PHLY BOND EXPRESS PRODUCER AGREEMENT
THIS BOND EXPRESS PRODUCER AGREEMENT is entered into by
(hereinafter “Producer”); and Philadelphia Indemnity Insurance Company (the
“Company”). The parties enter into this Agreement for good and valuable
consideration, the receipt and sufficiency of which they acknowledge.
1.
2. COMPENSATION - Company will pay Producer commissions on
premiums paid to Company at the rates set forth in any applicable
Commission Schedule provided by Company to Producer.
3. PREMIUMS & ACCOUNTING – Producer shall bear primary
responsibility for collecting all premiums due to Company for surety
bonds issued hereunder. Producer shall remit all such premiums within
45 days of the end of the month in which the bond was effective or
renewed by Company, whether or not Producer has collected such
premiums from the bonded principal. Where required by the Company,
the initial premium shall be submitted with the bonded principal’s
completed and signed application. Except with respect to premiums
billed by Company, Agent may retain commissions out of premiums
collected at the rate indicated in Agent’s current commission schedule.
4. UNDERWRITING & RECORDS - Producer agrees to keep complete and
accurate records of the business transacted pursuant to applicable
insurance statutes. Producer will comply with all laws affecting or
applicable to the conduct of the business that is the subject of this
Agreement and maintain all necessary licenses.
5. INSURANCE - The Producer is required to maintain in full force and
effect errors and omissions coverage with minimum limits of $100,000 for
each claim, and employee dishonesty coverage with limits of at least
$100,000.00 for each claim.
6. TERMINATION – Either party may terminate this Agreement: (i) for
convenience upon providing 90 days prior written notice; or (ii) for cause
immediately upon providing written notice to the other party in the event
any of the following should occur: (a) either party’s license or
authorization to engage in the insurance business is terminated or
suspended by public authority; (b) either party or its parent becomes
insolvent, institutes or acquiesces in the institution of any bankruptcy,
financial reorganization, or liquidation proceeding or experiences a
materially adverse change in its financial condition; (c) funds due
Company from Producer are misdirected or misappropriated; (d)
Producer exceeds any authority granted by Company under this
Agreement or otherwise; (e) Producer, any of its directors, principals, or
officers is: (i) the subject of an indictment or criminal investigation; (ii)
formally charged, indicted or convicted on any fraudulent act or criminal
conduct; or (iii) alleged by a regulatory agency in writing to have violated
any regulatory authority to which Producer, its directors, principals or
officers are subject, which Company in its reasonable and sole discretion
determines adversely reflects on the integrity or trustworthiness of such
entity or person; (f) upon either party giving written notice to the other in
the event of abandonment, fraud, insolvency, or gross and willful
misconduct on the part of such other party; or (g) if Producer fails to pay
when due any money owed to Company under the terms of applicable
billing procedures. To the extent this Agreement is terminated for cause,
all authority granted hereunder shall immediately be revoked.
7. INDEMNIFICATION - Producer shall indemnify and hold Company
harmless against any claims, liabilities or costs (including attorney’s fees
and expenses) which Company may become obligated to pay as a result
of: (i) any error or omission by Producer or its personnel in connection
with the performance of its obligations hereunder; (ii) all fines, penalties,
and related expenses incurred by Company as a result of Producer’s
violation of any law or regulation; (iii) a breach by Producer of its
obligations under this Agreement; (iv) the Producer’s infringement,
misappropriation, or violation of any third party’s intellectual property
rights.
8. MISCELLANEOUS - The validity, construction, interpretation and
performance of this Agreement, and any alleged tort arising from or
relating to the subject-matter hereof shall be governed by the laws of the
Commonwealth of Pennsylvania. Neither party shall assign this
Agreement without the express prior written consent of the other, such
consent not to be unreasonably withheld. Provided, however, Company
may assign this Agreement to any affiliate sharing common ownership,
whether now existing or hereafter acquired. This Agreement constitutes
the entire agreement between the parties and supersedes all prior and
contemporaneous negotiations and agreements, oral or written with
respect to the subject matter hereof. The failure of either party to enforce
any provision hereof shall not be deemed a waiver of that provision. To
the extent any provision of this Agreement is determined by a court of
competent jurisdiction or other regulatory body to be illegal, invalid, or
otherwise unenforceable, such provision shall be deemed struck from
this Agreement without affecting the validity or enforceability of the
remaining provisions hereof, or the Agreement as a whole. This
Agreement may be executed in duplicate counterparts, each of which
shall be deemed an original, but both of which when taken together shall
constitute one and the same document.
( ) -
Authorized Producer Signature:_______________________________________________________________
PHLY Representative Name:
SCOPE AND AUTHORITY – This Agreement solely applies to
applications for surety bonds submitted by Producer via the Company’s
PHLY Bond Express (PBE) System. In no event shall the terms of this
Agreement be deemed to supersede or replace any prior existing
agreement between the parties regarding Producer’s placement of non-
PBE surety business and/or property and casualty business with
Company. Upon execution of this Agreement, Producer shall be
authorized to submit applications to Company for surety bonds on behalf
of Producer’s clients via the Company’s PBE System. Producer
acknowledges and agrees that it shall represent the bonded principal in
all transactions conducted via the PBE System. By executing this
Agreement Producer represents that is has obtained the necessary
authority to submit applications for surety bonds on behalf of its clients.
Producer shall have no authority to act on behalf of Company, express or
implied, including but not limited to making decisions regarding any
claims or the applicability of any coverage terms under any surety bond
issued by Company, binding Company by any promise or agreement,
incurring any debt, expense or liability in the Company’s name or
account, entering into any legal proceedings in connection with any
matter pertaining to the Company’s business, or waiving or altering any
of the provisions of any surety bond issued by the Company. Nothing
contained in this Agreement is intended to create or shall be construed to
create the relationship of employer and employee, or partners or joint
ventures between Company and Producer. Company shall have the
absolute right to decline any application for surety bonds submitted by
Producer via the PBE System and to cancel any surety bonds issued
hereunder.
Email to: SuretyAppointment@phly.com
