Common use of Our Consent Clause in Contracts

Our Consent. It is a condition precedent to Our liability that Our consent to incur Legal Expenses must be obtained in writing prior to You incurring any Legal Expenses. This consent will be given by Us if You can satisfy Us that: a) it is reasonable to incur Legal Expenses having regard to the proportionality between the remedy claimed and the Legal Expenses to be incurred and; b) where YOU are pursuing a claim, there are reasonable prospects of proving the other party’s legal liability and of recovering the damages claimed or other legal remedy sought; or c) where You are defending a claim, the other party does not have reasonable prospects of proving Your legal liability. If during the course of a Claim You cease to satisfy Us in respect of the applicable points a-c above, all future payments will cease in respect of Legal Expenses related to that Claim. The decision to grant or withhold Our consent will be made on receipt of the following information: • a fully completed claim form; and • the information and documentation We reasonably request; and • a legal opinion from the Appointed Representative as to the applicable points a-c above; and • any advice We may deem necessary to take. With Your agreement, We may provide assistance in settling disputes or legal proceedings, the costs of which will be covered under this Agreement subject to the payment of the Contribution and Retained Amount within the Limits of Our Liability. We may require You to obtain an opinion from Counsel at Your expense assessing the merits of the subject matter of the Claim and any legal action. If based upon this opinion We are satisfied in respect of the applicable points a-c above the Legal Expenses in obtaining that opinion will be paid by Us within the Limits of Our Liability. In granting Our consent We undertake to pay You subject to the terms and conditions of this Agreement and its Schedule but this consent does not imply that all Legal Expenses will be paid. In particular Legal Expenses for matters that go beyond the immediate scope of the Claim shall be deemed by Us to fall outside the services provided under this Agreement. We reserve the right to limit Our consent by time and/or financial amount of Legal Expenses and/or stage of proceedings to allow for a review of Our continued consent. If after Our prior written consent has been granted it is shown the Claim has not been brought within the terms and conditions of this Agreement and its Schedule, Our consent will be withdrawn and no Services under this Agreement shall be provided for this Claim. We shall be entitled to recover any Legal Expenses previously paid. If You elect to proceed with the pursuit or defence of a dispute or legal proceedings to which Our consent has not been granted because You have not satisfied applicable points a-c above, and if We consider, in our absolute discretion, that You have been successful in this pursuit or defence, We may pay the Legal Expenses incurred after Our consent had not been granted subject to the terms and conditions of this Agreement.

Our Consent. It is a condition precedent to Our Underwriters’ liability that Our Underwriters’ consent to incur Legal Expenses must be obtained in writing prior to You incurring any Legal Expenses. This consent will be given by Us Underwriters if You can satisfy Us that: a) it is reasonable to incur Legal Expenses having regard to the proportionality between the remedy claimed and the Legal Expenses to be incurred and; b) where YOU You are pursuing a claim, there are reasonable prospects of proving the other party’s legal liability and of recovering the damages claimed or other legal remedy sought; or c) where You are defending a claim, the other party does not have reasonable prospects of proving Your legal liability. ; If during the course of a Claim You cease to satisfy Us in respect of the applicable points a-c above, all future payments will cease in respect of Legal Expenses related to that Claim. The decision to grant or withhold Our consent will be made on receipt of the following information: • a fully completed claim insurance notification form; and • the information and documentation We reasonably request; and • a legal opinion from the Appointed Representative as to the applicable points a-c above; and • any advice We may deem necessary to take. With Your agreement, We may provide assistance in settling disputes or legal proceedings, the costs of which will be covered under this Agreement subject to the payment of the Contribution and Retained Amount within the Limits of Our Liability. We Underwriters may require You to obtain an opinion from Senior Counsel at Your expense assessing the merits of the subject matter of the Claim and any legal action. If based upon this opinion We Underwriters are satisfied in respect of the applicable points a-c above the Legal Expenses in obtaining that opinion will be paid by Us Underwriters within the Limits of Our Liability. In granting Our consent We Underwriters undertake to pay You subject to the terms and conditions of this Agreement Policy and its the Policy Schedule but this consent does not imply that all Legal Expenses will be paid. In particular particular, Legal Expenses for matters that go beyond the immediate scope of the Claim shall be deemed by Us Underwriters to fall outside the services insurance coverage provided under by this AgreementPolicy. We Underwriters reserve the right to limit Our consent by time and/or financial amount of Legal Expenses and/or stage of proceedings to allow for a review of Our Underwriters’ continued consent. If after Our Underwriters’ prior written consent has been granted it is shown the Claim has not been brought within the terms and conditions of this Agreement Policy and its the Policy Schedule, Our consent will be withdrawn and no Services insurance coverage under this Agreement Policy shall be provided for this Claim. We Underwriters shall be entitled to recover any Legal Expenses previously paid. If You elect to proceed with the pursuit or defence of a dispute or legal proceedings to which Our Underwriters’ consent has not been granted because You have not satisfied applicable points a-c above, and if We consider, in our absolute discretion, that You have been are successful in this pursuit or defence, We may Underwriters will pay the Legal Expenses incurred after Our Underwriters’ consent had not been granted subject to the terms and conditions of this AgreementPolicy. With Your agreement, Underwriters may provide assistance in settling disputes or legal proceedings, the costs of which will be covered under this Policy subject to the payment of the Excess and Co-insurance within the Limits of Our Liability.

