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ARGOGLOBAL PROFESSIONAL LIABILITY INSURANCE SCHEDULE NOTICE: THIS IS A CLAIMS MADE POLICY WHICH APPLIES ONLY TO CLAIMS FOR WRONGFUL ACTS FIRST MADE AGAINST THE INSUREDS DURING THE POLICY PERIOD OR, IF APPLICABLE, THE EXTENDED REPORTING PERIOD. THE LIMIT OF LIABILITY AVAILABLE TO PAY DAMAGES OR SETTLEMENTS WILL BE REDUCED, AND MAY BE EXHAUSTED, BY THE PAYMENT OF DEFENCE COSTS. DEFENCE COSTS WILL BE APPLIED AGAINST THE RETENTION. THE INSURER HAS NO DUTY UNDER THE POLICY TO DEFEND ANY INSURED. Argo_PI_en_06/2015 Policy Number: ARGP00000934 POLICYHOLDER: Järelpinge Inseneribüroo OÜ PRINCIPAL ADDRESS: Liivaoja 6-ÄP1, 10115 Tallinn, Estonia BUSINESS SERVICES: Constructional engineering and consulting SUM INSURED: EUR 1.000.000 DEDUCTIBLE: EUR 10.000 TERRITORIAL LIMITS: Worldwide excluding the United States of America and Canada PREMIUM: EUR 5.000 CONDITIONS: As per attached wording RETROACTIVE DATE: 14.12.2013 PERIOD OF INSURANCE: From: 14.12.2019; 00:00h To: 14.12.2020; 00:00h Local Standard Time at the Principal Address of the Insured stated above EXTENDED REPORTING PERIOD: 60 months CONTINUITY DATE: 14.12.2015 ENDORSEMENTS: none ArgoGlobal SE T +356 20106453 ArgoGlobal SE is authorised by the Malta Dragonara Road, Aragon House Financial Services Authority to carry on St. Julian’s, STJ 3140 General Insurance Business under the Malta www.argoglobalse.com Insurance Business Act, 1998; Reg.-N.: SE 2  For the Policyholder: For the Insurer: For confirmation of the agreement on and execution of this Policy based on the Schedule signed below and on the General Terms and Conditions attached hereto, which were sent to and received by the Policyholder: Stamp and signature of the Legal Stamp and signature of the Legal representative of the Policyholder representative of the Insurer On _______________ On 10/12/2019 At _______________ At St. Julian’s, Malta Argo_PI_en_06/2015  Contents 1 Our agreement in general 2 2 Insured section – 3 Professional Cover Liability 3 General exclusions 6 4 Duties in the event of a claim or 11 potential claim 5 General terms and conditions 14 6 General definitions and 19 interpretation 7 Complaints 26 ArgoGlobal SE T +356 20106453 ArgoGlobal SE is authorised by the Malta Dragonara Road, Aragon House Financial Services Authority to carry on St. Julian’s, STJ 3140 General Insurance Business under the Malta www.argoglobalse.com Insurance Business Act, 1998; Reg.-N.: SE 2 1 Our agreement in general 1.1 Parties to this agreement This policy is between the insured and the insurer as declared in the schedule. This document, together with its schedule and any attached endorsements is the policy which sets out this insurance. It is a legal contract so please read all of it carefully. 1.2 Words in bold Words in bold typeface used in this policy document, other than in the headings, have specific meanings attached to them as set out in the General definitions and interpretation section of this document. 1.3 Policy structure 1.3.1 The insured sections set out the scope of main coverage and the circumstances in which the insurer’s liability to the insured is limited or may be excluded. Further, each insured section sets out other terms and conditions. The cover by each insured section is only operative if stated as ‘insured’ in the schedule. Where any schedule heading or sub-heading states ‘n/a’, ‘not applicable’ or ‘not insured’ then no cover applies for that item. 1.3.2 The exclusions set out limitations that apply. 1.3.3 The following general terms apply to all insured sections, clauses and endorsements: a) claims handling terms and conditions; b) general terms and conditions; c) general definitions; d) complaints. 1.4 Period of insurance and premium 1.4.1 The policy will provide insurance as described herein for the period of insurance provided the premium and other charges are paid to and accepted by the insurer on or before the payment date shown in the schedule. Taxes, levies and other relevant fiscal charges are payable in addition to the premium. 1.4.2 The premium is deemed paid and accepted on receipt by the insurer or the broker appointed to place this insurance with the insurer. 1.4.3 If any premium (including a premium installment) is not paid and accepted by the insurer on or before its payment date shown in the schedule, the insurer can give written notice to the insured at its address shown on the schedule, cancelling the policy with effect from the seventh (7th) day after the notice has been served but that cancellation will be prevented from taking effect and the policy will continue if the late premium installment and any other remaining premium installments are paid and accepted before the Page 2 of 26 Argo_PI_en_06/2015 cancellation takes effect. Without prejudice to other forms of service, notice of cancellation is deemed to be served on the third (3rd) day after being posted if sent by pre-paid letter post properly addressed. 2. Insured section - Professional Liability Cover 2.1 Professional liability cover The insurer agrees to indemnify the insured and pay compensatory damages, including any related injunction or restraining order costs and claimant costs recoverable from the insured, from any claim first made against the insured and arising out of the insured’s performance of business services and multimedia activities, during the period of insurance, and where the claim arises out of any actual or alleged: a) breach of contract; b) failure to protect against unauthorized access to, unauthorized use of, a denial of service attack against, or transmission, corrupting or harmful software code to, information and communication assets; c) transmission of a computer virus; d) form of defamation or other tort related to disparagement of character, reputation or feelings of any person or organization, including libel, slander, product disparagement, trade libel, infliction of emotional distress, malicious falsehood, outrage or outrageous conduct, breach of comparative advertising regulations, failure to attribute authorship or provide credit under any agreement to which the insured is a party; e) any form of invasion, infringement or interference with rights of privacy or publicity, including false light, public disclosure of private facts, intrusion, breach of confidence and commercial appropriation of name or likeness; f) misuse of any information which is either confidential or subject to statutory restrictions on its use and for the loss, damage, distortion, erasure or destruction of any documents, digitised data, microcode or information stored in written, machine- readable or any other form; g) infringement of intellectual property rights including but not limited to copyright, design (including in respect of semiconductor topographies), title, slogan, trade secret, trademark, trade name, trade dress, service mark, service name or domain name, breach of moral rights, passing off, plagiarism, piracy or misappropriation of ideas under implied contract, including a breach of a hold harmless or indemnity agreement specified in a written contract for the supply of technology products, technology services or matter; h) breach of professional duty, negligent act, negligent error, negligent omission, negligent misstatement or negligent misrepresentation; i) civil liability not included above. Page 3 of 26 Argo_PI_en_06/2015 2.2 Additional professional liability costs and expenses 2.2.1 Court attendance compensation The insurer will pay compensation to the insured, with the prior written consent (such consent not to be unreasonably withheld) of the insurer, in the event that the legal advisers acting on behalf of the insured require any insured, any employee or any other relevant party (not including expert witnesses), to attend court or any arbitration or adjudication hearing as a witness of fact in connection with a claim made against the insured for which cover is afforded under this policy, at the following rates for each day or part thereof on which attendance is required: a) any principal partner, member or director of the insured EUR 1.000; b) any employee EUR 500; c) other relevant party up to EUR 500. 2.2.2 Defence costs Following any event which is or may be the subject of indemnity under this insured section the insurer agrees to indemnify the insured for defence costs, incurred with the written consent of the insurer provided that if the limit of indemnity under clause 2.1 is exhausted by the payment or settlement of any claim or loss the insurer’s liability to pay defence costs in respect of that claim or loss shall be limited to such proportion of those defence costs as the limit of indemnity available for payment or settlement of that claim or loss bears to the total payment (including where applicable claimants' costs) required to dispose of that claim or loss. 2.3 Professional liability cover - extensions 2.3.1 Acquisitions and creations a) Where the insured creates or acquires a company or companies subsequent to inception and the turnover relating to all such created or acquired companies does not exceed ten percent (10%) of the estimated turnover of the companies covered under this policy at inception (less the turnover for companies sold during the period of insurance), then this policy shall include as an insured any such company created or acquired automatically from the date of creation or acquisition without additional premium provided that: i) the business services carried out by such company is similar to that of the insured; and ii) prior to the acquisition the acquired company’s directors or officers shall not have notified or be aware of any professional liability claims or circumstances; and iii) the retroactive date applicable to the business services of the new entity is deemed to be the date of acquisition; iv) the insured controls the composition of the board of directors; or v) the insured controls more than half the voting power at a general meeting of shareholders; or Page 4 of 26 Argo_PI_en_06/2015 vi) the insured holds more than half of the issued share capital (regardless of class of share). b) Where the insured creates or acquires a company or companies subsequent to inception and the turnover relating to all such created or acquired companies exceeds ten percent (10%) of the estimated turnover of the companies covered under this policy at inception (less the turnover for companies sold during the period of insurance), then this policy shall include as an insured any such company created or acquired automatically from the date of creation or acquisition provided that: vii) the terms stated in clause 2.3.1 a) i), to vi) above also apply to such created or acquired companies; viii) the insured notifies the insurer as soon as is reasonably practicable of the creation or acquisition; ix) the insured accepts the revised premium and or terms applying to each and every such creation and or acquisition; x) all insurance in respect of such created or acquired entities will terminate thirty (30) days following creation or acquisition if terms cannot be agreed between the insured and the insurer. 2.3.2 Dishonesty of employees The insurer will indemnify the insured, up to the sub-limit of EUR 100.000 against all sums which the insured shall become legally liable to pay as a result of any claim against the insured during the period of insurance when alleged in conjunction with a claim covered under the insured section arising directly or indirectly from any dishonest, fraudulent, malicious or criminal act or omission of any of the insured’s employees excluding partners, directors or principals, but the insurance by this policy excludes any indemnity to the insured’s employee committing or colluding in the dishonest act, fraud, malicious or illegal act or omission. 2.3.3 Public relations and crisis management services Following a claim under this insured section, the insurer will pay all reasonable costs which the insured incurs with the insurers written consent for a public relations and/or crisis management consultant to avert or mitigate any material damage to any of the insured’s brands and business operations; provided that: a) the insurer’s maximum liability not exceed the sub-limit of indemnity stated in the schedule which amount is the maximum payable any one claim and in the aggregate during the period of insurance; b) the public relations and/or crisis management consultants shall be chosen by the insurer who shall take into account the nature of the claim or loss and the cost and quality of the services that they can deliver, unless the insured has reasonable cause to request a different public relations consultancy and the insurer and insured mutually agree upon such a company. Insurer’s total aggregate liability under this Cover Extension shall not exceed the Sub-Limit of EUR 50.000, such amount being part of and not in addition to the Limit of Liability. 