Professional Indemnity Terms

1. Scope of Coverage

45Black Limited maintains £1,000,000 professional indemnity insurance covering errors and omissions in our regulatory data infrastructure services.

What Is Covered

Professional indemnity coverage applies to:

• Data accuracy errors — Incorrect obligation extraction from source legislation
• Processing errors — Failures in temporal tracking, amendment application, or provenance linking
• Verification failures — Incorrect verification status assigned to obligations
• API failures — Service availability or response accuracy issues under agreed SLA

What Is Not Covered

Coverage does not apply to:

• Client interpretation errors — How you apply obligations to your specific situation
• Indirect or consequential losses — Business interruption, lost profits, regulatory penalties
• Third-party actions — Decisions made by regulators, courts, or other parties
• Force majeure — Events beyond our reasonable control
• Intentional misuse — Deliberate violation of service terms or API limits
• Data provided by you — Errors in data you supply for analysis

2. Coverage Limits

Per Claim Limit: £1,000,000
Aggregate Annual Limit: £1,000,000

Multiple claims arising from the same root cause are treated as a single claim for limit purposes.

3. Geographic Scope

Coverage applies to:

• Services delivered within the United Kingdom
• Claims brought under the laws of England and Wales

Services outside the UK require separate insurance arrangements.

4. Claims Process

Making a Claim

To make a claim under professional indemnity coverage:

1. Notify us immediately — Email: wills.crump@45black.tech
2. Provide evidence — Documentation of the error and resulting loss
3. Demonstrate causation — Clear link between our error and your loss
4. Quantify damages — Reasonable calculation of direct financial loss

Claims must be notified within 30 days of discovering the error.

Our Response

We will:

1. Acknowledge receipt within 2 working days
2. Investigate the claim within 14 working days
3. Provide preliminary determination within 30 working days
4. Engage insurer if claim exceeds £10,000

Settlement

Valid claims are settled through:

• Direct correction — Fix the error in the data infrastructure
• Financial compensation — Reimbursement of direct financial loss up to policy limits
• Insurer settlement — For claims exceeding our direct settlement capacity

5. Client Responsibilities

To maintain indemnity coverage, clients must:

Reasonable Reliance

• Verify applicability of obligations to your specific circumstances
• Consult qualified legal counsel for legal advice
• Not rely solely on API responses for compliance decisions

Prompt Notification

• Report suspected errors within 7 days of discovery
• Provide reasonable access for investigation
• Cooperate with remediation efforts

Mitigation

• Take reasonable steps to mitigate losses
• Not exacerbate damages through inaction
• Maintain your own compliance processes

6. Exclusions and Limitations

No Consequential Damages

We are not liable for:

• Lost profits or revenue
• Business interruption costs
• Damage to reputation
• Regulatory penalties or fines
• Opportunity costs
• Third-party claims against you

Standard of Care

Our liability is limited to:

• Negligence — Failure to exercise reasonable care
• Professional errors — Mistakes in data extraction or processing

We are not liable for:

• Correct processing of incorrect source legislation
• Changes in law after data extraction
• Ambiguities in source legislation we reasonably interpreted

7. Insurance Details

Insurer: Hiscox Insurance Company Ltd.
Policy Number: [POLICY_NUMBER]
Coverage Period: [START_DATE] to [END_DATE]
Renewal: Annual, continuous coverage maintained

Certificate of Insurance: Available on request to verified clients.

8. Service Agreement Requirement

Professional indemnity coverage applies only to clients with:

• A signed service agreement
• Active subscription or licensing arrangement
• Current payment status (no outstanding invoices)

Coverage terminates:

• Immediately — On termination for cause
• 30 days after — Termination for convenience
• On expiry — Of service agreement term

Claims must arise during the coverage period.

9. Dispute Resolution

Escalation Process

Disputes regarding indemnity claims follow this process:

1. Internal review — Senior management review within 7 days
2. Good faith negotiation — 14 days to resolve amicably
3. Mediation — Neutral mediator appointed by mutual agreement
4. Arbitration — Binding arbitration under English law if mediation fails

Legal proceedings are a last resort after exhausting this process.

10. Governing Law

These indemnity terms are governed by the laws of England and Wales.

Any disputes will be subject to the exclusive jurisdiction of the courts of England and Wales.

11. Relationship to Other Terms

These indemnity terms:

• Supplement the main service agreement
• Do not affect limitation of liability in website terms (£100)
• Apply only to contracted MCP/API services, not website use

For website-only use, see: Terms of Service

12. Changes to Coverage

We may update coverage terms on policy renewal. Changes will not affect:

• Claims arising before the change
• Active service agreements (until renewal)

Significant changes require 60 days notice to existing clients.

13. Contact

Questions about professional indemnity coverage:

Email: wills.crump@45black.tech
Company: 45Black Limited, Company No. 16860363
Address: 20 Wenlock Road, London, England, N1 7GU

Insurance Queries: Request Certificate of Insurance via email above.