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EXHIBIT 10.110
CLAIM SERVICE AGREEMENT
This Agreement is entered into effective as of the 1st day of July 1997, by and
between Claims Control Corporation, an Illinois corporation (hereinafter
referred to as "CCC") and Frontier Pacific Insurance Company, a California
insurance company (hereinafter referred to as "FPIC").
This Agreement shall constitute authorization for CCC to investigate and adjust
all claims on behalf of FPIC with respect to Primary Employers Indemnity and
Employers Excess Indemnity insurance produced by Combined Independent Agencies,
Inc., subject to the following terms and conditions:
1. APPLICATION
As respects the Primary Employers Indemnity and Employers Excess Indemnity
insurance produced by Combined Independent Agencies, Inc., claims adjustment
authority shall apply to all claims on FPIC policies which claims are referred
by FPIC to CCC for adjustment.
2. SERVICES
CCC or its appointees shall investigate, reserve, adjust, settle and process,
or oversee the investigation reserving, adjustment, settlement and processing
of, all claims and losses to which this Agreement applies, in accordance with
specified limits of authority, attached to and made a part of this Agreement,
and pursuant to all rules, instructions and procedures hereafter supplied to
CCC by FPIC. Any or all such materials and/or instructional information may be
amended or supplemented by FPIC from time to time either by written or verbal
notice. Additionally, with respect to Primary Employers Indemnity and Employers
Excess Indemnity claims, CCC shall notify reinsurers of individual losses as
required pursuant to applicable reinsurance agreements.
3. INDEPENDENT CONTRACTOR
CCC and its appointees shall perform services pursuant to this Agreement as
independent contractors, and nothing contained herein shall in any way be
construed to constitute an employment relationship between FPIC and CCC, CCC's
employees or CCC's appointees. CCC and its appointees shall provide whatever
staff, office facilities and supplies are necessary for the performance of all
services contemplated by this Agreement to be performed by CCC and its
appointees at their own expense.
4. DILIGENCE
CCC shall perform its duties hereunder faithfully and to the best of its
knowledge, skill and judgment, and shall comply with such reasonable
instructions as it may receive from time
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to time from FPIC relating to the subject matter of this Agreement. CCC
shall abide by all applicable laws, rules and regulations of all insurance
regulatory authorities.
5. LITIGATION/ADJUSTER ASSIGNMENT
Legal services on claims referred to CCC hereunder will be provided only by
qualified attorneys-at-law who have substantial experience in the handling of
claim litigation of the type involved. Outside adjuster services on claims
referred to CCC hereunder will be provided only by qualified licensed insurance
adjusters who have substantial experience in the handling of claim adjusting of
the type involved, it being understood and agreed that CCC intends to appoint
Anchor Claims Management, Inc., a Texas corporation ("Anchor"), to service
Primary Employers Indemnity claims. Where appropriate, CCC will utilize legal
counsel and, except as aforesaid, claim adjusters selected or authorized by
FPIC.
6. RECORD MAINTENANCE AND REPORTING
CCC shall accurately enter and keep current all information and all data
captured by CCC's automated claim system or contained in the claim file, and
with respect to Primary Employers Indemnity claims CCC shall seek to cause
Anchor to accurately enter and keep all information and all data captured by
Anchor's automated claim system or contained in the claim file. All costs
associated with the maintenance of data by CCC and Anchor will be the
responsibility of CCC and Anchor, respectively. FPIC shall pay for any
additional programming required to generate reports that are not currently
available through CCC's or Anchor's computer system. However, such costs shall
not be incurred without the prior approval of FPIC.
CCC will provide FPIC with a monthly list of reported claims, including related
policy numbers, dates of loss, report dates, incurred and payment transactions
and such other reports and information as FPIC may reasonably request.
