This Agreement is made this * (“Effective Date”) by and between * with an address for purpose hereof at * * * * hereinafter referred to as “Agent” and United Home Insurance Company, with an address for purpose hereof at 1201 West Court St, Paragould, AR, 72450, hereinafter referred to as “United Home”.
In consideration of the mutual covenants, promises and considerations herein set forth, that United Home and the Agent agree as follows:
Article I. Authority
A. Agent has the authority to solicit, provide quotes, receive applications, bind coverage, and collect, receive, and receipt for premiums for insurance products specified in our Underwriting Guidelines, in the state(s) of: * , subject to and in accordance with this Agreement and the Underwriting Guidelines.
B. Agent has no authority to, and Agent will not, bind us on insurance coverage:
- based on information that Agent knows or have reason to know is false or inaccurate;
- with an effective date prior to the date that you receive an acceptable down payment, as specified in the Underwriting Guidelines, and a request for such coverage;
- on any class of risk or type on insurance not specified in the Underwriting Guidelines.
C. Without our prior written consent Agent has no authority to, and Agent will not:
- adjust any claims;
- grant binding authority to, or accept business subject to this Agreement from, other agencies or brokers, or any agents, solicitors, or subagents who are not your employees;
- issue financial responsibility filings, certificates of insurance, filings with any state or municipal agency, policies, endorsements, renewal notices, or cancellation notices;
- give or disclose information contained in our Underwriting Guidelines or applications to any third party; or
- use our name in any advertisement or promotional material.
D. United Home has the authority to:
- expand, restrict, or modify, in writing, any part or all of the Agent authority to represent us hereunder;
- change our Underwriting Guidelines upon written notice to you, specifying the effective date of any such changes;
- contact or use any third party to contact any person insured by United Home, or who has applied to be insured by United Home to:
- provide customer service to the person;
- request, receive, or verify any information related to the person;
- notify the person of, and collect premium due on, any Policy or Renewal;
- change the terms of any Policy or Renewal; and
- access and use information regarding Policies and Renewals, including Expiration Information, only for the purpose set forth in Subsection I(D)(3), market research, product development, regulatory compliance, or determining compliance with the provisions of this Agreement.
E. Without the Agent prior written consent, United Home has no authority to, and will not:
- use any Expiration Information for the purpose of soliciting any Policy, Renewal, or other insurance product, except in accordance with Subsection V(A)(5) and Section V(C); or
- disclose Expiration Information to a third party. Except as necessary for the purposes set forth in Subsection I (D) (3). If we disclose Expiration Information to a third party pursuant to Subsection I (D) (3), we will take reasonable steps to ensure confidential treatment of the Expiration Information by the third party.
F. Our authority under Section II (D), as limited by Section II(E), will survive the expiration or
termination of this Agreement.
Article II. Duties
A. Agent will:
- forward all application and premiums to us in any reasonable manner that we may specify, which may include, without limitation, electronic transmission;
- reasonably ensure that all applications are complete and contain accurate information;
- present to all applicants all promotional and instructional material, and any other information that we may direct to you to present to the applicant including, without limitation, information regarding preferred repair facilities, direct claims reporting and response, safety, insurance economics, and financial stability;
- comply with all applicable laws relating to the sale of insurance coverage’s pursuant to this Agreement, including, without limitation, agent, broker, solicitor licensing laws;
- pay for all of your operating expenses, including, without limitation, personal license fees and taxes, and occupational or municipal license fees and taxes;
- maintain an agent’s errors and omissions policy of insurance with a minimum limits of liability of One Million Dollars ($1,000.000) covering you and each of your employees;
- comply with our Underwriting Guidelines, as these may be changed by us;
- instruct each insured to immediately report all losses directly to us, and immediately refer to us any inquiry or report concerning any claim or loss that you may receive;
- electronic transmission is specified pursuant to Subsection II(A)(1), retain in an orderly fashion, and for the period specified in the Underwriting Guidelines, all original signed application, and exclusions and rejections of optional coverage under any Policy or Renewal, and not discard or destroy any such documents without our prior written consent. Notwithstanding the forgoing, after any such document has been retained by you for a period of three (3) years, you may send it, or an accurate copy thereof, to us, and upon expiration or termination of this Agreement, you will send us all such documents, or accurate copies thereof;
- grant access to any of your facilities for the purpose of inspecting such documents and records, and provide reasonable assistance in performing any such inspection;
- provide us any information in your possession or control that we may request in exercising our authority under this Agreement, including without limitation, a copy of all or any part of any file concerning any person insured under, or who has applied for a Policy or Renewal;
- refund unearned commissions to the insured who paid the premium resulting in such commission, or to us if we bill you, at the same rate that such commission were paid to you.
