ACORDs Insurance Agreement

ACORDs Insurance Agreement

This ACORDs Insurance Agreement (the "Agreement") is made effective as of Effective Date: by and between Client Name: (the "Client") and Broker/Producer Name: (the "Broker"). The Client and the Broker are each referred to herein as a "Party" and collectively as the "Parties."

RECITALS

WHEREAS, the Broker is duly licensed and authorized to solicit, place and administer insurance coverages and to prepare standard insurance industry forms, including ACORD forms, on behalf of insureds and insurers; and

WHEREAS, the Client desires to engage the Broker to obtain, place and service insurance coverages consistent with the Client's instructions and to complete and file ACORD and related insurance claim and policy forms as necessary to obtain such coverages; and

WHEREAS, the Parties wish to set forth their respective rights, duties and obligations with respect to the placement, administration and servicing of such insurance coverages.

NOW, THEREFORE, in consideration of the mutual covenants set forth herein and other good and valuable consideration, the Parties agree as follows:

1. APPOINTMENT; SCOPE OF SERVICES

1.1 Appointment. The Client appoints the Broker as its insurance producer and broker of record for the limited purposes set forth in this Agreement. The Broker shall use commercially reasonable efforts to obtain and place insurance coverages identified in Section 1.2 and shall act in accordance with Client instructions. The Broker is authorized to prepare, complete and submit ACORD forms and other standard industry forms on behalf of the Client for the purpose of marketing, quoting, binding or servicing insurance coverages, subject to the Client's prior written instructions where required by law or by the insurer.

1.2 Coverages. The Broker will seek placement for the following types of insurance requested by the Client: . Target limits of liability and coverage terms shall be as specified by the Client: Limits/Terms: .

2. CLIENT OBLIGATIONS

2.1 Cooperation. The Client shall provide accurate, complete and timely information requested by the Broker or insurers, including but not limited to property schedules, loss history, applications and other data necessary to procure or maintain coverage. Failure to provide required information may result in declination of coverage or rescission.

3. BROKER COMPENSATION

3.1 Compensation. The Broker shall be compensated by means of commissions payable by insurers and/or fees payable by the Client. Commission to Broker (if applicable): . Any broker fees or documentation charges payable by the Client shall be disclosed in writing to the Client prior to placement.

3.2 Receipt and Application of Premium. The Broker may receive premiums from the Client and is authorized to transmit such funds to insurers or their authorized representatives. The Broker shall maintain funds in accordance with applicable legal and regulatory requirements and shall apply payments to the intended policies. The Client acknowledges that premiums paid are subject to adjustments, audits and endorsements by insurers.

4. REPRESENTATIONS; AUTHORIZATIONS

4.1 Representations. Each Party represents and warrants that it has the power and authority to enter into this Agreement and to perform its obligations hereunder. The Client represents that all information provided to the Broker is true, complete and accurate to the best of the Client's knowledge.

4.2 Authorization to Execute ACORD Forms. The Client authorizes the Broker to complete and submit ACORD and other insurance industry standard forms on the Client's behalf for the purposes of quoting, binding or servicing coverage, provided that no coverage shall be bound except in accordance with express Client instructions or as otherwise agreed in writing.

5. CONFIDENTIALITY; DATA USE

5.1 Confidential Information. Each Party shall keep confidential non-public business information disclosed by the other Party and shall not disclose such information except as necessary to perform this Agreement or as required by law. The Broker may disclose information to insurers, reinsurers and service providers as reasonably necessary to place or service coverage.

6. CLAIMS AND NOTICE

6.1 Claims Handling. The Client shall promptly notify the Broker of any facts or occurrences that may give rise to a claim. The Broker shall assist the Client in presenting claims to insurers, completing ACORD claim forms and coordinating with adjusters, subject to any fees agreed between the Parties.

7. INDEMNIFICATION; LIMITATION OF LIABILITY

7.1 Indemnification. Each Party shall indemnify, defend and hold harmless the other Party from and against any liability, loss or expense (including reasonable attorneys' fees) arising out of that Party's negligent acts, omissions or willful misconduct in connection with this Agreement.

7.2 Limitation of Liability. Except for liability resulting from gross negligence or willful misconduct, neither Party shall be liable to the other for special, incidental, punitive or consequential damages, and the aggregate liability of either Party for any claim arising under this Agreement shall not exceed the total compensation actually received by the Broker under this Agreement during the twelve (12) month period preceding the event giving rise to the claim.

8. TERM; TERMINATION

8.1 Term. The term of this Agreement shall commence on the Effective Date and shall continue for a period of unless earlier terminated as provided below.

8.2 Termination. Either Party may terminate this Agreement upon prior written notice to the other Party. Termination shall not affect obligations regarding premiums, commissions, audits or claims arising prior to termination.

9. NOTICES

All notices required or permitted under this Agreement shall be in writing and delivered to the addresses below by hand delivery, nationally recognized courier, or certified mail, return receipt requested, or by electronic transmission where an acknowledgement of receipt is obtained.

10. GOVERNING LAW; MISCELLANEOUS

10.1 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to conflicts of law principles.

10.2 Entire Agreement. This Agreement, including any schedules and attachments executed by the Parties, constitutes the entire agreement between the Parties with respect to its subject matter and supersedes all prior agreements, understandings and communications, whether written or oral.

10.3 Severability. If any provision of this Agreement is held invalid or unenforceable, such provision shall be limited or eliminated to the minimum extent necessary so that the remainder of this Agreement shall remain in full force and effect.

10.4 Amendments; Waiver. No amendment or modification of this Agreement shall be effective unless made in writing and signed by authorized representatives of both Parties. No waiver of any term or breach shall be effective unless in writing.

10.5 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument. Facsimile or electronic signatures shall be effective for all purposes.

11. ACKNOWLEDGMENTS

The Client acknowledges that the Broker may rely upon information provided by the Client and by third parties in the performance of its duties. The Client further acknowledges that submission of ACORD forms and similar industry-standard forms is a routine administrative process used to request quotations and bind coverage, and that completion of such forms does not itself create insurance coverage except as set forth in the relevant insurer policy documents.

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