RSG.NPA.120511 Page 1 of 6
NATIONAL PRODUCER AGREEMENT
This National Producer Agreement (this “Agreement”) is by and betwe...
RSG.NPA.120511 Page 2 of 6
The Agreement
For good and valuable consideration, the receipt and sufficiency of which is ackn...
RSG.NPA.120511 Page 3 of 6
Domicile State, the Producer will obtain and maintain any non-resident corporate, and/or indivi...
RSG.NPA.120511 Page 4 of 6
hereunder, the Producer will pay return commission at the same rate or on the same basis upon w...
RSG.NPA.120511 Page 5 of 6
6. No Automatic Renewals; Notice ofPolicy Expirations
6.01 Insurance placed or arranged by any ...
RSG.NPA.120511 Page 6 of 6
10. Entire Agreement and Construction
10.01 This Agreement constitutes the entire agreement of ...
of 6

NATIONAL_PRODUCER_AGREEMENT_Fill-In_-1

Published on: Mar 3, 2016
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Transcripts - NATIONAL_PRODUCER_AGREEMENT_Fill-In_-1

  • 1. RSG.NPA.120511 Page 1 of 6 NATIONAL PRODUCER AGREEMENT This National Producer Agreement (this “Agreement”) is by and between Ryan Services Group, LLC, in California, Massachusetts, Nevada, New York, Oklahoma, and Vermont d/b/a RSG Insurance Services, LLC (“RSG”) and the producer identified on Page 6 of this Agreement (the “Producer”). Background Recitals RSG is a Delaware limited liability company and a subsidiary of Ryan Specialty Group, LLC, (“Ryan”) and provides marketing services on behalf of subsidiaries and affiliates of Ryan. Subsidiaries and affiliates of Ryan operate as wholesale insurance brokerage and underwriting management intermediaries offering specialized insurance products and services to independent agents and brokers for their customers and clients. As of the Effective Date, RSG provides its marketing services under an assumed name of RSG Insurance Services, LLC in the states of California, Nebraska,New York,Oklahoma, and Vermont. As of the Effective Date, the underwriting management services of Ryan are provided by RSG Underwriting Managers, LLC, in California d/b/a RSG Insurance Services, LLC, and ThinkRisk Underwriting Agency, LLC, in California d/b/a ThinkRisk Insurance Agency, (individually and collectively, “RSG UM”). As used in this Agreement, RSG UM, together with any subsidiary organized or acquired by Ryan that operates as an underwriting management intermediary will be referred to as “RSG UM Providers.” The wholesale insurance brokerage services of Ryan are provided by R-T Specialty, LLC, in California d/b/a R- T Specialty Insurance Services, LLC (“RT”). As used in this Agreement, RT and all of its existing subsidiaries, together with any subsidiary organized or acquired by RT after the Effective Date will be referred to as “RT Providers.” From time to time, RSG, or its subsidiaries or affiliates, may organize or acquire other insurance intermediaries offering specialized insurance products, or underwriting management and claims services on behalf of one or more specified insurers, to insurance agents, producers, and brokers for their customers and clients. All current and future insurance intermediaries organized or acquired by or on behalf of RSG, the RT Providers, or the RSG UM Providers will be referred to separately, as “Provider” and, collectively, the “Providers.” The Producer is an insurance agent, producer, or broker that wishes to obtain through one or more of the Providers certain specialty insurance products for and on behalf of its customers and clients. The Producer intends for this Agreement to extend to, and include, all of the Producer’s branch office locations, subsidiaries and affiliates. The Producer, RSG, and the Providers want to mutually benefit and improve the overall efficiency of the insurance business which the Producer and the Providers may conduct by eliminating the need for the Producer to execute a separate broker, agency, or producer agreement with each Provider or each branch office location, subsidiary or affiliate with whom the Producer and any Provider intend to conduct business.
