AGENCY AGREEMENT
THIS AGREEMENT is effective June 25, 1997 between OMNI GENERAL AGENCY,
INC., 0000 Xxxxxx Xxxxx Xxxx., Xxxxx 000, Xxxxxx 00, Xxxxxx, Xxxxx, 00000
("General Agent"), and GAINSCO COUNTY MUTUAL INSURANCE COMPANY, 000 Xxxxxxxx
Xxxxxx, Xxxx Xxxxx, Xxxxx 00000-0000 ("Insurer"), a Texas county mutual
insurance company, and supersedes any Agency Agreement previously executed
between said parties.
W I T N E S S E T H:
WHEREAS, Insurer is a county mutual insurance company in the business of
insuring various risks against certain hazards as authorized by Chapter 17,
Texas Insurance Code; and
WHEREAS, General Agent is in the business of underwriting, causing to be
issued and servicing insurance policies and in supervising local agency and
field operations on behalf of insurance companies; and
NOW THEREFORE, in consideration of the mutual benefits to be derived by
the parties hereto, it is agreed as follows:
I. AUTHORITY OF GENERAL AGENT
General Agent is an independent contractor, not an employee or partner of
Insurer, and nothing in this Agreement shall be construed to create an
employer/employee, partnership, or joint venture relationship between
Insurer and General Agent.
Subject to requirements imposed by law, the terms of this Agreement, and
the underwriting policies, rules and guidelines of Insurer as specifically
provided to General Agent, General Agent is authorized to:
A. Subject to the absolute right of Insurer to reject, cancel or not
renew any policy or risk to the extent permitted by applicable law or
regulation, General Agent is authorized on behalf of Insurer, during
the effective period of this Agreement, to underwrite, cause to be
issued, and service insurance policies within the scope and limits
granted in the schedules attached hereto as Exhibit A and Exhibit B,
which schedules may from time to time be amended pursuant to Section
IV herein.
B. Only upon review and prior written approval of any reinsurers and
reinsurance agreements by Insurer:
1. Bind reinsurance or retrocessions on behalf of Insurer;
2. Collect a payment from a reinsurer; and
3. Commit Insurer to a claim settlement with a reinsurer.
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General Agent shall promptly forward a report to Insurer for any
actions taken pursuant to such prior approval. General Agent, on
behalf of Insurer, shall neither cede reinsurance to a company which
does not qualify for reinsurance credit under Article 5.75-1 of the
Texas Insurance Code, nor cede, arrange, facilitate or bind Insurer
to a reinsurer that General Agent knows is or will be unable to
fulfill its obligations under the reinsurance agreement. It is the
intent of the parties hereto that General Agent indemnify Insurer
from any loss or damage which may result from reinsurance placed by
General Agent for Insurer which arises from any act, error or
omission by General Agent after the date of this Agreement. If as of
the effective date of the Agreement, first written above, or at any
time thereafter, General Agent is unable to provide reinsurance as
required by the terms of this Section, it is understood and agreed
that General Agent will not bind or write any policy on behalf of
Insurer to take effect at or after said date, and that General Agent
shall immediately cancel any policy that it may have bound or written
on behalf of Insurer to take effect at or after said date. General
Agent shall have no authority to commit Insurer to participate in
insurance or reinsurance syndicates.
C. Provide all usual and customary services of a managing general agent
on all insurance contracts placed by General Agent with Insurer.
D. Collect (net of commissions due producers or brokers), account for,
receipt for, and pay premiums on business General Agent writes, and,
as full compensation, to retain commissions out of premiums so
collected in amounts as specified in Exhibit A. General Agent agrees
that all premiums, including return premiums received by General
Agent, are Insurer's property.
E. Exercise General Agent's authority through authorized employees or
affiliates of General Agent.
F. Represent other companies.
G. Exercise exclusive and independent control of General Agent's time
and conduct.
