Common use of ARP Manager Clause in Contracts

ARP Manager. 2.1 The ARP shall be managed and administered by the ARP Manager. The Law Society may carry out such of the functions of the ARP Manager as it is permitted to by law, and may appoint one or more third parties to carry out some or all of the functions of the ARP Manager as set out in this Agreement or in the Rules on its behalf. Any third party so appointed may directly enforce any rights granted by or under this Agreement to the ARP Manager in accordance with the Contracts (Rights of Third Parties) Act 1999 for the purpose of giving full effect to such appointment. The consent of any such third party shall not be required in respect of any variation or termination of this Agreement. 2.2 The Insurer agrees that the ARP Manager may issue an ARP Policy incepting during the relevant Indemnity Period to a Firm where: 2.2.1 the Firm has applied to be insured through the ARP; or 2.2.2 the Firm is a Firm in Default; and 2.2.3 (in either case) the Firm is eligible or is to be regarded under the Rules as being eligible to be so insured; or 2.2.4 the Law Society has granted a waiver in accordance with the Rules from the requirement to meet some or all of those criteria. 2.3 The Insurer irrevocably appoints the ARP Manager as its agent to: 2.3.1 set the premium payable by each ARP Firm in accordance with the Rules; 2.3.2 bind the Insurer to the terms of the ARP Policies issued to each ARP Firm in accordance with its Percentage Participation; 2.3.3 calculate and adjust (in accordance with paragraphs 3.9 and 9.4) the Insurer’s Initial Participation, Percentage Participation and Percentage Liability; 2.3.4 issue ARP Policies and related documentation to ARP Firms on behalf of all Qualifying Insurers participating in the ARP, including the Insurer; 2.3.5 if agreed in writing by the Insurer and subject to the terms of any agreement made with HM Revenue and Customs for this purpose, collect and account to HM Revenue and Customs for Insurance Premium Tax; 2.3.6 receive notice of, negotiate, settle and pay claims on behalf of all Qualifying Insurers participating in the ARP, including the Insurer; 2.3.7 recover unpaid premiums and other sums owed by ARP Firms; 2.3.8 recover sums owed by Qualifying Insurers; 2.3.9 provide data to the Law Society relating to ARP Policies and ARP Firms; and 2.3.10 do all things incidental to any of the above and generally to do all such other things as may be necessary or expedient from time to time to facilitate the operation of the ARP. 2.4 The Insurer further irrevocably appoints the ARP Manager as its agent to: 2.4.1 conduct any claim, advance defence costs and, if appropriate, compromise and pay any such claim in the normal course on behalf of each relevant Qualifying Insurer (including where applicable the Insurer in its own right or by virtue of its participation in the ARP), in accordance with clause 12.1.2; and 2.4.2 to commence, be a party to and be bound by the decision of an arbitration in accordance with clauses 12 and 13. 2.5 Where a Firm in Default makes an application to the ARP Manager to enter the ARP, the ARP Manager shall: 2.5.1 establish whether that Firm in Default is eligible or regarded under the Rules as being eligible to be insured through the ARP under the Rules or by virtue of any waiver of any provision of the Rules by the Law Society and, if so, issue one or more ARP Policies to that Firm in Default in accordance with the Rules or such waiver (as the case may be); and 2.5.2 (except where any such waiver has been granted) notify the Law Society, within 1 business day after the issuing of such ARP Policy/ies, of the identity of the Firm in Default, the fact that it has been or appears to have been carrying on business as a Firm in Default, and whether it has issued the Firm in Default with one or more ARP Policies. 2.6 Any ARP Policy issued in accordance with paragraph 2.5.1 shall be treated as incepting on the first day of the Indemnity Period to which it relates or, if later, the first day on which the Firm became a Firm in Default under the Rules, provided that an ARP Run-off Policy shall be treated as incepting on the date on which the Firm became a Run-off Firm. 2.7 Where the ARP Manager becomes aware of a Firm which is or appears to be a Firm in Default, but where: 2.7.1 the Firm has not made an application to enter the ARP in accordance with the Rules; or 2.7.2 the Firm has made an application to enter the ARP but is not eligible or regarded as being eligible under the Rules to enter the ARP (including by virtue of any waiver made under the Rules); or 2.7.3 the Firm has made an application to enter the ARP as a Run-off Firm and, in respect of any Indemnity Period immediately prior to the date on which the Firm ceased to practise, either paragraph 2.7.1 or 2.7.2 applies, the arrangements referred to in paragraph 2.8 shall apply. 2.8 The ARP Manager shall (and is hereby authorised to) agree on behalf of all Qualifying Insurers arrangements with the Law Society for the purpose of providing professional indemnity insurance in respect of Firms which do not obtain a policy as required under the Rules. These arrangements shall include provisions to ensure that: 2.8.1 insurance through one or more policies issued by the ARP Manager on behalf of all Qualifying Insurers is provided in respect of such Firms; 2.8.2 such insurance is in compliance with the Minimum Terms, subject to any variation that the ARP Manager and the Law Society may agree; and 2.8.3 premiums and other sums due under the terms of each such policy are recoverable from the relevant Firm.

ARP Manager. 2.1 The ARP shall be managed and administered by the ARP Manager. The Law Society may carry out such of the functions of the shall act as ARP Manager as Manager, provided that it is permitted to by law, and may appoint one or more third parties to carry out some or all of the functions of the ARP Manager as set out in this Agreement or in the Rules on its behalf. Any third party so appointed may directly enforce any rights granted by or under this Agreement to the ARP Manager in accordance with the Contracts (Rights of Third Parties) Act 1999 Xxx 0000 for the purpose of giving full effect to such appointment. The consent of any such third party shall not be required in respect of any variation or termination of this Agreement. 2.2 The Insurer agrees that the ARP Manager may issue an ARP Policy incepting during the relevant Indemnity Period to a Firm where: 2.2.1 the Firm has applied to be insured through the ARP; or 2.2.2 the Firm is a Firm in Default; and 2.2.3 (in either case) the Firm is eligible or is to be regarded under the Rules as being eligible to be so insured; or 2.2.4 the Law Society has granted a waiver in accordance with the Rules from the requirement to meet some or all of those criteria. 2.3 The Insurer irrevocably appoints the ARP Manager as its agent to: 2.3.1 set the premium payable by each ARP Firm in accordance with the Rules; 2.3.2 bind the Insurer to the terms of the ARP Policies issued to each ARP Firm in accordance with its Percentage Participation; 2.3.3 calculate and adjust (in accordance with paragraphs 3.9 and 9.4) the Insurer’s Initial Participation, Percentage Participation and Percentage Liability; 2.3.4 issue ARP Policies and related documentation to ARP Firms on behalf of all Qualifying Insurers participating in the ARP, including the Insurer; 2.3.5 if agreed in writing by the Insurer and subject to the terms of any agreement made with HM Revenue Customs and Customs Excise for this purpose, collect and account to HM Revenue Customs and Customs Excise for Insurance Premium Tax; 2.3.6 receive notice of, negotiate, settle and pay claims on behalf of all Qualifying Insurers participating in the ARP, including the Insurer; 2.3.7 recover unpaid premiums and other sums owed by ARP Firms; 2.3.8 recover sums owed by Qualifying Insurers; 2.3.9 provide data to the Law Society relating to ARP Policies and ARP Firms; and 2.3.10 2.3.8 do all things incidental to any of the above and generally to do all such other things as may be necessary or expedient from time to time to facilitate the operation of the ARP. 2.4 The Insurer further irrevocably appoints the ARP Manager as its agent to: 2.4.1 conduct any claim, advance defence costs and, if appropriate, compromise and pay any such claim in the normal course on behalf of each relevant Qualifying Insurer (including where applicable the Insurer in its own right or by virtue of its participation in the ARP), in accordance with clause 12.1.2; and 2.4.2 to commence, be a party to and be bound by the decision of an arbitration in accordance with clauses 12 and 13. 2.5 Where a Firm in Default makes an application to the ARP Manager to enter the ARP, the ARP Manager shall: 2.5.1 establish whether that Firm in Default is eligible or regarded under the Rules as being eligible to be insured through the ARP under the Rules or by virtue of any waiver of any provision of the Rules by the Law Society and, if so, issue one or more ARP Policies to that Firm in Default in accordance with the Rules or such waiver (as the case may be); and 2.5.2 (except where any such waiver has been granted) notify the Law Society, within 1 business day after the issuing of such ARP Policy/ies, of the identity of the Firm in Default, the fact that it has been or appears to have been carrying on business as a Firm in Default, and whether it has issued the Firm in Default with one or more ARP Policies. 2.6 Any ARP Policy issued in accordance with paragraph 2.5.1 shall be treated as incepting on the first day of the Indemnity Period to which it relates or, if later, the first day on which the Firm became a Firm in Default under the Rules, provided that an ARP Run-off Policy shall be treated as incepting on the date on which the Firm became a Run-off Firm. 2.7 Where the ARP Manager becomes aware of a Firm which is or appears to be a Firm in Default, but wherewhich either: 2.7.1 the Firm has not made an application to enter the ARP in accordance with the Rules; or 2.7.2 the Firm has made an application to enter the ARP but is not eligible or regarded as being eligible under the Rules to enter the ARP (including by virtue of any waiver made under the Rules); or 2.7.3 the Firm has made an application to enter the ARP as a Run-off Firm and, in respect of any Indemnity Period immediately prior to the date on which the Firm ceased to practise, either paragraph 2.7.1 or 2.7.2 applies, the arrangements referred to in paragraph 2.8 shall apply. 2.8 The ARP Manager shall (and is hereby authorised to) agree on behalf of all Qualifying Insurers arrangements with the Law Society for the purpose of providing professional indemnity insurance in respect of Firms which do not obtain a policy as required under the Rules. These arrangements shall include provisions to ensure that: 2.8.1 insurance through one or more policies issued by the ARP Manager on behalf of all Qualifying Insurers is provided in respect of such Firms; 2.8.2 such insurance is in compliance with the Minimum Terms, subject to any variation that the ARP Manager and the Law Society may agree; and 2.8.3 premiums and other sums due under the terms of each such policy are recoverable from the relevant Firm.

