Solicitors Professional Indemnity Insurance (Amendment) Regulations 2021.
Statutory Instruments
Source: Statutory Instruments

num: 1
paragraphs: Citation:
(a) These Regulations may be cited as Solicitors Professional Indemnity Insurance (Amendment) Regulations 2021.
(b) These Regulations shall come into operation on 1 December 2021.
num: 2
paragraphs: Interpretation:
(a) In these Regulations, the following terms shall have the following meanings—
“the 2020 Regulations” means the Solicitors Professional Indemnity Insurance Regulations 2020 (Statutory Instrument No. 429/2020);
(b) Words and phrases in these Regulations shall have the meanings (if any) assigned to them in the 2020 Regulations, and where not so defined in the 2020 Regulations, by the Solicitors Acts 1954 to 2015 or the Legal Services Regulation Act 2015 .
(c) The Interpretation Act 2005 shall apply for the purpose of interpreting these Regulations as it applies to the interpretation of an Act of the Oireachtas, except insofar as it may be inconsistent with the Solicitors Acts 1954 to 2015, the Legal Services Regulation Act 2015 or with the 2020 Regulations.
(d) A reference in these Regulations to any, directive, statute, statutory provision, statutory instrument or other similar instrument includes:-
(i) any subordinate legislation made under it; and
(ii) any provision which it has superseded or re-enacted (with or without modification) or amended, and any provision superseding it or re-enacting it (with or without modification) or amending it either before, at or after the date of commencement of these Regulations.
num: 3
paragraphs: Definition of Operative Date
num: 4
paragraphs: Definition of Minimum Terms and Conditions
num: 5
paragraphs: Minimum Terms and Conditions
“Amount Insured” means the limit of liability of each Insurer under the Insurance, including, for the avoidance of doubt, the aggregate limit of liability of all Insurers where the coverage is provided on the basis of co-insurance;
“Authorised Insurer” means an insurer that holds an authorisation to carry on insurance business for the purposes of Directive 2009/138/EC or that is otherwise entitled to carry on non-life insurance business in the State;
“Circumstance” means an incident, fact, occurrence, matter, act or omission that may give rise to a Claim in the context of civil liability;
“Claim” means a request or demand for, or an assertion of a right to, or an intimation of an intention to seek:-
(a) civil compensation of any nature or civil damages of any nature; or
(b) any award to be made pursuant to the provisions of the Solicitors Acts 1954 to 2015, the Legal Services Regulation Act 2015 , or any regulations made thereunder, for compensation or restitution to clients or any other obligation that may be imposed on solicitors or Registered Lawyers to compensate or make restitution to clients by statute from time to time, but for the avoidance of doubt, the term “Claim” does not include any claim for the payment of costs incurred by any Insured in defending or resisting proceedings seeking an award against that Insured of the nature described in this sub-paragraph (b) where the Insurance, in accordance with the Minimum Terms and Conditions, excludes the Insurer’s liability to indemnify the Insured in respect of such costs.
For the purposes of sub-paragraph (b), the discharge of an obligation of an Insured, following receipt by an Insured of a Notification of a Requirement to Rectify, shall be treated as a “Claim” (subject to the provisions of the Regulations and/or Minimum Terms and Conditions) notwithstanding that a formal award pursuant to the provisions of the Solicitors Acts 1954 to 2015, the Legal Services Regulation Act 2015 or any regulations made thereunder, has not been made;
“Claimant” means a person or entity that has made or may make a Claim (including a Claim for contribution or indemnity);
“Client Account” shall have the same meaning as prescribed in the Solicitors Accounts Regulations or the meaning prescribed in any statute or statutory instrument amending or replacing the Solicitors Accounts Regulations;
“Commercial Property Regulations” means the Solicitors (Professional Practice, Conduct and Discipline — Commercial Property Transactions) Regulations 2010;
“Coverage Period” means the period for which the Qualifying Insurance or the ARP coverage (as the case may be) held by a Firm affords cover;
“Defence Costs” mean legal costs and disbursements and investigative and related expenses reasonably and necessarily incurred with the consent of the Insurer (such consent not to be unreasonably withheld) in relation to a Claim including without limitation the costs of:-
(a) defending any proceedings; or
(b) conducting any proceedings for indemnity, contribution or recovery; or
(c) investigating, reducing, avoiding or compromising any actual or potential Claim;
but the term “Defence Costs” does not include:-
(i) any internal overhead expenses of the Firm or the Insurer or the cost of any Insured’s time; or
(ii) any costs incurred by an Insured in defending or resisting proceedings seeking an award against that Insured of the nature described in paragraph (b) under the definition of “Claim” where the Insurance, in accordance with the Minimum Terms and Conditions, excludes the Insurer’s liability to indemnify the Insured in respect of such costs;
“Direction” shall have the meaning ascribed to it in Clause 8.1;
“Employee” means any person, other than a Principal, employed or otherwise engaged in the Firm’s Practice, including, without limitation, solicitors, registered lawyers, other lawyers, trainee solicitors, consultants, associates, locum staff members, persons seconded to work in the Firm’s Practice or persons seconded by the Firm to work elsewhere, office and clerical staff or otherwise;
“Financial Institution” means any of the following:-
(a) a credit institution as defined in section 2(1) of the 1995 Act; or
(b) a credit institution that is the holder of an authorisation for the purposes of Article 3(1) of Directive 2013/36/EU; or
(c) a retail credit firm authorised pursuant to section 31 of the 1997 Act; or
