respond to or assess the effects of Pollutants. ### Prior Claims / Circumstances / Litigation (i) made prior to or pending at the inception of this policy; or (ii) arising out of, based upon or attributable to any circumstance that, as of the inception of this policy, may reasonably have been expected by any Insured to give rise to a Claim; or (iii) pending or prior litigation derived from the same or essentially the same facts as might be alleged in such prior or pending litigation, as at the Continuity Date. ### Trade Debts Arising out of, based upon or attributable to any: (i) trading debt incurred by an Insured or (ii) guarantee given by an Insured for a debt. ### U.S.A. / Canada Made or pending within; or to enforce a judgment obtained in, the United States of America, Canada, or any of their territories or possessions; or ### War / Terrorism Arising out of, based upon or attributable to any war (declared or otherwise), terrorism, warlike, military, terrorist or guerrilla activity, sabotage, force of arms, hostilities (declared or undeclared), rebellion, revolution, civil disorder, insurrection, usurped power, confiscation, nationalisation or destruction of or damage to property by or under the order of, any governmental, public or local authority or any other political or terrorist organisation. --- ## SECTION B: Costs and Expenses If the Insurer (in its sole and absolute discretion) determines that any loss covered by any other section, cover, endorsement or extension of this Policy is subject to the existence or potential existence of a Charge, the Insurer shall not be obligated to advance any costs or expenses under that section, cover, endorsement or extension of this Policy but instead the Insurer shall pay such costs and expenses solely under this Section B – Costs and Expenses. ### Section B: Conditions #### 1. General Application All costs and expenses paid, or to be paid, under this Section B – Costs and Expenses shall: (a) be subject to the same terms and conditions (including any Exclusions) which would have applied had the Insurer made payment under the applicable section, cover, endorsement or extension of this Policy which is subject to the existence or potential existence of a Charge, (b) be subject to the Section B: Limit of Liability prescribed in the Schedule; and (c) not include taxes other than an amount of GST for which an Insured is not entitled to an input tax credit; remuneration or employment-related benefits; loss or any other damages, compensation, fines or penalties; nor amounts which the Insurer is prohibited from paying by law. #### 2. Reinstatement After Final Determination of Charge Subject to clause 4 below, if: (i) any loss covered by this Policy would have been paid by the Insurer but for the existence or potential existence of a Charge; and (ii) that loss (or any part of that loss) has been paid to the Insured under Section B – Costs and Expenses; and (iii) upon the final determination of the existence and extent of any such Charge the loss (or any part of the loss) is determined not to be, or to have been, subject to the Charge and could have been paid to the Insured under any other section, cover, endorsement or extension of this Policy; the Insurer shall as soon as practicable reinstate the Section B: Limit of Liability (without deduction or set-off) by an amount equivalent to such loss or part of such loss falling within each of (i), (ii) and (iii) above and the Limit of Liability of the corresponding section, cover, endorsement or extension of this Policy shall be reduced by the amount of the reinstatement. #### 3. Reinstatement During Determination of Charge Subject to clause 4 below, if, prior to the final determination of the existence and extent of any Charge, the Insurer (in its sole and absolute discretion) determines that any loss paid to the Insured under Section B – Costs and Expenses could have been paid under any other section, cover, endorsement or extension of this Policy, the Insurer shall as soon as practicable reinstate the Section B: Limit of Liability by an amount equivalent to such loss (without deduction or set-off) and any such amounts reinstated under this clause shall apply in reduction of any reinstatement under clause 2 above and the Limit of Liability of the corresponding section, cover, endorsement or extension of this Policy shall be reduced by the amount of the reinstatement. #### 4. Maximum Reinstatement The maximum amount available to reinstate the Section B: Limit of Liability under clauses 2 and 3 above shall not exceed the Section A: Limit of Liability any one claim limit (if any) stated in the Schedule. ### Additional Definition #### Charge "Charge" means a charge arising under section 9 of the Law Reform Act 1936 (New Zealand), section 6 of the Law Reform (Miscellaneous Provisions) Act 1946 (New South Wales), sections 25 to 28 of the Law Reform (Miscellaneous Provisions) Act 1955 (ACT), sections 26 to 29 of the Law Reform (Miscellaneous Provisions) Act 1956 (Northern Territory) and/or any other legislative provision of similar effect. --- ## SECTION C: Claims ### Notification of Claims The Insured shall, as a condition precedent to the obligations of the Insurer under this policy, give written notice to the Insurer (i) of any Claim first made against the Insured, (ii) of the receipt of notice from any person of an intention to make a Claim against any Insured, (iii) of any circumstances of which they shall become aware during the Policy Period which may give rise to a Claim against any Insured, or (iv) of the discovery of reasonable cause for suspicion of dishonesty or fraud on the part of any past or present partner or Employee of the Insured whether giving rise to a Claim under this Policy or not as practicable and during the Policy Period. All notifications must be in writing or by facsimile, and addressed as required in the Claims Notice Item on the Schedule. ### Related Claims If notice of a Claim, circumstance or discovery of dishonesty, against an Insured is given to the Insurer pursuant to the terms and conditions of this policy, then: (i) any subsequent Claim alleging, arising out of, based upon or attributable to the facts alleged in that previously notified Claim; and (ii) any subsequent Claim alleging any Wrongful Act which is the same as or related to any Wrongful Act alleged in that previously notified Claim, shall be considered made against the Insured and reported to the Insurer at the time notice was first given. Any Claim or Claims arising out