ARP Manager. 2.1 The ARP shall be managed and administered by the ARP Manager. The Law Society may carry out such of the functions of the ARP Manager as it is permitted to by law, and may appoint one or more third parties to carry out some or all of the functions of the ARP Manager as set out in this Agreement or in the Rules on its behalf. Any third party so appointed may directly enforce any rights granted by or under this Agreement to the ARP Manager in accordance with the Contracts (Rights of Third Parties) Act 1999 for the purpose of giving full effect to such appointment. The consent of any such third party shall not be required in respect of any variation or termination of this Agreement. 2.2 The Insurer agrees that the ARP Manager may issue an ARP Policy incepting during the relevant Indemnity Period to a Firm where: 2.2.1 the Firm has applied to be insured through the ARP; or 2.2.2 the Firm is a Firm in Default; and 2.2.3 (in either case) the Firm is eligible or is to be regarded under the Rules as being eligible to be so insured; or 2.2.4 the Law Society has granted a waiver in accordance with the Rules from the requirement to meet some or all of those criteria. 2.3 The Insurer irrevocably appoints the ARP Manager as its agent to: 2.3.1 collect from the Law Society and apply the Master Policy Payment in accordance with paragraph 1; 2.3.2 set the premium payable by each ARP Firm in accordance with the Rules; 2.3.2 2.3.3 bind the Insurer to the terms of the ARP Policies issued to each ARP Firm in accordance with its Percentage Participation; 2.3.3 2.3.4 calculate and adjust (in accordance with paragraphs 3.9 and 9.4) the Insurer’s Insurer‘s Initial Participation, Percentage Participation and Percentage Liability; 2.3.4 2.3.5 issue ARP Policies and related documentation to ARP Firms on behalf of all Qualifying Insurers participating in the ARP, including the Insurer; 2.3.5 2.3.6 if agreed in writing by the Insurer and subject to the terms of any agreement made with HM Revenue and Customs for this purpose, collect and account to HM Revenue and Customs for Insurance Premium Tax; 2.3.6 2.3.7 receive notice of, negotiate, settle and pay claims on behalf of all Qualifying Insurers participating in the ARP, including the Insurer; 2.3.7 2.3.8 recover unpaid premiums and other sums owed by ARP Firms; 2.3.8 2.3.9 recover sums owed by Qualifying Insurers; 2.3.9 2.3.10 provide data to the Law Society relating to ARP Policies and ARP Firms; and 2.3.10 2.3.11 do all things incidental to any of the above and generally to do all such other things as may be necessary or expedient from time to time to facilitate the operation of the ARP. 2.4 The Insurer further irrevocably appoints the ARP Manager as its agent to: 2.4.1 conduct any claim, advance defence costs and, if appropriate, compromise and pay any such claim in the normal course on behalf of each relevant Qualifying Insurer (including where applicable the Insurer in its own right or by virtue of its participation in the ARP), in accordance with clause 12.1.2; and 2.4.2 to commence, be a party to and be bound by the decision of an arbitration in accordance with clauses 12 and 13. 2.5 Where a Firm in Default makes an application to the ARP Manager to enter the ARP, the ARP Manager shall: 2.5.1 establish whether that Firm in Default is eligible or regarded under the Rules as being eligible to be insured through the ARP under the Rules or by virtue of any waiver of any provision of the Rules by the Law Society and, if so, issue one or more ARP Policies to that Firm in Default in accordance with the Rules or such waiver (as the case may be); and 2.5.2 (except where any such waiver has been granted) notify the Law Society, within 1 business day after the issuing of such ARP Policy/ies, of the identity of the Firm in Default, the fact that it has been or appears to have been carrying on business as a Firm in Default, and whether it has issued the Firm in Default with one or more ARP Policies. 2.6 Any ARP Policy issued in accordance with paragraph 2.5.1 shall be treated as incepting on the first day of the Indemnity Period to which it relates or, if later, the first day on which the Firm became a Firm in Default under the Rules, provided that an ARP Run-off Policy shall be treated as incepting on the date on which the Firm became a Run-off Firm. 2.7 Where the ARP Manager becomes aware of a Firm which is or appears to be a Firm in Default, but where: 2.7.1 the Firm has not made an application to enter the ARP in accordance with the Rules; or 2.7.2 the Firm has made an application to enter the ARP but is not eligible or regarded as being eligible under the Rules to enter the ARP (including by virtue of any waiver made under the Rules); or 2.7.3 the Firm has made an application to enter the ARP as a Run-off Firm and, in respect of any Indemnity Period immediately prior to the date on which the Firm ceased to practise, either paragraph 2.7.1 or 2.7.2 applies, the arrangements referred to in paragraph 2.8 shall apply. 2.8 The ARP Manager shall (and is hereby authorised to) agree on behalf of all Qualifying Insurers arrangements with the Law Society for the purpose of providing professional indemnity insurance in respect of Firms which do not obtain a policy as required under the Rules. These arrangements shall include provisions to ensure that: 2.8.1 insurance through one or more policies issued by the ARP Manager on behalf of all Qualifying Insurers is provided in respect of such Firms; 2.8.2 such insurance is in compliance with the Minimum Terms, subject to any variation that the ARP Manager and the Law Society may agree; and 2.8.3 premiums and other sums due under the terms of each such policy are recoverable from the relevant Firm.

