Agreement to Service Agreement

Rider to Service Agreement

This Marketing Contract is made on this _______ day of _____, 2014

By and Between

_____________________________ Company here in after referred to as (“the Company”) with its principal office located at: _________________________________, Karachi

And

Mr. _______ s/o _______, CNIC No. ________, resident of  _______, mobile No. _______ hereinafter referred to as the (“Agent”)

PURPOSE:

That both the parties have agreed to procure General Insurance business from the market and the Agent is willing to introduce prospective clients to the Company in consideration of commission and in accordance with the agreed terms and conditions set forth by the Company whereby Agent shall serve as a marketing Agent for the Company.

CONTRACT:

Whereas the Agent has agreed with the Company to become the Agent for General Insurance Business with the Company in consideration of the mutual terms and conditions set forth herein, the parties agree in the manner hereinafter mentioned:

  1. APPOINTMENT OF AGENT
  • That the Company hereby appoints the Agent as its marketing Agent to obtain orders for the Services from prospective Customers, and Agent hereby accepts such appointment on the terms and conditions herein set forth. Agent acknowledges that the Company is free to retain other Agents on contract basis or to use its own employees to market the services.
  1. OBLIGATIONS OF THE COMPANY

(i)         That the Company shall provide conveyance a motorbike (specification of the motorbike) with _________ fuel to the Agent for its prospective business in order to get the business and to meet clients. The facility of conveyance may be provided to the Agent from the date of joining the duty within working hours from _____ a.m to _____ p.m subject to conditions, the working hours may be enhanced if and when required by the Company.

(ii)        That the Company shall pay earned commission to Agent within _______ days from the date in which commissions are paid to the Company. At the time of payment of the Commission, the Company shall furnish to Agent a written statement detailing the Commission payable to Agent for the applicable period.

(iii)       That the Agent shall direct report to the Director Mr. __________ of the Company of all communications between the prospective clients and the Agent. 

(iv)       That the Company shall provide to Agent all the binding documents pertaining to Insurance business i.e the policies, endorsements, bonds, cover notes, certificates of insurance, receipts of premiums, etc. It is the Agent’s responsibility to copy any and all forms which are used to complete and process orders.

(v)       That other than for Agent’s rights to indemnification hereunder, the sole liability of the Company to Agent shall be the commissions due by Agent under the terms of this Contract.

  1. OBLIGATIONS OF THE AGENT
  • That the Agent shall obtain the permission of the Company in writing before entering into any subsequent contract of agency with any other insurer during the term of this Contract with the Company.
  • That the Agent shall abide by the Company’s Policy at all times particularly with respect to its underwriting guide lines, credit control and other directives.
  • That the Agent shall use its best efforts to solicit and market the services of the Company to prospective customers in accordance with the terms and conditions of this Contract. The Agent may market the Services by approaching the clients and/or customers directly through his conveyance provided to him by the Company. While soliciting business for the Company the Agent shall disclose to the Policy Holder about his status with the Company. Agent shall at all times conduct its efforts in a commercially reasonable manner. The Company shall have the right to review all service orders submitted to it by Agent for accuracy.
  • That the Agent shall not, except with the express approval of the Company’s head office, pay to or receive from a Policy Holder or intending Policy Holder, any sums in relation to a contract of Insurance Policy document, on his own account.
  • That the Agent shall collect premium from the Policy Holder only in the form of a cheque made payable to the Company and the cheque marked as “A/c Payee only”.
  • That the Agent shall be bound to pass on to the Company any sums received by Agent from the Policy Holder at the earliest and not later than three (3) working days from the receipt of the said payment.
  • That the Agent shall not deduct from the Premium paid by and received from a Policy Holder, any sums on account of commission due to the Agent.
  • That in case any Insurance Policy is pre maturely cancelled and/or terminated the Agent shall be liable to return the amount of commission on pro rata basis, originally paid to him in connection with that particular policy.
  • That the Agent shall cooperate with the Company in obtaining credit and/or financial information regarding any prospective Customer and shall assist in the orderly processing of all Agent solicited orders which it transmits to the Company.  
  • That the Agent shall maintain accurate and complete records concerning all prospective Customers which have expressed an interest in obtaining the Company policies. Upon execution of this Agreement and upon request of the Company thereafter, Agent shall furnish the Company with copies of said records and any other information relating to said Customers, such as follow-up inquiries and price quotations, which the Company may retain for its own use during and after termination of this Contract.
  • That to the extent Agent makes any statements or representations to third parties, with regard to the Company, the Policies or the terms of this Contract, such statements or representations shall be true, accurate and not misleading and shall conform to and be consistent with the terms of this Contract.
  • That the Agent shall not make any commitment to the intending policy holders on behalf of the Company nor quote any terms or rates of Insurance coverage, except with the express written permission of the Company.
  • That the Agent shall not add any additional fee, commission or surcharge to rates and charges for the services established by him for the Company. Agent shall not offer any special discounted rates or special promotions for the Policies of the Company to prospective Customers without the prior written consent of the Company but may offer any standard volume discounts and standard promotional discounts for the Service duly approved by the Company.
  • That the Agent shall not pay any fee or commission nor grant any type of rebate to any existing or prospective Customer with respect to the Policies without the prior written consent of the Company.
  1. RELATIONSHIP OF PARTIES

(i)         That the Company and Agent acknowledge and agree that the relationship between them is solely of an Agent and the Principal, and nothing herein shall be construed to constitute the parties as employer/employee, joint venturers, co-owners, or otherwise as participants in a joint or common undertaking. Neither Company nor the Agent shall have any right, power nor authority to act or create any obligation, expressed or implied, on behalf of the other.