of, based upon or attributable to (i) the same cause, or (ii) a single Wrongful Act, or (iii) a series of continuous, repeated or related Wrongful Acts, shall be considered a single Claim for the purposes of this policy. ### Continuity Notwithstanding the Prior Claims/Circumstances/Litigation Exclusion, cover is provided under this Policy for any Claim, fact, matter or circumstance which could or should have been notified to the Insurer under any earlier policy. Provided always that: (i) the Claim, fact, matter or circumstance could and should have been notified after the Continuity Date; and (ii) the cover provided by this Condition shall be on the same terms, exceptions and conditions as the policy under which the Claim, fact, matter or circumstance could or should have been notified. ### Defence / Settlement The Insurer does not assume any duty to defend, and the Insured shall not be required to contest any legal proceeding unless counsel (to be mutually agreed upon by the Insured and the Insurer) shall advise that such Claim should be contested by the Insured. The Insurer may elect in writing to take over and conduct the defence and settlement of any Claim. If the Insurer does not so elect, it shall be entitled, but not required, to participate fully in such defence and the negotiation of any settlement that involves or appears reasonably likely to involve the Insurer. The Insurer has the right at any time after notification of a Claim to make a payment to the Insured of the unpaid balance of the Limit of Liability, and upon making such payment, all obligations of the Insurer to the Insured under this policy, including, if any, those relating to defence, shall cease. ### Insurer's Consent As a condition precedent to cover under this policy, no Insured shall admit or assume any liability, enter into any settlement agreement, consent to any judgment, or incur any Defence Costs without the prior written consent of the Insurer. Only those settlements, judgments and Defence Costs consented to by the Insurer, and judgments resulting from Claims defended in accordance with this policy, shall be recoverable as Loss under this policy. The Insurer's consent shall not be unreasonably withheld, provided that the Insurer shall be entitled to exercise all of its rights under the policy. ### Insured's Consent The Insurer may make any settlement of any Claim it deems expedient with respect to any Insured, subject to such Insured's written consent. If any Insured withholds consent to such settlement, the Insurer's liability for all Loss on account of such Claim shall not exceed the amount for which the Insurer could have settled such Claim, plus Defence Costs incurred as of the date such settlement was proposed in writing by the Insurer, less coinsurance (if any) and the applicable Retention. ### Cooperation The Insured will at their own cost: (i) render all reasonable assistance to the Insurer and co-operate in the defence of any Claim and the assertion of indemnification and contribution rights; (ii) use due diligence and do and concur in doing all things reasonably practicable to avoid or diminish any Loss under this policy; (iii) give such information and assistance to the Insurer as the Insurer may reasonably require to enable it to investigate any Loss or determine the Insurer's liability under this policy. ### Allocation Where any Loss is incurred in respect of any Claim which arises from both covered matters and matters not covered by this policy, the Insurer's liability under this policy is limited to the proportion of the Loss which represents a fair and equitable allocation between each Insured and the Insurer, taking into account the relative legal and financial exposures attributable to covered matters and matters not covered under this policy. Where the Insurer's liability under this policy is limited under this clause, the Insured and the Insurer must use their best endeavours to agree upon the allocation to be adopted by them as the fair and equitable allocation. ### Allocation Disputes If the parties are unable to agree, then the fair and equitable allocation is to be determined by a Senior Lawyer (to be mutually agreed upon by the Policyholder and the Insurer, or in the absence of agreement, to be appointed by the President of the Law Society, or equivalent organisation, in the jurisdiction in which the Loss was incurred). The Senior Lawyer is to determine the fair and equitable allocation as an expert, not as an arbitrator. The Policyholder (or its designee) and the Insurer may make submissions to the Senior Lawyer. The Senior Lawyer is to take account of the parties' submissions, but the Senior Lawyer is not to be fettered by such submissions and is to determine the fair and equitable allocation in accordance with his or her own judgment and opinion. The Senior Lawyer's determination shall be final and binding. The costs of the Senior Lawyer's determination are to be borne by the Insurer. Subject to any applicable laws, for so long as the proportion of Defence Costs to be paid under the policy remains unagreed and undetermined, the Insurer shall pay the proportion of the Defence Costs which it considers represents a fair and equitable allocation. The fair and equitable allocation finally agreed or determined shall be applied retrospectively to any Defence Costs incurred prior to agreement or determination. ### Fraudulent Claims If any Insured shall give any notice or claim cover for any Loss under this policy knowing such notice or claim to be false or fraudulent as regards amounts or otherwise, such Loss shall be excluded from cover under the policy, and the Insurer shall have the right to cancel the policy. --- ## Purchase and Administration ### Policy Purchase If the Insurer becomes entitled to avoid this policy from inception or from the time of any variation in cover, the Insurer may at its discretion maintain this policy in full force but exclude the consequences of and any Claim relating to any matter which ought to have been disclosed before inception or any variation in cover. However, in any case where the Insured should have notified under any preceding insurance a circumstance which may give rise to a Claim and the indemnity or cover available under this Policy is greater or wider in scope than the indemnity which the Insured would have been entitled to under any preceding insurance (whether with the Insurer or not) then the Insurer shall only be liable to indemnify the Insured in respect of that Claim to the extent of the