2.3.4 Supplementary extended reporting period Page 5 of 26 Argo_PI_en_06/2015 Supplementary extended reporting periods are available for periods of one (1) year, two (2) years or three (3) years subject to the following conditions and providing the insured pays the additional premium. The insurer undertakes to offer cover on request and at a premium not exceeding: Extended reporting period % of Annual Premium • 1 Year: 100% • 2 Years: 125% • 3 Years: 150% Conditions: The supplementary extended reporting period is not available: a) if this policy is cancelled by the insurer or the insurer fails to offer renewal because of the insured’s failure to pay the premium of comply with section 4 of the policy; b) for claims arising from the performance of business services taking place after the effective date of such cancellation or failure to offer renewal by the insurer c) where the insured purchases another claims made insurance policy covering negligent acts, errors or omission with a retroactive date later than that on the policy d) before the basic extended reporting period, set forth in clause 4.1.2, ends; e) where the insured does not give the insurer a written request and pay the additional premium for the supplemental extended reporting period within thirty (30) days after the end of the period of insurance. The entire premium for the supplemental extended reporting period shall be deemed fully earned and non- refundable at the commencement of the supplemental extended reporting period. 3. General exclusions This insured section excludes and does not cover: 3.1.1 Aircraft, watercraft, vehicles or buildings any claim, liability, loss or defence costs arising directly or indirectly from: a) the ownership, possession or use by or on behalf of the insured of any aircraft, watercraft or mechanically propelled vehicle; b) the ownership or possession by or on behalf of the insured of any buildings, structures, premises, land or property (mobile or immobile) or that part of any building leased, occupied or rented by the insured. 3.1.2 Asbestos any claim, alleged claim, liability, loss or defence costs directly or indirectly arising out of resulting from or in consequence of or in any way involving asbestos or any materials containing asbestos in whatever form or quantity. Page 6 of 26 Argo_PI_en_06/2015 3.1.3 Associated company any claim, liability, loss or defence costs brought or maintained by or on behalf of: a) any insured or any parent of the insured or any subsidiary; or b) any firm, partnership or entity in which the insured or any director or partner of the insured has a financial or executive interest; provided that this exclusion shall not apply to such claims originating from an independent third party. 3.1.4 Bodily injury and property damage any Claim arising out of: a) any liability for death, Bodily Injury, disease or sickness sustained by any person and/or b) for any loss of or damage to property other than in connection with Professional Services which have been or are being performed, undertaken or provided by or on behalf of the Insured. c) Property damage to any property that is owned, leased to, rented by or otherwise in the care, custody or control of the Insured. This Exclusion shall not apply to Defence Costs up to the Sub-Limit of EUR 100.000. 3.1.5 Deliberate or reckless acts any claim, liability, loss or defence costs directly or indirectly arising out of any deliberate or reckless acts committed by the insured. 3.1.6 Existing claims or circumstance any claim: a) made, threatened or intimated against the insured prior to the period of insurance; b) directly or indirectly arising out of, or in any way involving any fact or circumstance: i) of which written notice has been given under any previous policy (whether insured by the insurer or not); or ii) of which the insured first became aware prior to the period of insurance and which the insured knew or ought reasonably to have known had the potential to give rise to a claim or loss. 3.1.7 Excess the amount of the excess stated in the schedule. 3.1.9 Fines, penalties, liquidated damages, punitive, multiple or exemplary damages a) any fines or penalties; Page 7 of 26 Argo_PI_en_06/2015 b) any liquidated damages not arising as part of a claim for breach of contract under the insured section and that at the time they were set in the contract were an unfair and unreasonable estimate of damages that could be recovered against the insured had such liquidated damage provisions not been set in the contract and the claim had been made at common law; c) any punitive, multiple or exemplary damages where such have been identified separately within any award of any court or tribunal unless the law permits the insurer to pay them. 3.1.10 Gaming, gambling or lotteries any claim, liability, loss or defence costs arising out of the use or provision of any gaming, gambling or lotteries unless a claim arises directly from business services. 3.1.11 Inherent and known defects any claim, liability, loss or defence costs arising directly or indirectly from: a) any inherent defect in any technology products which are supplied by or originate from a third party but this exclusion does not apply to any amount the insured can satisfy the insurer that they are legally able to recover under a written contract with a third party; b) technology products or technology services known by the insured to be deficient, ineffective or incapable of substantially fulfilling the essential purpose for which it is intended or to perform as specified, warranted (whether express or implied), or guaranteed. 3.1.12 Insolvency of the insured any claim, liability, loss or defence costs arising out of or relating directly or indirectly to an insolvency event. 3.1.13 Legislation and regulation any claim, liability, loss or defence costs arising out of the insureds breach of any taxation, competition, restraint of trade or anti-trust legislation or regulation including but not limited to: a) the Employment Retirement Income Security Act 1974 and any amendment thereto, or any rules or regulations promulgated thereunder; b) any actual or alleged violations of the Racketeer Influenced and Corrupt Organisation Act 18 USC Sections 1961 et seq and any amendments thereto, or any rules or regulations promulgated thereunder; c) any actual or alleged violation of any of the provisions of the Securities Act of 1933, the Securities Exchange Act 1934 or any similar Federal or State law or any common law relating thereto. 3.1.14 Liability arising out of employment arising from the liability to any employee, former employee or prospective employee in respect of employment-related libel, slander, humiliation or defamation, unfair or wrongful dismissal, repudiation or Page 8 of 26 Argo_PI_en_06/2015 breach of any employment contract or arrangement, termination of a training contract or contract of apprenticeship, harassment, discrimination or like conduct. 3.1.15 Management liability any claim, liability, loss or defence costs caused by or arising from any personal liability incurred by a director or officer of the insured when: a) acting in that capacity or managing the insured's business; or b) in breach of their fiduciary duty, other than when performing a business activity for a client; or c) making or issuing any statement, representation or information concerning the insured and the business services contained in any accounts, reports or financial statements. 3.1.16 Nuclear risks a) loss or destruction of or damage to any property whatsoever or any loss or expense whatsoever resulting or arising therefrom or any consequential loss; b) any legal liability of whatsoever nature; c) any sum which the insured becomes legally liable to pay or any loss or expense; directly or indirectly caused by or contributed to by or arising from or, in the case of (c) above, attributable to: i) ionising radiations or contamination by radioactivity from any nuclear fuel or from any nuclear waste from the combustion of nuclear fuel; ii) the radioactive, toxic, explosive or other hazardous properties of any explosive nuclear assembly or nuclear component thereof. 3.1.17 Other insurance where the insured is entitled to indemnity under any other policy except in respect of any excess beyond the amount which would have been payable under such policy had this policy not been effected. 3.1.18 Patent any claim, liability, loss or defence costs arising out of the infringement of any patent. 3.1.19 Pension, benefit, trust fund management any claim, liability, loss or defence costs arising from the insureds operation or administration of any pension or employee benefit scheme or trust fund, or the sale or purchase of or dealing in any stocks, shares or securities or the misuse of any information relating to them, or the insureds breach of any legalisation or regulation related to these activities. 3.1.20 Pollution any claim, liability, loss or defence costs for: Page 9 of 26 Argo_PI_en_06/2015 a) bodily injury, sickness, disease or death or loss, damage or loss of use of property directly or indirectly caused by seepage, pollution or contamination; and/or b) the cost of removing nullifying or cleaning-up seeping, polluting or contaminating substances. 3.1.21 Product recall and product liability any claim, liability, loss or defence costs arising directly or indirectly out of or in any way involving: a) the withdrawal, inspection, repair, modification or replacement of any technology products or of any property of which such technology products form a part; however, this exclusion will not apply to any portion of a judgement requiring the insured to pay compensatory damages following a breach of contract; b) goods or products sold, supplied, repaired, altered, treated, manufactured, installed or maintained by the insured other than technology products or technology services. 3.1.22 Retroactive date any claim, liability, loss or defence costs arising from any act committed, or alleged to have been committed, prior to the retroactive date. 3.1.23 Self-replicating computer virus any claim, loss, liability, expenses, costs or defence costs directly or indirectly arising from any computer virus which indiscriminately replicates itself and automatically disseminates on a global or national scale and/or was not specifically targeted at information and communication assets. 3.1.24 Trading loss and liabilities any claim, loss, liability, expenses, costs or defence costs arising directly or indirectly from: a) the insured’s lost profit, mark-up or liability for VAT or its equivalent; b) the insured’s trading loss or trading liability including those arising from the loss of any client, account or business; c) the insured’s decision to notify individuals or procure credit monitoring services following any form of data breach. 3.1.25 Utility provider any claim, liability, loss or defence costs arising out of the failure of the service provided by an internet service or telecommunications provider or other utility provider except when such services are included in business services. 3.1.26 War and terrorism Page 10 of 26 Argo_PI_en_06/2015 any claim, loss, liability, expenses, costs or defence costs of whatsoever nature directly or indirectly caused by, resulting from or in connection with war or terrorism regardless of any other cause or event contributing concurrently or in any other sequence to the claim. This exclusion also excludes any claim, liability costs, defence costs or expense of whatsoever nature directly or indirectly caused by, resulting from or in connection with any action taken in controlling, preventing, suppressing or in any way relating to any of the above. 4. Duties in the event of a claim or potential claim Except for clause 4.1.1 b) the due observance and fulfilment of the provisions of ‘claim notification, insured’s duties and claim procedure’ are a condition precedent to the insurer’s liability for any claim under this policy. The Observance clause sets out the consequences of a failure to comply with conditions precedent or policy provisions such as the said clauses. 4.1 Claim notification 4.1.1 The insured will give notice in writing or by an agreed electronic medium, to the insurer: a) as soon as reasonably practical of any claim, but in any event not later than thirty (30) days from receipt of any claim or any notice of an intention to make a claim; b) as soon as reasonably practical of any circumstance, but in any event before expiry of the period of insurance; with full particulars thereof. Provided always that such written notice is given to the insurer during the same period of insurance or (if the insured does not renew this insurance with the insurer) within thirty (30) days after its expiry. 4.1.2 Any such claim or loss and any subsequent claim arising out of circumstances notified under 4.1.1 shall in each case be deemed to have been made during the period of insurance which expired immediately prior to the commencement of the thirty (30) day period referred to in 4.1.1. 4.1.3 Neither this basic thirty (30) day extended reporting period nor the supplemental extended reporting period as set out in clause 2.3.8 extends the period of insurance or changes the scope of coverage provided or reinstates or increases the limit of indemnity. 4.1.4 Notice to the insurer must be given to the claims notification address specified in the schedule. 4.2 Insured’s duties 4.2.1 For each and every claim the insured and any person acting on behalf of the insured must: Page 11 of 26 Argo_PI_en_06/2015 a) not admit responsibility, make an offer or promise, nor offer payment or indemnity without the written consent of the insurer; and b) not incur any expense without the consent of the insurer except at the insured’s own cost; and c) always act honestly, there being no right to any form of payment or indemnity under the policy in the event that any claim is made fraudulently; and d) give all such information or assistance possible and forward all documents, to enable the insurer to investigate, settle or resist any claim as the insurer may require; and e) provide such proofs and information with respect to the claim as may reasonably be required, together with (if demanded) a statutory declaration of the truth of the claim and any matters connected therewith; and f) not destroy evidence, supporting information or documentation without the insurer’s prior consent; nor destroy any plant or other property relating to an occurrence, loss or suit that may give rise to a claim under this policy. 