(ii)        That the Agent shall have no right to enter into any contract, written or oral, on behalf of the Company or to bind the Company in any respect whatsoever, and without limiting the generality of the foregoing, Agent shall not sign any contracts or accept or confirm any order for the Services on behalf of the Company, or accept any payment from any third party of an obligation due the Company, and shall not make any representation, guarantee, condition, or warranty with respect to the services, unless such representation, guarantee, condition or warranty is expressly authorized in writing by the Company.

(iii)       That the Agency Contract does not empower the Agent to issue any binding document pertaining to the Insurance business like policies, endorsements, bonds, cover notes, certificates of Insurance, receipts of premium, etc. The Agent shall furnish to the Company a Declaration at the time of his appointment as an agent in the company and after every after every six (6) months after executing the first declaration as required under Section 98 (2) of the Insurance Ordinance, 2000. The Agent shall furnish any other relevant information as may be required by the Company for compliance of the provisions of the Insurance Ordinance, 2000.

  1. COMMISSION

(i)         That the Company shall remunerate the Agent on Commission at the rates applicable fixed by the Company for the various classes on the date the premium is received by the Company.

(ii)        That any Commission due to the Agent shall only become due and payable once premium thereof has been actually received and realized by the Company in full.

(iii)       That it is expressly stated and understood that remuneration, if any, paid or due to the Agent under this Contract is subject to the Agent meeting or exceeding the specific targets assigned to him. In case such stated targets not met, the Company shall be at liberty to withhold any payment due and/or to recover any excess amount already paid, based on such targets from the Agent. For this purpose, if the Company determines that the Agent is not performing satisfactorily and as such terminates the contract prematurely in accordance with Clause 6 herein the pro rata amount of the Agent’s full year target shall be taken into account and till date remuneration shall be worked out therefrom.  

  1. TERM AND TERMINATION

(i)         That subject to early termination provisions set forth below, this Contract shall be effective upon the date set forth at the beginning of this document and shall continue in effect for a period of one (1) year. Thereafter, if not otherwise terminated as provided below, or by either party upon thirty (30) days notice prior to expiration of the Initial Term, this Contract shall continue in effect until terminated by either party upon ninety (90) days written notice to the other party.

  • That this Contract may be immediately terminated by the Company upon written notice to Agent after the occurrence of any of the following events:

(a)        Upon insolvency of the Agent;

(b)        The failure of Agent to generate monthly policies at the rate of at least Rs. _________  by the end of the six full months of  this Contract; or the failure of the Agent to maintain the customer’s targets given by the Company to achieve.

(d)       Any dishonest actions of the Agent in dealing with the matters of the Company pertaining to their customers or any action or activity involving moral turpitude which could reflect adversely on the Company’s public esteem.

(iii)       That in the event of a breach of any term or condition of the Contract by a party, the other party may terminate this Contract upon thirty (30) days written notice to the breaching party unless the breaching party cures the breach prior thereto. Also, a party may, upon written notice to the other party, immediately terminate this Contract for repeated breaches of any term or condition of this Contract by the other party, even though such other party may have cured each breach within proper time limit.

(iv)       That either both the parties may terminate this Contract upon thirty (30) days written notice to the other party if, in the sole discretion of that party the Independent Contractor relationship is not mutually beneficial.

(v)        That upon termination of this Contract, the Company shall have the right to continue providing long distance services to non-converted Customers and the right to solicit new clients from information provided to the Company by Agent.

(vi)       That upon termination of this Contract, Agent shall immediately (i) discontinue the use, if any, of all the facilities provided by the Company, all the logos, trade names, service marks, trademarks, Proprietary Information, and any other materials provided to it by the Company, and (ii) deliver to the Company all amenities, facilities, Proprietary Information, marketing and informational materials provided by the Company including copies thereof.

(vii)      That the Company following termination of this Contract will continue to pay residual commissions for as long as the Company shall receive commissions for those policies sold by the Agent.

  1. TRADE SECRETS AND CONFIDENTIALITY

(i)         That the Agent agrees that all information furnished to Agent by the Company shall be considered confidential or proprietary information or trade secrets of the Company. The Agent shall treat the Proprietary Information and the contents of this Contract in a confidential manner and, except to the extent necessary in connection with the performance of its obligations under this Contract, Agent shall not directly or indirectly disclose the same to any third party without the written consent of the Company. Agent agrees that Customer lists and pricing information is “Proprietary Information” for the purposes of this Contract.