indemnity which would have been afforded by such preceding insurance. ### Administration The Policyholder has acted and shall act on behalf of each and every Insured with respect to: (i) negotiating terms and conditions of, binding and amending cover; (ii) exercising rights of Insureds; (iii) notices; (iv) Premiums; (v) endorsements; (vi) dispute resolution; (vii) claims management and consent to defence/settlement; and (viii) payments to any Insured. ### Representation / Severability In granting cover to the Insured, the Insurer has relied upon the material statements and particulars in the proposal together with its attachments and other information supplied. That written proposal form for coverage shall be construed as a separate proposal form individually submitted for each Insured. No state of mind or knowledge possessed by an Insured shall be imputed to any other Insured for the purpose of determining entitlement to coverage. --- ## Limit and Retention ### Limit of Liability The total amount payable by the Insurer under this policy shall not exceed the applicable Limit of Liability. Sub-limits of Liability, amounts specified in the Extensions and Defence Costs are part of that amount and are not payable in addition to the Limit of Liability. The Limit of Liability for the period provided in the Extended Reporting Period Extension is part of, and not in addition to, the Limit of Liability for the Policy Period. The inclusion of more than one Insured under this policy does not operate to increase the total amount payable by the Insurer under this policy. ### Retention The Insurer shall only pay for the amount of any Loss which is in excess of the Retention. For the avoidance of doubt, the Retention also applies to Defence Costs. The Retention is to be borne by the Insured and shall remain uninsured. A single Retention shall apply to Loss arising from all Claims alleging the same Wrongful Act. ### Other Insurance Such insurance as is provided under this Policy shall apply only as excess over any other valid and collectible insurance. ### Non-Compliance The amount of indemnity under this Policy shall be reduced where the Insured's breach of, or non-compliance with, the terms and conditions of this Policy prejudices the settlement or handling of a Loss or Claim, to such sum which in the opinion of the Insurer would have been payable by them without such prejudice. --- ## General Provisions ### Assignment This policy and any rights under or in respect of it cannot be assigned without the prior written consent of the Insurer. ### Cancellation #### By Policyholder: This policy may be cancelled by the Policyholder as and in the manner permitted by law. In such case, if no Claim has been made and no circumstance has been notified prior to such cancellation, the Insurer shall retain the customary short rate proportion (unexpired portion of Premium less handling charges) of the Premium. Otherwise, Premium shall not be returnable and shall be deemed fully earned at cancellation. #### By Insurer: This policy may be cancelled by the Insurer as and in the manner permitted by law. In such case, the Insurer shall be entitled to a pro-rata proportion of the Premium. Payment or tender of any unearned premium by the Insurer shall not be a condition precedent to the effectiveness of cancellation, but such payment shall be made as soon as practicable. ### GST All amounts indicated in this Policy and the attached Schedule are exclusive of Goods and Services Tax where payable by law. ### Insolvency The insolvency, receivership or bankruptcy of any Insured shall not relieve the Insurer of any of its obligations hereunder. ### Jurisdiction It is hereby agreed that this insurance shall be governed by the laws of New Zealand whose Courts shall have jurisdiction in any dispute arising hereunder. ### Plurals, Headings and Titles The descriptions in the headings and titles of this policy are solely for reference and convenience and do not lend any meaning to this contract. Words and expressions in the singular shall include the plural and vice versa. In this policy, words in bold typeface have special meaning and are defined. Words that are not specifically defined in this policy have the meaning normally attributed to them. ### Scope and Governing Law Where legally permissible and subject to the U.S.A./Canada Exclusion, this policy shall apply to any Claim made against any Insured anywhere in the world. Any interpretation of this policy relating to its construction, validity or operation shall be made in accordance with the laws of New Zealand and in accordance with the English text as it appears in this policy. ### Subrogation If any payment is to be made under this policy in respect of a Claim, the Insurer shall be subrogated to all rights of recovery of the Insured whether or not payment has in fact been made and whether or not the Insured has been fully compensated for its actual loss. The Insurer shall be entitled to pursue and enforce such rights in the name of the Insured, who shall provide the Insurer with all reasonable assistance and co-operation in doing so, including the execution of any necessary instruments and papers. The Insured shall do nothing to prejudice these rights. Any amount recovered in excess of the Insurer's total payment shall be restored to the Insured less the cost to the Insurer of such recovery. The Insurer agrees not to exercise any such rights of recovery against any Employee unless the Claim is brought about or contributed to by serious or wilful misconduct of the Employee in the course of or arising out of the employment. In its sole discretion, the Insurer may, in writing, waive any of its rights set forth in this Subrogation Clause. ### Validity This policy is not binding upon the Insurer unless it is countersigned on the Schedule by an authorised representative of the Insurer or its general agent. --- # BusinessGuard General & Products Liability Insurance **Issuer:** AIG Insurance New Zealand Limited **Version Code:** 12/00841 --- ## Policy Wording ### Notice This policy incorporates the Policy Schedule, Cover, Definitions, Conditions, Exclusions, Endorsements and any other terms attached which are to be read together. Any word or expression to which a specific meaning has been given in any part of this policy shall bear this meaning whenever it may appear unless such meaning is inapplicable to the context in which the word or expression appears. Throughout this policy the words "we," "us" and "our" refer to AIG Insurance New Zealand