H. Accept applications and appoint agents and producers on behalf of
Insurer. MGA is responsible for assuring that the agent or producer
appointed is at all times lawfully licensed to transact the type of
insurance for which he is appointed and is not serving on Insurer's
or MGA's Board of Directors. All contracts made with such agents or
producers shall be made directly with MGA. Payment of all
commissions paid on policies secured by such agent or producer shall
be made directly to the agent or producer by MGA and those agents or
producers shall have no claims whatsoever against Insurer for
commissions, expenses, costs or otherwise, whether based on tort law,
contract law, statutory law (including but not limited to
Art. 21.11-1, Texas Insurance Code), a regulation or any other legal
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or equitable theory. MGA shall be responsible to Insurer and its
reinsurers for the fidelity and honesty of its agents or producers
and for all funds collected or business done by or entrusted to said
agents or producers. MGA shall indemnify and save Insurer and its
reinsurers harmless from all losses, claims, demands, expenses, legal
fees and court costs, causes of action, damages, judgments and
settlements resulting from or growing out of the acts or transactions
of its employees or its agents or producers.
MGA shall be authorized to terminate agents and producers appointed
to Insurer for this program only after prior written approval of
Insurer.
Insurer retains the right to reject or terminate any agent or
producer appointed by MGA to Insurer or to revoke this appointment
and termination authority given MGA by Insurer immediately upon
written notice.
As a result of the authority granted above, MGA shall report, in a
form agreeable to Insurer, the appointments and terminations of its
agents made during each month, as well as the most current,
cumulative list of outstanding agent appointments. This report shall
be due to Insurer within fifteen (15) days of each month end.
II. DUTIES AND RESPONSIBILITIES OF GENERAL AGENT
General Agent shall:
A. Return to Insurer, upon demand after termination of this Agreement,
all unused policies, forms, applications, advertising material, and
any other forms or documents which bear Insurer's name. Such items
shall be the property of Insurer. General Agent shall fully
cooperate with and assist Insurer in recovering such items from third
parties, if any. If General Agent fails to deliver said property
within sixty (60) days after date of receipt of notice of intent to
terminate this Agreement, General Agent shall bear any expenses which
Insurer may expend in obtaining such items. In the event that
policies cannot be accounted for by General Agent or have been
destroyed, lost or mislaid, General Agent agrees to protect, forever
defend and hold Insurer harmless against all persons and claims
whatsoever on said policies.
B. Maintain separately for Insurer and each other insurer with which
General Agent does business, complete and current records and
accounts, including underwriting and claim files, which General Agent
shall retain for a minimum of five (5) years and for such longer
period as may be required by any applicable laws, unless otherwise
specified herein. Prior to the destruction of any such records, the
parties shall agree what, if any, microfilming, computer storage, or
other record preservation should be availed.
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C. Refund return commissions on policy cancellations or premium
reductions, in each case, at the same rate at which such commissions
were originally retained, but in no case shall General Agent be
required to return, as commission or return commission, monies
greater than the total commission paid or otherwise payable to
General Agent.
D. On behalf of Insurer, handle the settlement of all claims under said
insurance policies; provided that, without the approval of Insurer,
General Agent shall not pay or commit Insurer to pay a claim over an
amount equal to one percent (1%) of Insurer's policyholder surplus as
of December 31 of the last completed calendar year or $30,000,
whichever is greater.
General Agent shall report the following claims to Insurer within ten
(10) days of determination that:
1. Any claim involves single or multiple fatalities.
2. Any claim involves incapacitating brain injury or blindness.
3. Any claim involves paraplegia or quadriplegia or amputation.
4. Any claim involves extensive third degree xxxxx over forty
percent (40%) of the body.
5. Any claim involves total disability or inability to return to
previous occupation.
6. Any claim involves or is likely to involve Insurer as a
defendant and involves a non-claims matter, punitive or
exemplary damages, claims for extra-contractual damages,
negligent or bad faith claim handling or violation of any
insurance code or regulation or other statute or regulation
(including deceptive trade practices or unfair claims settlement
practices).
In such cases, Insurer shall be entitled to participate in such
action or to assume the defense of such action. If Insurer
assumes the defense of any such action, it shall not be liable
to General Agent for any legal or other expenses subsequently
incurred by General Agent in connection with such action.
7. Any claim involves a coverage dispute.
8. Any claim includes a demand in excess of policy limits.
General Agent will furnish to Insurer a monthly loss and expense
incurred claim report within ten (10) days after the end of each
calendar month. General Agent shall report all other claims to
Insurer in a timely and regular manner.
General Agent shall maintain a claim file relating to each reported
claim. These claim files shall be maintained for the period of time
set forth in this Agreement. General Agent shall send Insurer a copy
of any claim file, upon request by Insurer, within a reasonable time
period.
