Terms and Conditions
Producer Agreement
Zurich Agency Services, Inc.
THIS AGREEMENT (hereinafter “Agreement”) is made and
entered into as of the date hereof between Zurich Agency Services, Inc. (hereinafter
“ZAS”), and the Producer (“Producer”) as further defined
below accepting this Agreement. The parties agree as follows:
Article I
ZAS has agreements with Insurance Carrier(s) (“Carrier(s)”) to accept
certain insurance on their behalf or to submit applications for specific lines to
the Carrier(s) for consideration.
NO AUTHORITY TO BIND.PRODUCER ACKNOWLEDGES THAT PRODUCER
HAS NO BINDING AUTHORITY UNDER THIS AGREEMENT ON ANY BUSINESS WHATSOEVER. ONLY ZAS
HAS BINDING AUTHORITY AND AUTHORITY TO COUNTER-SIGN INSURANCE CONTRACTS, CERTIFICATES
OR ENDORSEMENTS ISSUABLE WITHIN THE
LIMITED AUTHORITY ESTABLISHED BY THE CARRIER(S) FOR ZAS FROM TIME TO TIME. PRODUCER
IS ONLY ENTITLED TO SUBMIT INSURANCE APPLICATIONS FOR ITS CUSTOMERS TO ZAS FOR CONSIDERATION.
Producer is not authorized to act for or on behalf of ZAS or the Carrier(s), and
neither ZAS nor the Carrier(s) are authorized to act for or on behalf of Producer.
This Agreement grants no authority whatsoever by the Carrier(s) to Producer, and
creates no relationship between Producer and the Carrier(s). ZAS has no authority
to create any relationship between Producer and the Carrier(s).
Producer is an independent contractor and is responsible for its own employees,
benefits, taxes and other expenses and matters affecting its business.
Article II Producers Obligations
1. Producer warrants it is a duly licensed Agent/Broker in all states desiring
to submit to ZAS applications for insurance;
2. Producer is acting as Agent or Broker for the applicant and in the applicant’s
behalf, not as agent of ZAS.
3. Any premiums collected by the Producer on behalf of ZAS shall be collected
and forwarded in full to ZAS in a fiduciary capacity without deduction for commission
or other charges.
4. Producer specifically agrees that any extension of credit by the Producer
to the Producer's client or any other person is solely at the Producer's
risk.
5. No insurance contract may be returned to ZAS by the Producer for flat cancellation
unless returned to and received by ZAS prior to the effective date of the contract,
subject to applicable filing requirements. Earned premiums shall be computed
and charged on every contract canceled after its effective date in accordance with
the cancellation provisions of such contract.
6. Producer agrees to notify ZAS on a timely basis of any final audit
premium that may be uncollectible, to activate the direct collection process by
the carrier;
7. The Producer has no authority to assign any losses or adjust any losses
on behalf of ZAS or its entities. All claims are to be reported to ZAS for
assignment and handling, unless specifically directed otherwise.
8. If any account becomes delinquent, ZAS may, at its option, collect the premium
from the Insured. The Producer shall not be entitled to any commission on those
premiums so collected by ZAS from the Insured.
9. ZAS agrees to pay Producer commission as agreed to by account or carrier
submission.
Article III - Indemnification.
Producer agrees to indemnify and hold harmless ZAS, its employees and agents, from
and against any and all liabilities, losses, damages, judgments, actions and expenses,
including reasonable attorney’s fees, incurred by ZAS resulting from or arising
out of Producer’s negligence, any act or alleged failure to act,
errors or omissions. ZAS agrees to indemnify and hold harmless Producer, its employees
and agents, from and against any and all liabilities, losses, damages, judgments,
actions and expenses, including reasonable attorney’s fees, incurred by Producer
resulting from or arising out of ZAS’s negligence, any act or alleged
failure to act, errors or omissions. Both parties agree to promptly notify
the other in writing of any such claim, demand, action or cause of action.
Article IV Insurance
Producer agrees to keep in full force and effect an Errors and Omissions insurance
policy and a General Liability insurance policy with limits of no less than $5,000,000
during the full term of this Agreement and if requested will immediately provide
copies of the policies.
Article V Confidentiality of Information
The Producer agrees that all underwriting, claims, actuarial, rating, financial,
and other materials and information that you come into possession of, Including
non-public personal financial and health information about an individual are confidential
and will not be disclosed to any third party by the Producer, its employees, representatives,
successors, or assigns unless compelled by a government entity or court of competent
jurisdiction, in which case the Producer shall notify ZAS. The confidentiality of
specific documents may be waived only by ZAS sending prior written notice to the
Producer.
Article VI Termination
Either party may terminate this Agreement at any time by giving written notice to
the other party using any method including electronic delivery. Termination will
be effective upon notice to the last known email address or facsimile number where
appropriate, subject to any additional notice period required by applicable law.
This agreement shall terminate automatically if Producer’s license to transact
insurance is revoked or suspended in any state. A terminated Producer or its designee
shall not attempt to enter into a new agreement, electronic or otherwise with ZAS
without the written permission of ZAS. Termination will not release either party
from liability to the other for prior acts or omissions. Any sums owed to Producer
by ZAS at the time this Agreement is terminated will be subject to being se-off
against any debts owed to ZAS by Producer.
Article VII Miscellaneous
1. The provisions of this Agreement are severable and if any one or more of
the provisions may be determined to be judicially unenforceable, in whole or in
part, the remaining provisions shall nonetheless be binding and enforceable.
2. In the event of any dispute arising between the parties relating to this
Agreement, it is agreed that the prevailing party in any such litigation shall be
entitled to recover all reasonable legal and other expenses arising out of such
action.
3. Producer’s records and the use and control of expirations on business submitted
to ZAS are Producer’s property so long as Producer has paid all premium for which
Producer is liable to ZAS
4. The laws of the state of Kansas shall apply to this Agreement.
5. ZAS may amend the provisions of the Agreement by providing Producer with
30 days prior written notice.