Limited. Words and phrases that appear in bold print have special meaning as detailed in the Definitions section of the policy. --- ## 1. Cover Subject to all provisions, terms, exclusions, conditions of this Policy we agree to indemnify the Insured for all amounts which the Insured shall become legally liable to pay as a result of Claims or Legal Proceedings for Personal Injury or Property Damage happening during the Policy Period and caused by an Occurrence within the Territorial Limits which arises from and within the course of the Business and provided that the action for damages is brought against the Insured in a court of law within the Territorial Limits. --- ## 2. Defence Provisions ### 2.1 General Defence Obligation We shall defend at our cost any Claim or Legal Proceeding against the Insured that seeks compensation, even if the Claim or Legal Proceeding is groundless, false or fraudulent. ### 2.2 Defence Process and Supplementary Payments In the defence of any Claim or Legal Proceeding against the Insured that seeks compensation covered by the policy we will: a) Investigate, negotiate and settle the Claim or Legal Proceeding; and b) Pay the following supplementary payments: (i) all costs taxed against the Insured in the Claim or Legal Proceeding; (ii) pre-judgement interest awarded against the Insured on that part of the judgement we pay; (iii) post-judgement interest that accrues after entry of judgement and before we have paid, offered to pay or deposited in court that part of the judgement that is within the applicable Limits of Liability; and (iv) The Insured expenses incurred at our request or with our written consent (including actual loss of wages or salary, but not loss of other income). Notwithstanding, we will only be liable for the amount of damages and claimants' costs and expenses arising from an Occurrence that is in excess of the Deductible. The Deductible amount shall be borne by the Insured and shall remain uninsured, with regard to all payments for which the Insured shall be liable. ### 2.3 Settlement Authority We may undertake investigations, conduct negotiations and with the written consent of the Insured settle any Claim or Legal Proceedings where settlement has been agreed to by the parties being indemnified or has been recommended by a Senior Counsel. If consent to such settlement is still withheld by the Insured then our liability on account of that Claim or Legal Proceeding shall not exceed the amount for which we could have settled the Claim or Legal Proceeding plus the costs and expenses incurred to the date such settlement was recommended in writing to the Insured. ### 2.4 Cessation of Defence Obligation We will not defend any Claim or Legal Proceeding or investigate any Claim or Legal Proceeding after the exhaustion of the applicable Limits of Liability by the payment of loss. --- ## 3. Extensions to Cover The following Extensions are only included in this policy if specified as such in the Schedule and any sub-limits that apply to these Extensions form part of, and are not in addition to, the Limit of Liability. All provisions of this policy apply to these Extensions, except where expressly indicated. ### 3.1 Care, Custody and Control Notwithstanding Exclusion 6.17 and 6.20, we agree to indemnify the Insured for Property Damage to: (a) Tangible property (excluding livestock) not owned by the Insured, but in the physical or legal control of the Insured; (b) Premises which are leased or rented to the Insured; (c) Premises and their contents not belonging to, leased or rented to the Insured at which the Insured is undertaking work in connection with the Business; (d) Vehicles and their contents (not belonging to or used by or on behalf of the Insured) in the Insured's physical or legal control where such Property Damage occurs while any such Vehicle is in a car park owned or operated by the Insured; Cover under this Extension 3.1(d) does not apply if the Insured as part of the Business owns or operates a car park for reward; (e) Goods, Equipment, Merchandise and Property other than Real Property subject to cover being limited to a maximum of $250,000 each Occurrence and in the aggregate during any one Policy Period for such Property Damage; The total amount payable under this Extension, other than Extension 3.1(d) above, is for any one Occurrence and in the aggregate during the Policy Period as described in the Schedule. A Deductible as described in the Schedule for each and every Claim applies to this Extension 3.1. ### 3.2 Forest and Rural Fires Act Notwithstanding Exclusion 6.7(a), (b) and (c) we agree to indemnify the Insured for: a) Costs incurred and apportioned by any Fire Authority under section 43 of the Forest and Rural Fires Act 1977 or any amendments or replacing Act (the "Act"); and b) levies imposed by a Fire Authority and apportioned to the Insured during the Policy Period under sections 46 and 46A of the Act; and c) Costs claimed by any other party in order to protect their property from fire. This Extension shall apply also:- d) Whether the Property Damage has occurred or not and to the legal liability of the Insured for loss of or damage to property caused by or caused to the machinery, plant, trailers or mechanically propelled Vehicles used by the Fire Fighting Authority insofar as the liability covered by this Extension is not otherwise insured. Provided that: i) the total amount payable under this Extension shall not exceed the sum described in the Schedule; ii) a Deductible as described in the Schedule applies in the aggregate for all sums payable to any claimant or any number of claimants in respect of or arising out of all Occurrences of a serious consequent on or attributed to one source or original cause. ### 3.3 Landlords Liability Notwithstanding Exclusion 6.17 we agree to indemnify the Insured for all sums which the Insured shall become legally liable to pay for Personal Injury and/or Property Damage in connection with the legal ownership, but not physical occupation, of any premises owned by the Insured. ### 3.4 Punitive and Exemplary Damages Notwithstanding Exclusion 6.7(a) we agree to indemnify the Insured for punitive and/or exemplary damages awarded to, or on behalf of, a person who has suffered Personal Injury resulting from an event in connection with the business of the Insured, or the Insured's ownership, occupancy or tenancy of a building, structure or land, provided that: a) the Claim must be made against the Insured and reported to Us during the Policy Period; b) any