7. AUDIT
FPIC shall have the right to review and audit any or all claim files to which
this Agreement applies, whether open or closed, that are handled by CCC or
Anchor. CCC agrees that such reviews and audits are intended to take place at
least twice each calendar year, and may, at FPIC's discretion, be conducted
more frequently. CCC shall furnish facilities in its office or seek to cause
Anchor to furnish facilities in its office for such reviews and audits, or
shall forward such files as are requested to a designated FPIC office for
review.
8. FINES AND PENALTIES
Payment of all penalties and fines assessed by a Department of Insurance, or
other applicable insurance regulatory authorities, that pertain to files
handled under this Agreement by CCC and its appointees and that are the result
of CCC's or its appointees'
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failure to comply with the requirements of any "Unfair Claims Settlement
Practices" regulations or other applicable laws and regulations, shall be the
responsibility of CCC.
Payment of all penalties and fines assessed by a Department of Insurance, or
other applicable insurance regulatory authorities, that pertain to files
handled under this Agreement by CCC and that are the result of FPIC's failure
to comply with the requirements of any "Unfair Claims Settlement Practices"
regulations or other applicable laws and regulations, shall be the
responsibility of FPIC.
9. SUBROGATION
CCC shall have both the obligation and authority to identify and pursue
opportunities for subrogation on all appropriate claims referred to CCC
hereunder in accordance with FPIC's subrogation policies.
10. LOSS AND EXPENSE PAYMENT
Loss and expense payment will emanate from CCC and Anchor in accordance with
the claim accounting system established by FPIC. With respect to loss and
expense payments relating to Primary Employers Indemnity insurance, FPIC shall
prefund a checking account from time to time with amounts sufficient to pay
anticipated immediately payable loss and expense as reasonably requested by
CCC. Such account shall be established under the name "Frontier Pacific Claims
Escrow" at NationsBank of Texas, N.A., or under such other name at such other
bank as may be mutually agreed by FPIC and CCC. CCC and/or Anchor shall be
authorized to make payments from such account, in amounts not to exceed $25,000
per payment, solely for loss and expense relating to Primary Employers
Indemnity claims. CCC and its appointees otherwise shall have check signing
authority only as specifically authorized in writing by FPIC.
CCC shall provide FPIC weekly a list of loss and expense payments, including
claim number, payment amount, payee, date of loss and payment type.
11. REFERRAL TO FPIC
Notwithstanding the authority granted to CCC pursuant to this Agreement, the
following questions or issues must be referred to FPIC for prior approval
before further action or final settlement:
a. Catastrophic claims (head trauma; brain damage; spinal injuries resulting in
paraplegia, quadriplegia or paralysis; xxxxx in excess of 35% of body);
b. Reinsurance reportable claims;
c. Fraud investigations;
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d. All civil filings against FPIC or its parent;
e. Actual or potential conflicts of interest involving CCC and/or Anchor.
12. ULTIMATE AUTHORITY
Notwithstanding any other provision of this Agreement, UCIC shall retain and
have ultimate control and responsibility of the functions delegated to CCC
pursuant to this Agreement. Moreover, notwithstanding any other provision of
this Agreement, FPIC shall retain ultimate authority over the adjusting and
settling of claims and, with respect to any claim or loss of any amount, FPIC
may, at any time prior to the final settlement of such claim or loss, take over
the entire defense and control of such claim or loss.
13. HOLD HARMLESS.
CCC shall be responsible for the acts and omissions of its employees, agents
and subcontractors including Anchor. CCC shall protect, defend, indemnify and
hold harmless FPIC from and against any and all claims or demands (including
attorneys' fees and/or costs in connection therewith) for damages, fines or
penalties directly or indirectly resulting from any act, omission or negligence
of CCC, its employees, agents and subcontractors including Anchor occurring in
the performance of CCC's obligations under this Agreement.