(d) a home reversion firm authorised pursuant to section 31 of the 1997 Act; or
(e) any other party that engages on a professional basis in the business of providing financial accommodation of any nature to another person; or
(f) any assignee of debt from an entity that has been engaged in the business of providing financial accommodation of any nature to another person, including without limitation, NAMA;
but, for the avoidance of doubt, does not include a Minister of the Government in the exercise of the functions, powers or duties of his office;
“Firm” means:-
(a) any Partnership of two (2) or more solicitors or registered lawyers (as constituted from time to time, whether before or during any relevant indemnity period); or
(b) a legal partnership (as constituted from time to time, whether before or during any relevant indemnity period), where such Partnership includes at least one (1) solicitor or registered lawyer; or
(c) a multi-disciplinary practice (as constituted from time to time, whether before or during any relevant indemnity period), where such multidisciplinary practice includes at least one (1) solicitor or registered lawyer; or
(d) any sole practitioner being either a solicitor or registered lawyer, and including a sole practitioner who employs one (1) or more solicitors or registered lawyers, and a sole practitioner who, although having established a practice, is employed by a person who is not a solicitor or registered lawyer; or
(e) a limited liability partnership, where such partnership includes at least one (1) solicitor or registered lawyer;
where the relevant partnership or relevant sole practitioner, as the case may be, carries on a practice;
“Firm’s Practice” means the practice carried on by the Firm, and includes the business of any trustee, nominee, service or administration company owned, in whole or in part, by one or more of the Principals of the Firm;
“Historic Circumstances” has the meaning ascribed to it in Clause 2.3.6;
“Historic Claim” has the meaning ascribed to it in Clause 2.3.1;
“Indemnity Period” has the meaning ascribed to it in the Regulations;
“Insurance” means the professional indemnity insurance or coverage required by each Firm pursuant to the Regulations;
“Insured” means, in respect of a Firm:—
(a) the Firm; or
(b) each trustee, nominee, service or administration company owned, in whole or in part, by the Firm and/or one or more of the Principals of the Firm from time to time; or
(c) each director, officer or employee of any such company as is referred to in paragraph (b) above from time to time; or
(d) each Principal or former Principal of the Firm from time to time; or
(e) each Employee or former Employee of the Firm from time to time; or
(f) the estate or legal personal representatives of any deceased former Principal or Employee of the Firm;
“Insurer” means the underwriter of the Insurance or the provider of the coverage the subject of the Minimum Terms and Conditions;
“Investment Advice” has the meaning ascribed to such term in the Regulations;
“Investment Business Service” has the meaning ascribed to such term in the Regulations;
“Law Society” means the Law Society of Ireland;
“Lead Insurer” means the Insurer named as such in the contract of Insurance but if contrary to Clause 3.6.2 no Lead Insurer is named as such, means the first-named Insurer on the relevant certificate of insurance;
“Legal Partnership” has the meaning ascribed to it in the Legal Services Regulation Act 2015 ;
“Legal Services” means services of a legal or financial nature and includes any part of such services, and for the avoidance of doubt, includes (without limitation):-
(a) any Investment Business Services or Investment Advice provided by a Firm; and
(b) acting as personal representative or trustee; and
(c) acting as notary public; and
(d) acting as a commissioner for oaths; and
(e) acting as liquidator or receiver; and
(f) acting as company secretary; and
(g) acting as director of any body corporate owned, in whole or in part, by one or more of the principals of a firm that provides trustee, nominee, administration or other similar services; and
(h) acting as arbitrator, mediator, expert determiner, conciliator or adjudicator; and
(i) acting on a pro bono basis; and
(j) acting as Personal Insolvency Practitioner; and
(k) acting as an expert witness and/or providing opinions as a professional expert; and
(l) acting as a patent agent; and
(m) acting as a registered trade mark agent; and
(n) acting as a European trade mark & design attorney;
“Limited liability partnership” has the meaning assigned to it in the Legal Services Regulation Act 2015 ;
“Minimum Terms and Conditions” shall have the meaning assigned to it in the Solicitors Professional Indemnity Insurance (Amendment) Regulations 2021;
“Misconduct” has the meaning ascribed to such term in the Regulations;
“Multi-Disciplinary Practice” has the meaning ascribed to it in the Legal Services Regulation Act 2015 ;
“NAMA” means the National Asset Management Agency;
“Notification of a Requirement to Rectify” means a notice in writing (including email) from the Registrar of Solicitors or from such other person as may be appointed by the Law Society for that purpose:-
(a) notifying an Insured that a deficit has arisen on one or more of the Insured’s Client Accounts; and
(b) informing the Insured of the Insured’s obligation to rectify such deficit(s); and
(c) setting out the regulatory consequences for the Insured should such rectification not occur within a specified period of time;
“Participating Insurer” means, in respect of an Indemnity Period,
(a) an Authorised Insurer which has entered into and duly executed a Participating Insurers Agreement with the Law Society on or before 1 November immediately prior to the commencement of that Indemnity Period and which is effective to permit such Insurer to underwrite Qualifying Insurance; or
(b) an Authorised Insurer which has entered into and duly executed a Participating Insurers Agreement with the Law Society in accordance with Regulation 17(e) of the Regulations and which is effective to permit such insurer to underwrite qualifying insurance.