punitive or exemplary damages awarded by any court outside of New Zealand are excluded; c) the total amount payable under this Extension shall not exceed the sum described in the Schedule, inclusive of all costs any one Claim and in the aggregate, during any one Policy Period; d) a Deductible as described in the Schedule, inclusive of costs shall apply to each and every Claim. ### 3.5 Vibration and Removal of Support We agree to indemnify the Insured for all sums which the Insured shall become legally liable to pay for Personal Injury or Property Damage in New Zealand arising from the actions of the Insured in removing, weakening or interfering with the support of land or buildings, other than those owned or occupied by the Insured, provided that: a) the total amount payable under this Extension shall not exceed the sum described in the Schedule any one Claim and in the aggregate during any one Policy Period; b) a Deductible described in the Schedule shall apply for each Occurrence. --- ## 4. Limits of Liability ### 4.1 Per Occurrence Limit Our liability in respect of any one Occurrence shall not exceed the Limit of Liability as set forth in item 4(i) of the Policy Schedule. All Personal Injury and Property Damage arising out of continuous or repeated exposure to substantially the same general conditions shall be construed as arising out of one Occurrence. ### 4.2 Products Hazard Aggregate Limit Our total aggregate liability during any one Policy Period for all Occurrences involving the Products Hazard shall not exceed the Limit of Liability as set forth in item 4 (ii) of the Policy Schedule. ### 4.3 Defence Expenses Expenses incurred to defend or investigate any Claim or Legal Proceeding will be in addition to the applicable Limits of Liability. Provided however that, in the event of any Claim or Legal Proceeding being made against the Insured in any court or before any other legally constituted body in North America, the Limits of Liability shall apply to such Claim or Legal Proceeding inclusive of expenses to defend or investigate any Claim or Legal Proceeding. ### 4.4 Non-Accumulation Regardless of the number of years this policy shall continue in force, the number of premiums paid and irrespective of whether it is or may be renewed, the Limits of Liability as specified in the Policy Schedules shall not accumulate from year to year or from Policy Period to Policy Period. --- ## 5. Definitions ### 5.1 Aircraft means a vehicle designed to be used primarily in the air and to be supported by the dynamic reaction of the air upon the vehicle's wings or rotorblades, and/or by the vehicle's buoyancy in the air. The term Aircraft, however, excludes missiles, spacecraft and the ground support or control equipment used therewith. ### 5.2 Aircraft Products means: a) Aircraft and any ground support or control equipment used therewith; b) Any Insured Product furnished by the Insured and installed in Aircraft or used in connection with Aircraft; c) any tooling used for the manufacture of (a) or (b) above; d) any ground handling tools and equipment used in connection with (a) or (b) above including training aids, navigational aids, instruction or manuals; e) blueprints, engineering or other data furnished by the Insured in connection with (a), (b), (c) or (d) above; f) any advice, service and/or labour furnished by the Insured in connection with (a), (b), (c), (d) or (e) above. ### 5.3 Business means all usual activities and operations of the Named Insured as described in the Policy Schedule and includes: a) The ownership, tenancy or occupation of premises of the Named Insured; b) Private work carried out with the consent of the Named Insured for any director, partner or senior official of the Named Insured by an Employee; c) The provision or management of canteen, social or sports organisations for the Named Insured's Employees; and d) The provision of the Named Insured's own internal fire, first aid, medical, security and ambulance services. ### 5.4 Claim means a written demand, notice or other written communication received by the Insured seeking a remedy and/or alleging liability or responsibility on the Insured's part for an Occurrence covered by this Policy. ### 5.5 Deductible means the uninsured first portion of each and every Claim that the Insured must pay. The amount of the Deductible is shown in item 5 of the Policy Schedule. ### 5.6 Employee means: a) Any person under a contract of service or apprenticeship with the Named Insured; b) Any person hired or borrowed by the Named Insured from another employer under an agreement by which the person is deemed to be employed by the Named Insured; c) Any person under a work experience or similar scheme while engaged and working under the direction and control of the Named Insured in connection with and in the course of the Business. ### 5.7 Financial Loss means a pecuniary or economic loss or expense. ### 5.8 Grounding means the withdrawal of one or more Aircraft from flight operations or the imposition of speed, passenger or load restrictions on such Aircraft, by reason of the existence of or alleged or suspected existence of any defect, fault or condition in such Aircraft or any part thereof sold, handled or distributed by the Insured or manufactured, assembled or processed by any other person or organisation according to the Insured's specifications, plans, suggestions, orders or drawings or with tools, machinery or other equipment furnished to such persons or organisations by the Insured, whether such Aircraft so withdrawn are owned or operated by the same or different persons, organisations or corporations. A Grounding will be deemed to commence on the date of an Occurrence which discloses such condition or on the date an Aircraft is first withdrawn from service on account of such condition, whichever occurs first. ### 5.9 Hovercraft means any vessel, craft or device made to float on or in or travel on or through the atmosphere or water on a cushion of air provided by a downward blast. ### 5.10 Incidental Contracts mean: a) Any written agreement for lease of real or personal property which does not impose upon the Named Insured: (i) An obligation to insure such property; or (ii) Any liability regardless of fault; b) Any written contract with any entity for the supply of water, gas or electricity but only to the extent of indemnifying any such entity in respect of liability arising out of the Business other than contracts for the performance of work or provision of services by the Named Insured. ### 