4.3 Claim Procedure For each and every claim the insured and any person acting on behalf of the insured must: 4.3.1 immediately send the insurer copies of any request, demand, order, notice, summons, legal paper and all documents relating thereto, in connection with an insured event as soon as received by the insured. In addition, the insured must co-operate with the insurer or their appointed agents to allow them to comply with such relevant practice directions and pre-action protocols as may be issued and approved from time to time by the head of civil justice; and 4.3.2 authorise the insurer to obtain medical records or other pertinent information upon request, in the event of an insured event involving bodily injury; 4.3.3 prove, if it is alleged that an event is not covered or that the indemnity is otherwise limited being war or an act of terrorism that the said exclusion or limit of indemnity does not apply, it being understood and agreed that any portion of an exclusion or limit of indemnity being found invalid, inapplicable or unenforceable will not in any way render the remainder of the exclusion or limit invalid, inapplicable or unenforceable. 4.4 Insurer’s rights 4.4.1 Claims will be handled and administered by the insurer or such parties as the insurer in its absolute discretion may determine. 4.4.2 The insurer will be under no obligation to investigate any potential claims or to undertake the conduct of any proceedings in connection with such claims and will be at liberty in all cases to leave the conduct of such proceedings wholly to the insured, upon such conditions as regards the payment of opponents’ costs and with such liberty to bind the insurer by compromise as the insurer may in its absolute discretion determine. Page 12 of 26 Argo_PI_en_06/2015 4.4.3 The insurer may at any time pay the limit of indemnity (after deduction of any sums already paid) or such lesser sum for which the claim can be settled and will relinquish the conduct and control of the claim and be under no further liability, except (where payable under the relevant insured section) for payment of defence costs incurred prior to the date of payment. 4.4.4 The insurer may at any time apply to the insured for reimbursement for payments made under clause 2 but which do not exceed the excess. 4.5 Disputed defence or appeal If any dispute arises between the insured and the insurer as to whether a prosecution should be defended or an appeal made, such dispute will be referred to a mediator mutually agreed between the parties whose decision will be final. In the event of conflict between any person falling within the definition of insured separate representation will be arranged for each party. 4.6 Subrogation 4.6.1 For each and every claim the insured and any person acting on behalf of the insured must not waive any rights of recourse or recovery against any other person, including any service provider, relating to an occurrence, loss or suit that may give rise to a claim under this insurance and must assist the insurer in all respects in exercising such rights if requested to do so by the insurer. 4.6.2 The insured will at the request and expense of the insurer do and concur in doing and permit to be done all such acts and things as may be necessary or reasonably required by the insurer for the purpose of enforcing any rights and remedies or of obtaining relief or indemnity from other parties to which the insurer will be or would become entitled or subrogated upon its paying for or the making good of any damage under this section, whether such acts and things will be or become necessary or required before or after their indemnification by the insurer. 4.6.3 In the event of any payment under this insurance, the insurer will act in concert with all other interested persons (including the insured) concerned in the exercise of any rights of recovery. 4.6.4 The apportioning of any amounts which may be so recovered will follow the principle that any interested persons (including the insured) that will have paid an amount over and above any payment hereunder, will first be reimbursed up to the amount paid by them; the insurer is then to be reimbursed out of any balance then remaining up to the amount paid hereunder; lastly, the interested persons (including the insured) to whom this coverage is in excess shall be entitled to claim the residue, if any. 4.6.5 Expenses necessary to the recovery of any such amounts will be apportioned between the interested parties concerned, in the ratio of their respective recoveries as finally settled. 4.7 Waiver of subrogation against employees Page 13 of 26 Argo_PI_en_06/2015 The insurer agrees that it shall not exercise any subrogation rights against an employee of the insured unless the claim has been brought about or contributed to by the dishonest fraudulent criminal or malicious act or omission of the employee. 5. General terms and conditions 5.1 Applicable law The law allows the parties to this contract of insurance to select the law and jurisdiction to be applied to this policy. Unless it is agreed otherwise, the law that applies to this contract is the law of that part of Estonia where the head office of the insured is located. It is agreed that any legal proceedings between the insured and the insurer in connection with this contract will only take place in the courts of that part of Estonia where the insured is located and they are subject to the exclusive jurisdiction of that court. 5.2 Assignment Assignment of interest under this policy will not bind the insurer unless and until the insurer's written consent is endorsed hereon. 5.3 Cancellation The insurer may at any time during the period of insurance serve written notice on the insured at the address shown on the schedule cancelling the policy with effect from the thirtieth (30th) day after service of the notice. Such cancellation shall not affect the coverage or premium attributable under this insurance to the period prior to cancellation. Upon demand and subject to no claims having been notified under this policy, the insurer will return to the insured a part of any premium paid in excess of that proportionate to the pre- cancelled portion of the policy. Without prejudice to any other forms of service, the notice of cancellation is deemed to be served on the third (3rd) day after being posted if sent by pre-paid letter post properly addressed. 5.4 Confidentiality The insured will not disclose the terms, conditions, exclusions, limit of indemnity of this policy or the amount of the premium paid to any third party except to the extent that they are required by law to do so or the insurer consents, in writing, to such disclosure. 5.5 Contract (Rights of Third Parties) Act 1999 Page 14 of 26 Argo_PI_en_06/2015 This insurance does not confer or create any right enforceable under the Contracts (Rights of Third Parties) Act 1999 or any similar legislation by any person who is not named as the insured and both the insurer and insured may amend, cancel or lapse this insurance without giving notice to, or requiring the consent of, any other third party. 5.6 Document management The insurer may hold documents relating to this insurance and any claims under it in electronic form and may destroy the originals. An electronic copy of any such document will be admissible in evidence to the same extent as, and carry the same weight as, the original. 5.7 Dispute resolution 5.7.1 All matters in dispute between the parties arising out of or in connection with this insurance, will be referred to a mediator to be agreed by the parties within fourteen (14) working days of any dispute arising under the insurance. If a mediator is not agreed then either party may apply to mediation centre appropriate for insured’s jurisdiction for the appointment of a mediator. The parties agree to share equally the costs of mediation centre and of the mediator and that the reference of the dispute to mediation will be conducted in confidence. 5.7.2 The parties agree to perform their respective continuing obligations under this insurance, if any, while the dispute is resolved unless the nature of the dispute prevents such continued performance of those obligations. 5.7.3 If any such dispute is not resolved by mediation or the parties cannot agree upon the appointment of a mediator or the form that the mediation will take the dispute will be referred by either party to courts subject to the law and jurisdiction set down in the Applicable law clause above. 5.8 Fraud 5.8.1 If the claim or any part of a claim is in any respect fraudulent or if any fraudulent means or devices are used by the insured or anyone acting on their behalf to obtain any benefit under this policy; or 5.8.2 If any liability, loss, destruction or damage is occasioned by willful act or with the connivance of the insured; then there will be no rights to any form of payment or indemnity under this policy. Further, any claim paid to the insured where there has been any fraudulent means or device must be repaid to the insurer. 5.9 Innocent non-disclosure In the event of a breach of the duty of disclosure, whether under clause 5.12 or otherwise, the insurer will not avoid the policy or reject any claim under this policy except that where the non-disclosure was reckless or fraudulent and the insurer can demonstrate some prejudice then: a) the insurer may reduce any claim causally connected to the non-disclosure; and Page 15 of 26 Argo_PI_en_06/2015 b) continue with the policy on such terms as it may determine. 5.10 Material alteration 5.10.1 All information supplied by the insured in connection with the application for insurance whether supplied by or on behalf of the insured will be incorporated into and forms the basis of the policy. It shall be a condition of the policy that all such information is true so far as is within the insured’s knowledge or could, with reasonable diligence, have been ascertained. 5.10.2 This policy shall be voidable in the event of misrepresentation and/or non-disclosure of any material particular. 5.10.3 The insured shall give notice to the insurer of any material change or change in circumstances affecting the nature of the business services offered by the insured and until the insurer shall have agreed in writing to accept the altered risk the insurer shall not provide an indemnity in respect of liability arising from such altered circumstances. 5.10.4 The insured shall give to the insurer written notice as soon as practicable of any material alteration to the risk during the period of insurance including but not limited to: a) the insured going into voluntary bankruptcy, receivership or liquidation or the insured failing to pay debts or breaching any other obligation giving rise to the appointment of a receiver or bankruptcy or winding-up proceedings; b) any material change in the nature of the business services offered by the insured. 5.11 Minimisation of risk 5.11.1 The insured will take all reasonable steps before entering into contract for business services, or extending the scope of an existing contract for business services: a) to limit its liability for any consequential or pure economics loss; b) to ensure that it could provide the required level and quality of technology product or technology services using the resources available to the insured; c) to ensure the contract was capable of being performed in accordance with all its terms and any representations made by the insured or on the insured’s behalf. 5.11.2 The insured will take all reasonable steps at its own expense to prevent an insured event arising or continuing and to minimise any claims which arise or may arise from an insured event, including but not limited to remedying and/or rectifying, any defect or failure in the technology products or technology services supplied by the insured to a client arising prior to the clients acceptance of the technology products or technology services or any longer period specified in any contract the insured has with client. 5.12 Observance Page 16 of 26 Argo_PI_en_06/2015 5.12.1 The due observance and fulfilment of the provisions of this policy insofar as they may relate to anything to be done or complied with by the insured, and are not described in the policy as conditions precedent, will be a condition of this policy. Any waiver by the insurer of any provision will not prevent the insurer from relying on such term or condition or condition precedent in the future. 5.12.2 In the event of a breach of any condition in the policy, and without prejudice to any of the insurer’s other rights, the insurer may reject or reduce claims connected with the breach providing the insurer can demonstrate some prejudice. 5.12.3 In the event of a breach of any condition precedent in the policy, and without prejudice to any of the insurer’s other rights, the insurer may reject or reduce claims connected with the breach, and continue the policy on such terms as the insurer may determine and if any payment on account of any such claim has already been made the insured will repay forthwith all payments on account to the insurer. 