“Participating Insurers Agreement” means an agreement in such terms as the PII committee may from time to time designate setting out the terms and conditions on which a Participating Insurer may provide Qualifying Insurance to Firms in the State and the terms on which such Participating Insurer shall participate in the Special Purpose Fund;
“Partner” means a partner in a Firm;
“Personal Insolvency Practitioner” has the meaning ascribed to such term in the Personal Insolvency Act 2012 ;
“Policy” means a contract of professional indemnity insurance made between a Participating Insurer (whether alone or in conjunction with other participating insurers) and a Firm, and “Policies” shall be construed accordingly;
“Practice” means a business (which term includes any gainful occupation) or any part thereof consisting of the provision of Legal Services from an establishment in the State and where such Legal Services (as they involve the provision of legal advice) relate to the law of the State (including European Union law as it forms part of the law of the State);
“Practice Manager” has the meaning ascribed to it in the Regulations;
“Preceding Practice” means each Practice:
(a) which has ceased practice; and
(b) to which the Firm’s Practice is a Succeeding Practice;
“Principal” means:-
(a) the sole practitioner of any Firm which during any indemnity period carries on or carried on business as a sole practitioner and includes a sole practitioner who employs or employed one (1) or more solicitors or registered lawyers; or
(b) every Partner of a Firm and every person held out as a Partner of a Firm that during any indemnity period carries on or carried on business as a Partnership; or
(c) a Practice Manager.
“Qualifying Insurance” means a Policy or Policies of insurance which (in the case of a single such Policy) includes the relevant Minimum Terms and Conditions or (in the case of a number of Policies) taken together include the Minimum Terms and Conditions in effect at the date of inception, extension, renewal or replacement of the Policy or Policies of insurance;
“Registered Lawyer” means a lawyer that has been granted a registration certificate by the Law Society and has been entered onto the register maintained by the Law Society within the meaning of and in accordance with the European Communities (Lawyers’ Establishment) Regulations 2003 (Statutory Instrument No. 732 of 2003) and a reference to a registered lawyer in these Regulations, where consistent with the context thereof, includes a former registered lawyer or a deceased registered lawyer;
“Registrar of Solicitors” means the holder of the office of Registrar of Solicitors appointed by the Law Society pursuant to section 8 of the Solicitors Act 1954 ;
“Regulations” means the Solicitors Professional Indemnity Insurance Regulations 2021, as the same may be amended from time to time;
“Relevant Period” has the meaning ascribed to it in Clause 2.3.1(a);
“Relevant Policy” has the meaning ascribed to it in Clause 2.3.1(a);
“Self-Insured Excess” means an amount that the Insured is required by the terms of any contract between the Insured and the Insurer to pay to the Claimant in the event of a Claim;
“Solicitors Accounts Regulations” means the Solicitors Accounts Regulations 2014 ( S.I. No. 516 of 2014 ) or any statute or statutory instrument amending or replacing the Solicitors Accounts Regulations 2014 ( S.I. No. 516 of 2014 );
“Special Purpose Fund” has the meaning ascribed to it in the Regulations;
“Succeeding Practice” means a Practice that satisfies any one (1) or more of the following conditions in relation to another Practice (such other practice being a Preceding Practice for these purposes):-
(a) it is held out as being a successor to the practice or part thereof of the Preceding Practice by whatever means such holding out occurs; or
(b) it is conducted by a Partnership where two or more of the Principals are identical to those persons who were Principals of any Partnership that conducted the Preceding Practice; or
(c) it is conducted by a sole practitioner who was the sole practitioner conducting the Preceding Practice; or
(d) it is conducted by a sole practitioner who was one of the Principals conducting the Preceding Practice; or
(e) it is conducted by a Partnership in which the sole practitioner conducting the Preceding Practice is a partner and where no other person has been held out as a successor to the Preceding Practice; or
(f) the Partnership which, or sole practitioner who, conducts the practice has assumed the liabilities of the Preceding Practice;
but, notwithstanding the foregoing, a practice shall not be treated as a Succeeding Practice for the purposes of the Minimum Terms and Conditions pursuant to paragraphs (b), (c), (d), (e) or (f) of this definition if another practice is or was held out by that other practice as the Succeeding Practice;
“the 1995 Act” means the Consumer Credit Act 1995 (as amended);
“the 1997 Act” means the Central Bank Act 1997 (as amended);
“Working Day” means every day, not including a Saturday, Sunday or public holiday, on which banks are generally open for the transaction of normal banking business in the State.
(a) words and expressions shall have the same meaning and shall be construed consistently with the same words and expressions in the Solicitors Professional Indemnity Insurance Regulations 2020;
(b) the Interpretation Act 2005 shall apply for the purpose of interpreting these Minimum Terms and Conditions as it applies to the interpretation of an act of the Oireachtas, except insofar as it may be inconsistent with the Solicitors Acts 1954 to 2015, the Legal Services Regulation Act 2015 , the Regulations or with these Minimum Terms and Conditions;
(c) a reference in these Minimum Terms and Conditions to any directive, statute, statutory provision, statutory instrument or other similar instrument includes:-
(i) any subordinate legislation made under it; and
(ii) any provision which it has superseded or re-enacted (with or without modification) or amended, and any provision superseding it or re-enacting it (with or without modification) or amending it either before, at or after the date of commencement of these Minimum Terms and Conditions;
(d) the singular includes the plural and vice versa;
(e) words denoting any gender include all genders and words denoting the singular include the plural and vice versa;
(f) any reference to a person shall be construed as a reference to any individual, firm, company, corporation, government, state or agency of a state or any association or partnership (whether or not having separate legal personality) of two (2) or more of the foregoing;
(g) references to a “company” include any body corporate;
(h) headings are inserted for convenience only and shall not affect the interpretation of these Minimum Terms and Conditions; and
(i) references to awareness of the Insured shall be limited to the actual knowledge of a Principal of the Firm, or any solicitor or registered lawyer employed by the Firm.