5.11 Insured means: a) The Named Insured as listed in the Policy Schedule; b) Any organisation in which the Named Insured maintains an interest of more than fifty percent (50%) as of the effective date of this Policy; c) If the Named Insured is an individual, the Named Insured's spouse, but only with respect to the conduct of a Business of which the Named Insured is the sole owner; d) If the Named Insured is an individual and dies, the Named Insured's legal representative but only with respect to the legal representatives duties in administering or undertaking the Named Insured's Business; e) The Named Insured's partners, executive officers, employees, directors, shareholders or volunteers while acting within the scope of their duties on behalf of the Named Insured's Business; f) Any person or organisation to whom the Named Insured is obligated by a written Insured Contract to provide insurance such as is afforded by this Policy, but only with respect to their liability arising out of operations conducted by the Named Insured or on their behalf and not to any greater extent than required by the contract or agreement; and g) Any office bearer or member of social and/or sporting clubs formed with the written consent of the Named Insured in respect of Claims arising from duties connected with activities of any such club. Cover shall not apply to Personal Injury to or Property Damage of any participants of any game, match, race, practice or trial. ### 5.12 Insured Contract means that part of any contract or agreement pertaining to the Named Insured's Business under which the Named Insured assumes the tort liability of another party to pay for Personal Injury or Property Damage to a third person or organisation. However, the Personal Injury or Property Damage must arise out of an Occurrence that takes place subsequent to the execution of the Insured Contract. Tort liability means a liability that would be imposed by law upon the other party in the absence of any contract or agreement. ### 5.13 Insured's Products means any goods or products (after they have ceased to be in the Insured's possession or under the Insured's control) which is or is deemed (whether by law or otherwise) to have been manufactured, constructed, grown, extracted, treated, imported, exported, produced, processed, assembled, erected, installed, repaired, serviced, sold, supplied or distributed by the Insured. Insured Products includes any packaging or containers, designs, formulae or specifications thereof, directions, instructions or advice given or omitted to be given in connection with such things other than a Vehicle or vending machine. ### 5.14 Legal Proceedings means litigation, arbitration, mediation, adjudication or any other process of dispute resolution. ### 5.15 Medical Persons means any medical doctor, medical nurse, dentist and first aid attendant. ### 5.16 Named Insured means the entity set forth in item 1 in the Policy Schedule. ### 5.17 North America means: a) The United States of America and Canada; b) Any state, territory or protectorate incorporated in, or administered by, the United States of America or Canada; and c) Any country or territory subject to the laws of the United States of America or Canada. ### 5.18 Occurrence means an event, including continuous or repeated exposure to substantially the same general conditions, which results in Personal Injury or Property Damage neither expected nor intended from the Insured's standpoint. All events of a series consequent on or attributable to one source or original cause shall be deemed one Occurrence. ### 5.19 Personal Injury includes: a) death, injury, sickness or disease or death sustained by a person resulting from such injury, sickness or disease and shall include mental injury, mental anguish and shock, b) False arrest, false imprisonment, wrongful eviction, wrongful detention, malicious prosecution and humiliation; c) Libel, slander, defamation of character or invasion of privacy; and d) Assault and battery not committed by or at the direction of the Insured unless committed for the purpose of preventing or eliminating danger to persons or property. ### 5.20 Policy Period means the period set forth in Item 3 of the Policy Schedule, or any shorter period arising as a result of Cancellation of this Policy. ### 5.21 Pollutants means but is not limited to any solid, liquid, biological, radiological, gaseous or thermal irritant or contaminant whether occurring naturally or otherwise, including but not limited to, smoke, vapour, soot, fibres, mould, spores, fungus, germs, fumes, acids or alkalis of any sort, chemicals and waste. Waste includes but is not limited to, material to be recycled, reconditioned or reclaimed. ### 5.22 Products Hazard means Personal Injury or Property Damage arising out of the Insured's Products or reliance upon a representation or warranty made at any time with respect thereto, but only if the Personal Injury or Property Damage occurs away from premises owned by, leased to, rented to or occupied by the Insured and after physical possession of such products has been relinquished to others. ### 5.23 Property Damage means: a) Physical injury to or destruction of or loss of tangible property including the loss of use thereof at any time resulting therefrom; or b) Loss of use of tangible property which has not been physically injured or destroyed provided such loss of use is caused by physical injury to or destruction of other tangible property. ### 5.24 Territorial Limits means anywhere in the world except North America where the policy will only apply in respect of the activities of travelling executives and salespeople. ### 5.25 Tool of Trade means any Vehicle which has attached as an integral part of such Vehicle any equipment for mechanical digging, scraping, grading, slashing, mowing, drilling, lifting or levelling, whilst such equipment is being used for the purpose for which it was designed. ### 5.26 Vehicle means any type of machine on wheels or on caterpillar tracks made or intended to be propelled other than by manual or animal power. ### 5.27 Watercraft means any vessel or watercraft made to or intended to float on or in or travel on or through or under water. --- ## 6. Exclusions This Policy excludes all liability: ### 6.1 Aircraft, Hovercraft and Watercraft Arising out of the ownership, possession, maintenance, operation or use by or on behalf of the Insured: a) Of any Aircraft or Hovercraft; or b) Any Watercraft or vessel exceeding eight (8) metres in length. Provided