FPIC shall be responsible for the acts and omissions of its employees, agents
and subcontractors (other than those who also are agents or subcontractors of
CCC or Anchor and acting for it). FPIC shall protect, defend, indemnify and
hold harmless CCC and its appointees from and against any and all claims or
demands (including attorney's fees and/or costs in connection therewith) for
damages, fines or penalties directly or indirectly resulting from any act,
omission or negligence of FPIC, its employees, agents and subcontractors (other
than those who also are agents or subcontractors of CCC or Anchor and acting
for it) occurring in the performance of FPIC's obligation under this Agreement.
14. ADDITIONAL INSURED
During the term of this Agreement and until all of CCC's duties hereunder have
expired, each of CCC and Anchor shall make FPIC an additional named insured
under a fidelity bond in an amount not less than $1,000,000, covering all of
their respective employees, agents, officers and directors for the benefit of
FPIC and CCC shall provide FPIC evidence as may be reasonably requested by FPIC
that such fidelity bonds are in force and shall notify FPIC immediately of any
material change in such fidelity bonds. Further, each of CCC and Anchor shall
carry errors and omissions insurance in the amount of $1,000,000.
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15. SERVICE FEES
In consideration of CCC's satisfactory performance in servicing claims, as
specified in this Agreement, FPIC shall pay CCC claim service fees based upon
the following, or otherwise as mutually agreed between FPIC and CCC. Service
fees shall be reviewed each July 1 beginning July 1, 1998, during the term of
this Agreement. Changes in fees will be effective only if based on a written
addendum to this Agreement. FPIC shall have no obligation to pay any fees or
costs of Anchor.
a. Fees for all claims other than Primary Employers Indemnity claims:
Claim Manager/Examiner............................... $74.00/Hr.
Supervising Claim Manager (all supervisory /
management).......................................... $83.00/Hr.
Claims Deductible Processor.......................... $50.00/Hr.
Clerical (including transcription)................... 38% of total hours
billed for Claim
Manager / Examiner
and Supervising
Claim Manager
Travel............................................... Actual expense
Mileage.............................................. $.315 (or maximum
IRS allowable)
Photos............................................... $3.00 each
Policy / Fee / Paramedic and other reports / Items
necessary to support the development of a claim...... Actual Cost
b. Fees for Primary Employers Indemnity claims: CCC shall be allowed for
all claims on such insurance a fee equal to 7.5% of the gross written
premium derived from Primary Employers Indemnity coverages produced by
Transre Insurance Services and Exstar E&S Insurance Services, Inc.
(collectively "E&S") for FPIC. Such fee shall be paid to CCC by E&S.
16. TERMINATION
Either party may terminate this Agreement at any time with not less than sixty
(60) days prior written notice to the other party, stating the date as of which
such termination shall be effective.
Upon termination of this Agreement, FPIC shall have the option of assuming
control and handling of all open, pending claims or continuing CCC
administration, at the agreed upon fee schedule, until claim resolution. Upon
termination of this Agreement, all files and all
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information and data stored in CCC's automated claim system will be printed
and promptly delivered to FPIC in claim file format.
17. BINDING ARBITRATION
In the event of any dispute regarding the interpretation and enforcement of
this Agreement, CCC and FPIC shall seek remedy via binding arbitration, subject
to the rules and regulations of the American Arbitration Association.
Arbitration fees and costs of the prevailing party shall be borne by the
non-prevailing party.
18. ASSIGNMENT
Neither party to this Agreement may assign this Agreement without the express,
prior written permission of the other party.
19. OWNERSHIP OF ACCOUNTS AND RECORDS
Notwithstanding any other provision of this Agreement, FPIC shall own and have
custody of its general corporate accounts and records.
20. TERM
The term of this Agreement shall commence on the date first stated above and
shall remain in full force and effect for five (5) years, unless earlier
terminated as provided in Section 16 hereof.
CLAIMS CONTROL CORPORATION FRONTIER PACIFIC INSURANCE
COMPANY
By: __________________________ By: __________________________
Its: Vice President Its:
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