  • 2. RSG.NPA.120511 Page 2 of 6 The Agreement For good and valuable consideration, the receipt and sufficiency of which is acknowledged, RSG, for itself and on behalf of the Providers, and the Producer, intending to be legally bound, agree as follows: 1. RSG Representations and Warranties 1.01 RSG represents and warrants that it is authorized to enter into this Agreement and become bound by the terms hereof, and that each Provider (i) has authorized RSG to execute this Agreement on its behalf, (ii) is and will be bound to the Producer by the terms of this Agreement as if it was a signatory hereto, (iii) the Producer’s covenants and undertakings to RSG are and will be deemed to be the Producer’s covenants and undertakings to the Providers, and (iv) documents, records, or other information the Producer provides to RSG will be deemed to be documents, records, or other information the Producer provides to the applicable Provider. 1.02 RSG represents and warrants that each Provider possesses all requisite (i) resident corporate, agency, and/or individual agent, broker, producer, surplus lines or other license required by the insurance regulator in the state in which it was incorporated or organized (the “ Provider Domicile State”) in order to transact the insurance business contemplated under this Agreement, and (ii) non-resident corporate, agency, and/or individual agent, broker, producer, or other license required by any applicable non-Provider Domicile State insurance regulator in order to transact the insurance business contemplated under this Agreement, including but not limited to any license applicable to the Provider in the home state of the Named Insured under any applicable insurance policy; provided, that the applicable home state will be determined in accordance with the provisions of the Nonadmitted and Reinsurance Act of 2010, 15. U.S.C. §8201, etc. (“NRRA”). 1.03 Except to the extent that RSG notifies the Producer in writing to the contrary, RSG represents and warrants that any Provider that is organized or acquired after the effective date of this Agreement (i) will be bound to the Producer by the terms of this Agreement as if it was a signatory hereto and has authorized RSG to so notify the Producer, (ii) will authorize and agree that the Producer’s covenants and undertakings to RSG will be deemed to be the Producer’s covenants and undertakings to such Provider, and (iii) any documents, records, or other information the Producer provides to RSG will be deemed to be documents, records, or other information the Producer provides to any such Provider. 1.04 RSG will notify the Producer of any subsequently acquired or organized Providers, and such notification may include written or electronic correspondence, or posting on its web site, or the web site of one or more of the web sites of the RT Subsidiaries or the RSG UM Subsidiaries. 2. Producer Representations and Warranties 2.01 The Producer represents and warrants that it is authorized to enter into this Agreement and become bound by the terms hereof. The Producer also represents and warrants that it possesses all requisite (i) resident corporate, agency, and/or individual agent, broker, producer, surplus lines or other license required by the insurance regulator in the state in which it was incorporated or organized (the “Producer Domicile State”) in order to transact the insurance business contemplated under this Agreement, and (ii) non-resident corporate, agency, and/or individual agent, broker, producer, or other license required by any applicable non-Producer Domicile State insurance regulator in order to transact the insurance business contemplated under this Agreement, including but not limited to any license applicable to the Producer in the home state of the Named Insured under any applicable insurance policy; provided, that the applicable home state will be determined in accordance with the provisions of the Nonadmitted and Reinsurance Act of 2010, 15. U.S.C. §8201, etc. (“NRRA”). 2.02 The Producer represents and warrants that if the Producer asks RSG or any Provider to issue a quotation for any of the Producer’s customers, clients, or prospects that are located outside the Producer
  • 3. RSG.NPA.120511 Page 3 of 6 Domicile State, the Producer will obtain and maintain any non-resident corporate, and/or individual agent, broker, producer, or other license required by any applicable insurance regulator in such state in connection with such quotation. 2.03 The Producer represents and warrants to RSG and the Providers that the Producer is and will be bound to the Providers with whom the Producer transacts business by the terms of this Agreement as if the Providers were signatories hereto. 2.04 The Producer represents and warrants that the Producer will not (i) bind RSG or any Provider, or any insurer with respect to any insurance, without the prior written authorization of the applicable Provider, or (ii) place any advertisement, in any medium currently existing or existing at any time during the term of this Agreement, or issue or distribute any circular or paper, involving RSG or any Provider, without the prior written consent of RSG or the applicable Provider, as the case may be. 3. Insurance Licenses 3.01 Upon RSG’s request, the Producer will promptly provide RSG with a copy of all resident and non-resident corporate, agency, and/or individual agent, broker, producer, or other similar licenses held and maintained by the Producer. 3.02 Upon the Producer’s request, RSG will promptly provide the Producer with a copy of all resident and non-resident corporate, agency, agent, broker, producer, or other similar licenses held and maintained by any applicable Provider. 3.03 RSG will provide the Providers with access to, or evidence of, any or all resident or non- resident corporate, agency, insurance agent, broker, producer, or other similar licenses or information the Producer provides to RSG, and the Producer will have no obligations to provide any such licenses or information to the Providers. 