ARP Manager. 2.1 The ARP shall be managed and administered by the ARP Manager. The Law Society may carry out such of the functions of the ARP Manager as it is permitted to by law, and may appoint one or more third parties to carry out some or all of the functions of the ARP Manager as set out in this Agreement or in the Rules on its behalf. Any third party so appointed may directly enforce any rights granted by or under this Agreement to the ARP Manager in accordance with the Contracts (Rights of Third Parties) Act 1999 for the purpose of giving full effect to such appointment. The consent of any such third party shall not be required in respect of any variation or termination of this Agreement.Agreement.‌ 2.2 The Insurer agrees that the ARP Manager may issue an ARP Policy incepting during the relevant Indemnity Period to a Firm where: 2.2.1 the Firm has applied to be insured through the ARP; or 2.2.2 the Firm is a Firm in Default; and 2.2.3 (in either case) the Firm is eligible or is to be regarded under the Rules as being eligible to be so insured; or 2.2.4 the Law Society has granted a waiver in accordance with the Rules from the requirement to meet some or all of those criteria. 2.3 The Insurer irrevocably appoints the ARP Manager as its agent to: 2.3.1 set the premium payable by each ARP Firm in accordance with the Rules; 2.3.2 bind the Insurer to the terms of the ARP Policies issued to each ARP Firm in accordance with its Percentage Participation; 2.3.3 calculate and adjust (in accordance with paragraphs 3.9 and 9.4) the Insurer’s Initial Participation, Percentage Participation and Percentage Liability; 2.3.4 issue ARP Policies and related documentation to ARP Firms on behalf of all Qualifying Insurers participating in the ARP, including the Insurer; 2.3.5 if agreed in writing by the Insurer and subject to the terms of any agreement made with HM Revenue and Customs for this purpose, collect and account to HM Revenue and Customs for Insurance Premium Tax;Tax;‌ 2.3.6 receive notice of, negotiate, settle and pay claims on behalf of all Qualifying Insurers participating in the ARP, including the Insurer; 2.3.7 recover unpaid premiums and other sums owed by ARP Firms; 2.3.8 recover sums owed by Qualifying Insurers; 2.3.9 provide data to the Law Society relating to ARP Policies and ARP Firms; and 2.3.10 do all things incidental to any of the above and generally to do all such other things as may be necessary or expedient from time to time to facilitate the operation of the ARP. 2.4 The Insurer further irrevocably appoints the ARP Manager as its agent to: 2.4.1 conduct any claim, advance defence costs and, if appropriate, compromise and pay any such claim in the normal course on behalf of each relevant Qualifying Insurer (including where applicable the Insurer in its own right or by virtue of its participation in the ARP), in accordance with clause 12.1.2; and 2.4.2 to commence, be a party to and be bound by the decision of an arbitration in accordance with clauses 12 and 13. 2.5 Where a Firm in Default makes an application to the ARP Manager to enter the ARP, the ARP Manager shall: 2.5.1 establish whether that Firm in Default is eligible or regarded under the Rules as being eligible to be insured through the ARP under the Rules or by virtue of any waiver of any provision of the Rules by the Law Society and, if so, issue one or more ARP Policies to that Firm in Default in accordance with the Rules or such waiver (as the case may be); and 2.5.2 (except where any such waiver has been granted) notify the Law Society, within 1 business day after the issuing of such ARP Policy/ies, of the identity of the Firm in Default, the fact that it has been or appears to have been carrying on business as a Firm in Default, and whether it has issued the Firm in Default with one or more ARP Policies. 2.6 Any ARP Policy issued in accordance with paragraph 2.5.1 shall be treated as incepting on the first day of the Indemnity Period to which it relates or, if later, the first day on which the Firm became a Firm in Default under the Rules, provided that an ARP Run-off Policy shall be treated as incepting on the date on which the Firm became a Run-off Firm. 2.7 Where the ARP Manager becomes aware of a Firm which is or appears to be a Firm in Default, but where: 2.7.1 the Firm has not made an application to enter the ARP in accordance with the Rules; or 2.7.2 the Firm has made an application to enter the ARP but is not eligible or regarded as being eligible under the Rules to enter the ARP (including by virtue of any waiver made under the Rules); or 2.7.3 the Firm has made an application to enter the ARP as a Run-off Firm and, in respect of any Indemnity Period immediately prior to the date on which the Firm ceased to practise, either paragraph 2.7.1 or 2.7.2 applies, the arrangements referred to in paragraph 2.8 shall apply. 2.8 The ARP Manager shall (and is hereby authorised to) agree on behalf of all Qualifying Insurers arrangements with the Law Society for the purpose of providing professional indemnity insurance in respect of Firms which do not obtain a policy as required under the Rules. These arrangements shall include provisions to ensure that: 2.8.1 insurance through one or more policies issued by the ARP Manager on behalf of all Qualifying Insurers is provided in respect of such Firms; 2.8.2 such insurance is in compliance with the Minimum Terms, subject to any variation that the ARP Manager and the Law Society may agree; and 2.8.3 premiums and other sums due under the terms of each such policy are recoverable from the relevant Firm.

ARP Manager. 2.1 The ARP shall be managed and administered by the ARP Manager. The Law Society may carry out such of the functions of the ARP Manager as it is permitted to by law, and may appoint one or more third parties to carry out some or all of the functions of the ARP Manager as set out in this Agreement or in the Rules on its behalf. Any third party so appointed may directly enforce any rights granted by or under this Agreement to the ARP Manager in accordance with the Contracts (Rights of Third Parties) Act 1999 Xxx 0000 for the purpose of giving full effect to such appointment. The consent of any such third party shall not be required in respect of any variation or termination of this Agreement. 2.2 The Insurer agrees that the ARP Manager may issue an ARP Policy incepting during the relevant Indemnity Period to a Firm where: 2.2.1 the Firm has applied to be insured through the ARP; or 2.2.2 the Firm is a Firm in Default; and 2.2.3 (in either case) the Firm is eligible or is to be regarded under the Rules as being eligible to be so insured; or 2.2.4 the Law Society has granted a waiver in accordance with the Rules from the requirement to meet some or all of those criteria. 2.3 The Insurer irrevocably appoints the ARP Manager as its agent to: 2.3.1 set the premium payable by each ARP Firm in accordance with the Rules; 2.3.2 bind the Insurer to the terms of the ARP Policies issued to each ARP Firm in accordance with its Percentage Participation; 2.3.3 calculate and adjust (in accordance with paragraphs 3.9 and 9.4) the Insurer’s Initial Participation, Percentage Participation and Percentage Liability; 2.3.4 issue ARP Policies and related documentation to ARP Firms on behalf of all Qualifying Insurers participating in the ARP, including the Insurer; 2.3.5 if agreed in writing by the Insurer and subject to the terms of any agreement made with HM Revenue Customs and Customs Excise for this purpose, collect and account to HM Revenue Customs and Customs Excise for Insurance Premium Tax; 2.3.6 receive notice of, negotiate, settle and pay claims on behalf of all Qualifying Insurers participating in the ARP, including the Insurer; 2.3.7 recover unpaid premiums and other sums owed by ARP Firms; 2.3.8 recover sums owed by Qualifying Insurers; 2.3.9 provide data to the Law Society relating to ARP Policies and ARP Firms; and 2.3.10 do all things incidental to any of the above and generally to do all such other things as may be necessary or expedient from time to time to facilitate the operation of the ARP. 2.4 The Insurer further irrevocably appoints the ARP Manager as its agent to: 2.4.1 conduct any claim, advance defence costs and, if appropriate, compromise and pay any such claim in the normal course on behalf of each relevant Qualifying Insurer (including where applicable the Insurer in its own right or by virtue of its participation in the ARP), in accordance with clause 12.1.2; and 2.4.2 to commence, be a party to and be bound by the decision of an arbitration in accordance with clauses 12 and 13. 2.5 Where a Firm in Default makes an application to the ARP Manager to enter the ARP, the ARP Manager shall: 2.5.1 establish whether that Firm in Default is eligible or regarded under the Rules as being eligible to be insured through the ARP under the Rules or by virtue of any waiver of any provision of the Rules by the Law Society and, if so, issue one or more ARP Policies to that Firm in Default in accordance with the Rules or such waiver (as the case may be); and 2.5.2 (except where any such waiver has been granted) notify the Law Society, within 1 business day after the issuing of such ARP Policy/ies, of the identity of the Firm in Default, the fact that it has been or appears to have been carrying on business as a Firm in Default, and whether it has issued the Firm in Default with one or more ARP Policies. 2.6 Any ARP Policy issued in accordance with paragraph 2.5.1 shall be treated as incepting on the first day of the Indemnity Period to which it relates or, if later, the first day on which the Firm became a Firm in Default under the Rules, provided that an ARP Run-off Policy shall be treated as incepting on the date on which the Firm became a Run-off Firm. 2.7 Where the ARP Manager becomes aware of a Firm which is or appears to be a Firm in Default, but where: 2.7.1 the Firm has not made an application to enter the ARP in accordance with the Rules; or 2.7.2 the Firm has made an application to enter the ARP but is not eligible or regarded as being eligible under the Rules to enter the ARP (including by virtue of any waiver made under the Rules); or 2.7.3 the Firm has made an application to enter the ARP as a Run-off Firm and, in respect of any Indemnity Period immediately prior to the date on which the Firm ceased to practise, either paragraph 2.7.1 or 2.7.2 applies, the arrangements referred to in paragraph 2.8 shall apply. 2.8 The ARP Manager shall (and is hereby authorised to) agree on behalf of all Qualifying Insurers arrangements with the Law Society for the purpose of providing professional indemnity insurance in respect of Firms which do not obtain a policy as required under the Rules. These arrangements shall include provisions to ensure that: 2.8.1 insurance through one or more policies issued by the ARP Manager on behalf of all Qualifying Insurers is provided in respect of such Firms; 2.8.2 such insurance is in compliance with the Minimum Terms, subject to any variation that the ARP Manager and the Law Society may agree; and 2.8.3 premiums and other sums due under the terms of each such policy are recoverable from the relevant Firm.