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All claim files will be the joint property of Insurer and General
Agent; provided, however, upon an order of liquidation of Insurer
such files shall become the sole property of Insurer or its estate,
but General Agent shall have reasonable access to and the right to
copy such files on a timely basis. Insurer retains final authority
over disputes concerning claims settlement and setting of claim
reserves.
E. Maintain a complete record of any and all complaints received
regarding this program. General Agent shall retain this record for
a minimum of three (3) years or for such other time as any applicable
law or regulation may require.
F. Indemnify and hold harmless Insurer for a ny costs or fines or
penalties levied against Insurer by the Texas Department of Insurance
or any authorized regulatory body for any matter relating to General
Agent's failure to comply, either directly or indirectly, with any
statutory or regulatory reporting requirement in a timely manner, or
otherwise.
G. Comply with the reasonable written instructions of Insurer with
respect to proprietary or confidential information made available to
General Agent by Insurer.
H. Hold all premiums and any other monies belonging to Insurer,
including return premiums received by General Agent, in a fiduciary
capacity for Insurer. Except as otherwise authorized by this
Agreement, General Agent shall maintain such premium monies in a
separate bank account in a bank that is a member of the Federal
Reserve System and is insured by the Federal Deposit Insurance
Corporation. This account shall not be used for any purpose other
than payments to or on behalf of Insurer.
I. Comply with all regulatory requirements including, but not limited
to, the cancellation, nonrenewal, or conditional renewal of policies.
J. Indemnify and hold harmless Insurer, its successors, and assigns from
any and all losses, claims, demands, causes of action, damages,
judgments, settlements, costs, expenses, including all court costs,
legal expenses and attorney's fees, and any extra-contractual
obligations which Insurer may at any time sustain because of the
failure of General Agent or any authorized producers or brokers to
comply fully with the terms, provisions, and obligations of this
Agreement, including but not limited to, the payment to Insurer, and
its reinsurers, of all sums of money due, the delivery of all
premiums, notes, policies, accounts, and notices which may become
due from General Agent hereunder.
K. Indemnify and hold harmless Insurer, its successors, and assigns from
any and all losses, claims, demands, cause of action, judgments,
settlements, expenses and costs, or any punitive, exemplary,
compensatory or consequential damages, including any other
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extra-contractual obligations arising out of the conduct of
General Agent or any authorized producers or brokers in the sale of
any policy covered under this Agreement, or in the investigation,
trial, or settlement of any claim or failure to pay or delay in
payment of any benefits under any policy, in connection with the
investigation or settlement or contesting the validity of claims or
losses covered under this Agreement.
L. Indemnify and hold harmless Insurer against any loss incurred by
Insurer as a result of General Agent or any authorized producers or
brokers accepting any risk except as described in Exhibit A attached
hereto and made a part hereof.
M. Maintain Errors and Omissions coverage with a limit of liability of
not less than $500,000 per claim/aggregate. General Agent shall give
evidence to Insurer of such coverage and its continued renewal.
N. Maintain in force a Fidelity Bond protecting General Agent against
acts of dishonesty by its employees in the amount of $250,000.
General Agent shall give evidence to Insurer of such Bonds and its
continued renewal.
III. ACCOUNTING AND REPORTING PROCEDURES
General Agent shall:
A. Within thirty (30) days after the end of each month, remit to Insurer
funds due Insurer in settlement of its proportionate part of
premiums, claims and commissions for such month. Balances due
General Agent shall be paid on the same basis as General Agent is
obligated to pay. General Agent may not offset balances due to
Insurer hereunder against balances due General Agent under any other
contract with Insurer. General Agent is liable to Insurer for all
premiums due regardless of whether or not insureds, agents or
producers have paid such premiums to General Agent, and General Agent
shall bear the sole responsibility and risks for collection of any
advanced monies for payment of premiums.
B. With regard to business placed by General Agent with Insurer
hereunder, furnish to Insurer in such form as Insurer shall designate
from time to time:
1. Within fifteen (15) days after the end of each month, a report
of written, earned and unearned premiums; claims and claim
adjustment expenses paid and outstanding; claims and claim
adjustment expenses incurred; claims and claim adjustment
expenses incurred but not reported; commissions earned by
General Agent; and such other information as may be reasonably
requested by Insurer, which information Insurer shall maintain
on file for three years and shall make available to insurance
regulatory authorities for review. Insurer agrees to allow
preliminary claim and claim adjustment expense reserve
information to be furnished per above within fifteen (15) days
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after the end of each month, but in no circumstances shall final
claim and claim adjustment expense reserve information
(including IBNR) be furnished to Insurer later than twenty-five
(25) days after the end of each month;
2. Within fifteen (15) days after the end of each month, receivable
and payable reports for all insurance and reinsurance
transactions.