4. Errors and Omissions Insurance Coverage 4.01 Upon RSG’s request, the Producer will promptly provide RSG with evidence to RSG’s reasonable satisfaction of errors and omissions insurance coverage in force that the Producer maintains for itself and its officers and employees, with an annual policy limit of not less than $1,000,000. 4.02 While this Agreement is in effect, the Producer will continue to maintain in force errors and omissions insurance coverage for itself and its officers and employees, with an annual policy limit of not less than $1,000,000, and upon RSG’s request, will promptly provide RSG with evidence to RSG’s reasonable satisfaction of such errors and omissions insurance coverage. 4.03 For purposes of Sections 4.01 and 4.02, the Producer’s compliance with any Provider’s request also will be deemed to be compliance with, and for the benefit of, all the Providers. 4.04 All errors and omissions insurance coverage contemplated under this Section 4 will be issued by insurers with an A.M. Best rating of equal to or greater than A.VII. 5. Compensation; Collection and Payment of Premiums and Surplus Lines Taxes and Fees 5.01 All compensation payable by any Provider to the Producer for business the Producer places with such Provider will be in such amount or percentage of premium charged for such business as indicated on any invoice or statements issued by the Provider, or as the Producer and such Provider otherwise mutually agree in writing. If there is return premium with respect to any business the Producer places with any Provider
  • 4. RSG.NPA.120511 Page 4 of 6 hereunder, the Producer will pay return commission at the same rate or on the same basis upon which such business was placed. 5.02 The Producer will pay any Provider with whom the Producer has placed insurance business hereunder the balance due on all certificates, policies, and endorsements relating to such business at the time indicated on any invoice or statement issued by the Provider, or as the Provider and the Producer otherwise mutually agree in writing. 5.03 Subject to Section 5.04, the Producer guarantees to pay the applicable Provider all premiums, and taxes if applicable, on any insurance policy placed or arranged by such Provider for the Producer, irrespective of whether the Producer has collected such premiums, or taxes if applicable, from any client or customer of the Producer. This Section 5.03 will survive the termination of this Agreement. 5.04 Notwithstanding Section 5.03, the Producer will not be responsible for any disputed or uncollectible additional premium due pursuant to any annual or interim premium audit or any retrospective rating adjustment under any insurance policy placed or arranged by the Provider for the Producer, provided, the Producer notifies the Provider of the Producer’s inability, following the Producer’s diligent efforts, to collect such additional premium within 30 days after the Producer receives written notice from the Provider of such additional premium, and provided, further, the Producer will not be entitled to any compensation with respect to any such additional premium, irrespective of whether such premium is collected from the applicable policyholder. This Section 5.04 will survive the termination of this Agreement. 5.05 Any premiums the Producer collects or receives from its customer or client for insurance placed hereunder, and any premium refunds that are paid by or on behalf of any Provider to the Producer for the Producer’s client or customer, may be deposited into one or more of the Producer’s fiduciary accounts in accordance with any applicable insurance laws or regulations until they are due to be paid to the Provider or such client or customer, as the case may be. Subject to any applicable insurance laws or regulations and any applicable insurer’s consent, if required, the Producer may retain the interest or investment income earned while any such premiums are on deposit in any such accounts 5.06 Upon RSG’s or any Provider’s request, the Producer will promptly provide RSG or the applicable Provider with evidence to RSG’s or the Provider’s reasonable satisfaction of the Producer’s compliance with its obligations under Section 5.05, and the Producer’s compliance with RSG’s request also will be deemed to be compliance with, and for the benefit of, all Providers applicable to the business written. 5.07 If any business placed by the Producer with an RT Provider is underwritten by a non-admitted insurer in the state where such business is written, the applicable RT Provider will be responsible for timely compliance with all applicable surplus lines requirements governing such business, including without limitation (i) procuring and documenting requisite declinations from admitted insurers, and (ii) collecting, filing, and paying all requisite taxes and fees applicable to such business. If any business placed by the Producer with a non-RT Provider is underwritten by a non-admitted insurer in the state where such business is written, the responsibility for timely compliance with all applicable surplus lines requirements governing such business, including without limitation (i) procuring and documenting requisite declinations from admitted insurers, and (ii) collecting, filing, and paying all requisite taxes and fees applicable to such business will be as the applicable non-RT Provider and the Producer mutually agree in writing. 5.08 If the Producer does not pay the premiums, and taxes if applicable, described in Section 5.03 above when due, and as a result of such non-payment, any Provider incurs any damage, cost, fine, penalty, or expense, including, but not limited to, collection expense and reasonable attorneys’ fees, the Producer will promptly reimburse the Provider for any such damage, cost, fine, penalty, or expense, including, but not limited to, collection expense and reasonable attorneys’ fees, with respect to such unpaid premiums and any applicable taxes. This Section 5.08 will survive the termination of this Agreement.
