Common use of Services to be provided by the Agent Clause in Contracts

Services to be provided by the Agent. The Agent shall carry out the Underwriting on behalf of the Corporate Member and the other members of the Managed Syndicate and in particular (but without limitation) shall: (a) determine the underwriting policy of the Managed Syndicate; (b) appoint and supervise the active underwriter or the run-off manager (as the case may be) of the Managed Syndicate and associated underwriting, claims, administrative and accounting staff (but so that the acts and omissions of the active underwriter or the run-off manager (as the case may be) and of such staff shall for all purposes of this Agreement be treated as acts and omissions of the Agent); (c) accept risks on behalf of the Managed Syndicate; (d) determine the policy of the Managed Syndicate in relation to reinsurance and, if the Agent considers that the Managed Syndicate should adopt a reinsurance programme, effect and manage the reinsurance programme of the Managed Syndicate; (e) settle and pay claims on behalf of the Managed Syndicate; (f) subject to clause 9.4 and the proviso to clause 5, determine the premium for, and effect, the reinsurance to close for the Managed Syndicate in respect of each year of account; (g) perform its functions under the Premiums Trust Deed or Deeds and any Overseas Direction or Special Trust Direction applicable in respect of the Underwriting or other trust fund required or permitted to be maintained by the Corporate Member in connection with the Underwriting including (without limitation) the appointment of any Managing Agent’s Trustees; (h) manage the investment of the monies and other assets held on behalf of the Corporate Member by or under the control of any Managing Agent’s Trustees or any trustees of any Overseas Direction or Special Trust Direction or other trust fund required or permitted to be maintained by the Corporate Member in connection with the Underwriting and subject to the direction of the Agent; (i) [this paragraph is intentionally left blank] (j) direct the Managing Agent’s Trustees or other relevant trustees to pay the profits of the Underwriting to the Regulating Trustee or to hold them subject to the direction of the Regulating Trustee, as the case may be, in accordance with clause 9.3; (k) appoint auditors for the Managed Syndicate in accordance with the requirements of the Council; (l) prepare and send to the Corporate Member and to Lloyd’s such annual reports, personal accounts and other reports and documents in respect of the Managed Syndicate as are for the time being required by the Council to be so prepared and sent; (m) take such action as is required of, or appropriate for, a managing agent in advising or assisting the Corporate Member as to compliance, or itself complying on behalf of the Corporate Member, with all laws, byelaws, regulations, rules, codes of practice, conditions and requirements applicable to the Corporate Member in connection with the Underwriting and in particular (but without limitation) the Agent shall, so far as lies within its control and is appropriate for a managing agent, ensure the completion, execution and timely submission to Lloyd’s and to other competent authorities of all deeds, agreements, schedules, returns and other documents required to be so submitted in connection with the Underwriting; (n) comply with the requirements for the time being of the Council in relation to the preparation and filing of syndicate constitutions in relation to the Managed Syndicate;

Services to be provided by the Agent. The Agent shall carry out the Underwriting on behalf of the Corporate Member and the other members of the Managed Syndicate and in particular (but without limitation) shall: (a) determine the underwriting policy of the Managed Syndicate; (b) appoint and supervise the active underwriter or the run-off manager (as the case may be) of the Managed Syndicate and associated underwriting, claims, administrative and accounting staff (but so that the acts and omissions of the active underwriter or the run-off manager (as the case may be) and of such staff shall for all purposes of this Agreement be treated as acts and omissions of the Agent); (c) accept risks on behalf of the Managed Syndicate; (d) determine the policy of the Managed Syndicate in relation to reinsurance and, if the Agent considers that the Managed Syndicate should adopt a reinsurance programme, effect and manage the reinsurance programme of the Managed Syndicate; (e) settle and pay claims on behalf of the Managed Syndicate; (f) subject to clause 9.4 and the proviso to paragraph (da) of clause 5, determine the premium for, and effect, the reinsurance to close for the Managed Syndicate in respect of each year of account; (g) perform its functions under the Premiums Trust Deed or Deeds and any Overseas Direction or Special Trust Direction applicable in respect of the Underwriting or other trust fund required or permitted to be maintained by the Corporate Member in connection with the Underwriting including (without limitation) the appointment of any Managing Agent’s Trustees; (h) manage the investment of the monies and other assets held on behalf of the Corporate Member by or under the control of any Managing Agent’s Trustees or any trustees of any Overseas Direction or Special Trust Direction or other trust fund required or permitted to be maintained by the Corporate Member in connection with the Underwriting and subject to the direction of the Agent; (i) [this paragraph is intentionally left blank] (j) direct the Managing Agent’s Trustees or other relevant trustees to pay the profits of the Underwriting to the Regulating Trustee or to hold them subject to the direction of the Regulating Trustee, as the case may be, in accordance with clause 9.3; (k) appoint auditors for the Managed Syndicate in accordance with the requirements of the Council; (l) prepare and send to the Corporate Member and to Lloyd’s such annual reports, personal accounts and other reports and documents in respect of