The person insured under each Insurance must include, and coverage under the Insurance as joint insureds must extend to, all those persons and entities set out in clause 1 under the definition of “Insured”.
The Insurance must indemnify each Insured against civil liability incurred by an Insured arising from any provision of Legal Services provided that:-
(a) a Claim in respect of such civil liability is:
(i) first made against the Insured during the Coverage Period; and
(ii) notified to the Insurer during the Coverage Period or within three (3) Working Days immediately following the end of the Coverage Period; or
(b) a Claim in respect of such liability is first made during or after the Coverage Period and:
(i) arises from Circumstances first notified to the Insurer during the Coverage Period; or
(ii) arises from Circumstances first notified to the Insurer within three (3) Working Days immediately following the end of the Coverage Period provided that the Insured was aware of the Circumstances during the Coverage Period.
Historic claim
(a) a Claim in respect of such liability:
(i) is first made against the Insured during a coverage period (the “Relevant Period”) of a professional indemnity insurance policy (the “Relevant Policy”) held by the Firm with the Insurer in respect of an Indemnity Period commencing on or after 1 December 2013; and
(ii) is first notified to the Insurer during the Coverage Period;
(b) the Insured maintained Qualifying Insurance with the Insurer without interruption from the Relevant Period until the date of notification of the Claim to the Insurer; and
(c) the Claim would have been covered by the Relevant Policy,
such a Claim to be referred to herein as an “Historic Claim”.
Limit of liability
Self-insured excess
Historic circumstances
(a) arises from Circumstances which:
(i) the Insured first became aware of, or ought reasonably to have become aware of, during the Relevant Period of the Relevant Policy held by the Firm with the Insurer in respect of an Indemnity Period commencing on or after 1 December 2013; and
(ii) are first notified to the Insurer during the Coverage Period;
(b) the Insured maintained Qualifying Insurance with the Insurer without interruption from the Relevant Period until the date of notification of the Circumstances to the Insurer; and
(c) the Claim would have been covered by the Relevant Policy,
such Circumstances to be referred to herein as “Historic Circumstances”.
Limit of liability
Self-insured excess
The Insurance must indemnify the Insured against Defence Costs in relation to:-
(a) any Claim referred to in clauses 2.2, 2.5 and 2.6; and
(b) any Circumstance referred to in clauses 2.2, 2.5 and 2.6;
and the Insurance shall provide that such Defence Costs will be met by the Insurer as and when they are determined, due and payable.
(a) a Claim in respect of such liability is:
(i) first made against an Insured during the Coverage Period; and
(ii) notified to the Insurer during the Coverage Period or within three (3) Working Days immediately following the end of the Coverage Period; or
(b) a Claim in respect of such liability is first made during or after the Coverage Period and:
(i) arises from Circumstances first notified to the Insurer during the Coverage Period; or
(ii) arises from Circumstances first notified to the Insurer within three (3) Working Days immediately following the end of the Coverage Period provided that the Insured was aware of such circumstances during the Coverage Period.
(a) each Partnership or sole practitioner who carried on the Preceding Practice; and
(b) each trustee, nominee, service or administration company owned by the persons referred to in paragraph (a) from time to time; and
(c) each director or officer of any such company as is referred to in paragraph (b) above from time to time; and
(d) each Principal and former Principal of any Partnership referred to in paragraph (a); and
(e) each Employee and former Employee of any Partnership or sole practitioner or company referred to in paragraph (a) and (b); and
(f) the estate or legal personal representatives of any person referred to in this clause 2.5.2 who is deceased or legally incapacitated.
(a) a Claim in respect of such liability is:
(i) first made against an Insured during the Coverage Period; and
(ii) notified to the Insurer during the Coverage Period or within three (3) Working Days immediately following the end of the Coverage Period; or
(b) a Claim in respect of such liability is made during or after the Coverage Period and:
(i) arises from Circumstances first notified to the Insurer during the Coverage Period; or
(ii) arises from circumstances first notified to the Insurer within three (3) Working Days immediately following the end of the Coverage Period provided that the Insured was aware of such circumstances during the Coverage Period.
(a) each Partnership or sole practitioner who carries on the Succeeding Practice; and
(b) each trustee, nominee, service or administration company owned by the persons referred to in paragraph (a) from time to time; and
(c) each director or officer of any such company as is referred to in paragraph (b) above from time to time; and
(d) each Principal and former Principal of any Partnership referred to in paragraph (a); and
(e) each Employee and former Employee of any Partnership or sole practitioner or company referred to in paragraph (a) and (b); and
(f) the estate or legal personal representatives of any person referred to in this clause 2.6.2 who is deceased or legally incapacitated.
The Amount Insured for each and every Claim (exclusive of Defence Costs) must be at least €1,500,000 (one million five hundred thousand euro).
There must be no limit on the cover for Defence Costs.
The Insurance may provide that liability for Defence Costs in relation to a Claim that exceeds the Amount Insured is limited to the proportion of such Defence Costs that the Amount Insured bears to the total amount paid or payable to dispose of that Claim.