that this Exclusion 6.1 b) shall not apply with respect to: i) Watercraft owned by others and used by the Insured for Business entertainment; or ii) Hand propelled or sailing craft. This proviso 6.1 b) i) and ii) shall only apply where such Watercraft are sailing or operating in New Zealand territorial or inland waters. ### 6.2 Aircraft Products The supply, distribution, sale or manufacture of Aircraft Products or reliance upon any representations or warranties made by the Insured with respect to Aircraft Products or arising out of the Grounding of any Aircraft. ### 6.3 Asbestos For mesothelioma, asbestosis or for any death, disease, loss of use of property, damage to property (including consequential loss) arising directly or indirectly out of or in connection with or in consequence of: a) Inhaling, ingesting or physical exposure to asbestos or goods or products containing asbestos; or b) The use of asbestos in constructing or manufacturing any good, product or structure; or c) The removal of asbestos from any good, product or structure; or d) The manufacture, sale, transportation, storage or disposal of asbestos or goods or products containing asbestos; or e) The presence of asbestos in any building. ### 6.4 Contractual Liability For Personal Injury or Property Damage: a) Where the Insured assumes liability under any contract or agreement. But this Exclusion 6.4 a) shall not apply to those written contracts: (i) designated under item 6 of the Policy Schedule; (ii) where liability would have been implied by law; (iii) where the Insured assumes liability under a warranty of fitness or quality as regards the Insured's Products; (iv) to Incidental Contracts entered into by the Named Insured; (v) to Insured Contracts entered into by the Named Insured where the Named Insured is obligated to provide insurance as is afforded by this Policy, to any person or organisation, but only with respect to their liability arising out of operations conducted by the Named Insured or on their behalf and not to any greater extent than required by the contract or agreement; b) Where the Insured has waived any rights, which but for the existence of such waiver would accrue to the Insured. ### 6.5 Expected or Intended For Personal Injury or Property Damage expected or intended from the standpoint of the Insured. However, this exclusion does not apply to: a) Personal Injury or Property Damage resulting from the use of reasonable force to protect persons or property; or b) Liability of the Insured for compensation as the result of an act committed by the Insured's Employee(s) which results in Personal Injury or Property Damage expected or intended from the standpoint of the Insured's Employee(s), provided such act was not committed at the direction of the Insured. ### 6.6 Financial Loss For Financial Loss, unless such loss is a direct result of Personal Injury or Property Damage for which indemnity is provided by this Policy. ### 6.7 Fine, Penalties, Punitive, Aggravated, Exemplary Damages & Taxes Subject to Extension 3.2 and 3.4 (if applicable) a) fines, penalties (civil or criminal), liquidated, punitive, aggravated or exemplary damages; b) Taxes; c) Non-pecuniary relief; d) Matters which may be deemed uninsurable under the law pursuant to which this Policy shall be construed. ### 6.8 Internet Operations Exclusion For Personal Injury or Property Damage arising directly or indirectly out of or caused by or in connection with the Insured's internet operations, including but not limited to business conducted and/or transacted via the internet, intranet, extranet and/or via the Insured's own website, internet site, web address and/or via the transmission of electronic mail or documents by electronic means. ### 6.9 Libel and Slander Arising out of a libel or slander: a) Made prior to the Policy Period; or b) Made by or at the Insured's direction with knowledge of the falsity or defamatory character thereof; or c) Related to advertising, broadcasting, publishing or telecasting activities including internet activity, conducted by the Insured or on the Insured's behalf. ### 6.10 Loss of Use For loss of use of any tangible property which has not been physically injured or destroyed resulting from: a) A delay in or lack of performance by the Insured or on the Insured's behalf of any contract or agreement; or b) The failure of the Insured's Products to meet the level of performance, quality, fitness or durability express or implied, warranted or represented by the Insured. Provided that this Exclusion 6.10 b) does not apply to loss of use of other tangible property resulting from the sudden and accidental physical injury to or destruction of the Insured's Products after such products have been put to use by any person or organisation other than the Insured. ### 6.11 Mould / Building Defect Liability for any Personal Injury or Property Damage or any other loss, injury, damage, cost or expense, including, but not limited to, losses, costs or expenses related to, arising from or associated with clean-up, remediation, containment, removal or abatement, caused directly or indirectly, in whole or in part, by: a) Any Fungus(i), Moulds(s), mildew or yeast, or b) Any Spore(s) or toxins created or produced by or emanating from such Fungus(i), Mould(s), mildew or yeast, or c) Any substance, vapour, gas, or other emission or organic or inorganic body or substance produced by or arising out of any Fungus(i), Mould(s), mildew or yeast, or d) Any material, product, building component, building or structure, or any concentration of moisture, water or other liquid within such material, product, building component, building or structure, that contains, harbours, nurtures or acts as a medium for any Fungus(i), Mould(s), mildew, yeast, or Spore(s) or toxins emanating therefrom; regardless of any other cause, event, material, product and/or building component that contributed concurrently or in any sequence to that loss, injury, damage, cost or expense. For the purposes of this exclusion, the following definitions are added to the Policy: **Fungus(i)** includes, but is not limited to, Any of the plants or organisms belonging to the major group Fungi, lacking chlorophyll, and including moulds, rusts, mildews, smuts and mushrooms. **Mould(s)** includes, but is not limited to, any superficial growth produced on damp or decaying organic matter or on living organisms, and fungi that produce moulds. **Spore(s)** means any dormant or reproductive body produced by or arising or emanating out of any