the Managed Syndicate as are for the time being required by the Council to be so prepared and sent; (m) take such action as is required of, or appropriate for, a managing agent in advising or assisting the Corporate Member as to compliance, or itself complying on behalf of the Corporate Member, with all laws, byelaws, regulations, rules, codes of practice, conditions and requirements applicable to the Corporate Member in connection with the Underwriting and in particular (but without limitation) the Agent shall, so far as lies within its control and is appropriate for a managing agent, ensure the completion, execution and timely submission to Lloyd’s and to other competent authorities of all deeds, agreements, schedules, returns and other documents required to be so submitted in connection with the Underwriting; (n) comply with the requirements for the time being of the Council in relation to the preparation and filing of syndicate constitutions in relation to the Managed Syndicate;

Services to be provided by the Agent. The Agent shall carry out the Underwriting on behalf of the Corporate Member Name and the other members of the Managed Syndicate and in particular (but without limitation) shall:: Underwriting (a) determine the underwriting policy of the Managed Syndicate; (b) appoint and supervise the active underwriter or the run-off manager (as the case may be) of the Managed Syndicate and associated underwriting, claims, administrative and accounting staff (but so that the acts and omissions of the active underwriter or the run-off manager (as the case may be) and of such staff shall for all purposes of this Agreement be treated as acts and omissions of the Agent); (c) accept risks on behalf of the Managed Syndicate; (d) determine the policy of the Managed Syndicate in relation to reinsurance and, if the Agent considers that the Managed Syndicate should adopt a reinsurance programme, effect and manage the reinsurance programme of the Managed Syndicate; (e) settle and pay claims on behalf of the Managed Syndicate; (f) subject to clause clauses 9.4 and the proviso 9.5 and to paragraph (da) of clause 5, 5 determine the premium for, and effect, the reinsurance to close for the Managed Syndicate in respect of each year of account;; Premiums Trust Fund (g) perform its functions under the Premiums Trust Deed or Deeds and any Overseas Direction or Special Trust Direction applicable in respect of the Underwriting or other trust fund required or permitted to be maintained by the Corporate Member Name in connection with the Underwriting including (without limitation) the appointment of any Managing Agent’s Trustees; (h) manage the investment of the monies and other assets held on behalf of the Corporate Member Name by or under the control of any Managing Agent’s Trustees or any trustees of any Overseas Direction or Special Trust Direction or other trust fund required or permitted to be maintained by the Corporate Member Name in connection with the Underwriting and subject to the direction of the Agent; (i) [this paragraph (if the Managed Syndicate is intentionally left blank]not a Direct Syndicate) direct the Managing Agent’s Trustees, subject to any applicable requirements of the Council, from time to time to pay to the Name’s Members’ Agent such sums in respect or on account of the remuneration payable by the Name to the Name’s Members’ Agent as are specified in , or ascertained in accordance with formulae specified in the Agents’ Syndicate List; (j) direct the Managing Agent’s Trustees or other relevant trustees to pay the profits of the Underwriting to the Regulating Trustee or to hold them subject to the direction of the Regulating Trustee, as the case may be, Trustee in accordance with clause 9.3;; Accounts and audit (k) appoint auditors for the Managed Syndicate in accordance with the requirements of the Council; (l) prepare and send to the Corporate Member Name’s Members’ Agent or (in the case of a Direct Syndicate) to the Name and to Lloyd’s such annual reports, personal accounts and other reports and documents in respect of the Managed Syndicate as are for the time being required by the Council to be so prepared and sent;; Regulation (m) take such action as is required of, or appropriate for, a managing agent in advising or assisting the Corporate Member Name as to compliance, or itself complying on behalf of the Corporate MemberName, with all laws, byelaws, regulations, rules, codes of practice, conditions and requirements applicable to the Corporate Member Name in connection with the Underwriting and in particular (but without limitation) the Agent shall, so far as lies within its control and is appropriate for a managing agent, ensure the completion, execution and timely submission to Lloyd’s and to other competent authorities of all deeds, agreements, schedules, returns and other documents required to be so submitted in connection with the Underwriting; (n) comply with the requirements for the time being of the Council in relation to the preparation and filing of syndicate constitutions in relation to the Managed Syndicate;; Taxation (o) carry out in relation to taxation matters connected with the Underwriting such functions as are required by the Tax Acts (as defined in section 831 of the Income and Corporation Taxes Act 1988), the Taxation of Chargeable Gains Xxx 0000 and the Taxes Management Act 1970 and any regulations made under any of those Acts or are otherwise appropriate for a managing agent and use its reasonable endeavours to ensure compliance by the Name with any law or regulation of any foreign jurisdiction relating to taxation and applicable to the Underwriting, including by exercising any power the Agent may have under any Premiums Trust Deed, Overseas Direction or Special Trust Direction to direct payment of amounts due in respect of or in connection with such taxation; and Run-off (p) run off the business of the Managed Syndicate in respect of any year of account until such time as the liabilities arising out of that business are covered by reinsurance to close.

