TERMS OF BUSINESS AGREEMENT
PREAMBLE
An agreement regulating terms of business between Commercial Express Quotes Limited (the Company) and a broker using the Commercial Express Quotes Ltd facility (the Broker).
Nothing in this Agreement shall override the duty of the Broker to place the interests of the Broker’s client (meaning any insured or potential insured for whom the Broker acts as agent in seeking and placing insurance cover, hereafter referred to as “the Insured”) before all other considerations in accordance with the Code of Conduct of the Financial Services Authority (FSA) and to act in accordance with the Broker’s legal, including contractual responsibilities as an agent of the Insured. In all respects the Broker is required to observe the business requirements of the FSA including the maintenance of the appropriate Premium Trust Account for Clients monies and adequate Professional Indemnity Insurance.
Nothing in this Agreement shall require the Company, which does not enter into any insurance contract on its own account but only as the agent for various insurers (“the insurers”), to accept any proposal for insurance or to renew any existing policy or to maintain cover in respect of any existing policy if in its sole discretion it declines to do so.
Nothing in this Agreement shall derogate from or reduce the obligations of the Insured to make full and frank disclosure of all material information to the Company.
SCOPE
The parties hereby agree that from the date on this Agreement its terms shall apply to the conduct of any insurance business transacted between them, all such insurance business transactions being entered always as agents for their respective principals.
COMMISSION
The Company shall pay to the Broker commission, being a percentage of the premium paid by the Insured, for cover placed through the Company. The standard rate of commission will be agreed between the Company and the Broker but this may be varied for certain risks dependant on other markets that may have to be used occasionally. Where this occurs the commission will be advised at the quotation stage.
AUTHORITY
The Broker undertakes to pass to the Company within 7 days any material information notified to the Broker by the Insured in connection with any Insurance Contract in which the Insured has an interest. The Broker remains at all times the Agent of the Insured and notification of information to the Broker by the Insured will not be deemed to be notification to the Company.
The Company remains at all times the Agent of the Insurers.
PROFESSIONAL INDEMNITY INSURANCE
The Broker must keep in place at all times professional indemnity insurance of at least the level of cover specified by the FSA regulations. The Broker may be asked to provide proof of such insurance at any time by the Company.
NEW BUSINESS
The Broker must present information and proposals relating to any insurance cover requested in the form specified by the Company, or in such other manner as may be agreed between the Company and the Broker. Any information required by the Company including but not limited to Survey Reports, Proposal forms and the like in order to confirm the acceptability of the risk will be promptly sought by the Broker and supplied within any period specified by the Company. The Company reserves the right to limit or withdraw any insurance cover in the event of non-compliance with any requirements or non-receipt of any relevant documentation information or premium.
All Terms and Conditions applying to the insurance must be notified to the Insured by the Broker promptly and accurately.
Where the Broker is authorised or required by the Company to issue any documentation this must be done promptly and accurately.
RENEWALS OF EXISTING BUSINESS
In no case will the Company automatically renew any insurance. The Company will invite renewal and upon receipt of confirmation of acceptance of renewal terms the policy will be renewed subject to the then current terms and conditions. In the absence of acceptance, no cover will continue beyond the expiring period of the insurance.
COLLECTION OF PREMIUMS
The Broker shall act as the Agent of the Company for the sole purpose of collecting premiums, and that shall be the only respect in which the Broker shall act as the agent of the Company. The Broker shall be responsible as principal to the Company for any premium payable by the Insured, including any premium due from but unpaid from any Insured once a risk has been placed on cover and shall pay the same within the agreed terms of credit set forth in this agreement or any amendment thereof.
Where the Insured uses our direct debit facility, the finance provider will deal direct with the Insured for the collection of premiums (including monies for new business, renewals, and adjustments). If the policy is cancelled for any reason, the Company will endeavour to clawback the level of commission on unpaid instalments. In such circumstances the Broker shall hold and keep in force a Consumer Credit licence including all necessary permissions.