ARP Manager. 2.1 The ARP shall be managed and administered by the ARP Manager. The Law Society may carry out such of the functions of the ARP Manager as it is permitted to by law, and may appoint one or more third parties to carry out some or all of the functions of the ARP Manager as set out in this Agreement or in the Rules on its behalf. Any third party so appointed may directly enforce any rights granted by or under this Agreement to the ARP Manager in accordance with the Contracts (Rights of Third Parties) Act 1999 Xxx 0000 for the purpose of giving full effect to such appointment. The consent of any such third party shall not be required in respect of any variation or termination of this Agreement. 2.2 The Insurer agrees that the ARP Manager may issue an ARP Policy incepting during the relevant Indemnity Period to a Firm where: 2.2.1 the Firm has applied to be insured through the ARP; or 2.2.2 the Firm is a Firm in Default; and 2.2.3 (in either case) the Firm is eligible or is to be regarded under the Rules as being eligible to be so insured; or 2.2.4 the Law Society has granted a waiver in accordance with the Rules from the requirement to meet some or all of those criteria. 2.3 The Insurer irrevocably appoints the ARP Manager as its agent to: 2.3.1 set the premium payable by each ARP Firm in accordance with the Rules; 2.3.2 bind the Insurer to the terms of the ARP Policies issued to each ARP Firm in accordance with its Percentage Participation; 2.3.3 calculate and adjust (in accordance with paragraphs 3.9 and 9.4) the Insurer’s Initial Participation, Percentage Participation and Percentage Liability; 2.3.4 issue ARP Policies and related documentation to ARP Firms on behalf of all Qualifying Insurers participating in the ARP, including the Insurer; 2.3.5 if agreed in writing by the Insurer and subject to the terms of any agreement made with HM Revenue and Customs for this purpose, collect and account to HM Revenue and Customs for Insurance Premium Tax; 2.3.6 receive notice of, negotiate, settle and pay claims on behalf of all Qualifying Insurers participating in the ARP, including the Insurer; 2.3.7 recover unpaid premiums and other sums owed by ARP Firms; 2.3.8 recover sums owed by Qualifying Insurers; 2.3.9 provide data to the Law Society relating to ARP Policies and ARP Firms; and 2.3.10 do all things incidental to any of the above and generally to do all such other things as may be necessary or expedient from time to time to facilitate the operation of the ARP. 2.4 The Insurer further irrevocably appoints the ARP Manager as its agent to: 2.4.1 conduct any claim, advance defence costs and, if appropriate, compromise and pay any such claim in the normal course on behalf of each relevant Qualifying Insurer (including where applicable the Insurer in its own right or by virtue of its participation in the ARP), in accordance with clause 12.1.2; and 2.4.2 to commence, be a party to and be bound by the decision of an arbitration in accordance with clauses 12 and 13. 2.5 Where a Firm in Default makes an application to the ARP Manager to enter the ARP, the ARP Manager shall: 2.5.1 establish whether that Firm in Default is eligible or regarded under the Rules as being eligible to be insured through the ARP under the Rules or by virtue of any waiver of any provision of the Rules by the Law Society and, if so, issue one or more ARP Policies to that Firm in Default in accordance with the Rules or such waiver (as the case may be); and 2.5.2 (except where any such waiver has been granted) notify the Law Society, within 1 business day after the issuing of such ARP Policy/ies, of the identity of the Firm in Default, the fact that it has been or appears to have been carrying on business as a Firm in Default, and whether it has issued the Firm in Default with one or more ARP Policies. 2.6 Any ARP Policy issued in accordance with paragraph 2.5.1 shall be treated as incepting on the first day of the Indemnity Period to which it relates or, if later, the first day on which the Firm became a Firm in Default under the Rules, provided that an ARP Run-off Policy shall be treated as incepting on the date on which the Firm became a Run-off Firm. 2.7 Where the ARP Manager becomes aware of a Firm which is or appears to be a Firm in Default, but where: 2.7.1 the Firm has not made an application to enter the ARP in accordance with the Rules; or 2.7.2 the Firm has made an application to enter the ARP but is not eligible or regarded as being eligible under the Rules to enter the ARP (including by virtue of any waiver made under the Rules); or 2.7.3 the Firm has made an application to enter the ARP as a Run-off Firm and, in respect of any Indemnity Period immediately prior to the date on which the Firm ceased to practise, either paragraph 2.7.1 or 2.7.2 applies, the arrangements referred to in paragraph 2.8 shall apply. 2.8 The ARP Manager shall (and is hereby authorised to) agree on behalf of all Qualifying Insurers arrangements with the Law Society for the purpose of providing professional indemnity insurance in respect of Firms which do not obtain a policy as required under the Rules. These arrangements shall include provisions to ensure that: 2.8.1 insurance through one or more policies issued by the ARP Manager on behalf of all Qualifying Insurers is provided in respect of such Firms; 2.8.2 such insurance is in compliance with the Minimum Terms, subject to any variation that the ARP Manager and the Law Society may agree; and 2.8.3 premiums and other sums due under the terms of each such policy are recoverable from the relevant Firm.

ARP Manager. 2.1 The ARP shall be managed and administered by the ARP Manager. The Law Society may carry out such of the functions of the ARP Manager as it is permitted to by law, and may appoint one or more third parties to carry out some or all of the functions of the ARP Manager as set out in this Agreement or in the Rules on its behalf. Any third party so appointed may directly enforce any rights granted by or under this Agreement to the ARP Manager in accordance with the Contracts (Rights of Third Parties) Act 1999 for the purpose of giving full effect to such appointment. The consent of any such third party shall not be required in respect of any variation or termination of this Agreement. 2.2 The Insurer agrees that the ARP Manager may issue an ARP Policy incepting during the relevant Indemnity Period to a Firm where: 2.2.1 the Firm has applied to be insured through the ARP; or 2.2.2 the Firm is a Firm in Default; and 2.2.3 (in either case) the Firm is eligible or is to be regarded under the Rules as being eligible to be so insured; or 2.2.4 the Law Society has granted a waiver in accordance with the Rules from the requirement to meet some or all of those criteria. 2.3 The Insurer irrevocably appoints the ARP Manager as its agent to: 2.3.1 set the premium payable by each ARP Firm in accordance with the Rules; 2.3.2 bind the Insurer to the terms of the ARP Policies issued to each ARP Firm in accordance with its Percentage Participation; 2.3.3 calculate and adjust (in accordance with paragraphs 3.9 and 9.4) the Insurer’s Insurer‘s Initial Participation, Percentage Participation and Percentage Liability; 2.3.4 issue ARP Policies and related documentation to ARP Firms on behalf of all Qualifying Insurers participating in the ARP, including the Insurer; 2.3.5 if agreed in writing by the Insurer and subject to the terms of any agreement made with HM Revenue and Customs for this purpose, collect and account to HM Revenue and Customs for Insurance Premium Tax; 2.3.6 receive notice of, negotiate, settle and pay claims on behalf of all Qualifying Insurers participating in the ARP, including the Insurer; 2.3.7 recover unpaid premiums and other sums owed by ARP Firms; 2.3.8 recover sums owed by Qualifying Insurers; 2.3.9 provide data to the Law Society relating to ARP Policies and ARP Firms; and 2.3.10 do all things incidental to any of the above and generally to do all such other things as may be necessary or expedient from time to time to facilitate the operation of the ARP. 2.4 The Insurer further irrevocably appoints the ARP Manager as its agent to: 2.4.1 conduct any claim, advance defence costs and, if appropriate, compromise and pay any such claim in the normal course on behalf of each relevant Qualifying Insurer (including where applicable the Insurer in its own right or by virtue of its participation in the ARP), in accordance with clause 12.1.2; and 2.4.2 to commence, be a party to and be bound by the decision of an arbitration in accordance with clauses 12 and 13. 2.5 Where a Firm in Default makes an application to the ARP Manager to enter the ARP, the ARP Manager shall: 2.5.1 establish whether that Firm in Default is eligible or regarded under the Rules as being eligible to be insured through the ARP under the Rules or by virtue of any waiver of any provision of the Rules by the Law Society and, if so, issue one or more ARP Policies to that Firm in Default in accordance with the Rules or such waiver (as the case may be); and 2.5.2 (except where any such waiver has been granted) notify the Law Society, within 1 business day after the issuing of such ARP Policy/ies, of the identity of the Firm in Default, the fact that it has been or appears to have been carrying on business as a Firm in Default, and whether it has issued the Firm in Default with one or more ARP Policies. 2.6 Any ARP Policy issued in accordance with paragraph 2.5.1 shall be treated as incepting on the first day of the Indemnity Period to which it relates or, if later, the first day on which the Firm became a Firm in Default under the Rules, provided that an ARP Run-off Policy shall be treated as incepting on the date on which the Firm became a Run-off Firm. 2.7 Where the ARP Manager becomes aware of a Firm which is or appears to be a Firm in Default, but where: 2.7.1 the Firm has not made an application to enter the ARP in accordance with the Rules; or 2.7.2 the Firm has made an application to enter the ARP but is not eligible or regarded as being eligible under the Rules to enter the ARP (including by virtue of any waiver made under the Rules); or 2.7.3 the Firm has made an application to enter the ARP as a Run-off Firm and, in respect of any Indemnity Period immediately prior to the date on which the Firm ceased to practise, either paragraph 2.7.1 or 2.7.2 applies, the arrangements referred to in paragraph 2.8 shall apply. 2.8 The ARP Manager shall (and is hereby authorised to) agree on behalf of all Qualifying Insurers arrangements with the Law Society for the purpose of providing professional indemnity insurance in respect of Firms which do not obtain a policy as required under the Rules. These arrangements shall include provisions to ensure that: 2.8.1 insurance through one or more policies issued by the ARP Manager on behalf of all Qualifying Insurers is provided in respect of such Firms; 2.8.2 such insurance is in compliance with the Minimum Terms, subject to any variation that the ARP Manager and the Law Society may agree; and 2.8.3 premiums and other sums due under the terms of each such policy are recoverable from the relevant Firm.