The Insurance may not apply any monetary exclusions or limits except as provided for by clauses 3.1 and 3.3 and where the Insurance is underwritten on a co-insurance basis, to the extent provided for in clause 3.6.2. For the avoidance of doubt, this clause 3.5 shall not be construed to prevent an Insured and an Insurer from agreeing that the cover shall provide for a Self-Insured Excess where this is otherwise permitted under these Minimum Terms and Conditions.
The Self-Insured Excess (if any) applicable to the Insurance is a matter of contract to be determined between the Insurer and the Firm in each case.
In the event that an amount which is within the Self-Insured Excess is not paid by a Firm to a Claimant within 30 (thirty) Working Days of its becoming due, the Insurer must redress the default on the part of the Firm and make payment thereof to the Claimant, and in such circumstances, the Insurance may provide that the Insurer shall be entitled to recover any amount so paid from the Firm.
(a) the Firm’s Practice is merged into a Succeeding Practice provided that the Succeeding Practice has Insurance in compliance with the Minimum Terms and Conditions as and to the extent prescribed by the Regulations; or
(b) replacement Insurance complying with the Minimum Terms and Conditions as and to the extent prescribed by the Regulations commences (but only where any replacement Insurance is not or would not in the event of cancellation of the original Insurance be provided wholly or partly by the Special Purpose Fund).
The Insurance must provide that the Insurer is not entitled to avoid or repudiate the Insurance on any grounds whatsoever including, without limitation, where there has been non-disclosure or misrepresentation by the Insured, whether such non-disclosure or misrepresentation is or is alleged to be innocent, negligent or fraudulent.
The Insurance must provide:-
(a) that any indemnity amount payable to the Insured by the Insurer must be paid only to the relevant Claimant or as the Claimant may direct;
and
(b) that the Insurer is not entitled to set off against any such indemnity amount any payment owing to the Insurer by the Insured, including, without limitation, any payment of premium due to, or any payment required to be made by the Insured to reimburse, the Insurer.
Save to the extent permitted under clause 6.4, the Insurance must provide that no rights of recovery available to a Firm under another policy of insurance may bar recovery under the Insurance.
Where there is a Succeeding Practice in relation to the Firm’s Practice during the Coverage Period, and as a result more than one (1) Qualifying Insurance covers a Claim or Circumstance, the Insurance may provide that contribution between Insurers shall be determined in accordance with the relative numbers of Principals of the owners of the respective constituent practices immediately prior to the relevant succession.
Subject to clause 2.2, the Insurer shall not on any grounds whatsoever, including but not limited to the following:-
(a) any failure to notify a Claim or Circumstance within a prescribed period; or
(b) any breach of any term or condition of the Insurance; or
(c) any failure to pay any part of the premium in relation to the Insurance;
be entitled to reduce or deny its liability under the Insurance, except in circumstances where a prescribed exclusion contemplated by clause 6 applies.
The Coverage Period must run from the date of inception of the relevant Insurance and must expire no later than 24 months from the date of inception of the relevant Insurance.
A Firm or an Insured shall not be required against its wish to contest the issue of liability in any legal or arbitration proceedings arising from any Claim unless a solicitor or a member of the Irish Bar (as mutually agreed upon between the Firm and the relevant Insurer, or failing agreement, to be appointed by the Chairperson of the Bar Council of Ireland) shall advise that such proceedings or arbitration should be contested.
The Insurance must not exclude or limit the liability of the Insurer on any basis whatsoever save where and to the extent that any Claim or related Defence Cost is proved to have arisen from one (1) or a number of the matters set out in this clause 6.
The Insurance may exclude all and any liability of the Insurer to indemnify for any act or omission of the Insured which causes, results in or contributes to death or bodily injury, save that the Insurance must cover liability for psychological injury or emotional distress (including but not limited to stress-related claims).
The Insurance may exclude liability of the Insurer to indemnify for any act or omission which results in or contributes to damage to, or destruction or physical loss of any property of any kind whatsoever, other than property in the care, custody or control of any Insured in connection with the Firm’s Practice and not occupied or used in the course of the Firm’s Practice, unless such liability is occasioned by the Insured being in breach of professional duty in the performance of or failure to perform Legal Services.
The Insurance may exclude liability in respect of Claims where another professional indemnity insurance contract for a period earlier than the Coverage Period entitles the Insured to be indemnified in respect of the same Claim. Save as specified in this clause 6.4, the Insurance must comply with clause 5.6.
The Insurance may exclude liability of the Insurer to indemnify all Insureds under the relevant Insurance to the extent that any civil liability or related Defence Costs arise from the dishonesty of or a fraudulent act or omission committed or condoned by any Insured.
The Insurance may exclude liability of the Insurer to indemnify any Insured against any trading loss or personal debt incurred by the Insured.
The Insurance may exclude liability of the Insurer to indemnify the Insured against any actual or alleged breach or other relief in respect of disputes relating to the membership of and rights and obligations relating to membership of, the Firm, or disputes relating to or arising out of the partnership agreement between any two (2) or more persons comprising or formerly comprising the Firm.