ACCOUNT SETTLEMENTS
The Company shall be responsible for preparation of a Statement of Account to the Broker and unless otherwise agreed in writing by the Company this statement shall be the basis of accounting transactions between the Company and the Broker. All statements will show the net amount of the premium payable to the Company plus Insurance Premium Tax and fees where applicable and no further deductions from that amount will be allowed unless specifically agreed by an officer of the Company in writing.
Terms of credit:
All payments incepted or adjusted in the previous month are due on the last working day of the present month, and item left unpaid without genuine query will be dealt with accordingly. All cheques should be made payable to “Commercial Express Quotes Ltd”.
The obligations of the Broker in respect of account settlements are not affected by any arrangement whereby the Broker has allowed credit to the Insured or the inability of the Broker to obtain the payment of premium from the Insured.
In any case where a premium is not paid within the terms of credit allowed by this Agreement the Company reserves the right to withdraw or cancel cover. In the event of cancellation of cover for any reason by either the Broker or the Company there will usually be a pro-rata return premium although this will be at the Company’s and/or the Insurers discretion.
No Insurance so cancelled or withdrawn will be reinstated without payment of the Company’s full charges as specified in respect of such premiums being settled prior to such reinstatement.
In cases where the Company’s terms of credit in respect of premiums due are not adhered to the Company reserves the right to suspend or cancel this agreement in it’s entirety. If payments are received late twice within a rolling 12 month period, risk transfer will be withdrawn.
RISK TRANSFER & CO-MINGLING
Where you place business through Commercial Express Quotes Ltd, we are able to offer you the following relationship between you and the relevant insurer(s) from our panel (“The Insurers”). These are at present Markel International Insurance Company Limited & Equity Red Star & Inter Partner Assistance SA, a wholly owned subsidiary of AXA Assistance Group
- You shall be deemed to be the agent of the insurers for the collection, receipt and/or return of premiums and the insurers will accept risk transfer in respect of such monies in accordance with FSA rules
- As a condition of the grant of such consent by the insurers you:
2.1 will have the appropriate regulatory authorisation and permissions to undertake the activities contemplated and fulfil their obligations under the agreement;
2.2 will hold monies due to underwriters in a statutory or non-statutory trust account that is separate from the assets of your own firm in compliance with CASS 5. Such an account may contain monies held on behalf of other insurers;
2.3 will pay monies due to underwriters within the terms of trade agreed between us from time to time;
2.4 acknowledge that your sub-agency arrangement will be terminated immediately in the event that you become the subject of liquidation, insolvency, bankruptcy, winding-up or similar proceedings;
2.5 acknowledge that your sub-agency arrangement will be terminated immediately upon cessation or revocation of your FSA registration and/or a variation of regulatory permissions which precludes you from undertaking the regulated activities contemplated by this agreement;
2.6 not delegate this relationship to any other person or company. - Insurers hereby consent to monies referred to under 2.2 being co-mingled with client monies. Furthermore insurers consent to monies referred to under 2.2 held in a client monies account being subordinated to those of the sub-agents clients in accordance with CASS 5.
- This agreement is effective from 6th September 2005, and will expire when current rules under CASS are replaced by any future agreements governing the treatment of monies.
- In the event of the insolvency of your firm you will co-operate fully with the insurers and, where possible, assist the insurers to fulfil its obligations to relevant policyholders under business transacted
- The insurers may, at their discretion, require you to suspend or cease the introduction of insurance business
- You acknowledge the right of the insurers to audit and/or request balance and summaries of all monies held by you as our Agent at any point in time, either directly or through Commercial Express Quotes Ltd, and that such summaries will be provided to us within a reasonable timescale.
NON-SOLICITATION
Whilst it is not our intention to approach your clients on a direct basis and we will try to avoid this situation at all costs we have an obligation under the FSA regulations and an obligation to Markel International to take over ownership of the client if the placing broker is not FSA approved.
AUDITS
The Broker shall allow access to the Company and/or FSA to any premises to which the Broker has a right of access and inspect and/or copy without limitation all records, documents, files, audio and video tapes, computer databases, information stored electronically and any other material or information that the Company may require relevant to the provisions of this Agreement.