ARP Manager. 2.1 The ARP shall be managed and administered by the ARP Manager. The Law Society may carry out such of the functions of the ARP Manager as it is permitted to by law, and may appoint one or more third parties to carry out some or all of the functions of the ARP Manager as set out in this Agreement or in the Rules on its behalf. Any third party so appointed may directly enforce any rights granted by or under this Agreement to the ARP Manager in accordance with the Contracts (Rights of Third Parties) Act 1999 Xxx 0000 for the purpose of giving full effect to such appointment. The consent of any such third party shall not be required in respect of any variation or termination of this Agreement. 2.2 The Insurer agrees that the ARP Manager may issue an ARP Policy incepting during the relevant Indemnity Period to a Firm where: 2.2.1 the Firm has applied to be insured through the ARP; or 2.2.2 the Firm is a Firm in Default; and 2.2.3 (in either case) the Firm is eligible or is to be regarded under the Rules as being eligible to be so insured; or 2.2.4 the Law Society has granted a waiver in accordance with the Rules from the requirement to meet some or all of those criteria. 2.3 The Insurer irrevocably appoints the ARP Manager as its agent to: 2.3.1 set the premium payable by each ARP Firm in accordance with the Rules; 2.3.2 bind the Insurer to the terms of the ARP Policies issued to each ARP Firm in accordance with its Percentage Participation; 2.3.3 calculate and adjust (in accordance with paragraphs 3.9 and 9.4) the Insurer’s Initial Participation, Percentage Participation and Percentage Liability; 2.3.4 issue ARP Policies and related documentation to ARP Firms on behalf of all Qualifying Insurers participating in the ARP, including the Insurer; 2.3.5 if agreed in writing by the Insurer and subject to the terms of any agreement made with HM Revenue and Customs for this purpose, collect and account to HM Revenue and Customs for Insurance Premium Tax; 2.3.6 receive notice of, negotiate, settle and pay claims on behalf of all Qualifying Insurers participating in the ARP, including the Insurer; 2.3.7 recover unpaid premiums and other sums owed by ARP Firms; 2.3.8 recover sums owed by Qualifying Insurers; 2.3.9 provide data to the Law Society relating to ARP Policies and ARP Firms; and 2.3.10 do all things incidental to any of the above and generally to do all such other things as may be necessary or expedient from time to time to facilitate the operation of the ARP. 2.4 The Insurer further irrevocably appoints the ARP Manager as its agent to: 2.4.1 conduct any claim, advance defence costs and, if appropriate, compromise and pay any such claim in the normal course on behalf of each relevant Qualifying Insurer (including where applicable the Insurer in its own right or by virtue of its participation in the ARP), in accordance with clause 12.1.2; and 2.4.2 to commence, be a party to and be bound by the decision of an arbitration in accordance with clauses 12 and 13. 2.5 Where a Firm in Default makes an application to the ARP Manager to enter the ARP, the ARP Manager shall: 2.5.1 establish whether that Firm in Default is eligible or regarded under the Rules as being eligible to be insured through the ARP under the Rules or by virtue of any waiver of any provision of the Rules by the Law Society and, if so, issue one or more ARP Policies to that Firm in Default in accordance with the Rules or such waiver (as the case may be); and 2.5.2 (except where any such waiver has been granted) notify the Law Society, within 1 business day after the issuing of such ARP Policy/ies, of the identity of the Firm in Default, the fact that it has been or appears to have been carrying on business as a Firm in Default, and whether it has issued the Firm in Default with one or more ARP Policies. 2.6 Any ARP Policy issued in accordance with paragraph 2.5.1 shall be treated as incepting on the first day of the Indemnity Period to which it relates or, if later, the first day on which the Firm became a Firm in Default under the Rules, provided that an ARP Run-off Policy shall be treated as incepting on the date on which the Firm became a Run-off Firm. 2.7 Where the ARP Manager becomes aware of a Firm which is or appears to be a Firm in Default, but where: 2.7.1 the Firm has not made an application to enter the ARP in accordance with the Rules; or 2.7.2 the Firm has made an application to enter the ARP but is not eligible or regarded as being eligible under the Rules to enter the ARP (including by virtue of any waiver made under the Rules); or 2.7.3 the Firm has made an application to enter the ARP as a Run-off Firm and, in respect of any Indemnity Period immediately prior to the date on which the Firm ceased to practise, either paragraph 2.7.1 or 2.7.2 applies, the arrangements referred to in paragraph 2.8 shall apply. 2.8 The ARP Manager shall (and is hereby authorised to) agree on behalf of all Qualifying Insurers arrangements with the Law Society for the purpose of providing professional indemnity insurance in respect of Firms which do not obtain a policy as required under the Rules. These arrangements shall include provisions to ensure that: 2.8.1 insurance through one or more policies issued by the ARP Manager on behalf of all Qualifying Insurers is provided in respect of such Firms; 2.8.2 such insurance is in compliance with the Minimum Terms, subject to any variation that the ARP Manager and the Law Society may agree; and 2.8.3 premiums and other sums due under the terms of each such policy are recoverable from the relevant Firm.