3. Within fifteen (15) days after the end of each calendar quarter,
such detail and summary reports as are required to meet all
reporting requirements of state regulatory or taxation
authorities including, but not limited to:
a. direct premiums (written and earned) and claims (paid,
outstanding and incurred) by class. Insurer agrees to
allow preliminary claim and claim adjustment expense
reserve information to be furnished per above within
fifteen (15) days after the end of each calendar quarter,
but in no circumstances shall final claim and claim
adjustment expense reserve information (including IBNR) be
furnished to Insurer later than twenty-five (25) days after
the end of each calendar quarter;
b. reinsurance ceded to and claims (including paid claims and
claim adjustment expense on outstanding known cases and
claims incurred but not reported) recoverable by
reinsurers;
c. letters of credit, funds or other collateral held on behalf
of Insurer which relates to reinsurance ceded;
d. unearned premiums and in-force premium data; and
e. such other information as may be reasonably requested by
Insurer.
4. By the first business day of February of each year, all
information required to complete Insurer's annual statutory
financial statements.
C. Furnish to Insurer, quarterly and annual financial statements of
General Agent and any affiliates in such form agreeable to Insurer.
D. Supply all information necessary for the proper and timely filings
associated with the Texas Private Passenger Automobile Statistical
Plan, and any other filings required by the Texas Department of
Insurance or any regulatory agency to whom Insurer is required to
report.
IV. CHANGES IN AGREEMENT
A. This Agreement may be revised by mutual agreement of General Agent
and Insurer and such revision shall be evidenced by a written
agreement duly executed by authorized representatives of General
Agent and Insurer, which specifies the effective date thereof.
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B. Except with regard to the policy-issuing capacities provided for in
section I.A, Insurer may revise this Agreement to conform to any
change in statute, rule, or regulation, or to any other Department of
Insurance mandate in a reasonable manner by giving General Agent at
least sixty (60) days advance written notice, or such other period of
notice as allowed by the above statute, rule, regulation or
Department of Insurance mandate if less than sixty (60) days. The
notice shall set forth the proposed revision(s) and their effective
date(s).
V. TERMINATION OF AGREEMENT
A. This Agreement shall remain in force unless cancelled as of any date
by either party giving the other party at least ninety (90) days
advance written notice of the intent to cancel.
B. This Agreement may be terminated immediately by Insurer upon giving
written notice to General Agent in the event of:
1. The misappropriation by General Agent of any of Insurer's funds
or property;
2. Willful failure to render timely and proper premium accounting.
3. The fraud, gross negligence or willful misconduct of General
Agent;
4. An assignment by General Agent for the benefit of creditors; the
dissolution or liquidation of General Agent; the appointment of
a receiver or liquidator for a substantial part of General
Agent's property; the institution of bankruptcy, insolvency or
similar proceedings by or against General Agent;
5. Material violation by General Agent of any provision of this
Agreement;
6. Issuance of any insurance policy not authorized pursuant to this
Agreement;
7. Any public authority suspends, cancels or declines to renew
General Agent's managing general agent's license or such license
is not renewed or General Agent otherwise allows it to lapse,
which has not been remedied by General Agent within thirty (30)
days of notice or discovery;
8. Improper market conduct by General Agent. General Agent is
expected to exercise sound underwriting practices and charge
rates that will earn a profit. If it is determined by Insurer
that General Agent is not following the above requirements,
Insurer reserves the right to immediately terminate the
Agreement upon giving written notice, recommend higher rates
or perform some other action Insurer deems appropriate under the
circumstances.
C. This Agreement may be terminated at any time by mutual written
agreement.
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D. In the event of the termination of this Agreement:
1. General Agent duties and responsibilities as contained in
Section II shall survive unless Insurer otherwise notifies
General Agent in writing.
2. General Agent shall, unless notified in writing to the contrary
by Insurer:
a. Continue to represent Insurer for the purpose of servicing
insurance contracts placed by General Agent with Insurer
which are in force on, or renewed at Insurer's election, or
as required by law, after the date of termination of this
Agreement and continue to receive its normal compensation
for such services.
b. Issue and countersign appropriate endorsements on contracts
of insurance in force, provided that without prior written
approval of Insurer, such endorsement shall not increase or
extend Insurer's liability or extend the term of any
insurance contract.
c. Collect and receipt for premiums and retain commissions out
of premiums collected as full compensation.
