PROFESSIONAL INSURANCE PORTFOLIO - EL 2288 FINAL V1 03/02 EXP.03/03

The General Terms and Conditions and the following terms and conditions all apply

to this section.

Death or any bodily or mental injury or disease.

Costs incurred with our prior written agreement to

investigate, settle or defend a claim against you.

Any person working for you in connection with your business

who is:

a.

b.

c.

d.

e.

f.

g.

employed by you under a contract of service or

apprenticeship;

hired to or borrowed by you;

self-employed and working on a labour only basis under

your control or supervision;

engaged by labour only sub contractors;

a labour master or a person supplied by him;

engaged under a work experience or training scheme;

a voluntary helper.

An act, including but not limited to the use of force or violence

and/or the threat of force or violence, of any person or group

of persons, whether acting alone or on behalf of or in

connection with any organisation or government, 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.

If any employee brings a claim against you for bodily injury caused to them

during the period of insurance arising out of their work for you within, or while

working temporarily outside, the geographical limits, we will indemnify you against

the sums you have to pay as compensation.

The amount we pay will include defence costs but we will not pay costs for any part

of a claim not covered by this section.

If any governmental, administrative or regulatory body brings any criminal action

against you during the period of insurance for any breach of statute or regulation

directly relating to any actual or potential claim under this section, we will pay the

costs incurred with our prior written consent to defend such an action against you.

PROFESSIONAL INSURANCE PORTFOLIO - EL Portfolio (3)

We will not make any payment for:

1.

Any claim or loss directly or indirectly due to:

a. any act, breach or omission you deliberately or recklessly commit,

condone or ignore.

b. any bodily injury caused to any of your employees while they are offshore.

An employee is regarded as being offshore from the moment they board

any form of transport at the departure point for an offshore rig or platform

until the moment they disembark on their return from the rig or platform.

c. any bodily injury to any employee while being carried in or upon, or

entering or getting onto, or alighting from a vehicle for which insurance or

security is required under any road traffic legislation or where you are

entitled to indemnity from any other source.

2.

Any claim brought against you in any court, or legal proceedings in any

country, outside the geographical limits.

This also applies to proceedings in any court within the geographical limits to

enforce, or which are based on, a judgment or award from outside the

geographical limits.

We will pay up to the limit of indemnity shown in the schedule, unless limited below,

for all claims and their defence costs which arise from the same accident or event.

a.

The most we will pay for claims and their defence costs arising from

terrorism is the amount shown in the schedule. If we decide that this limit

applies to a claim, it is your responsibility to prove that the claim does not

arise from terrorism.

b.

We will pay up to the amount shown in the schedule for the costs to defend

criminal proceedings. This applies to all actions brought against you during

the period of insurance.

We will not make any payment under this section:

1.

unless you notify us promptly of any claim or threatened claim against you.

2.

unless you notify us as soon as practicable of any threatened criminal action

by any governmental, administrative or regulatory body.

3.

if, when dealing with your employee or a third party, you admit that you are

liable for what has happened or make any offer, deal or payment, unless you

have our prior written agreement.

PROFESSIONAL INSURANCE PORTFOLIO - EL Portfolio (3)

We have the right, but not the obligation, to take control of and conduct in your

name, the investigation, settlement or defence of any claim. If we think it necessary

we will appoint an adjuster, solicitor or any other appropriate person to deal with the

claim. We may appoint your own solicitor but on a similar fee basis as our solicitor

and only for work done with our prior written approval. Proceedings will only be

defended if there is a reasonable prospect of success and taking into account the

commercial considerations of the costs of defence.

This insurance is in accordance with the provisions of any law relating to

compulsory insurance of liability to employees in Great Britain, Northern Ireland,

the Isle of Man, the Channel Islands or the Continental Shelf around these

countries. You must repay all payments we make which we would not have been

liable to pay in the absence of such law.