ARP Manager. 2.1 The ARP shall be managed and administered by the ARP Manager. The Law Society may carry out such of the functions of the ARP Manager as it is permitted to by law, and may appoint one or more third parties to carry out some or all of the functions of the ARP Manager as set out in this Agreement or in the Rules on its behalf. Any third party so appointed may directly enforce any rights granted by or under this Agreement to the ARP Manager in accordance with the Contracts (Rights of Third Parties) Act 1999 Xxx 0000 for the purpose of giving full effect to such appointment. The consent of any such third party shall not be required in respect of any variation or termination of this Agreement. 2.2 The Insurer agrees that the ARP Manager may issue an ARP Policy incepting during the relevant Indemnity Period to a Firm where: 2.2.1 the Firm has applied to be insured through the ARP; or 2.2.2 the Firm is a Firm in Default; and 2.2.3 (in either case) the Firm is eligible or is to be regarded under the Rules as being eligible to be so insured; or 2.2.4 the Law Society has granted a waiver in accordance with the Rules from the requirement to meet some or all of those criteria. 2.3 The Insurer irrevocably appoints the ARP Manager as its agent to: 2.3.1 collect from the Law Society and apply the Master Policy Payment in accordance with paragraph 1; 2.3.2 set the premium payable by each ARP Firm in accordance with the Rules; 2.3.2 2.3.3 bind the Insurer to the terms of the ARP Policies issued to each ARP Firm in accordance with its Percentage Participation; 2.3.3 2.3.4 calculate and adjust (in accordance with paragraphs 3.9 and 9.4) the Insurer’s Initial Participation, Percentage Participation and Percentage Liability; 2.3.4 2.3.5 issue ARP Policies and related documentation to ARP Firms on behalf of all Qualifying Insurers participating in the ARP, including the Insurer; 2.3.5 2.3.6 if agreed in writing by the Insurer and subject to the terms of any agreement made with HM Revenue and Customs for this purpose, collect and account to HM Revenue and Customs for Insurance Premium Tax; 2.3.6 2.3.7 receive notice of, negotiate, settle and pay claims on behalf of all Qualifying Insurers participating in the ARP, including the Insurer; 2.3.7 2.3.8 recover unpaid premiums and other sums owed by ARP Firms; 2.3.8 2.3.9 recover sums owed by Qualifying Insurers; 2.3.9 2.3.10 provide data to the Law Society relating to ARP Policies and ARP Firms; and 2.3.10 2.3.11 do all things incidental to any of the above and generally to do all such other things as may be necessary or expedient from time to time to facilitate the operation of the ARP. 2.4 The Insurer further irrevocably appoints the ARP Manager as its agent to: 2.4.1 conduct any claim, advance defence costs and, if appropriate, compromise and pay any such claim in the normal course on behalf of each relevant Qualifying Insurer (including where applicable the Insurer in its own right or by virtue of its participation in the ARP), in accordance with clause 12.1.2; and 2.4.2 to commence, be a party to and be bound by the decision of an arbitration in accordance with clauses 12 and 13. 2.5 Where a Firm in Default makes an application to the ARP Manager to enter the ARP, the ARP Manager shall: 2.5.1 establish whether that Firm in Default is eligible or regarded under the Rules as being eligible to be insured through the ARP under the Rules or by virtue of any waiver of any provision of the Rules by the Law Society and, if so, issue one or more ARP Policies to that Firm in Default in accordance with the Rules or such waiver (as the case may be); and 2.5.2 (except where any such waiver has been granted) notify the Law Society, within 1 business day after the issuing of such ARP Policy/ies, of the identity of the Firm in Default, the fact that it has been or appears to have been carrying on business as a Firm in Default, and whether it has issued the Firm in Default with one or more ARP Policies. 2.6 Any ARP Policy issued in accordance with paragraph 2.5.1 shall be treated as incepting on the first day of the Indemnity Period to which it relates or, if later, the first day on which the Firm became a Firm in Default under the Rules, provided that an ARP Run-off Policy shall be treated as incepting on the date on which the Firm became a Run-off Firm. 2.7 Where the ARP Manager becomes aware of a Firm which is or appears to be a Firm in Default, but where: 2.7.1 the Firm has not made an application to enter the ARP in accordance with the Rules; or 2.7.2 the Firm has made an application to enter the ARP but is not eligible or regarded as being eligible under the Rules to enter the ARP (including by virtue of any waiver made under the Rules); or 2.7.3 the Firm has made an application to enter the ARP as a Run-off Firm and, in respect of any Indemnity Period immediately prior to the date on which the Firm ceased to practise, either paragraph 2.7.1 or 2.7.2 applies, the arrangements referred to in paragraph 2.8 shall apply. 2.8 The ARP Manager shall (and is hereby authorised to) agree on behalf of all Qualifying Insurers arrangements with the Law Society for the purpose of providing professional indemnity insurance in respect of Firms which do not obtain a policy as required under the Rules. These arrangements shall include provisions to ensure that: 2.8.1 insurance through one or more policies issued by the ARP Manager on behalf of all Qualifying Insurers is provided in respect of such Firms; 2.8.2 such insurance is in compliance with the Minimum Terms, subject to any variation that the ARP Manager and the Law Society may agree; and 2.8.3 premiums and other sums due under the terms of each such policy are recoverable from the relevant Firm.

ARP Manager. 2.1 The ARP shall be managed and administered by the ARP Manager. The Law Society may carry out such of the functions of the ARP Manager as it is permitted to by law, and may appoint one or more third parties to carry out some or all of the functions of the ARP Manager as set out in this Agreement or in the Rules on its behalf. Any third party so appointed may directly enforce any rights granted by or under this Agreement to the ARP Manager in accordance with the Contracts (Rights of Third Parties) Act 1999 for the purpose of giving full effect to such appointment. The consent of any such third party shall not be required in respect of any variation or termination of this Agreement. 2.2 The Insurer agrees that the ARP Manager may issue an ARP Policy incepting during the relevant Indemnity Period to a Firm where: 2.2.1 the Firm has applied to be insured through the ARP; or 2.2.2 the Firm is a Firm in Default; and 2.2.3 (in either case) the Firm is eligible or is to be regarded under the Rules as being eligible to be so insured; or 2.2.4 the Law Society has granted a waiver in accordance with the Rules from the requirement to meet some or all of those criteria. 2.3 The Insurer irrevocably appoints the ARP Manager as its agent to: 2.3.1 collect from the Law Society and apply the Master Policy Payment in accordance with paragraph 1; 2.3.2 2.3.1 set the premium payable by each ARP Firm in accordance with the Rules; 2.3.3 2.3.2 bind the Insurer to the terms of the ARP Policies issued to each ARP Firm in accordance with its Percentage Participation; 2.3.4 2.3.3 calculate and adjust (in accordance with paragraphs 3.9 and 9.4) the Insurer’s Initial Participation, Percentage Participation and Percentage Liability; 2.3.5 2.3.4 issue ARP Policies and related documentation to ARP Firms on behalf of all Qualifying Insurers participating in the ARP, including the Insurer; 2.3.6 2.3.5 if agreed in writing by the Insurer and subject to the terms of any agreement made with HM Revenue and Customs for this purpose, collect and account to HM Revenue and Customs for Insurance Premium Tax; 2.3.7 2.3.6 receive notice of, negotiate, settle and pay claims on behalf of all Qualifying Insurers participating in the ARP, including the Insurer; 2.3.8 2.3.7 recover unpaid premiums and other sums owed by ARP Firms; 2.3.9 2.3.8 recover sums owed by Qualifying Insurers; 2.3.10 2.3.9 provide data to the Law Society relating to ARP Policies and ARP Firms; and 2.3.11 2.3.10 do all things incidental to any of the above and generally to do all such other things as may be necessary or expedient from time to time to facilitate the operation of the ARP. 2.4 The Insurer further irrevocably appoints the ARP Manager as its agent to: 2.4.1 conduct any claim, advance defence costs and, if appropriate, compromise and pay any such claim in the normal course on behalf of each relevant Qualifying Insurer (including where applicable the Insurer in its own right or by virtue of its participation in the ARP), in accordance with clause 12.1.2; and 2.4.2 to commence, be a party to and be bound by the decision of an arbitration in accordance with clauses 12 and 13. 2.5 Where a Firm in Default makes an application to the ARP Manager to enter the ARP, the ARP Manager shall: 2.5.1 establish whether that Firm in Default is eligible or regarded under the Rules as being eligible to be insured through the ARP under the Rules or by virtue of any waiver of any provision of the Rules by the Law Society and, if so, issue one or more ARP Policies to that Firm in Default in accordance with the Rules or such waiver (as the case may be); and 2.5.2 (except where any such waiver has been granted) notify the Law Society, within 1 business day after the issuing of such ARP Policy/ies, of the identity of the Firm in Default, the fact that it has been or appears to have been carrying on business as a Firm in Default, and whether it has issued the Firm in Default with one or more ARP Policies. 2.6 Any ARP Policy issued in accordance with paragraph 2.5.1 shall be treated as incepting on the first day of the Indemnity Period to which it relates or, if later, the first day on which the Firm became a Firm in Default under the Rules, provided that an ARP Run-off Policy shall be treated as incepting on the date on which the Firm became a Run-off Firm. 2.7 Where the ARP Manager becomes aware of a Firm which is or appears to be a Firm in Default, but where: 2.7.1 the Firm has not made an application to enter the ARP in accordance with the Rules; or 2.7.2 the Firm has made an application to enter the ARP but is not eligible or regarded as being eligible under the Rules to enter the ARP (including by virtue of any waiver made under the Rules); or 2.7.3 the Firm has made an application to enter the ARP as a Run-off Firm and, in respect of any Indemnity Period immediately prior to the date on which the Firm ceased to practise, either paragraph 2.7.1 or 2.7.2 applies, the arrangements referred to in paragraph 2.8 shall apply. 2.8 The ARP Manager shall (and is hereby authorised to) agree on behalf of all Qualifying Insurers arrangements with the Law Society for the purpose of providing professional indemnity insurance in respect of Firms which do not obtain a policy as required under the Rules. These arrangements shall include provisions to ensure that: 2.8.1 insurance through one or more policies issued by the ARP Manager on behalf of all Qualifying Insurers is provided in respect of such Firms; 2.8.2 such insurance is in compliance with the Minimum Terms, subject to any variation that the ARP Manager and the Law Society may agree; and 2.8.3 premiums and other sums due under the terms of each such policy are recoverable from the relevant Firm.