(ii)        That the Proprietary Information is to be used by Agent only for the purposes contemplated herein and the Agent shall not disclose the same to any one other than its employees who have a need to know and who have agreed not to disclose the Proprietary Information to any other person. The Proprietary Information shall not be copied or retained by Agent in written form and all originals and any copies and summaries thereof shall be returned to the Company upon its request and upon termination of this Contract.  

(iii)       That neither the Agent shall use the name, logos, trade names, service marks, trademarks, printed materials, or art work of the other party, in any promotional or advertising material, statement, document, press release, broadcast or other communication without the written consent of the Company.

  1. MISCELLANEOUS

(i)         That the Agent shall not assign or transfer its rights or obligations under this Contract without the prior written consent of the Company. Any assignment or transfer without such consent shall be void.

(ii)        That the Company shall be entitled to terminate this contract without any notice if the Agent commits any breach thereof or if such termination is affected in compliance with the requirements of law. The Company shall be entitled to amend or revise this contract upon seven day’s notice or without notice if such amendment or revision is affected in compliance with the requirements of law. 

(iii)       That this Contract shall be governed by, construed and enforced in accordance with the laws of the Pakistan.

(iv)       That the illegality or enforceability of any provision or portion of this Contract  shall not affect the legality or enforceability of any other provision or portion. In the event any portion or provision hereof shall be deemed illegal or unenforceable          there shall be deemed to be made such minimum change in such portion or provision as is necessary to make it valid and enforceable as so modified.

(v)        That the Company shall have full rights of recourse against the Agent including but not limited to withholding of any outstanding commission of the Agent and/or taking legal action as deemed necessary, in case any loss or liability is incurred by the Company due to an act or omission of the Agent.

IN WITNESS WHEREOF both the parties have set their respective hands hereunto on the date first above written in presence of witnesses.    

Continental Insurance Company (Pvt) Ltd                                    Agent

through Mr. ____________                                                                Mr. ______________

Designated as ________                                                                     CNIC

Signature                                                                                             Signature

Date                                                                                                    Date

DECLARATION 

Under Section 98(2) of the Insurance Ordinance, 2000 and Rule 12(2) of the Insurance Rules, 2002

This Declaration is made on this _________ day of ___________, 2014 by

M/s Continental Insurance Company (Pvt) Ltd

 

And

Mr. _________________  S/o ____________, D/o _______, W/o ___________ having CNIC No. _______________ resident of ______________

NOW, THEREFORE, acknowledging all the terms and conditions of this Declaration made below, Company and the Agent declare:

I, Mr. __________ S/o _____________, having CNIC No. ____________, r/o _______ do hereby declare as under:

  1. That the information furnished by me in my application dated _________ for my association as an Insurance Agent with the Continental Insurance Company (Pvt) Ltd is correct to the best of my knowledge and belief.
  2. That I am in compliance with the requirements of the provisions of the Insurance Ordinance, 2000 and the rules made there under concerning the required qualification of an agent.
  3. That I am engaged in case of an agent seeking appointment propose to engage bona fide in soliciting insurance business of M/s Continental Insurance Company (Pvt) Limited.
  4. That in case of an existing agent I declare that during the previous twelve months I do hereby complied with the relevant provisions of the Insurance Ordinance, 2000 and the Insurance Rules, 2002 made there under concerning the conduct of the agent.
  5. That I have not been disqualified from acting as an Insurance Agent by virtue of being:
  6. A minor;
  7. Unsound mind by a Court of competent jurisdiction;
  • Having been found guilty within five years preceding the date of this declaration, of criminal misappropriation or criminal breach of trust, cheating or forgery or an abetment of or attempt to commit any such offence by a Court of competent jurisdiction;
  1. Having served any custodial sentence imposed by the court of competent jurisdiction dealing within five years preceding the date of this declaration
  2. having been found guilty by a court of competent jurisdiction of any offence involving insurance;
  3. having been otherwise declared as disqualified by the Insurance Tribunal, other than for a Term, which had expired prior to the date of this declaration.
  4. That if, during the tenure of my Agency Contract with the Company, I become disqualified for any reason from acting as an agent, I shall notify the Company of my disqualification within seven days of such disqualification and shall forthwith ceases to engage myself in the business of the Insurance Agency.
  5. That I already hold Insurance/Takaful Agency contract(s) with the following Insurance Companies/Takaful Operators:

             ____________________________________________________

  1. That I also undertake to notify M/s Continental Insurance Company (Pvt) Ltd of any change in the details required under Sub Rule (1) of Rule (12) of Insurance Rules, 2002 within three months of that change having taking effect in writing duly executed in presence of two witnesses.
  2. That I verify that the witnesses attesting hereunder are not related to me.

 IN WITNESS WHEREOF, the Company and the Agent execute this Declaration to be effective as of the date written above.

 

Company through                                                                 Agent

Name:                                                                                     Name:

Signature:                                                                              Signature:

NIC No.                                                                                  NIC No.

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