5.13 Premium adjustment Where the premium in whole or part is provisionally based on estimates provided by the insured, the insured will keep accurate records and declare such information as the insurer requires within three (3) months of the expiry of the period of insurance. The premium will then be adjusted and any difference paid by or allowed to the insured as the case may be but subject to any minimum premium that may apply. The insurer reserves the right to request that the insured supplies an auditor’s certificate with such calculations as are subject to adjustment attesting the accuracy thereof. 5.14 Privacy and the Data Protection 5.14.1 All personal information (including sensitive personal data such as health details or criminal convictions) provided in connection with this policy will be processed in accordance with the applicable Data Protection Act. The insured consents to all personal information so provided being used for the purposes and being disclosed to the parties set out below. 5.14.2 Where personal information is provided about another person, the insured is required to inform that person of the insurers’ identity, and why their personal information will be processed and disclosed. The insured is also required to obtain their written consent to the processing of their personal information in this way and provide the insurer with such consent upon request. 5.14.3 Personal information is used: a) to administer the policy, including underwriting, renewal information, validation of claims history and claims handling; b) for research, analysis, statistic creation, and customer profiling; c) for fraud prevention and debt recovery. 5.14.4 Personal information may be disclosed to: a) other members of the ArgoGlobal Group; Page 17 of 26 Argo_PI_en_06/2015 b) other insurance entities interested in the risk written under this policy; c) agents and service providers appointed by the insurer to carry out activities in connection with the policy; d) credit reference and fraud databases; e) law enforcement and other statutory bodies; f) potential purchasers of the whole or part of the our business. 5.14.5 If false or inaccurate information is provided and fraud is suspected this fact will be recorded and the information will be available to other organisations that have access to the fraud databases. 5.14.6 Personal information may be transferred to third parties in countries outside the European Economic Area which may not have the same standards of protection for personal information as Malta The insurer will ensure that such transfers comply with the data protection law and the personal information is kept securely and protected from unauthorised access. 5.14.7 The insurer maintains protections and procedures in the storage and disclosure of personal information to keep it secure and prevent unauthorised access to or loss of such information. 5.14.8 The insurer may monitor and record all communications with you for compliance and training purposes. 5.15 Representation Any person falling within the definition of the insured agrees that the business is their agent for the purpose of giving and receiving of any notices from the insurer or their representatives including any notice of cancellation. The payment to the insured of any return premium that may be payable under this policy will satisfy the insurer’s obligations to return premium to the business. 5.16 Sanction limitation and exclusion The insurer shall not provide cover nor be liable to pay any claim or provide any benefit hereunder to the extent that the provision of such cover, payment of such claim or provision of such benefit would expose the insurer or any member of the insurer’s group to any sanction, prohibition or restriction under United Nations resolutions or the trade or economic sanctions, laws or regulations of any country. 5.17 Subscribing insurer The insurers’ obligations under this policy are several and not joint and are limited solely to the extent of their individual subscriptions. The insurers are not responsible for the subscription of any co-subscribing insurer who for any reason does not satisfy all or part of its obligations. Page 18 of 26 Argo_PI_en_06/2015 6. General definitions and interpretation The following words will have the same meaning attached each time they appear in this policy in bold type face, whether with a capital first letter or not. Where the context so admits or requires, words importing the singular will include the plural and vice versa and words importing the masculine will import the feminine and the neuter. References to 'a person' will be construed so as to include any individual, company, partnership, or any other legal entity. References to a statute or regulation will be construed to include all its amendments or replacements. All headings within the policy are included for convenience only and will not form part of this policy. 6.1 Bodily injury Bodily injury means death and injury, illness or disease whether bodily or mental. 6.2 Breach of contract Breach of contract means any breach of a written contract to design, produce or supply technology products or technology services due to: i) the technology products or technology services either not conforming in all material respects with any written specification that forms part of the relevant contract and where it is an express term of the contract that the technology products or technology services must comply with that specification; ii) the technology products or technology services having a material defect; iii) the technology products or technology services failing to meet any implied statutory term concerning, necessary quality, safety and/or fitness for purpose; iv) the failure to meet any express or implied statutory term concerning the use of reasonable care and skill. 6.3 Business services Business services means those services specified in the schedule, including but not limited to the provision of technology products and technology services in the conduct of the insured’s business. It is agreed that the insurer will not deny indemnity hereunder if the insured should change its name and there is no other change that materially alters the risk. 6.4 Circumstance Circumstance means an incident, occurrence, dispute, fact, matter, act or omission that is likely to give rise to a claim. Page 19 of 26 Argo_PI_en_06/2015 6.5 Claim Claim means: 6.5.1 the receipt by the insured of any written notice of demand for compensation made by a third party against the insured; 6.5.2 any writ, statement of claim, claim form, summons, application or other originating legal or arbitral process, cross-claim, counterclaim or third or similar party notice served upon the insured; 6.5.3 any notice of intention in writing to commence legal proceedings against the insured. 6.6 Computer Virus Computer virus means any computer program, including but not limited to, any file virus, boot sector virus, macro virus, hostile applet, Trojan horse program, java virus, ActiveX virus or other executable program which contains instructions to initiate an event on the infected computer, causing modification of or damage to data, memory or data media or otherwise adversely affecting the operation of any information and communications technology system. 6.7 Defence cost(s) Defence cost(s) mean all legal costs and expenses incurred with the prior written and continuing consent of the insurer (such consent not to be unreasonably withheld or unreasonably delayed or unreasonably withdrawn) in the investigation, defence or settlement of any claim and/or circumstance(s). It does not include the insured’s own costs and expenses. 6.8 Employee Employee means any person including trainees and freelance consultants acting under a contract of service with the insured in respect of the conduct of business by the insured. 6.9 Excess The limit of indemnity is additional to the excess and excess means the first amount specified in the schedule payable by the insured in respect of each and every claim, series of claims or circumstance as ascertained after the application of all other terms and conditions of this insurance. The excess will not be applied to defence costs (unless expressly stated otherwise in the schedule). 6.10 Information and communication assets Information and communication assets means the insured’s computer and telecommunication system, including but not limited to the insureds email system, encrypted electronic signature, encrypted electronic certificate, website, intranet, network, software, hardware, firmware, program or any data held electronically. Page 20 of 26 Argo_PI_en_06/2015 6.11 Insured Insured means: 6.11.1 the partners, directors, members and employees of the Policyholder and its subsidiaries during the period of insurance; 6.11.2 former partners and/or former directors and/or former members of the Policyholder and its subsidiaries; 6.12.3 in respect of the business services undertaken on behalf of the Policyholder and its subsidiaries only those persons named as consultants or former consultants in the proposal; 6.11.4 any retired partner, director or member of the Policyholder and its subsidiaries remaining as a consultant to the Policyholder and its subsidiaries; 6.11.5 the estate, heirs and executors and/or legal/personal representatives of those parties mentioned in above in the event of their death, incapacity, insolvency or bankruptcy for legal liabilities incurred due to any act, error or omission of such deceased, incompetent or bankrupt person. 6.12 Insured section Insured section means clause 2. 6.13 Insurer Insurer means the party specified as insurer in the schedule and any other subscribing insurers. 6.14 Insolvency event Insolvency event in relation to the insured means: a) an application being made for an administration order or the purported appointment of, or the filing at court or issue of any notice of intention to appoint, an administrator in relation to the insured or any of its subsidiary undertakings; b) a petition being presented, a meeting being convened or an effective resolution being passed otherwise than with the prior written consent of the insurer as part of a solvent reconstruction or amalgamation for the winding up of the insured or any of its subsidiary undertakings; c) possession being taken of, or a receiver, sequestrator or similar officer being appointed in respect of, the whole or any part of the assets or undertaking of the insured or any of its subsidiary undertakings; d) the insured or any of its subsidiary undertakings suspending or threatening to suspend payment of its debts as they fall due or being, or unlikely to become, unable to pay its debts, whether within the meaning of section 123 Insolvency Act 1986 or otherwise; e) the directors [partners] of the insured or any of its subsidiary undertakings making a proposal that it enter into a voluntary arrangement or taking any steps to obtain a moratorium or its taking or being subject Page 21 of 26 Argo_PI_en_06/2015 to any proceedings under the law for the readjustment, rescheduling or deferment of all or any of its debts, or proposing or entering into any general assignment or composition with or for the benefit of its creditors; f) the insured or any of its subsidiary undertakings ceasing or threatening to cease to carry on all or a substantial part of its business or operations, or selling, transferring or otherwise disposing of the whole or a substantial part of its undertaking or assets, either by a single transaction or by a number of transactions; or g) the occurrence in respect of the insured or any of its subsidiary undertakings of any event in any jurisdiction to which it is subject having an effect similar to that of any of the events referred to in paragraphs (a) to (f) above; or in relation to any of the other parties mentioned in clause 3.4.12 (the Insolvency exclusion), means any of the above events occurring in relation to any such other party. 6.15 Jurisdiction Jurisdiction means the jurisdiction specified in the schedule. 6.16 Limit of indemnity 6.16.1 Limit of indemnity means the amount specified in the schedule which shall be maximum amount payable by the insurer in the aggregate during any one period of insurance inclusive of defence costs for claims under the policy (unless expressly stated otherwise in the schedule). 6.16.2 For the avoidance of doubt the limit of indemnity is the amount specified in the schedule which shall be maximum amount payable by the insurer in respect of any one claim: a) regardless of the number of insured parties, persons or organisations bringing claims or series of claims against the insured; b) regardless of the number of claims made by the insured. 6.16.3 Any sub-limit of indemnity stated in the schedule applies as if it was the limit of indemnity for the claims specified in the schedule for that sub-limit of indemnity and is deemed to be part of and not in addition to the limit of indemnity specified in the schedule. 6.17 Matter Matter means any data, text, sounds, images or similar content disseminated, including but not limited to the content of the insured’s email, intranet, extranet, website, bulletin board, chat room or other on-line discussion or information forum, and the marketing and advertising of the insured’s business services. Matter will include any alteration or addition made by a hacker. 