B. United Home will:
- issue all policies, endorsements, renewal notices, cancellation notices, certificates, fillings, and other required documentation of coverage;
- adjust or arrange for the adjustment of all claims;
- promptly inform you of any material changes to any Policy or Renewal;
- fulfill our obligations under our Underwriting Guidelines, Policies, and Renewals;
- pay you commissions as provided in this Agreement; and
- provide to you the Underwriting Guidelines, and notify you of any material changes to the Underwriting Guidelines.
Article III. Commissions
A. We will pay you commissions on Policies and Renewals based on our applicable commission schedules in effect as of the inception date of each such Policy or Renewal, provided that:
- you are the agent of record at the inception of the Policy or Renewal.
- you are properly licensed;
- you have paid all amounts that are due and owing to us.
B. We may change our commission schedules at any time upon prior written notice to you.
Article IV. Termination of Agreement
A. This Agreement shall terminate:
- automatically, if any authority cancels or declines to renew the Agent’s license or Certificate of Authority;
- automatically, on the effective date of sale, transfer or merge of the Agent’s business, or upon the effective date of any assignment of the Agent’s rights and obligations under this Agreement, unless prior to such date United Home had consented to such transfer or assignment, in writing;
- upon either party giving at least (10) days advance written notice to the other;
- immediately upon either party given written notice to the other in the event of abandonment, fraud, insolvency or gross and willful misconduct on the part of such other party.
- if we provide you notice of our intent to terminate pursuant to this Section due to your failure to pay all amounts due and owing to us, then we will set forth the total amount due and owing in our notice.
B. Rights After Termination:
- All authority given to you by this Agreement ends;
- We may notify policyholders of the expiration or termination of this Agreement;
- You will promptly return all of our manuals, forms, records, material, applications, rate guides, Underwriting Guidelines and any other property that we have furnished to you;
- All in-force Policies and Renewals will continue to normal expiration, subject to their terms;
- Unless otherwise notified by you in writing, we may, in our discretion, offer to renew Policies and Renewals written hereunder. When required by applicable law, we will offer to renew such Policies and Renewals. If we make such offer to renew, we will continue to designate you as the producer, and we will pay you commissions on each resulting Renewal, subject to and in accordance with Article III, provided that this Agreement has not been terminated by us pursuant to Section IV(5).
C. Notwithstanding the forgoing, unless otherwise notified by us in writing, you will continue to have binding authority with respect to endorsements to Policies and Renewals outstanding after expiration or termination of this Agreement, and you may retain those materials of ours that are necessary to exercise this authority.
D. If this Agreement is terminated by us pursuant to Section IV (5) due to failure to pay all amounts due and owing to us, them we will own all rights in Expiration Information.
Article V. Fiduciary Responsibility
A. All funds received by you as premiums for insurance written under this Agreement will be held by you in a fiduciary capacity, in trust, for our benefit. If mutually agreed, you will deposit such funds into a bank account for electronic transfer to us. If you fail to remit or make these funds available to us in a timely fashion, we will have first lien on such funds. After the expiration or termination of this Agreement, you will continue to hold these funds in a fiduciary capacity, in trust, for our benefit until you remit or make these funds available to us.
B. Notwithstanding anything in this Agreement to the contrary, we may set off any amounts due and owing to you against any amount due and owing by you to us.
C. This Article will survive the expiration or termination of this Agreement.
Article VI. Indemnification
A. You will indemnify and hold us harmless for and from all Losses that we sustain due to your negligence, any unauthorized representation, acts errors, or omissions on your part, or your failure to comply with the provisions of this Agreement, including, without limitation, your failure to perform your duties set forth in Article II, or failure to comply with restrictions on your binding authority as set forth in our Underwriting Guidelines, provided that you are legally liable to us for such Losses.
B. This Article will survive the expiration of this Agreement.
Article VII. Miscellaneous
A. This Agreement will be governed by and interpreted under the laws of the state set forth in Section I (A). Any provision of this Agreement that is contrary to the controlling law is hereby deemed to be amended to bring it in compliance with that law.
B. This Agreement contains the entire understanding between the parties and supersedes all previous agreements between the parties, oral or written, with respect to any insurance product that you are authorized to solicit under this Agreement. This Agreement will not effect, alter, or impair any agreement between the parties with respect to any other insurance product(s).
C. This Agreement may not be altered or modified except in writing and signed by both parties.
D. The captions contained in this Agreement are for organizational purposes only and not constitute a part of this Agreement.
E. The rights and remedies of the parties under this Agreement are cumulative and in addition to any rights and remedies available to the parties at law or in equity.
IN WITNESS WHEREOF, United Home Insurance Company and the Agent have executed this Agreement on the date and year first above written.