2.5.2

Without prejudice to the generality of Rule 2.5.1, in the event that any legal, arbitration or other proceedings are brought to impose any liability on all or any of the Indemnified Persons for an alleged failure on the part of any Indemnified Person to prevent or to require action by a Trading Member or any of its Directors, Officers, employees, representatives (including without limitation Trading Representatives) or agents, the Trading Member shall reimburse the relevant Indemnified Person for:—

(1) all expenses and legal fees incurred by or on behalf of the Indemnified Person in connection with such proceedings;
(2) any payment made by or on behalf of the Indemnified Person with the approval of the Trading Member in connection with any settlement of such proceedings; and
(3) any payment made by or on behalf of the Indemnified Person as a result of any order, award or judgment made in such proceedings.

The Trading Member shall render such co-operation as the Indemnified Person reasonably requires in respect of such proceedings including without limitation the production of any document or records.

Amended on 26 April 201326 April 2013 and 15 September 201715 September 2017.