6.18 Multimedia activities Multimedia activities mean the publishing, dissemination, releasing, gathering, transmission, production, webcasting or other distribution of matter. Page 22 of 26 Argo_PI_en_06/2015 6.19 Parent Parent means a company which by itself, or in concert with other companies with the same majority ownership or control as itself: 6.19.1 controls the composition of the board of directors, of the insured; or 6.19.2 controls more than half the voting power of the insured; or 6.19.3 holds more than half of the issued share capital of the insured. 6.20 Period of insurance Period of insurance means the period shown as such on the schedule, with times taken as Greenwich Mean Time unless expressly provided otherwise. 6.21 Policy Policy means this document, the schedule (including any schedules issued in substitution) and any endorsements attaching to this document or the schedule that will be considered part of the legal contract and any word or expression in bold type face on any of these documents will bear the specific meaning stated in these definitions. 6.22 Pollutant Pollutant means any solid, liquid, gaseous or thermal irritant or contaminant including smoke, vapour, soot, fumes, acids, alkalis, chemicals or waste. Waste is deemed to include materials to be recycled, reconditioned or reclaimed. 6.23 Pollution Pollution means: 6.23.1 the actual, alleged or threatened discharge, seepage, migration, dispersal, release or escape of pollutants at any time; 6.23.2 any cost, expense, claim or suit arising out of any request, demand or order as a result of actual, alleged or threatened discharge, seepage, migration, dispersal, release or escape of pollutants at any time that the insured or any other insured party test for, monitor, clean up, remove, contain, treat, detoxify, or neutralise or in any way respond to, or assess the effects of pollutants. 6.24 Property damage Property damage means physical loss, destruction or damage of tangible property including the loss of use thereof. 6.25 Proposal Page 23 of 26 Argo_PI_en_06/2015 Proposal means any information supplied by or on behalf of the insured in written or electronic format, deemed to be a completed proposal form, application form, medical questionnaire including in each case attachments thereto and other relevant information that the insurer may require. 6.26 Retroactive date Retroactive date means the date (if any) stated in the schedule. 6.26.1 Unlimited retroactive cover – where no retroactive date is specified in the schedule, coverage under this policy shall be in respect of acts, errors or omissions committed or alleged to have been committed irrespective of when such acts, errors or omissions were committed or alleged to have been committed; 6.26.2 Limited retroactive cover – where a retroactive date is specified in the schedule, then coverage under this policy shall only be in respect of acts, errors or omissions first committed or alleged to have been first committed after the retroactive date. 6.27 Schedule Schedule means the document titled schedule that includes the name and address of the insured, the premium and other variables to this policy (including endorsement clauses) and is incorporated in this policy and accepted by the insured. Schedules may be re- issued from time to time where each successor overrides the earlier document. 6.28 Series of claims Series of claims means all claims, loss, liability, expenses, and costs resulting from: 6.28.1 one and the same act error or omission; or 6.28.2 a series of acts errors or omissions arising out of or attributable to the same originating cause, source or event; or 6.28.3 the acts errors or omissions of one person or persons acting together or in which such person or persons is/are concerned or implicated; shall jointly constitute one claim under this policy, and only one excess shall be applicable in respect of such claim. 6.29 Subsidiary Subsidiary means any company in respect of which the insured or the parent (either directly or indirectly through one or more of its subsidiary companies): 6.29.1 controls the composition of the board of directors; or 6.29.2 controls more than half the voting power; or 6.29.3 holds more than half of the issued share capital. 6.30 Take-over or merger Page 24 of 26 Argo_PI_en_06/2015 Take-over or merger means any sale of the insured named in the schedule or its merger with or acquisition by another entity such that the insured is not the surviving entity and no longer: 6.30.1 controls the composition of the board of directors; or 6.30.2 controls more than half the voting power; or 6.30.3 holds more than half of the issued share capital; and includes, in the case of an insured which is a partnership, a merger with another partnership or the appointment of new partners (other than from existing employees of the partnership insured) such that the number of partners in the partnership immediately after such merger or appointment(s) is more than two hundred percent (200%) of the number of partners in the partnership Insured immediately before such merger or appointment(s). 6.31 Technology product(s) Technology product(s) shall means computer or telecommunications software, hardware, firmware, cabling or electronic equipment, including the design, development, manufacturing, assembly, distribution, licensing, leasing, sale, installation, repair or maintenance thereof. 6.32 Technology services Technology services means: 6.32.1 Any service, advice or work provided by the insured in the conduct of the business in relation to or in connection with technology products and including without limitation technology consulting, systems analysis, design, programming or integration; 6.32.2 Database design and the catching, collecting, compiling, processing, mining, or recording or analysis of data; and 6.32.3 Other related services information system outsourcing; website design, programming or maintenance; information systems or website hosting; internet service provision; internet search and navigational tool provision; electronic mail services; electronic data destruction services; application software and services provision; and telecommunication network application provision provided by the insured. 6.33 Territorial limit Territorial limit means the territory or territories specified in the schedule. 6.34 Terrorism Terrorism means an activity that involves a violent act or the unlawful use of force or an unlawful act dangerous to human life, tangible or intangible property or infrastructure, or a threat thereof; and appears to be intended to: 6.34.1 intimidate or coerce a civilian population; or Page 25 of 26 Argo_PI_en_06/2015 6.34.2 disrupt any segment of the economy of a government de jure or de facto, state, or country; or 6.34.3 overthrow, influence, or affect the conduct or policy of any government de jure or de facto by intimidation or coercion; or 6.34.4 affect the conduct or policy of any government de jure or de facto by mass destruction, assassination, kidnapping or hostage-taking. 6.35 Unfair Competition Unfair competition means unfair competition, misleading business practices or incorrect description of source. 6.36 War War means war, invasion, acts of foreign enemies, hostilities or warlike operations (whether war be declared or not), civil war, mutiny, revolution, rebellion, insurrection, uprising, military or usurped power or confiscation by order of any public authority or government de jure or de facto or martial law but not including terrorism. 7. Complaints 7.1 What the insured should do The insurer strives to provide an excellent service to all its customers but occasionally things can go wrong. The insurer takes all complaints seriously and endeavours to resolve all customers’ problems promptly. If the insured has a question or complaint about this insurance or the conduct of its broker they should contact that broker in the first instance. Alternatively, if the insured wishes to contact the insurer directly the insured should write to the complaints address shown in the schedule, quoting the policy or claim reference applicable. If, after making a complaint, the insured feels that the matter has not been resolved to its satisfaction then if the insured is an eligible complainant the insured may contact “The Consumer Complaints Manager” of the Malta Financial Services Authority, Notabile Road, Attard, BKR3000 (tel: 80074924; tel: 21441155, Website: www. http://mymoneybox.mfsa.com.mt. A summary of the insurer’s complaint handling procedure is available on request and will also be provided to the insured when acknowledging a complaint. Page 26 of 26 Argo_PI_en_06/2015 Professional Indemnity Järelpinge Inseneribüroo OÜ AT00022074EO20A Vienna, 29th December 2020 2020 2220182018Ingenieur  PI - Järelpinge Inseneribüroo OÜ Item 1: (a) Name of Policyholder: Järelpinge Inseneribüroo OÜ reg. code 10949691 (b) Address: Liivaoja 6-ÄP1, 10115 Tallinn, Estonia Item 2: Insurer: XL Insurance Company SE Branch Austria Tuchlauben 3 A-1010 Wien Item 3: Insurance Broker: Aon Baltic Estonia Branch Telliskivi 60 – N63, 10412 Tallinn Item 4: Policy Period: 14.12.2020 – 14.12.2021 Item 5: Insurance Territory: Worldwide, USA and Canada excluded Item 6: Jurisdiction: Estonia 2  PI - Järelpinge Inseneribüroo OÜ Item 7: Type of Policy: Claims made Item 8: Retroactive Date: Inception Item 9: Limit of Liability: 1 000 000€ (per claim and period) Item 10: Deductible: 25 000€ Item 11: Premium: 15 000€ Item 12: Payment Conditions : The premium will be paid in 2 instalments á 7 500€ Item 13: Terms and Conditions : Endorsement No.1 : ARCHITECTS AND ENGINEERS PROFESSIONAL INDEMNITY POLICY WORDING XL Insurance Company SE Zweigniederlassung für Österreich Eduard Billovits Country Manager Austria & Central Eastern Europe Vienna, 29th December 2020 3  PI - Järelpinge Inseneribüroo OÜ Policy Holder: Järelpinge Inseneribüroo OÜ Policy Number: AT00022074EO20A Endorsement No: 1 Effective: 14.12.2020 ARCHITECTS AND ENGINEERS PROFESSIONAL INDEMNITY POLICY (AGGREGATE COSTS INCLUSIVE) This policy sets out the terms upon which the insurer agrees to insure the insured in consideration of the payment of the premium. In each case, the insuring clauses are subject to all other terms, conditions and limitations of this policy. What the insurer will do • The insurer will provide the insured with a dedicated claims account manager, where appropriate. • The insurer will use best endeavours to return all phone calls from the insured within one business day. • The insurer will respond to urgent communications as a priority and within the timeframes agreed with you. The insurer will use best endeavours to respond to all other communications from the insured within five (5) working days. • The insurer will treat any information which the insured provides to it in connection with this policy as confidential and will not disclose that information to any third party, except as provided in clause F10 of this policy. • The insurer will treat the insured with fairness, integrity and respect and, where this policy provides that the insured is required to obtain the insurer's consent, that consent will not be unreasonably withheld, delayed or denied. What the insured should do • The insured should have regard to the full terms of this policy. • The insured must notify the insurer of any claim or circumstance in accordance with clause F1 of this policy. 4  PI - Järelpinge Inseneribüroo OÜ A. INSURING CLAUSES A1 CIVIL LIABILITY The insurer will indemnify the insured against any claim for civil liability first made against the insured during the policy period arising from professional services provided by the insured (or any sub-consultant). A2 DEFENCE COSTS The insurer will indemnify the insured for all defence costs in: (a) the defence, investigation and settlement of any claim which is covered by this policy; and (b) the investigation and settlement of any circumstance which will be covered by this policy. A3 DEFENDANT REIMBURSEMENT The insurer shall reimburse the insured for actual loss of earnings and reasonable expenses due to attendance at mediation meetings, arbitration proceedings, hearings, depositions and trial relative to the defence of a claim, where such attendance is at the request of the insurer at up to EUR 325 per day in the aggregate for all insureds subject to a maximum amount of EUR 100,000 in all. • Among the other provisions of this policy, the insured's attention is drawn to the defence and settlement, cooperation and mitigation provisions set out in clauses 0 and F5 of this policy. 5  PI - Järelpinge Inseneribüroo OÜ B. SUPPLEMENTARY COVERAGES The following Supplementary Coverages are subject to all other terms and conditions of this Policy. Indemnity shall be provided under the following provisions as part of the limit of liability and nothing below shall increase the limit of liability or alter any other provisions of the Policy: B1 LOSS OF DOCUMENTS The insurer shall pay all reasonable costs and expenses incurred by the insured in replacing and restoring documents either owned by or which are not owned by the insured but for which the insured is responsible as part of the professional services provided by the insured which are discovered lost or damaged during the policy period. The maximum amount payable in the aggregate for the policy period under this clause in respect of all such costs and expenses shall not exceed the sub limit specified for loss of documents and each claim under this clause shall be subject to the excess specified for loss of documents. B2 LIBEL AND SLANDER The insurer shall pay all sums which the insured shall become legally liable to pay in satisfaction of any claim(s) first made upon them during the policy period arising out of any alleged libel, slander or slander of title slander of goods or other injurious falsehood published by the insured in their professional capacity but excluding publication made in any journal magazine or newspaper or by means of radio and/or television. The maximum amount payable for the policy period in respect of all claim(s) and defence costs in the aggregate under this clause shall not exceed the sub limit specified for libel and slander and each claim under this clause shall be subject to the excess specified for libel and slander to each such claim. 