Save as specifically provided in the Regulations and/or the Minimum Terms and Conditions, the Insurance may generally exclude liability of the Insurer to indemnify the Insured against any loss occurring as a result of any process or proceedings brought against the Insured by or on behalf of the Law Society, the Legal Services Regulatory Authority or any other person so entitled to ensure compliance with, or consequent on the breach (or alleged breach) by the Insured of any provisions of the Solicitors Acts 1954 to 2015, the Legal Services Regulation Act 2015 or any regulations made thereunder or in respect of Misconduct (including for the avoidance of doubt, any costs incurred by an Insured in defending or resisting proceedings seeking an award against that Insured of the nature described in sub-clause (b) of the definition of “Claim”).
The Insurance may exclude liability of the Insurer to indemnify the Insured against any liability arising in respect of a transaction where the Insured has acted as his or her own lawyer save and except where another solicitor or registered lawyer in the Firm concerned has bona fide acted at arm’s length for the Insured concerned in respect of any such transaction or where the Claim is by a bona fide third party in respect of such transaction.
The Insurance may exclude liability of the Insurer to indemnify the Insured against any loss occurring or any liability arising in connection with:-
(a) the provision of Legal Services by an Insured otherwise than from an establishment within the State; or
(b) any advice given or action taken or omitted to be taken by the Insured in relation to any law other than the law of the State (for this purpose the law of the State includes European Union law where the same forms part of the law of the State).
The Insurance may exclude liability of the Insurer to indemnify the Insured against any Claim or Circumstance arising out of:-
(a) a wrongful dismissal; or
(b) any other alleged or actual breach, or any other relief in respect of any contract of employment (including but not limited to a stress related claim brought by an Employee against a Firm where such claim arises out of the employment relationship between that Employee and the Firm), where such dismissal or breach is alleged or such relief is sought against the Insured.
The Insurance may exclude liability of the Insurer to indemnify the Insured against:-
(a) wrongful termination by the Insured of; or
(b) any other actual or alleged breach by the Insured of; or
(c) any other relief claimed against the Insured;
in respect of any contract for supply to or use by the Insured of services and/or materials and/or equipment and/or other goods.
The Insurance may exclude liability of the Insurer to indemnify any natural person in their capacity as a director or officer of a company, other than an administration, nominee, service or trustee company in respect of which coverage is required to be extended pursuant to these Minimum Terms and Conditions, except that:-
(a) the Insurance must cover any liability of that person which arises from a breach of duty in the performance of or failure to perform Legal Services; and
(b) the Insurance must cover each other Insured against any vicarious or joint liability.
The Insurance may exclude liability of the Insurer to indemnify any Insured in respect of losses directly or indirectly caused by:-
(a) war, riot, civil commotion and other hostilities; and
(b) terrorism; and
(c) asbestos or any actual or alleged asbestos related injury or damage involving the use, presence, existence, detection, removal, elimination or avoidance of asbestos or exposure to asbestos; and
(d) ionising radiation or contamination by radioactivity from any nuclear fuel or from any nuclear waste from the combustion of nuclear fuel; or from the radioactive, toxic, explosive, or other hazardous properties of any explosive nuclear assembly or nuclear component thereof;
provided that in each case any such exclusion or endorsement does not exclude or limit any liability of the Insurer to indemnify the Insured against civil liability or related Defence Costs arising from any actual or alleged breach of duty in the performance of (or failure to perform) Legal Services or failure to discharge or fulfil any duty incidental to the Firm’s Practice.
Certain capitalised terms in this clause are defined in clause 6.16.
(a) Undertakings to Financial Institutions in respect of Commercial Property Transactions before 1 December 2009.
The Insurance may exclude the liability of the Insurer to indemnify all Insureds under the relevant Insurance in respect of Claims arising directly or indirectly as a result of the provision by any Insured of a Relevant Undertaking in the course of a Commercial Property Transaction, before 1 December 2009, to a Financial Institution or to any director, officer, employee, agent or advisor of a Financial Institution, where:-
(i) the Relevant Undertaking was given by that Insured (acting either for a client borrower alone, or for a client borrower and a Financial Institution jointly) in connection with the provision by the relevant Financial Institution of financial accommodation to that Insured’s client to permit that client to effect the relevant Commercial Property Transaction; and
(ii) such Claims are made by a Financial Institution; and
(iii) to the extent that the Insurer can demonstrate (and for the avoidance of doubt, the burden of proof in this regard shall rest with the Insurer) any civil liability or related Defence Costs arise from any dishonest, fraudulent, criminal or malicious act or omission by that Insured, or any acts or omissions which were done by that Insured knowing them to be wrongful.
For the avoidance of doubt, nothing in this clause 6.15(a) shall be construed to permit liability to be excluded in circumstances where any Relevant Undertaking is provided to a Financial Institution in the course of the Insured’s sole representation of that Financial Institution as the Insured’s own client.
(b) Undertakings to Financial Institutions in respect of Commercial Property Transactions on or after 1 December 2009 but before 1 December 2010.
The Insurance may exclude the liability of the Insurer to indemnify all Insureds under the relevant Insurance in respect of Claims arising directly or indirectly as a result of the provision by any Insured of a Relevant Undertaking in the course of a Commercial Property Transaction, on or after 1 December 2009, to a Financial Institution or to any director, officer, employee, agent or advisor of a Financial Institution, where the Relevant Undertaking was given by that Insured (acting either for a client borrower alone, or for a client borrower and a Financial Institution jointly) in connection with the provision by the relevant Financial Institution of financial accommodation to that Insured’s client to permit that client to effect the relevant Commercial Property Transaction.