Fungus(i), Mould(s), mildew, plants, organisms or micro-organisms. ### 6.12 Nuclear Liability Of whatsoever nature, directly or indirectly, caused by or contributed by or arising from: a) ionising radiations or contamination by radioactivity from any nuclear fuel or from any nuclear waste from the combustion of nuclear fuel; b) the radioactive, toxic, explosive or other hazardous properties of any nuclear assembly or nuclear component thereof. ### 6.13 Pollution In respect of Personal Injury or Property Damage directly or indirectly arising out of, caused by or contributed to by: a) the discharge, dispersal, release or escape of Pollutants into or upon land the atmosphere or any watercourse or body of water; b) the cost of removing, monitoring, testing, containing, treating, detoxifying, neutralizing, nullifying or cleaning up Pollutants or Pollutants discharged, dispersed, released or escaped into or upon land, the atmosphere or any watercourse or body of water; c) fines, penalties, punitive, exemplary or multiple damages relating to the circumstances detailed in 6.13 (a) above. d) the cost of preventing the escape of Pollutants. Exclusions 6.13(a) and 6.13(b) shall not apply where the Claim or Legal Proceeding arises from a sudden identifiable, unintended and unexpected event which takes place in its entirety at a specific time and place and occurs outside of North America. ### 6.14 Product Defect: Property Damage to the Insured's Products ### 6.15 Product Recall For any cost or expense incurred or claimed for the withdrawal, inspection, repair, replacement, or loss of use of the Insured's Products or of any property of which such products form a part, if such products, or property are withdrawn from the market or from use because of any known or suspected defect or deficiency therein. ### 6.16 Professional Liability Arising out of the: a) rendering of or failure to render professional advice or services by the Insured; or b) any error or omission arising from the rendering of professional advice, design specification or services; for a fee Provided that this Exclusion 6.16 does not apply to the rendering of or failure to render professional medical advice by Medical Persons employed by the Insured to provide first aid and other medical services on the Insured's premises. ### 6.17 Property Owned or in the Insured's Physical or Legal Control Subject to Extensions 3.1 and 3.3 (if applicable) for Property Damage to a) Property owned by, leased or rented to the Insured; or b) Property belonging to the Insured or in the care, custody or control of the Insured or any Employee of the Insured; c) That particular part of any real property on which the Insured or any contractors working directly or indirectly on the Insured's behalf are performing operations if the loss or Property Damage arises out of those operations. ### 6.18 Silica Directly or indirectly caused by or alleged to be caused by or contributed to, in whole or in part, by or arising out of the presence, ingestion, inhalation or absorption of or exposure to silica products, silica fibres, silica dust or silica in any form, or to any obligation of the Insured to indemnify any party because of Bodily Injury or Property Damage arising out of the presence, ingestion, inhalation or absorption of or exposure to silica products, silica fibres, silica dust or silica in any form. ### 6.19 Terrorism For Personal Injury or Property Damage arising directly or indirectly as a result of or in connection with terrorism including, but not limited to, any contemporaneous or ensuing Personal Injury or Property Damage caused by fire, looting or theft. **Terrorism** means the use or threatened use of force or violence against person or property, or commission of an act dangerous to human life or property, or commission of an act that interferes with or disrupts an electronic or communication system, undertaken by any person or group, whether or not acting on behalf of or in connection with any organisation, government, power, authority or military force, when the effect is to intimidate or coerce a government, the civilian population or any segment thereof, or to disrupt any segment of the economy. Terrorism shall also include any act which is verified or recognised by the government of any country in which the Insured operates or exports products into, as an act of terrorism. ### 6.20 Vehicles Subject to Extension 3.1(d) (if applicable) for Personal Injury or Property Damage caused by or arising out of the ownership, possession, use of or operation by the Insured of any Vehicle which is registered or in respect of which insurance is required by virtue of any legislation. Provided that this Exclusion 6.20 shall not apply to the Insured's liability for Personal Injury or Property Damage arising from: a) The actual loading, unloading, delivery or collection of goods to or from any Vehicle; b) The use of any Tool of Trade either on any site where the Insured is undertaking work or at the Insured's premises. This proviso 6.20 b) does not extend cover to the use of any Tool of Trade, whilst in transit or whilst being used for transport or haulage. ### 6.21 War Personal Injury, Property Damage or Loss directly or indirectly caused by or in consequence of war, invasion, act of foreign enemy, hostilities (with or without the declaration of war), civil war, civil commotion, factional civil commotion, rebellion, revolution, insurrection, military or usurped power. ### 6.22 Workers Compensation and Employers Liability a) In respect of Personal Injury sustained by an Employee which arises out of or in the course of their employment by the Insured; b) Imposed by the provisions of any: i) Workers' compensation legislation or under any similar legislation; ii) Accident compensation legislation or under any similar legislation; iii) Industrial award, agreement or determination. c) For any obligation for which the Insured may be held liable under any Worker's Compensation Law or under any similar law. --- ## 7. Conditions ### 7.1 Alteration of Risk The Named Insured shall notify us in writing within thirty (30) days of any material changes to the Business description as stated in the Policy Schedule. We reserve the right to accept or deny coverage at the time of such notification and to establish a separate rate and premium for any such change in description of Business as set forth in item 2 in the Policy Schedule. ### 7.2 Assignment This policy and any rights hereunder cannot be assigned without our prior written consent. ### 7