6  PI - Järelpinge Inseneribüroo OÜ C. EXCLUSIONS The insurer shall not have any liability (regardless of any other cause or event contributing concurrently or in any sequence) for any claim or matter, or directly or indirectly arising out of, or in any way involving: C1 Asbestos Asbestos in any form. C2 Bodily injury Bodily injury to an employee arising out of and in the course of his employment with the insured; and any other bodily injury, unless arising from any actual or alleged negligent act, error or omission in the performance of professional services. C3 Construction Any claim that arises from actual construction performed by the insured, its agent, or its subcontractor, including, but not limited to, performing construction, erection, fabrication, installation, assembly, manufacture, demolition, dismantling, drilling, excavation, dredging, remediation, or supplying any materials, parts, or equipment, except for supplying furnishings as a part of interior design services. This exclusion does not apply to drilling, excavation, or other sampling or testing procedures necessary to perform the insured’s professional services. 7  PI - Järelpinge Inseneribüroo OÜ C4 Contractual liability Any duty, obligation or liability assumed by the insured under any contract or agreement. This exclusion does not apply to any liability that the insured would have in the absence of such contract or agreement. C5 Cost estimates Financial estimates for construction costs unless provided by a quantity surveyor. C6 Directors and officers Liability as a Director, Officer, and/or Trustee in their respective capacities. C7 Discrimination Discrimination, humiliation, harassment, or misconduct because of age, colour, race, sex, creed, national origin, marital status, sexual preference or orientation, religion or disability. Employer liability The insured’s employment obligations, decisions, practices or policies as an employer, including but not limited to, any claim(s) based upon or arising out of actual or alleged unlawful discrimination by the insured against the insured’s personnel or employment applicants. C8 Express warranties, guarantees and penalty clauses Express warranties (including collateral warranties) and guarantees or penalty clauses or liquidated damages clauses. However, this exclusion does not apply to a warranty or guarantee by the insured that the insured’s professional services are in conformity with the normal standard of care applicable to those professional services. C9 Fees The return or reduction of fees, or charges for services rendered or expenses incurred by the insured 8  PI - Järelpinge Inseneribüroo OÜ C 10 Fines and penalties Any: fine or penalty or any multiple damages, exemplary, penal, punitive, restitution, non- compensatory or aggregated damages; . C11 Fraud, recklessness and dishonesty Any dishonest, fraudulent, reckless, criminal, malicious or knowingly wrongful act or omission. However, this exclusion shall not apply with respect to each and every insured who is an individual and who did not personally commit or participate in committing or acquiesce in or remain passive after they knew or should have known of any of the dishonest, fraudulent, criminal, malicious or knowingly wrongful act or omission described above. C12 Implied terms Allegations of breach of implied fitness for purpose in any design and/or specification, unless: (a) the claim or matter does not arise from process engineering or unforeseen ground conditions; and (b) the insured was informed of the intended purpose before undertaking the design and/or specification and the relevant contract sets out the intended purpose; and (c) the relevant contract provides that the insured shall not be liable on the basis that the design and/or specification is in accordance with practice conventionally accepted as appropriate at the time of the execution of the design and/or specification having regard to the size, scope and complexity of the project; and (d) the insured’s right of recourse against any specialist designer, consultant and/or sub- contractor and/or sub-consultant are not waived or in any way impaired by the insured. C13 Insolvency 9  PI - Järelpinge Inseneribüroo OÜ The insolvency of the insured. C14 Insurance and suretyship The insured’s ownership, rental, lease, maintenance, operation, use, repair, voluntary or involuntary sale, transfer, exchange, gift, abandonment or condemnation of any real or personal property. Personal property includes, but is not limited, automobiles, aircraft, watercraft and other kinds of conveyances. C15 Insured’s claim jurisdiction and territorial limits Any: legal proceedings brought in a court of law outside the jurisdiction stated or brought in a court of law within the jurisdiction stated at to enforce a judgment or order made in any court of law outside the jurisdiction stated at item 5 of the schedule; or Professional services undertaken outside the territorial limits stated at item 5 of the schedule. C16 Insured v Insured and Ownership Any claim brought or likely to be brought, by or on behalf of: any insured; or any entity in which that insured maintains a cumulative ownership interest of twenty-five percent (25%) or more; or an entity that maintains any ownership in that insured; unless such claim emanates from an independent third party. C17 Known circumstances Any circumstance which was known or ought to have been known to the insured prior to the policy period. C18 Network Security Acts 10  PI - Järelpinge Inseneribüroo OÜ Any network security act. C19 Nuclear hazard The actual, alleged or threatened exposure to nuclear source material, nuclear by-product materials, nuclear waste activities, nuclear incident, or extraordinary nuclear occurrence. C20 Other insurance Any claim or matter for which the insured is an insured on any other insurance policy including any project policy. This exclusion applies to those claim(s) and matters any project policy excess, deductible or self-insured retention for those claim(s) and matters, even if those claim(s) or matters are not covered in whole or in part by that policy for any reason, including, but not limited to, an exclusion, a reduction or exhaustion of the limits of liability, or insolvency or bankruptcy of the carrier for the other policy. C21 Pollution Pollution in any form. C22 Product liability The sale or distribution of any product developed by the insured or by others under license or trade name from the insured for multiple sale or mass distribution, including, but not limited to, computer programs and software. This exclusion does not apply to software designed or modified for an individual client of the insured in connection with the insured’s rendering of professional services for that individual client. 11  PI - Järelpinge Inseneribüroo OÜ C23 Property damage Any damage to or destruction or loss of any property, unless arising from any actual or alleged negligent act, error or omission in the performance of professional services. C24 Property liability The insured’s ownership, rental, lease, maintenance, operation, use, repair, voluntary or involuntary sale, transfer, exchange, gift, abandonment or condemnation of any real or personal property. Personal property includes, but is not limited to, automobiles, aircraft, watercraft and other kinds of conveyances. C25 Retroactive date Any negligent act, negligent error or negligent omission by the insured (or by any employee) prior to the retroactive date at item 16 of the schedule, or, if no such date is specified, the date of inception of this policy. C26 Surveys Any survey or valuation carried out by and/or on behalf of the insured unless: (a) the report is made in writing or if oral, confirmed in writing; and (b) the survey and/or valuation is made by a partner/director/principal of the insured; or a member of the insured’s staff who is a Fellow or Professional Associate or Member of the Institution of Civil Engineers or the Institution of Structural Engineers who has not less than one year’s experience in undertaking structural surveys and/or valuation work as the nature of the report may require; or 12  PI - Järelpinge Inseneribüroo OÜ any member of the insured’s staff who has not less than five years’ experience in undertaking structural and/or valuation work as the nature of the report may require; and (c) except in the case of a valuation report in which no reference is made to the structural or decorative condition of the property or where that report is provided to a Building Society Insurance Company Bank or other such institutional lender upon a standard report form provided to the insured for that purpose the insured has incorporated in the report the following reservation:- “We have not inspected woodwork or other parts of the structure which are covered unexposed or inaccessible and we are therefore unable to report that any such part of the property is free from defect”. C27 Toxic mould Fungi in any form. C28 Trading losses Any trading loss or trading liability incurred by any business managed by or carried on by or c” C29 War and terror Any: War, invasion, acts of foreign enemies, hostilities, or any similar act, condition or warlike operation (whether war be declared or not), civil war, rebellion, revolution, insurrection, military or usurped power or confiscation or nationalisation or requisition or destruction of or damage to property by or under the order of any government or public or local authority; 13  PI - Järelpinge Inseneribüroo OÜ Discharge, explosion, or use of a weapon of mass destruction, whether or not employing nuclear fission or fusion, or chemical, biological, radioactive or similar agents, by any party at any time for any reason; Terrorism (regardless of any other cause or event contributing concurrently or in any other sequence to the liability); or Any action taken in controlling, preventing or supressing in any way the events in exclusion 0 and/or 0 and/or 0 above. If the insurer alleges that by reason of this exclusion any liability is excluded the burden of proving to the contrary shall be on the insured. C30 Workers’ Compensation Any worker’s compensation, unemployment compensation or disability benefits law or similar law. 14  PI - Järelpinge Inseneribüroo OÜ D. LIMIT OF LIABILITY AND EXCESS D1 Limit of liability Save for liability for defence costs, the limit of liability is the total sum payable by the insurer under this policy in respect of all insureds and all insuring clauses in this policy (including any endorsements). Any sum paid by the insurer shall erode the limit of liability. Where any sub-limit is specified, the insurer shall have no liability in excess of that sub- limit. Any sub-limit will be part of and not in addition to the limit of liability. D2 Excess The insurer shall be liable only for covered claims, covered claims under clauses B1 or B3 and defence costs which exceed the excess. The excess shall be borne by the insured. A separate excess shall apply to each claim or each claim under clauses B1 or B3. The excess shall not form part of the limit of liability. If the insured fails to pay the excess then the insurer shall have no liability under this policy in connection with the particular claim for which the insured seeks indemnity under this policy. The insured shall confirm its ability and agreement to pay the excess if reasonably requested by the insurer. If the insurer makes any payment at their election which is the responsibility of the insured under this clause 0 then the insured shall immediately repay such sum to the insurer 15  PI - Järelpinge Inseneribüroo OÜ and, if the insured fails to repay such sum, the insurer shall have the right to set off such sum against any other monies due from the insurer under this policy. 