Services to be provided by the Agent. The Agent shall carry out the Underwriting on behalf of the Corporate Member Name and the other members of the Managed Syndicate and in particular (but without limitation) shall:: Underwriting (a) determine the underwriting policy of the Managed Syndicate; (b) appoint and supervise the active underwriter or the run-off manager (as the case may be) of the Managed Syndicate and associated underwriting, claims, administrative and accounting staff (but so that the acts and omissions of the active underwriter or the run-off manager (as the case may be) and of such staff shall for all purposes of this Agreement be treated as acts and omissions of the Agent); (c) accept risks on behalf of the Managed Syndicate; (d) determine the policy of the Managed Syndicate in relation to reinsurance and, if the Agent considers that the Managed Syndicate should adopt a reinsurance programme, effect and manage the reinsurance programme of the Managed Syndicate; (e) settle and pay claims on behalf of the Managed Syndicate; (f) subject to clause clauses 9.4 and the proviso 9.5 and to paragraph (da) of clause 5, 5 determine the premium for, and effect, the reinsurance to close for the Managed Syndicate in respect of each year of account;; Premiums Trust Fund (g) perform its functions under the Premiums Trust Deed or Deeds and any Overseas Direction or Special Trust Direction applicable in respect of the Underwriting or other trust fund required or permitted to be maintained by the Corporate Member Name in connection with the Underwriting including (without limitation) the appointment of any Managing Agent’s Trustees; (h) manage the investment of the monies and other assets held on behalf of the Corporate Member Name by or under the control of any Managing Agent’s Trustees or any trustees of any Overseas Direction or Special Trust Direction or other trust fund required or permitted to be maintained by the Corporate Member Name in connection with the Underwriting and subject to the direction of the Agent; (i) [this paragraph (if the Managed Syndicate is intentionally left blank]not a Direct Syndicate) direct the Managing Agent’s Trustees, subject to any applicable requirements of the Council, from time to time to pay to the Name’s Members’ Agent such sums in respect or on account of the remuneration payable by the Name to the Name’s Members’ Agent as are specified in , or ascertained in accordance with formulae specified in the Agents’ Syndicate List; (j) direct the Managing Agent’s Trustees or other relevant trustees to pay the profits of the Underwriting to the Regulating Trustee or to hold them subject to the direction of the Regulating Trustee, as the case may be, Trustee in accordance with clause 9.3;; Accounts and audit (k) appoint auditors for the Managed Syndicate in accordance with the requirements of the Council; (l) prepare and send to the Corporate Member Name’s Members’ Agent or (in the case of a Direct Syndicate) to the Name and to Lloyd’s such annual reports, personal accounts and other reports and documents in respect of the Managed Syndicate as are for the time being required by the Council to be so prepared and sent;; Regulation (m) take such action as is required of, or appropriate for, a managing agent in advising or assisting the Corporate Member Name as to compliance, or itself complying on behalf of the Corporate MemberName, with all laws, byelaws, regulations, rules, codes of practice, conditions and requirements applicable to the Corporate Member Name in connection with the Underwriting and in particular (but without limitation) the Agent shall, so far as lies within its control and is appropriate for a managing agent, ensure the completion, execution and timely submission to Lloyd’s and to other competent authorities of all deeds, agreements, schedules, returns and other documents required to be so submitted in connection with the Underwriting; (n) comply with the requirements for the time being of the Council in relation to the preparation and filing of syndicate constitutions in relation to the Managed Syndicate;; Taxation (o) carry out in relation to taxation matters connected with the Underwriting such functions as are required by the Tax Acts (as defined in section 831 of the Income and Corporation Taxes Act 1988), the Taxation of Chargeable Gains Act 1992 and the Taxes Management Act 1970 and any regulations made under any of those Acts or are otherwise appropriate for a managing agent and use its reasonable endeavours to ensure compliance by the Name with any law or regulation of any foreign jurisdiction relating to taxation and applicable to the Underwriting, including by exercising any power the Agent may have under any Premiums Trust Deed, Overseas Direction or Special Trust Direction to direct payment of amounts due in respect of or in connection with such taxation; and Run-off (p) run off the business of the Managed Syndicate in respect of any year of account until such time as the liabilities arising out of that business are covered by reinsurance to close.