3. General Agent's records, use and control of expirations shall
remain the property and be left in the possession of General
Agent, provided all amounts due Insurer under this Agreement are
paid. If all such amounts due Insurer are not paid within the
thirty (30) days of demand, the records, use and control of all
expirations of business placed with Insurer shall be vested in
Insurer. Upon written request from Insurer, General Agent will
make all of such records and expirations immediately available
to Insurer.
4. If in disposing of such records and expirations Insurer does not
realize sufficient money to discharge in full General Agent's
indebtedness to Insurer and any expense incurred by Insurer
relative to the disposition (including, but not limited to,
legal fees), General Agent shall remain liable for the balances
of such indebtedness and expense. Any amount realized in excess
of such indebtedness and expense shall be returned to General
Agent.
E. Any notice issued pursuant to this Section shall be effective on the
day after it is received by General Agent.
VI. SUSPENSION OF AGENT'S AUTHORITY
A. Insurer may, in lieu of terminating this Agreement, by notice to
General Agent, immediately suspend General Agent's authority to bind
or write new or renewal business and/or change any existing insurance
policy and/or settle any claim during the pendency of any of the
following events:
1. General Agent is delinquent in payment of any monies due
Insurer; or
2. Any dispute exists between General Agent and Insurer regarding
the existence of any of the events listed in Section V.B.
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B. Such suspension shall remain in effect until delinquency is cured or
dispute is resolved and General Agent receives written notification
from Insurer to that effect. If such delinquency is not cured within
fifteen (15) days from the date of receipt of written notification by
General Agent of such delinquency, Insurer may exercise its right to
terminate this Agreement under Section V.B.
C. Unless otherwise notified in writing to the contrary by Insurer,
General Agent's obligation under this Agreement shall continue during
the suspension of General Agent's authority under this Agreement.
D. Any notice of suspension issued pursuant to this Section shall be
effective on the day after it is received by General Agent.
VII. MISCELLANEOUS
A. General Agent shall not commit Insurer to any expenses or obligations
not specifically provided for herein without the prior written
permission of Insurer.
B. Insurer shall have the right to oversee and supervise the operation
of this Agreement, including but not limited to the right at all
reasonable times, to have access to and to copy at Insurer's expense
General Agent's books and records as they relate to this Agreement in
a form usable by Insurer, which rights shall survive the termination
or expiration of this Agreement. The Commissioner of Insurance of
Texas shall have at all reasonable times the right of access to all
books and records and bank accounts of General Agent in a form usable
by such official.
C. Insurer shall conduct and make available to the Commissioner of
Insurance for review a semi-annual examination of General Agent.
Such examination must remain on file with Insurer for three (3) years
or for such other time as any applicable law or regulation may
require, and contain, at a minimum, the following information:
1. Claims procedures;
2. Timeliness of claims payments;
3. Timeliness of premium reporting and collection;
4. Compliance with underwriting guidelines; and
5. Reconciliations of policy inventory.
D. If within any thirty (30) day period, Insurer's aggregate premium
volume increases by thirty percent (30%) or more, Insurer shall
conduct, within ninety (90) days of said period, an examination of
General Agent if General Agent:
(i) Writes greater than twenty percent (20%) of Insurer's
aggregate premium volume; and
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(ii) Has experienced an increase of twenty percent (20%) or
more of premium volume during the thirty (30) day period.
E. The provisions of this Agreement shall be deemed to be severable, and
if any phrase, clause, sentence or provision of this Agreement is
adjudged void or unenforceable, the remainder of the Agreement shall
remain in full force and effect. Any provision of this Agreement
which conflicts with applicable law or regulation will be amended to
the minimum extent necessary to effectuate compliance with such law
or regulation.
F. General Agent shall not have authority to represent Insurer on an
exclusive basis with respect to any policy form, line, class or
subclass of business, unless otherwise authorized in writing by
Insurer.
G. Failure of either party to enforce compliance with any term or
condition of this Agreement shall not constitute a waiver of such
term or condition. No waiver of any breach or default hereunder
shall be valid unless in writing and signed by the party giving such
waiver, and no such waiver shall be deemed a waiver of any subsequent
breach or default of the same or similar nature.