16  PI - Järelpinge Inseneribüroo OÜ E. DEFENCE AND SETTLEMENT E1 Defence and settlement Each insured shall have the right and duty to defend and contest any claim or proceeding made against it. The insurer shall be entitled to be consulted in the conduct of the defence of any claim or representation at any proceeding and, at their sole option, to take over conduct of the defence or instruction of any party, including any settlement negotiations, contribution and/or indemnification proceedings. Where the insurer takes over conduct of the defence or instruction of any party as provided under clause 0 the insurer shall have full discretion in the handling thereof (notwithstanding that a dispute may have arisen between the insured and the insurer) provided that the insured shall not be required to contest any legal proceedings unless a Queen's Counsel of the English bar (to be mutually agreed upon by the insured and the insurer or failing agreement to be appointed by the Chairman for the time being of the Commercial Bar Association (COMBAR)) shall advise that such proceedings can be contested with a reasonable prospect of success. The cost of the Queen’s Counsel’s opinion under this clause 0 will erode the limit of liability. If any insured (or any employee or any person, firm or company acting for or on behalf of the insured) compromises or settles any claim or anticipated or potential claim without the insurer's prior written consent, this policy shall afford no cover in connection with that claim or potential claim. E2 Defence costs The insurer shall not be obliged to pay defence costs unless the insurer has provided prior written consent to the defence costs being incurred. F. GENERAL CONDITIONS 17  PI - Järelpinge Inseneribüroo OÜ F1 Notification of claims The insured must give to the insurer immediate notice in writing during the policy period or within seven (7) days after the end of the policy period of: any claim first made against the insured; or an event referred to in clauses B1 or B3; during the policy period. If the insured does not give notice to the insurer in compliance with this clause, the insurer shall have no liability under this policy in respect of that claim. F2 Notification of circumstances The insured must give to the insurer immediate notice in writing during the policy period or within seven (7) days after the end of the policy period, of any circumstance of which the insured becomes aware during the policy period. If the insured does not give notice to the insurer in compliance with this clause 0, the insurer shall have no liability under this policy in respect of that circumstance. Any notice given under clause 0 must include the reasons why the insured reasonably anticipates that the circumstance is likely to give rise to a claim and, where available, full particulars of the dates, acts and persons involved. Any claim made after expiry of the policy period which arises out of the circumstance which has been notified to the insurer in accordance with clause 0 above will be treated by the insurer as having been notified during the policy period. F3 Address for notifications 18  PI - Järelpinge Inseneribüroo OÜ All notices must be sent by certified mail or the equivalent to the address set out in item 1(a) of the schedule; or email to the address set out in item 1(b) of the schedule. F4 Examination, Audit and Inspection In the event of a claim, notification of a circumstance, or other matter to which this Policy may apply, the insured shall permit the Insurer to examine, audit and inspect the insured's books, records, services and activities at any time during the policy period and up to six (6) years afterward, as far as they relate to the subject matter of the policy. The insurer shall, without prejudice to any other rights, have the right to modify, amend or delete any of the terms and conditions of the policy including the right to charge additional premium, if its examination, audit or inspection reveals any material risk, hazard or condition that was not previously disclosed by the insured in the proposal form or supplemental material, or which deviated from the information disclosed in the proposal form or supplemental material. F5 Cooperation and mitigation Each insured shall: take all reasonable steps to prevent any claim or claim under clauses B1 or B3, or minimise the amount of any claim or other matter covered by this policy; render all reasonable assistance to and cooperate with the insurer in the defence of any claim or proceedings under clause B3 and the assertion of indemnification and contribution rights; and give all information and assistance to the insurer as it may reasonably require to enable it to investigate any matter for which the insured seeks cover under this policy or determine the insurer's liability under the policy. 19  PI - Järelpinge Inseneribüroo OÜ Unless expressly provided for in this policy or otherwise agreed in writing by the insurer, these steps shall be at the insured's own cost and the insured shall not admit or assume any liability or settle any claim without the prior written consent of the insurer. If the insured fails to comply with its obligations under this clause, the insurer shall have no liability under this policy in connection with the particular claim, circumstance or matter otherwise covered by this policy. . F6 Subrogation and recoveries If the insurer becomes liable for any payment under this policy, the insurer shall be subrogated to all rights and remedies available to any insured in connection with that liability and shall be entitled to bring proceedings in the name of that insured. The insured shall take all steps necessary or required by the insurer whether before or after payment by the insurer to preserve the rights and remedies which the insured may have to recover any amounts from any third party. Both before and after any payment under this policy, each insured shall provide to the insurer any assistance in their power as the insurer may require to secure those rights and remedies set out in clause 0 and 0 above and shall take all steps required by the insurer. The insurer shall be entitled to take control of all steps which are taken to recover any covered amount from any third party whether or not a portion of the loss the insured has suffered is uninsured. The costs of those proceedings shall be borne by the insured and the insurer in the same proportion that the covered amount bears to any uninsured element of the claim against the third party, but only to the extent that those costs are incurred after the insurer has accepted liability. In the event that there is no uninsured loss, the costs shall be borne entirely by the insurer. 20  PI - Järelpinge Inseneribüroo OÜ Any amounts recovered from third parties shall be applied in the following order: to recompense the insured and the insurer for the costs incurred in bringing proceedings against the third party (which payments shall be allocated between the insured and the insurer in the same proportions as they have borne those costs); then to the insured for the amount, if any, of the recovery which exceeds the limit of liability; then to the insurer up to the amount paid by the insurer under this policy; and then to the insured in respect of any uninsured element of the claim against the third party (including the excess). Interest on amounts recovered from third parties shall be allocated proportionally to the amounts paid in clause 0, 0, 0 and 0 above. The insurer agrees not to exercise its rights of recovery against any employee, former employee or named consultant unless the claim is brought about or contributed to by dishonest, fraudulent or malicious acts, errors or omissions of the employee, former employee or named consultant. If the insured fails to comply with any of its obligations as set out in this clause 0 then the insurer shall have no liability under this policy in connection with the particular claim for which the insured seeks indemnity under this policy. F7 Other insurance 21  PI - Järelpinge Inseneribüroo OÜ If any claim or defence costs or other matter covered by this policy is also covered by any other insurance collectible by the insured, this policy shall only pay the sum (not exceeding the limit of liability) in excess of the amount of that other insurance. As excess insurance this policy shall not apply or contribute to the payment of any claim or defence costs or other matter until the amounts of that other insurance have been exhausted. F8 Fraudulent claims If any insured shall give notice of a claim or circumstance or other matter under this policy knowing that notice to be false or fraudulent in any respect, that claim or circumstance or other matter shall be excluded from cover under this policy and the insurer shall have the right to avoid this policy. F9 Non-disclosure, misrepresentation Except as provided for in clause F8, the insurer will not seek damages, nor seek to avoid or repudiate this policy, for any non-disclosure, misrepresentation, breach of warranty or untrue statement, provided that the insured shall establish to the insurer's reasonable satisfaction that any alleged non-disclosure, misrepresentation, breach of warranty or untrue statement was free of any fraudulent conduct or intent to deceive. F10 Confidentiality The insurer will treat as confidential all information provided to it by the insured in connection with this policy or any claim or potential claim under this policy and will not disclose that information to any third party. However, the insurer shall be entitled to disclose confidential information to: any director, officer, employee, reinsurer or professional adviser of the insurer and/or its group companies or Xchanging Claims Services Limited or any loss adjuster appointed by the insurer in dealing with the insurance of the insured; 22  PI - Järelpinge Inseneribüroo OÜ any person in order to comply with any legal or regulatory requirement; or a court, mediator, or arbitrator to whom matters are referred in connection with this policy or with any reinsurance of this policy. The insurer will not be required to treat as confidential any information provided to it by the insured if that information: is in the public domain, other than by means of the insurer having disclosed it; or was in the insurer's possession prior to it being provided by the insured. The insurer will cooperate with the insured in preserving the confidentiality of the confidential information and will inform the insured in the event that the insurer is asked by a third party other than the parties listed in clause 0 to 0 to produce any confidential information. It is agreed that, if the insured is advised by its lawyers in respect of any claim or potential claim under this policy that a separate confidentiality agreement is required to preserve common interest privilege between the insurer and any insured, the provisions of that confidentiality agreement, once agreed, will supersede the provisions of this clause 0. F11 Policy interpretation Any interpretation of this policy relating to its construction, validity or operation shall be determined in accordance with the laws of Estonia. This policy, its schedule and any endorsements are one contract in which, unless the context otherwise requires: headings are descriptive only, not an aid to interpretation; 23  PI - Järelpinge Inseneribüroo OÜ references to specific legislation include amendments to and re-enactments of that legislation and equivalent legislation in the relevant jurisdiction; and references to positions, offices or titles shall include their equivalents in any jurisdiction. F12 Mediation, law The jurisdiction of the High Court of Estonia will apply to any dispute between the insurer and any insured under this policy. If the parties so agree, they may refer the matter at any time for resolution through mediation before a mutually agreed mediator. F13 Single policy This policy is a single contract of insurance and even if more than one insured is covered, this policy is a single contract of insurance for the benefit of the insured as a joint insured. F14 Assignment and amendment Neither this policy nor any right under it may be assigned without the prior written consent of the insurer. No amendment to this policy will be effective unless it is in writing. F15 Non-Payment of Premium 24  PI - Järelpinge Inseneribüroo OÜ If the premium due under this policy has not been paid to the insurer by the sixtieth (60th) day from the inception of this policy or, where premium is due to be paid by instalments, by the date on which an instalment is due, the insurer shall have the right to cancel this policy from inception by notifying the named insured in writing direct or via the insurance broker as appropriate. It is agreed that the insurer shall give not less than fifteen (15) days prior notice of cancellation under this clause F16 to the named insured in writing, directly or via the insurance broker. If the premium due is paid in full to the insurer before the notice period expires, notice of cancellation shall automatically be revoked. If any additional premium due under the terms of this policy or in respect of any amendment to the terms of this policy is not paid within fifteen (15) days of the date on which it is due to be paid, the insurer will not have any liability in respect of the additional rights which were to have been purchased by the insured by payment of the additional premium. F16 Sole Agent Only the first named insured stated in the schedule shall act on behalf of all insureds for the payment or return of premium, receipt and acceptance of any endorsement issued to form a part of this Policy, notifying the insurer of claim circumstance, or other matter covered under this policy, giving and receiving notice of cancellation or non-renewal, the payment of any excess. F17 Cancellation The named insured may cancel this policy at any time by notifying the insurer in writing. On cancellation by the named insured, the insurer agrees to refund the named insured a pro rata proportion of the premium less twenty-five percent (25%), based upon the unexpired portion of the policy period unless any notification of a claim or circumstance or any other matter has been notified under this policy, in which case the premium will be deemed fully earned and no refund will be due. 25  PI - Järelpinge Inseneribüroo OÜ This policy may be cancelled at any time by or on behalf of the insurer by thirty (30) days notice given in writing to the named insured at their last known address or registered office and the premium shall be adjusted on a pro rata basis. This policy will immediately and automatically be cancelled with no refund of premium to the insured in the event of any of the following: the presentation of a petition seeking the appointment of a receiver or the making of a winding up order or the appointment of an administrator over the insured or the making of any court order to that effect; the passing of a resolution for the appointment of a liquidator, receiver or administrator or on the appointment of a liquidator, receiver or administrator over any of the insured's assets; or the suspension by the insured of payment of its debts or any threat by the insured to do so or the entering into of a voluntary arrangement or other scheme of composition with its creditors by the insured; or the equivalent court application, order, appointment or arrangement in any jurisdiction in which the insured may be domiciled. F18 Sanction Clause No (re)insurer shall be deemed to provide cover and no (re)insurer shall be liable to pay any claim or provide any benefit hereunder to the extent that the provision of such cover, payment of such claim or provision of such benefit would expose that (re)insurer to any sanction, prohibition or restriction under United Nations resolutions or the trade or economic sanctions, laws or regulations of Switzerland, the European Union, United Kingdom or United States of America. 