Our Consent. It is a condition precedent to Our Underwriters liability that Our Underwriters’ consent to incur Legal Expenses must be obtained in writing prior to You incurring any Legal Expenses. This consent will be given by Us if You can satisfy Us that: a) it is reasonable to incur Legal Expenses having regard to the proportionality between the remedy claimed and the Legal Expenses to be incurred and; b) where YOU You are pursuing a claim, there are reasonable prospects of proving the other party’s legal liability and of recovering the damages claimed or other legal remedy sought; or c) where You are defending a claim, the other party does not have reasonable prospects of proving Your legal liability. If during the course of a Claim You cease to satisfy Us in respect of the applicable points a-c above, all future payments will cease in respect of Legal Expenses related to that Claim. The decision to grant or withhold Our consent will be made on receipt of the following information: • a fully completed insurance claim form; and • the information and documentation We reasonably request; and • a legal opinion from the Appointed Representative as to the applicable points a-c above; and • any advice We may deem necessary to take. With Your agreement, We may provide assistance in settling disputes or legal proceedings, the costs of which will be covered under this Agreement Policy subject to the payment of the Contribution Excess and Retained Amount Co-insurance within the Limits of Our Liability. We Underwriters may require You to obtain an opinion from Senior Counsel at Your expense assessing the merits of the subject matter of the Claim and any legal action. If based upon this opinion We Underwriters are satisfied in respect of the applicable points a-c above the Legal Expenses in obtaining that opinion will be paid by Us Underwriters within the Limits of Our Liability. In granting Our consent We Underwriters undertake to pay You subject to the terms and conditions of this Agreement Policy and its Policy Schedule but this consent does not imply that all Legal Expenses will be paid. In particular Legal Expenses for matters that go beyond the immediate scope of the Claim shall be deemed by Us Underwriters to fall outside the services insurance coverage provided under by this AgreementPolicy. We Underwriters reserve the right to limit Our consent by time and/or financial amount of Legal Expenses and/or stage of proceedings to allow for a review of Our Underwriters continued consent. If after Our Underwriters prior written consent has been granted it is shown the Claim has not been brought within the terms and conditions of this Agreement Policy and its Policy Schedule, Our consent will be withdrawn and no Services insurance coverage under this Agreement Policy shall be provided for this Claim. We Underwriters shall be entitled to recover any Legal Expenses previously paid. If You elect to proceed with the pursuit or defence of a dispute or legal proceedings to which Our Underwriters consent has not been granted because You have not satisfied applicable points a-c above, and if We consider, in our absolute discretion, that You have been are successful in this pursuit or defence, We may Underwriters will pay the Legal Expenses incurred after Our Underwriters consent had not been granted subject to the terms and conditions of this AgreementPolicy.

Our Consent. It is a condition precedent to Our liability that Our consent to incur Legal Expenses must be obtained in writing prior to You incurring any Legal Expenses. This consent will be given by Us if You can satisfy Us that: a) it is reasonable to incur Legal Expenses having regard to the proportionality between the remedy claimed and the Legal Expenses to be incurred and; b) where YOU You are pursuing a claim, there are reasonable prospects of proving the other party’s 's legal liability and of recovering the damages claimed or other legal remedy sought; or c) where You are defending a claim, the other party does not have reasonable prospects of proving Your legal liability; or d) in respect of a criminal prosecution and where You plead guilty there is a reasonable prospect of a significant mitigation of Your sentence or fine. If during the course of a Claim You cease to satisfy Us in respect of the applicable points a-c d above, all future payments will cease in respect of Legal Expenses related to that Claim. The decision to grant or withhold Our consent will be made on receipt of the following information: • a fully completed insurance claim form; and • the information and documentation We reasonably request; and • a legal opinion from the Appointed Representative as to the applicable points a-c d above; and • any advice We may deem necessary to take. With Your agreement, We may provide assistance in settling disputes or legal proceedings, the costs of which will be covered under this Agreement Policy subject to the payment of the Contribution Excess and Retained Amount Co-insurance within the Limits of Our Liability. We may require You to obtain an opinion from Senior Counsel at Your expense assessing the merits of the subject matter of the Claim and any legal action. If based upon this opinion We are satisfied in respect of the applicable points a-c d above the Legal Expenses in obtaining that opinion will be paid by Us within the Limits of Our Liability. In granting Our consent We undertake to pay You subject to the terms and conditions of this Agreement Policy and its Insurance Schedule but this consent does not imply that all Legal Expenses will be paid. In particular Legal Expenses for matters that go beyond the immediate scope of the Claim shall be deemed by Us to Usto fall outside the services insurance coverage provided under by this AgreementPolicy. We reserve the right to limit Our consent by time bytime and/or financial amount of Legal Expenses and/or stage of proceedings to allow for a review of Our continued consent. If after Our prior written consent has been granted it is shown the Claim has not been brought within the terms and conditions of this Agreement Policy and its Insurance Schedule, Our consent will be withdrawn and no Services insurance coverage under this Agreement Policy shall be provided for this Claim. We shall be entitled to recover any Legal Expenses previously paid. If You elect to proceed with the pursuit or defence of a dispute or legal proceedings to which Our consent has not been granted because You have not satisfied applicable points a-c d above, and if We consider, in our absolute discretion, that You have been ifYou are successful in this inthis pursuit or defence, We may will pay the Legal Expenses incurred after Our consent had not been granted subject to the terms and conditions of this AgreementPolicy.