H. This Agreement shall be construed in accordance with the laws of the
State of Texas.
I. If any dispute shall arise between Insurer and General Agent with
reference to the interpretation of this Agreement, the dispute shall
be referred to three (3) arbitrators, one to be chosen by each party
and the third by the two so chosen. If either party refuses or
neglects to appoint an arbitrator within thirty (30) days after the
receipt of written notice from the other party requesting it to do
so, the requesting party may nominate two arbitrators who shall
choose the third. The third arbitrator shall be chosen within thirty
(30) days of nomination of the previous two arbitrators. Should the
two arbitrators not be able to agree on the choice of the third, then
the appointment shall be left to the Commissioner of Insurance of
Texas. Each party shall submit its case to the arbitrators within
thirty (30) days after the appointment of the arbitrators. The
arbitrators shall be relieved of all judicial formalities and may
abstain from following the strict rules of law. The decision of a
majority of the arbitrators shall be final and binding on both
Insurer and General Agent. The expense of the arbitration, including
the fees of the arbitrators, shall be equally divided between Insurer
and General Agent. Any such arbitration shall take place in Fort
Worth, Texas, unless some other location is mutually agreed upon by
Insurer and General Agent. The arbitrators shall be disinterested
parties and shall be active or retired officers or executives of
property and casualty insurance or reinsurance companies. The laws
of the State of Texas shall apply to the interpretation of any
provision herein.
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J. This Agreement may not be directly or indirectly assigned by either
party in whole or in part, nor may General Agent appoint a sub
managing general agent.
K. Except as otherwise herein provided, any notice or other
communications required or permitted hereunder shall be sufficiently
given if sent by certified or registered mail, postage prepaid, to
the addresses to stated at the beginning of this Agreement or such
other address as notified by either party to the other.
L. General Agent shall notify Insurer in writing within thirty (30) days
if there is a change in:
1. ownership of ten percent (10%) or more of the outstanding voting
stock of General Agent;
2. any principal officer of General Agent; or
3. any director of General Agent.
M. All business coming within the scope of this Agreement shall be
reinsured on a 100% Quota Share basis with Omni Insurance Company.
Omni Insurance Company, because of the nature of said reinsurance
agreement, shall have the right to act on all such matters coming
within the scope of this Agreement as though it were the Insurer, but
by doing so or not doing so, shall not invalidate the right of the
Insurer to act hereunder.
N. If General Agent or any agent uses Insurer's name in any form of
advertising, a copy of the proposed advertisement shall be forwarded
to Insurer prior to its use. No advertisement is to be used without
the prior written permission of Insurer. In the event an
advertisement containing Insurer's name is used by General Agent or
any producer or broker, General Agent shall maintain a copy of the
advertisement and full details concerning where, when, and how it was
used, and comply with all legal requirements regarding content,
review and approval of advertising and maintenance of records. Upon
written permission of General Agent, Insurer may use, in whole or in
part, any forms, endorsements, applications, rate cards, brochures,
advertisements, advertising ideas, or any other similar material
designed and/or developed by General Agent relating to the business
covered by this Agreement.
O. Insurer shall not be responsible for any expenses of General Agent,
including but not by way of limitation, expenses such as rentals,
transportation facilities, clerk hire, non-claim related attorney's
fees (including General Counsel fees), municipal taxes, county taxes,
occupational taxes, not based on premiums, commissions to producers
or brokers, and any other agency expenses of whatever kind or
description. Fees for the licensing of local agents, producers or
brokers shall also be expenses of General Agent.
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P. The headings of the various sections herein are for convenience of
reference only and shall not define or limit any of the terms or
provisions hereof.
Q. The commission allowed General Agent in Exhibit A shall represent
the full compensation for all services rendered. Insurer shall have
no obligation for payment of commissions, fees or other compensation
to any producer or broker under this program.
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IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
as of the date first written above.
GAINSCO COUNTY MUTUAL INSURANCE COMPANY
/s/ Xxxx X. XxXxxxxxxxxx By: /s/ Xxxxxx Xxxxxxxx
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Witness
August 20, 1997 Title: Vice President
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Date
OMNI GENERAL AGENCY, INC.
/s/ Xxxxx X. Xxxxxx By: /s/ Xxxxxx Xxxx Xxxxxxxx
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Witness
9-4-97 Title: President
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Date
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