26  PI - Järelpinge Inseneribüroo OÜ F19 Data Protection Act 1998 It is agreed by the insured that any information provided to the insurer regarding the insured will be processed by the insurer, in compliance with the provisions of the Data Protection Act 1998, for the purpose of providing insurance and handling claims, if any, which may necessitate providing such information to third parties. F20 Several Liability The obligations of each company insurer and Lloyd’s syndicate shall be several and not joint and shall be solely to the extent of that insurer’s or syndicate’s individual subscription. No such insurer or syndicate shall be responsible for the subscription of any other such insurer or syndicate who for any reason does not satisfy all or part of its obligations hereunder. 27  PI - Järelpinge Inseneribüroo OÜ G. DEFINITIONS The following definitions are applicable to all sections of this policy: G1 “bodily injury” means bodily injury, sickness, disease, mental injury, mental anguish, shock, or emotional distress sustained by any person, including death resulting therefrom. G2 "circumstance" means an incident, occurrence, dispute, fact, matter, act or omission which is likely to give rise to a claim. G3 “claim” means any written demand from a third party for damages, compensation or non- monetary relief from the insured, including, but not limited to, a writ, lawsuit, statement of claim, summons, application or arbitral process, cross-claim, counterclaim or third or similar party notice filed or made against the insured. G4 "computer system" means computer hardware, software, networks, networking equipment, applications, associated electronic devices, electronic data storage devices, input and output devices, and back up facilities operated by and either owned by or leased to the insured by written agreement for such purposes. G5 “data breach” means the unauthorised taking, acquisition, obtaining, use or disclosure of information on a computer system. G6 "defence costs" means the reasonable costs and expenses necessarily incurred with the insurer's prior written consent, by or on behalf of the insured, in connection with the investigation, defence, settlement or appeal of a claim. Defence costs does not include: the costs or overheads of the insured (including but not limited to the costs of the insured’s in-house counsel); or 28  PI - Järelpinge Inseneribüroo OÜ any Value Added Tax insofar as this can be recovered by the insured. G7 "employee" means any natural person other than a partner, member, principal or director of the insured who is under a contract of service or apprenticeship, supplied to, hired or borrowed by the insured, or under any work experience or similar scheme, whilst employed or engaged by and under the control of the insured in connection with the professional services of the insured. G8 "excess" means the amount specified in item 10 of the schedule. G9 “fungi” means any fungus or mycota or any by product or type of infestation produced by such fungus or mycota, including but not limited to, mould, mildew, mycotoxins, spores, or any biogenic aerosols. G10 "insured" means the named insured and: (a) a partner, principal, or director, of an insured, but only for professional services performed for a named insured; or (b) any named insured with regard to its participation in a legal entity including a joint venture, but solely for the named insured’s legal liability for its own performance of professional services under the respective legal entity or joint venture. Insured does not include the legal entity itself, the joint venture itself or any other entity that is part of either the legal entity or joint venture. G11 "limit of liability" means the amount specified in item 9 of the schedule. G12 “malicious code” means any unauthorised, corrupting, or harmful virus, Trojan Horse, worm, logic bomb, or other similar software program, code or script designed to insert itself onto a computer disk or into computer memory and migrate from one computer to another. 29  PI - Järelpinge Inseneribüroo OÜ G13 "named insured" means the individual, partnership, trust, corporation, or other entity named as such in item 1 the schedule. G14 “network breach” means alleged or actual unauthorised access to a computer system that results in: the destruction, deletion or corruption of electronic data on a computer system; or a data breach from a computer system; or denial of service attacks against internet sites or computers; or transmission of malicious code from a computer system to third party computers and systems. G15 “network security acts” means acts, errors or omissions by the insured in managing the security of a computer system that either: causes a network breach; or prevents a third party that is authorised to do so from gaining access to a computer system. G16 "policy period" means the period specified in item 4 of the schedule. G17 "pollution" means the discharge, disposal, dispersal, release or escape of any solid, liquid, gaseous or thermal irritant or contaminant including, but not limited to, smoke, vapours, soot, dust, fibres, viruses, bacteria, fumes, acids, alkalis, chemicals and waste (including, but not limited to material to be recycled, reconditioned or reclaimed). G18 "premium" means the total amount stated at item 11 of the schedule. 30  PI - Järelpinge Inseneribüroo OÜ G19 "professional services" means only those services undertaken for others, and performed by, or under the supervision of, suitably qualified staff, as described in the schedule and declared in the proposal form, or as specifically defined by endorsement to the policy. G20 "schedule" means the document entitled “Schedule” that relates to this policy. G21 “sub-consultant” means any specialist sub-consultant acting on behalf of the insured, under a written agreement with the insured and for whom the insured is legally liable, provided always that any such sub-consultant is appropriately qualified to perform the service and maintains its own Professional Indemnity insurance. G22 "terrorism" means any act, including but not limited to the use of force or violence and/or the threat thereof, of any person or groups of persons, whether acting alone or on behalf of or in connection with any organisations or governments committed for political, religious, ideological or similar purposes including the intention to influence any government and/or business and/or to put the public, or any section of the public, in fear. G23 “unauthorised access” means the use of or access to a computer system by a person unauthorised by the insured to do so, or the authorised use of or access to a computer system in a manner not authorised by the insured. 31  PI - Järelpinge Inseneribüroo OÜ H. COMPLAINTS In the case of enquiries and complaints, please first contact XL Catlin Services SE- Zweigniederlassung für Österreich (Wien). You may address your request either to your regular contact person or to the neutral complaints office [email protected]. Complaints made via this e-mail address will be retrieved by the responsible employee on each working day during business hours. Your complaint, which may be made by telephone, by other e-mail address, through the Head Office of XL Insurance Company SE, Dublin, an outside insurance intermediary or in another way, will be forwarded immediately to the appropriate employee, who will then look into your concerns. Upon receipt of a complaint for which another body is responsible, the responsible employee will inform you accordingly and forward the complaint to the competent authority, as far as this can be determined. Each complaint will be dealt with in a fair and objective manner, in compliance with the applicable legal provisions, in particular the Insurance Supervision Act, the Trade Regulations and the Data Protection Regulations (as amended). In addition, the responsible employee will immediately confirm that the complaint has been received. This confirmation will again provide you with information regarding the further complaint handling process. The responsible employee will then inform you about the ongoing processing of your complaint and, if necessary, request from you the evidence and information relevant to the 32  PI - Järelpinge Inseneribüroo OÜ processing of the complaint. Documents about complaints received are filed and retained securely for an appropriate period of time. Your complaint will then be answered within a period of 15 working days from receiving the complaint. If this deadline cannot be met, you will be notified of the delay, the reasons for the delay and the date of the probable completion of the review within the deadline. The complaint should be finalised within 8 weeks at the latest. If your complaint is not fully met, AXA XL’s position will be presented to you and other options for upholding the complaint will be communicated to you. If you are not satisfied with the handling of your complaint, you may write to the following address: The Financial Services and Pensions Ombudsman („FSPO“) Lincoln House Lincoln Place Dublin D02VH29 Ireland Telephone: +353 1 567 7000 www.fspo.ie 33  PI - Järelpinge Inseneribüroo OÜ 3.2 Complaints may also be directed to the Irish or Austrian regulatory authorities at the following addresses: Central Bank of Ireland New Wapping Street North Wall Quay Dublin D01F7X3 Ireland https://www. Centralbank.ie/regulation Finanzmarktaufsicht (FMA) Otto-Wagner-Platz 5 1090 Wien Austria 34  axaxl.com XL Insurance Company SE Tuchlauben 3, 1010 Wien, Österreich Telephone: +43 1 50602 102 Fax: +43 1 50602 111 axaxl.com XL Insurance Company SE, Zweigniederlassung für Österreich Handelsgericht Wien, FirmenbuchNr: FN 176093k, DVR: 0977659, Bank: Citibank, Swift Code: CITIATWX, IBAN: AT07 1814 0000 0194 3006, UID-#: AT U4626 7908 Hauptsitz der Gesellschaft: 8 St. Stephen's Green, Dublin 2, Ireland XL Insurance Company SE A European public limited liability company registered in Ireland Registered in Ireland No. 641686 I Regulated by the Central Bank of Ireland | Directors: P.R.Bradbrook (UK), B.R.P.Joseph (UK), Y.Slattery, P. Wilson (UK), D. Palici-Chehab (FR), J. O’Neill, H. Browne, P.H. Rastoul (FR) TO WHOM IT MAY CONCERN Insured Company: Järelpinge Inseneribüroo OÜ reg. code 10949691 Liivaoja 6-ÄP1, 10115 Tallinn, Estonia Certificate of Insurance This certificate is issued for information purposes only and confers no rights upon the certificate holder. This certificate does not alter the mentioned policy in any way. Insurance object: Insured object is the civil liability of the insured person arising from damage caused to a third person with regard to professional activities provided in the insurance contract, including liability for all persons used by the insured person in the insured professional activities Insured professional activity: constructional engineering of facilities and buildings, bridges, viaducts and tunnels included Insurance period: 1 year 14.12.2020 – 14.12.2021 Insurance territory: Worldwide, USA and Canada excluded Jurisdiction: Estonia Type of policy: Claims made Sum insured: 1 000 000€ (per claim and period) Deductible: 25 000€ per claim XL Insurance Company SE Tuchlauben 3, 1010 Wien, Österreich Telephone: +43 1 50602 102 Fax: +43 1 50602 111 axaxl.com XL Insurance Company SE, Zweigniederlassung für Österreich Handelsgericht Wien, FirmenbuchNr: FN 176093k, DVR: 0977659, Bank: Citibank, Swift Code: CITIATWX, IBAN: AT07 1814 0000 0194 3006, UID-#: AT U4626 7908 Hauptsitz der Gesellschaft: 8 St. Stephen's Green, Dublin 2, Ireland XL Insurance Company SE A European public limited liability company registered in Ireland Registered in Ireland No. 641686 I Regulated by the Central Bank of Ireland | Directors: P.R.Bradbrook (UK), B.R.P.Joseph (UK), Y.Slattery, P. Wilson (UK), D. Palici-Chehab (FR), J. O’Neill, H. Browne, P.H. Rastoul (FR) Extensions: 1. Covered are bodily injury and property damage in connection with insured professional activities which have been or are being performed, undertaken or provided by or on behalf of the Insured 2. Covered are costs for legal advice, expertise and trial 3. Covered are claims arising from subcontractors activities XL Insurance Company SE Zweigniederlassung für Österreich Eduard Billovits Country Manager Austria & Central Eastern Europe Vienna, 14.12.2020 Page 2 |