ARP Manager. 2.1 The ARP shall be managed and administered by the ARP Manager. The Law Society may carry out such of the functions of the ARP Manager as it is permitted to by law, and may appoint one or more third parties to carry out some or all of the functions of the ARP Manager as set out in this Agreement or in the Rules on its behalf. Any third party so appointed may directly enforce any rights granted by or under this Agreement to the ARP Manager in accordance with the Contracts (Rights of Third Parties) Act 1999 Xxx 0000 for the purpose of giving full effect to such appointment. The consent of any such third party shall not be required in respect of any variation or termination of this Agreement. 2.2 The Insurer agrees that the ARP Manager may issue an ARP Policy incepting during the relevant Indemnity Period to a Firm where: 2.2.1 the Firm has applied to be insured through the ARP; or 2.2.2 the Firm is a Firm in Default; and 2.2.3 (in either case) the Firm is eligible or is to be regarded under the Rules as being eligible to be so insured; or 2.2.4 the Law Society has granted a waiver in accordance with the Rules from the requirement to meet some or all of those criteria. 2.3 The Insurer irrevocably appoints the ARP Manager as its agent to: 2.3.1 set the premium payable by each ARP Firm in accordance with the Rules; 2.3.2 bind the Insurer to the terms of the ARP Policies issued to each ARP Firm in accordance with its Percentage Participation; 2.3.3 calculate and adjust (in accordance with paragraphs 3.9 and 9.4) the Insurer’s Initial Participation, Percentage Participation and Percentage Liability; 2.3.4 issue ARP Policies and related documentation to ARP Firms on behalf of all Qualifying Insurers participating in the ARP, including the Insurer; 2.3.5 if agreed in writing by the Insurer and subject to the terms of any agreement made with HM Revenue and Customs for this purpose, collect and account to HM Revenue and Customs for Insurance Premium Tax; 2.3.6 receive notice of, negotiate, settle and pay claims on behalf of all Qualifying Insurers participating in the ARP, including the Insurer; 2.3.7 recover unpaid premiums and other sums owed by ARP Firms; 2.3.8 recover sums owed by Qualifying Insurers; 2.3.9 provide data to the Law Society relating to ARP Policies and ARP Firms; andand CFD-#9556431-v3CFD-#9506743-v15 14 2.3.10 do all things incidental to any of the above and generally to do all such other things as may be necessary or expedient from time to time to facilitate the operation of the ARP. 2.4 The Insurer further irrevocably appoints the ARP Manager as its agent to: 2.4.1 conduct any claim, advance defence costs and, if appropriate, compromise and pay any such claim in the normal course on behalf of each relevant Qualifying Insurer (including where applicable the Insurer in its own right or by virtue of its participation in the ARP), in accordance with clause 12.1.2; and 2.4.2 to commence, be a party to and be bound by the decision of an arbitration in accordance with clauses 12 and 13. 2.5 Where a Firm in Default makes an application to the ARP Manager to enter the ARP, the ARP Manager shall: 2.5.1 establish whether that Firm in Default is eligible or regarded under the Rules as being eligible to be insured through the ARP under the Rules or by virtue of any waiver of any provision of the Rules by the Law Society and, if so, issue one or more ARP Policies to that Firm in Default in accordance with the Rules or such waiver (as the case may be); and 2.5.2 (except where any such waiver has been granted) notify the Law Society, within 1 business day after the issuing of such ARP Policy/ies, of the identity of the Firm in Default, the fact that it has been or appears to have been carrying on business as a Firm in Default, and whether it has issued the Firm in Default with one or more ARP Policies. 2.6 Any ARP Policy issued in accordance with paragraph 2.5.1 shall be treated as incepting on the first day of the Indemnity Period to which it relates or, if later, the first day on which the Firm became a Firm in Default under the Rules, provided that an ARP Run-off Policy shall be treated as incepting on the date on which the Firm became a Run-off Firm. 2.7 Where the ARP Manager becomes aware of a Firm which is or appears to be a Firm in Default, but where: 2.7.1 the Firm has not made an application to enter the ARP in accordance with the Rules; or 2.7.2 the Firm has made an application to enter the ARP but is not eligible or regarded as being eligible under the Rules to enter the ARP (including by virtue of any waiver made under the Rules); or 2.7.3 the Firm has made an application to enter the ARP as a Run-off Firm and, in respect of any Indemnity Period immediately prior to the date on which the Firm ceased to practise, either paragraph 2.7.1 or 2.7.2 applies, the arrangements referred to in paragraph 2.8 shall apply. 2.8 The ARP Manager shall (and is hereby authorised to) agree on behalf of all Qualifying Insurers arrangements with the Law Society for the purpose of providing professional indemnity insurance in respect of Firms which do not obtain a policy as required under the Rules. These arrangements shall include provisions to ensure that: 2.8.1 insurance through one or more policies issued by the ARP Manager on behalf of all Qualifying Insurers is provided in respect of such Firms; 2.8.2 such insurance is in compliance with the Minimum Terms, subject to any variation that the ARP Manager and the Law Society may agree; and 2.8.3 premiums and other sums due under the terms of each such policy are recoverable from the relevant Firm.