  • 5. RSG.NPA.120511 Page 5 of 6 6. No Automatic Renewals; Notice ofPolicy Expirations 6.01 Insurance placed or arranged by any Provider for the Producer will be for a definite policy period, as specified in the applicable policy, and no such policy will provide for automatic renewals thereof. RSG and the Provider will not be obligated to notify the Producer about any policy’s expiration, and the Producer will be responsible for notifying its customers and clients about any such expiration. 6.02 The Producer will be responsible for requesting and complying with all renewal instructions and requirements from the Provider, regardless of any prior practice of the Provider, or any industry standard, custom, or usage. Notwithstanding the immediately preceding sentence, if the Provider, in its sole discretion, voluntarily notifies the Producer about any policy expiration or renewal instructions and requirements, such notification will not be deemed under this Section 6.02 to be a waiver of the Producer’s responsibilities for all other insurance placed or arranged by any Provider for the Producer, and the Provider may insist upon the Producer’s compliance with this Section 6.02 in all other cases. 7. Ownership ofExpirations 7.01 The Producer’s records, together with the use, control, and ownership of expirations applicable to any insurance placed or arranged by or through Provider will remain the Producer’s property, and such records and expirations will remain the property of the Producer even if there is a good faith dispute between the Producer and the Provider with respect to the accounting and/or payment of premiums, taxes if applicable, and other amounts due and owing. 8. Termination 8.01 This Agreement may be terminated by RSG or the Producer for any reason by written or electronic notice to the other party stating when such termination is to be effective; provided, however, that any such termination will not relieve the Producer’s and any applicable Provider’s obligations to each other with respect to payment of premium and taxes, if applicable, or compensation for insurance placed or arranged hereunder before the effective date of termination. 8.02 Termination of this Agreement will not affect any of the Producer’s rights concerning the ownership of any insurance business, or expirations relating thereto, that any Provider placed or arranged hereunder for the Producer. 9. Notice 9.01 Any notice under this Agreement by either party must be in writing by distribution of hard copy, via email address or fax number provided by the other party. 9.02 Any notice given by the Producer under Section 9.01 to RSG also will be deemed to be notice to, and for the benefit of, all the Providers. 9.03 Any notice given by RSG under Section 9.01 to the Producer also will be deemed to be notice by, and for the benefit of, all the Providers.
  • 6. RSG.NPA.120511 Page 6 of 6 10. Entire Agreement and Construction 10.01 This Agreement constitutes the entire agreement of RSG, the Providers, and the Producer with respect to the subject matter hereof, and supersedes all prior understandings and agreements, whether written or oral, about such subject matter. This Agreement may not be modified, altered or amended without RSG’s and the Producer’s express written consent. 10.02 In case any of the provisions contained in this Agreement are, for any reason, held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability will not affect the validity of any other provision of this Agreement. 10.03 The section headings in this Agreement are for convenience only; they form no part of this Agreement and shall not affect its interpretation. 10.04 All questions concerning the construction, validity and interpretation of this Agreement shall be governed by and construed in accordance with the domestic laws of the State of Illinois, without giving effect to any choice of law or conflict of law provision (whether of the State of Illinois or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than the State of Illinois. This National Producer Agreement is executed as of the Effective Date indicated below by the Producer. IMPORTANT THE FOLLOWING INFORMATION MUST BE PROVIDED TO COMPLETE PROCESSING . PLEASE RETURN TO COMPLIANCE@RYANSG.COM PRODUCER Effective Date: Full Name of Agency: Fictitious or AssumedName: If none, please indicate with“none” or “N/A” Are you a corporation/ Yes No If no, please confirm your corporate status: Drop-down to select(e.g., LLC, soleproprietorship, etc.) FEIN: MailingAddress: Street: Suite/Floor: City: State: Zip Code: Physical Address: (if different than above) Street: Suite/Floor: City: State: Zip Code: Main Phone Number: Main Fax Number: Website: Producer Agreement Contact: Name: E-mail Address: Phone Number: Accounting Contact: Name: Email Address: Phone Number: Parent Company: (If none, please indicatewith“none”or “N/A”) By: Ryan Services Group, LLC By: __________________________________ Jerry Tegan, ManagingDirector [AuthorizedRepresentative ofthe Producer] Print Name: Title:

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