For the avoidance of doubt nothing in this clause 6.15(b) shall be construed to permit liability to be excluded in circumstances where any Relevant Undertaking is provided to a Financial Institution in the course of the Insured’s sole representation of that Financial Institution as the Insured’s own client.
(c) Undertakings in breach of the Commercial Property Regulations on or after 1 December 2010.
The Insurance may exclude the liability of the Insurer to indemnify all Insureds under the relevant Insurance in respect of Claims arising directly or indirectly as a result of any Insured acting in breach of the Commercial Property Regulations.
For the purposes of clause 6.15 the following terms have the following meanings:
“Accountable Trust Receipt” has the meaning ascribed thereto in the Commercial Property Regulations;
“Certificate of Title” has the meaning ascribed thereto in the Commercial Property Regulations;
“Commercial Development” has the meaning ascribed thereto in the Commercial Property Regulations;
“Commercial Property Transaction” has the meaning ascribed thereto in the Commercial Property Regulations;
“Relevant Person” has the meaning ascribed thereto in the Commercial Property Regulations;
“Relevant Undertaking” has the meaning ascribed thereto in the Commercial Property Regulations;
“Representative” has the meaning ascribed thereto in the Commercial Property Regulations;
“Residential Property” has the meaning ascribed to such term in the Commercial Property Regulations;
“Residential Property Transaction” has the meaning ascribed thereto in the Commercial Property Regulations;
“Solicitor” has the meaning assigned to it in Section 3 of the Solicitors (Amendment) Act 1994 and includes two (2) or more Solicitors acting in partnership or association; and
“Undertaking” has the meaning ascribed to such term in the Commercial Property Regulations.
The Insurance may exclude liability of the Insurer to indemnify all Insureds under the relevant Insurance in respect of any Claim by a Financial Institution in circumstances where the Insurer can demonstrate (and for the avoidance of doubt, the burden of proof in this regard shall rest with the Insurer) that any Insured was guilty of any material misrepresentation or material non-disclosure in placing the Insurance, save for the following:-
(i) that liability shall not be excluded on the grounds of innocent misrepresentation or innocent non-disclosure on the part of the Insured; and
(ii) where it is demonstrated (with the burden of proof resting on the Insurer) that any Insured was guilty of negligent misrepresentation or negligent non-disclosure and the Consumer Insurance Contracts Act 2019 applies to that Insurance, the provisions of Section 9(3) and 9(4) of the 2019 Act shall apply in respect of any negligent misrepresentation or negligent non-disclosure, save that an Insurer shall not be entitled to avoid or terminate the Insurance under any circumstances.
For the avoidance of doubt, the effect of this clause 6.17 shall be that no such Claims shall be valid as against the Insurer.
The Insurance may exclude liability of the Insurer to indemnify the Insured against any Claim to the extent that payment of such Claim would cause the Insurer to breach any United Nations resolutions or the trade or economic sanctions, laws or regulations of the European Union or any other jurisdiction applicable to the Insurer, such that the Insurer would be exposed to a sanction, prohibition or restriction.
The Insurance may exclude liability of the Insurer to indemnify an Insured against any Claim arising as a result of the insolvency of a financial institution which holds client money in a Client Account of an Insured or arising from the failure of such financial institution generally to repay monies on demand.
(a) a Cyber Act; and
(b) a partial or total unavailability or failure of any Computer System.
(a) any failure or interruption of service caused by any actual or alleged negligent act, error or omission by the Insured; and/or
(b) the loss or misappropriation of client moneys or any loss arising from the said loss or misappropriation.
“Computer System” includes any computer, hardware, software, communications system, electronic device (including, but not limited to, smart phone, laptop, tablet, wearable device), server, cloud or microcontroller including any similar system or any configuration of the aforementioned and including any associated input, output, data storage device, networking equipment or back up facility, owned or controlled by the Insured or any other party acting on behalf of the Insured;
“Core infrastructure” includes any service provided to the Insured or any other party acting on behalf of the Insured provided by an internet services provider, telecommunications provider, cloud provider, or utility provider, but not including the hosting of hardware and software owned by the Insured;
“Cyber Act” includes an unauthorised, malicious or criminal act or series of related unauthorised, malicious or criminal acts, regardless of time and place, or the threat or hoax thereof, involving access to, processing of, use of or operation of any Computer System;
“Cyber Extortion Payment” includes any money, securities, funds (including bitcoin or other types of crypto currency or digital currency), or the fair market value of property, uncertified securities or services, which has been paid or delivered by the Insured or any other party acting on behalf of the Insured in response to any ransoms and/or demands arising out of a Cyber Act or a partial or total unavailability or failure of any Computer System.
“directly” means that there was no intervening act or opportunity for an intervening act by the Insured or any other party acting on behalf of the Insured in the course of the event described at Clause 6.20.3 and/or Clause 6.20.4 or between the said event and the resulting loss.
The Insurance may contain such general conditions as are agreed between the Insurer and the Firm, but the Insurance must provide that the special conditions required by clause 5 prevail in the event of any inconsistency.
The term “insured” in this clause 7.2.1 shall, where the firm in question has been authorised as a limited liability partnership under the Legal Services Regulation Act 2015 , be limited to the firm and/or a trustee, nominee, service or administration company owned by, in whole or in part, the firm or one or more of its principals.
Where the “insured” in this clause 7.2.2 is a firm that has been authorised as a limited liability partnership under the Legal Services Regulation Act 2015 , this clause 7.2.2 shall be construed in accordance with the provisions of Section 123 of the Legal Services Regulation Act 2015 .
