Insurance Monitoring Service Agreement

INSURANCE MONITORING SERVICE AGREEMENT

Parties

This Insurance Monitoring Service Agreement ("Agreement") is entered into by and between the Service Provider and the Client effective as of the Effective Date. Service Provider:

Recitals and Purpose

Whereas, Client holds one or more insurance policies and desires that Service Provider provide ongoing monitoring, notifications, reporting and related services with respect to such policies; and Whereas, Service Provider is in the business of providing insurance monitoring services and has the experience and systems necessary to perform such services. The parties agree as follows.

Policy / Coverage Information

Policy Type: Property Casualty Liability Auto Workers' Compensation Other:

Coverage Amount: $ Deductible: $ Premium: $

Policy Period From: To:

Services to Be Provided

Service Provider will perform the following monitoring services for the Policy(ies) identified above. Service Provider will exercise commercially reasonable efforts to provide services in accordance with the service levels set out in this Agreement.

Policy change notifications (endorsements, cancellations, non-renewals)
Claims monitoring and status updates
Renewal and expiry alerts
Premium or billing anomaly alerts
Secure document storage and retrieval
Customized reporting:

Daily Weekly Monthly On-demand

Monitoring Parameters & Authorizations

Client authorizes Service Provider to obtain and review policy documents, endorsements, billing histories and claims records from Insurer(s) and authorized representatives for the purpose of performing services. Client authorizes Service Provider to act as an agent for notifications only and does not delegate claim-handling authority to Service Provider.

Fees, Billing and Payment

Client agrees to pay Service Provider the fees set forth below for the monitoring services. Fees are due in accordance with the billing terms and are non-refundable except as expressly provided in this Agreement.

Billing Frequency: Monthly Quarterly Annual On-demand invoicing

Exclusions

The following are excluded from Service Provider's responsibilities unless otherwise agreed in writing:

a) Direct claims adjustment, negotiation or settlement with Insurer;
b) Legal advice or representation;
c) Errors in data provided solely by Client or Insurer;
d) Losses arising from Client's failure to provide timely or accurate information; and
e) Any services not expressly set forth in this Agreement.

Data Security, Confidentiality and Records

Service Provider will maintain commercially reasonable administrative, technical and physical safeguards to protect Client data. Service Provider will treat Client data as confidential and will not disclose such data except to Insurer(s), Client-authorized agents, or as required by law. Service Provider will retain monitoring records for a period of at least three (3) years following termination unless a different retention period is agreed.

Limitation of Liability; Indemnification

Except for willful misconduct or gross negligence, Service Provider's aggregate liability arising out of or related to this Agreement will not exceed the fees paid by Client to Service Provider during the twelve (12) months preceding the claim. Client shall indemnify and hold harmless Service Provider from and against any third-party claim arising from Client's inaccurate information, unauthorized instructions or breach of this Agreement.

Term; Termination

This Agreement commences on the Effective Date and continues for the Initial Term indicated below, and thereafter renews automatically for successive renewal terms unless either party provides written notice of non-renewal at least thirty (30) days prior to the end of the then-current term.

Initial Term:

Governing Law and Dispute Resolution

This Agreement will be governed by and construed in accordance with the laws of the state identified in the Notices section below, without regard to conflicts of law principles. The parties agree to attempt good-faith resolution of disputes prior to initiating litigation. If the parties cannot resolve a dispute, the dispute will be submitted to binding arbitration in the agreed jurisdiction, unless otherwise prohibited by law.

Notices

Beneficiary Designation (For Notification/Accounts)

Client may designate a beneficiary or recipient of monitoring notices or account-related credits as follows.

Certification and Client Representations

Client represents and warrants that it is authorized to provide the policy information and to grant the permissions set forth in this Agreement. Client certifies that all information provided to Service Provider is accurate and that Client will promptly notify Service Provider of material changes to policy information.

Miscellaneous

Amendments must be in writing signed by authorized representatives of both parties. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions will remain in full force and effect. This Agreement constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior agreements.

Effective Date

Effective Date:

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