ARP Manager. 2.1 The ARP shall be managed and administered by the ARP Manager. The Law Society may carry out such of the functions of the ARP Manager as it is permitted to by law, and may appoint one or more third parties to carry out some or all of the functions of the ARP Manager as set out in this Agreement or in the Rules on its behalf. Any third party so appointed may directly enforce any rights granted by or under this Agreement to the ARP Manager in accordance with the Contracts (Rights of Third Parties) Act 1999 Xxx 0000 for the purpose of giving full effect to such appointment. The consent of any such third party shall not be required in respect of any variation or termination of this Agreement. 2.2 The Insurer agrees that the ARP Manager may issue an ARP Policy incepting during the relevant Indemnity Period to a Firm where: 2.2.1 the Firm has applied to be insured through the ARP; or 2.2.2 the Firm is a Firm in Default; and 2.2.3 (in either case) the Firm is eligible or is to be regarded under the Rules as being eligible to be so insured; or 2.2.4 the Law Society has granted a waiver in accordance with the Rules from the requirement to meet some or all of those criteria. 2.3 The Insurer irrevocably appoints the ARP Manager as its agent to: 2.3.1 set the premium payable by each ARP Firm in accordance with the Rules; 2.3.2 bind the Insurer to the terms of the ARP Policies issued to each ARP Firm in accordance with its Percentage Participation; 2.3.3 calculate and adjust (in accordance with paragraphs 3.9 and 9.4) the Insurer’s Insurer‘s Initial Participation, Percentage Participation and Percentage Liability; 2.3.4 issue ARP Policies and related documentation to ARP Firms on behalf of all Qualifying Insurers participating in the ARP, including the Insurer; 2.3.5 if agreed in writing by the Insurer and subject to the terms of any agreement made with HM Revenue and Customs for this purpose, collect and account to HM Revenue and Customs for Insurance Premium Tax; 2.3.6 receive notice of, negotiate, settle and pay claims on behalf of all Qualifying Insurers participating in the ARP, including the Insurer; 2.3.7 recover unpaid premiums and other sums owed by ARP Firms; 2.3.8 recover sums owed by Qualifying Insurers; 2.3.9 provide data to the Law Society relating to ARP Policies and ARP Firms; and 2.3.10 do all things incidental to any of the above and generally to do all such other things as may be necessary or expedient from time to time to facilitate the operation of the ARP. 2.4 The Insurer further irrevocably appoints the ARP Manager as its agent to: 2.4.1 conduct any claim, advance defence costs and, if appropriate, compromise and pay any such claim in the normal course on behalf of each relevant Qualifying Insurer (including where applicable the Insurer in its own right or by virtue of its participation in the ARP), in accordance with clause 12.1.2; and 2.4.2 to commence, be a party to and be bound by the decision of an arbitration in accordance with clauses 12 and 13. 2.5 Where a Firm in Default makes an application to the ARP Manager to enter the ARP, the ARP Manager shall: 2.5.1 establish whether that Firm in Default is eligible or regarded under the Rules as being eligible to be insured through the ARP under the Rules or by virtue of any waiver of any provision of the Rules by the Law Society and, if so, issue one or more ARP Policies to that Firm in Default in accordance with the Rules or such waiver (as the case may be); and 2.5.2 (except where any such waiver has been granted) notify the Law Society, within 1 business day after the issuing of such ARP Policy/ies, of the identity of the Firm in Default, the fact that it has been or appears to have been carrying on business as a Firm in Default, and whether it has issued the Firm in Default with one or more ARP Policies. 2.6 Any ARP Policy issued in accordance with paragraph 2.5.1 shall be treated as incepting on the first day of the Indemnity Period to which it relates or, if later, the first day on which the Firm became a Firm in Default under the Rules, provided that an ARP Run-off Policy shall be treated as incepting on the date on which the Firm became a Run-off Firm. 2.7 Where the ARP Manager becomes aware of a Firm which is or appears to be a Firm in Default, but where: 2.7.1 the Firm has not made an application to enter the ARP in accordance with the Rules; or 2.7.2 the Firm has made an application to enter the ARP but is not eligible or regarded as being eligible under the Rules to enter the ARP (including by virtue of any waiver made under the Rules); or 2.7.3 the Firm has made an application to enter the ARP as a Run-off Firm and, in respect of any Indemnity Period immediately prior to the date on which the Firm ceased to practise, either paragraph 2.7.1 or 2.7.2 applies, the arrangements referred to in paragraph 2.8 shall apply. 2.8 The ARP Manager shall (and is hereby authorised to) agree on behalf of all Qualifying Insurers arrangements with the Law Society for the purpose of providing professional indemnity insurance in respect of Firms which do not obtain a policy as required under the Rules. These arrangements shall include provisions to ensure that: 2.8.1 insurance through one or more policies issued by the ARP Manager on behalf of all Qualifying Insurers is provided in respect of such Firms; 2.8.2 such insurance is in compliance with the Minimum Terms, subject to any variation that the ARP Manager and the Law Society may agree; and 2.8.3 premiums and other sums due under the terms of each such policy are recoverable from the relevant Firm.

ARP Manager. 2.1 The ARP shall be managed and administered by the ARP Manager. The Law Society may carry out such of the functions of the shall act as ARP Manager as Manager, provided that it is permitted to by law, and may appoint one or more third parties to carry out some or all of the functions of the ARP Manager as set out in this Agreement or in the Rules on its behalf. Any third party so appointed may directly enforce any rights granted by or under this Agreement to the ARP Manager in accordance with the Contracts (Rights of Third Parties) Act 1999 Xxx 0000 for the purpose of giving full effect to such appointment. The consent of any such third party shall not be required in respect of any variation or termination of this Agreement. 2.2 The Insurer agrees that the ARP Manager may issue an ARP Policy incepting during the relevant Indemnity Period to a Firm where: 2.2.1 the Firm has applied to be insured through the ARP; or 2.2.2 the Firm is a Firm in Default; and 2.2.3 (in either case) the Firm is eligible or is to be regarded under the Rules as being eligible to be so insured; or 2.2.4 the Law Society has granted a waiver in accordance with the Rules from the requirement to meet some or all of those criteria. 2.3 The Insurer irrevocably appoints the ARP Manager as its agent to: 2.3.1 set the premium payable by each ARP Firm in accordance with the Rules; 2.3.2 bind the Insurer to the terms of the ARP Policies issued to each ARP Firm in accordance with its Percentage Participation; 2.3.3 calculate and adjust (in accordance with paragraphs 3.9 3.8 and 9.4) the Insurer’s Initial Participation, Percentage Participation and Percentage Liability; 2.3.4 issue ARP Policies and related documentation to ARP Firms on behalf of all Qualifying Insurers participating in the ARP, including the Insurer; 2.3.5 if agreed in writing by the Insurer and subject to the terms of any agreement made with HM Revenue Customs and Customs Excise for this purpose, collect and account to HM Revenue Customs and Customs Excise for Insurance Premium Tax; 2.3.6 receive notice of, negotiate, settle and pay claims on behalf of all Qualifying Insurers participating in the ARP, including the Insurer; 2.3.7 recover unpaid premiums and other sums owed by ARP Firms; 2.3.8 recover sums owed by Qualifying Insurers; 2.3.9 provide data to the Law Society relating to ARP Policies and ARP Firms; and 2.3.10 2.3.8 do all things incidental to any of the above and generally to do all such other things as may be necessary or expedient from time to time to facilitate the operation of the ARP. 2.4 The Insurer further irrevocably appoints the ARP Manager as its agent to: 2.4.1 conduct any claim, advance defence costs and, if appropriate, compromise and pay any such claim in the normal course on behalf of each relevant Qualifying Insurer (including where applicable the Insurer in its own right or by virtue of its participation in the ARP), in accordance with clause 12.1.2; and 2.4.2 to commence, be a party to and be bound by the decision of an arbitration in accordance with clauses 12 and 13. 2.5 Where a Firm in Default makes an application to the ARP Manager to enter the ARP, the ARP Manager shall: 2.5.1 2.4.1 establish whether that Firm in Default is eligible or regarded under the Rules as being eligible to be insured through the ARP under the Rules or by virtue of any waiver of any provision of the Rules by the Law Society and, if so, issue one or more ARP Policies to that Firm in Default in accordance with the Rules or such waiver (as the case may be); and 2.5.2 2.4.2 (except where any such waiver has been granted) notify the Law Society, within 1 business day after the issuing of such ARP Policy/ies, of the identity of the Firm in Default, the fact that it has been or appears to have been carrying on business as a Firm in Default, and whether it has issued the Firm in Default with one or more ARP Policies. 2.6 2.5 Any ARP Policy issued in accordance with paragraph 2.5.1 2.4.1 shall be treated as incepting on the first day of the Indemnity Period to which it relates or, if later, the first day on which the Firm became a Firm in Default under the Rules, provided that an ARP Run-off Policy shall be treated as incepting on the date on which the Firm became a Run-off Firm. 2.7 2.6 Where the ARP Manager becomes aware of a Firm which is or appears to be a Firm in Default, but wherewhich either: 2.7.1 the Firm 2.6.1 has not made an application to enter the ARP in accordance with the Rules; or 2.7.2 the Firm 2.6.2 has made an application to enter the ARP but is not eligible or regarded as being eligible under the Rules to enter the ARP (including by virtue of any waiver made under the Rules); or 2.7.3 the Firm has made an application to enter the ARP as a Run-off Firm and, in respect of any Indemnity Period immediately prior to the date on which the Firm ceased to practise, either paragraph 2.7.1 or 2.7.2 applies, the arrangements referred to in paragraph 2.8 2.7 shall apply. 2.8 2.7 The ARP Manager shall (and is hereby authorised to) agree on behalf of all Qualifying Insurers arrangements with the Law Society for the purpose of providing professional indemnity insurance in respect of Firms which do not obtain a policy as required under the Rules. These arrangements shall include provisions to ensure that: 2.8.1 2.7.1 insurance through one or more policies issued by the ARP Manager on behalf of all Qualifying Insurers is provided in respect of such Firms; 2.8.2 2.7.2 such insurance is in compliance with the Minimum Terms, subject to any variation that the ARP Manager and the Law Society may agree; and 2.8.3 2.7.3 premiums and other sums due under the terms of each such policy are recoverable from the relevant Firm.