The Insurance may provide that each Insured will reimburse the Insurer for Defence Costs advanced on that Insured’s behalf that the Insurer is not ultimately liable to pay.
The term “insured” in this clause 7.3 shall, where the firm in question has been authorised as a limited liability partnership under the Legal Services Regulation Act 2015 , be limited to the firm and/or a trustee, nominee, service or administration company owned by, in whole or in part, the firm or one or more of its principals.
The Insurance may provide for those persons who are Principals of the Firm at any time during the Coverage Period to reimburse the Insurer for any Self-Insured Excess paid by the Insurer on an Insured’s behalf, except where the firm in question has been authorised as a limited liability partnership under the Legal Services Regulation Act 2015 , the reimbursement provided for under this clause 7.4. is limited to the firm and/or a trustee, nominee, service or administration company owned by, in whole or in part, the firm or one or more of its principals.
The Insurance may provide that each Insured will reimburse the Insurer following resolution of any coverage dispute for any amount paid by the Insurer on that Insured’s behalf that, on the basis of the resolution of the dispute, the Insurer is not ultimately liable to pay.
The term “insured” in this clause 7.5 shall, where the firm in question has been authorised as a limited liability partnership under the Legal Services Regulation Act 2015 , be limited to the firm and/or a trustee, nominee, service or administration company owned by, in whole or in part, the firm or one or more of its principals.
The Insurer shall provide a report (a “Claims Report”) to any Firm to which it has issued a Policy either in the then current or in any previous Indemnity Period, within a reasonable time from receiving a request to do so, setting out (as applicable), as at the date specified in the Claims Report:-
8 DISPUTE RESOLUTION
The Insurance must contain the following arbitration clause:
All disputes and differences arising under or in connection with this Policy, including any dispute or difference regarding a failure on the part of an Insurer to confirm cover, shall be referred, by written notice from either party, to the decision of a sole arbitrator, as may be nominated by agreement between the parties to the arbitration, or failing such agreement within 14 (fourteen) days of a written notification being made by one (1) of the parties to the arbitration, by an arbitrator, appointed by the Chairperson for the time being of the Chartered Institute of Arbitrators (Irish Branch) or in the event of his being unwilling or unable to do so, by the next senior officer at the Chartered Institute of Arbitrators ~ Irish Branch who is willing and able to make the appointment, provided always that this provision shall apply also to the appointment (whether by agreement or otherwise) of any replacement arbitrator where the original arbitrator (or any replacement) has been removed by order of the High Court or refuses to act or is incapable of acting or dies.
Every or any such reference shall be deemed to be a submission to arbitration within the meaning of the Arbitration Act 2010 or any act or statutory provision amending same and shall be an arbitration conducted in Dublin, Ireland in the English language and governed by the Arbitration Act 2010 , save as to the extent provided in this clause.
The parties to an arbitration under this arbitration clause shall notify the PII committee in writing of the arbitration within twenty-eight (28) days of the date of the arbitrator’s final award.
The aforesaid notification in writing to the PII committee shall include such information regarding the arbitration as may be determined by the PII committee from time to time, including but not limited to:-
(i) The subject matter of the dispute or claim the subject matter of the arbitration; and
(ii) The parties to the arbitration; and
(iii) The nature of the reliefs sought; and
(iv) Whether a Direction has been sought and/or granted; and
(v) A summary of the final decision of the arbitrator.
The parties acknowledge that the PII committee shall have the power to direct the parties to any arbitration to provide such other information to the PII committee as may be determined by the PII committee from time to time.
The arbitrator shall have the power to direct, on an interim basis pending hearing or resolution of any arbitration without prejudice to any issue in dispute between the Insured and the Insurer, that the Insurer shall conduct any claim against the Insured, and/or advance Defence Costs to the Insured and/or, if appropriate, compromise and/or pay any Claim against the Insured, and/or such further or other interim relief as the arbitrator deems apposite; such a direction by the arbitrator to be known as a Direction.
The arbitrator may make a Direction, where in his sole discretion he considers that it is fair and equitable in all of the circumstances for such a Direction to be given. Such a Direction may be made following an application by the Insured, after allowing both the Insured and the Insurer an opportunity to make submissions as to whether such a Direction should be made, and where applicable, after receiving responses to any questions that the arbitrator may have regarding inter alia the degree of engagement between the Insurer and the Insured prior to the application for a Direction, and/or the degree to which the Insured has cooperated with the Insurer in relation to the provision of information and documentation relating to the Claim, and/or the degree to which the Insurer has theretofore assisted the insured with the Claim.
The Insurance must provide that any dispute between the Insured and the Insurer as to coverage of any Claim or Circumstance under the Insurance shall be heard and determined in conjunction with any other related dispute between the Insured and the Insurer.
The Insurance may provide that the Insured shall be required to afford reasonable co-operation to the Insurer in relation to the handling of any Claim against the Insured, subject to the Insurer agreeing to meet the Insured’s reasonable costs of such co-operation, and the Insurance may further provide that the Insurer shall be entitled to recover from the Insured by way of damages a sum equal to the Insurer’s loss arising from or connected with the Insured’s failure to co-operate as required by the Insurance. For the avoidance of doubt, the Insurance may not permit the Insurer to refuse to pay any claim, or to cancel, terminate or avoid the Insurance, due to the Insured’s failure to co-operate as required by the Insurer.