The Broker undertakes to ensure that it and its employees shall co-operate with the FSA and the Company in providing information and explanations in response to requests for information by the Company.
TERMINATION
This Agreement may be terminated by either party at any given time without reason and without prior notice.
Notwithstanding termination of this Agreement the parties hereto shall remain liable to perform their obligations as if this Agreement were still in force and effect in respect of all or any policies of insurance effected on behalf of any insured party prior to the date of such termination, until either expiration of the polices or the settlement of all claims made under them whichever be the latter.
Upon termination of this Agreement the Company will prepare a statement of account as between the Company and the Broker. Settlement of such account shall be by way of immediate payment by either party of the balance shown on the statement of accounts. Payment shall also be made to the Company of all known premiums not included in the statement of accounts
VARIATION
Any variation to the terms of this Agreement must be confirmed in writing and signed by both parties thereto.
CONFIDENTIALITY AND DATA PROTECTION
The Company and the Broker shall treat any information relating to the other party, its business and clients as confidential (except to the extent that such information is public knowledge other than as a result of any breach of this Agreement). Neither party shall disclose such information to any third party, nor use it for any purpose except as necessary for the performance of this Agreement or for the enforcement of that party’s right in law or contract. A provision of this clause shall continue notwithstanding any termination of this Agreement.
The Company and the Broker are responsible for ensuring, in relation to business governed by this Agreement, that all processing, uses, sources, disclosures, transfers, and personal data, as specific to their business, is in accordance with their register entry(ies) under the Data Protection Acts in force from time to time. The Broker shall at all times remain registered as a data controller with the Office of the Information Commissioner.
CLIENT OWNERSHIP
Upon Cancellation or Termination of this Agreement, the Company retains the right to take over responsibility for the Insured(s) whose business was placed through the Broker. This may be by introduction to another broker, to an organisation connected to the Company or if necessary to protect the Insured(s) by the Company itself.
NOTIFICATION OF CHANGES
The Broker shall immediately notify the Company in writing of the following:-
a. Of any change of address.
b. If they or any partner or director compounds with creditors, enters into any deed or arrangement with creditors, or becomes bankrupt, or has a receiving order made against him ( or in the case of a company) goes into liquidation or ( in the case of a partnership) is finally dissolved.
c. In the event of any changes which are material and have relevance to this Agreement.
WHOLESALING
We do not accept any wholesale business. It is imperative that you adhere to this requirement, as we do not wish to attract business from certain intermediaries. The Broker confirms that all business offered to the Company is from the Brokers own clients and not from any other broker or introducer.
COMPLAINTS
Both parties to this agreement are to take prompt action over any complaints that can occur in the normal course of conducting business. Such matters should be dealt with using existing managerial lines of communication.
Should any written or oral or adverse comment, whether justified or not, concerning our standard procedures, level of service or employees be received this requires a response or remedy to be taken by either the Director, Compliance Officer, (the Broker) their opposite number (the Company) or both.
Contact for the Company in writing to:-
Duncan Pritchard, Compliance Manager
Unit 4 Castlegate Way
Castlegate Court
Dudley
DY1 4RD
Telephone Number : 0845 094 2077
Fax Number: 0845 094 2078
E-mail address: complaints@ceqonline.co.uk
LAW AND JURISDICTION
This Agreement shall be construed according to English Law and any disputes arising in respect of it shall be determined in the English Courts.
ADMINISTRATION FEES
The Company’s administration fees are agreed with the Insurers, commission is not payable to the Broker on the fees. Administration fees are not subject to Insurance Premium Tax and are not returnable.
THE AGREEMENT
This Agreement details the full basis of the Agreement between the parties and supersedes any previous Agreement. No other statements made elsewhere shall form part of the Agreement unless specifically agreed and confirmed in writing by a Director of the Company.
SIGNATURE OF THE BROKER
In accordance with the Agreement the Broker as acceptance of the terms and conditions of the Agreement.
Signed and accepted on behalf of the Broker
Name and Position of Signatory Date
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