Common use of Distributor Duties Clause in Contracts

Distributor Duties. Distributor agrees to accept the following duties and responsibilities: A. Distributor and Downline will procure applications for Products, but only in states where Distributor and Downline are licensed, active with Company and appointed by Company as required by applicable law and after Distributor receives written notice that the Product is approved in the state in which the solicitation is to be made. B. Distributor may recruit persons to be Downline. Company may refuse to appoint, suspend, or terminate its appointment of any Downline in its sole discretion. Distributor shall monitor Downline and communicate information to Company, of which Distributor is aware or should be aware, that Company needs to know about Downline to properly address compliance or other risks. When requested by Company, Distributor shall communicate Company information to Downline. If at any time Distributor consents or has consented to have Downline report to Distributor through a hierarchical relationship with any Company, Distributor hereby consents to: (i) the appointment of Downline with each Company; and (ii) to have Downline report to Distributor through a hierarchical relationship with each Company. Distributor may withhold this consent by providing written notice to Company. C. Distributor will not permit any person to solicit for Company or perform any other service requiring licensure until they have been licensed by the state in which they will solicit, evidence of that license is given to Company, they are active with Company, and they are appointed by Company as required by applicable law. D. Distributor will be responsible for obtaining and maintaining the necessary licenses to sell Company Products in the states in which Distributor operates, whether resident or nonresident. E. Distributor will treat any premium amounts collected with the application by Distributor or Downline with the application as trust funds for Company. Distributor will remit these funds and applications to Company in accordance with Company instructions. F. Distributor shall not offer, pay, or allow to be offered or paid, as an inducement to any proposed insured or applicant, a rebate of premiums, policy fees or any other inducement not specified in the insurance product, except as may be expressly allowed by law and in compliance with state rules and regulations. G. Distributor shall not induce or attempt to induce policyholders, certificate holders or other contract holders (together, “policyholders”) to relinquish or replace Company policies or contracts, except for the occasional and inadvertent replacement of business in accordance with all applicable standards imposed under law or regulation. H. Distributor will comply with all state and federal laws, orders, rules and regulations. I. Distributor shall act according to Company’s policies and procedures. J. Distributor shall immediately notify Company in writing if any license, permit or registration of Distributor or Downline is suspended or terminated or if Distributor or Downline is the subject of any misdemeanor or felony charges or any actions initiated by any federal, state or local regulatory or governmental body or court, including but not limited to convictions by any governmental authority for commission of any act involving fraud, dishonesty, breach of trust, theft, misappropriation of money or breach of any fiduciary duty. Further, Distributor shall immediately notify Company and cooperate with Company in connection with any potential, threatened or actual litigation, regulatory inquiry or action or complaint with respect to this Agreement. K. Distributor will be responsible for all state and city license fees or taxes, and occupation fees or taxes. Company will pay state taxes on premiums. Appointment and termination fees will be payable according to current Company guidelines. L. Distributor will reimburse Company any commissions Distributor receives on premiums which are returned by Company for any reason, including declined applications or policies canceled or not accepted by the applicant. M. Distributor will be responsible for ensuring that Distributor and each Solicitor has and maintains errors and omissions liability insurance coverage of at least $1 million per occurrence or such other level (higher or lower) as may be acceptable to Company throughout the term of this Agreement and provide evidence of such insurance to Company upon request. N. Except as agreed in the Business Associate Agreement, Distributor shall keep regular and accurate records of all transactions related to this Agreement for a period of at least six years from the date of such transactions, or longer if required by federal or state law or regulation. O. Distributor will supervise and be responsible for its Downline, their respective employees and others acting on Distributor’s behalf. Distributor will ensure that all Solicitors understand and comply with the requirements set forth in this Agreement, including any addenda; all state and federal laws, orders, rules and regulations; and Company’s policies and procedures. P. Distributor will cooperate with any investigation or audit by Company, any regulatory authority, or any person acting on behalf of Company or any regulatory authority.

Distributor Duties. Distributor agrees to accept the following duties and responsibilities: A. Distributor and Downline will procure applications for Products, but only in states where Distributor and Downline are licensed, active with Company licensed and appointed by Company as required by applicable law and after Distributor receives written notice that the Product is approved in the state in which the solicitation is to be made. B. Distributor may recruit persons to be Downline. Company may refuse will appoint Downline, unless there is something that would disqualify them. Company reserves the right to appoint, suspend, or terminate its appointment of any Downline in its sole discretionDownline. Distributor shall monitor Downline and communicate information to Company, of which Distributor is aware or should be aware, that Company needs to know about Downline to properly address compliance or other risks. When requested by Company, Distributor shall communicate Company information to Downline. If at any time Distributor consents or has consented to have Downline report to Distributor through a hierarchical relationship with any Company, Distributor hereby consents to: (i) the appointment of Downline with each Company; and (ii) to have Downline report to Distributor through a hierarchical relationship with each Company. Distributor may withhold this consent by providing written notice to Company. C. Distributor will not permit any person to solicit for Company or perform any other service requiring licensure until they have been licensed by the state in which they will solicit, evidence of that license is given to Company, they are active with Company, and they are appointed by Company as required by applicable lawCompany. D. Distributor will be responsible for obtaining and maintaining the necessary licenses to sell Company Products in the states in which Distributor operates, whether resident or nonresident. E. Distributor will treat any premium amounts collected with the application by Distributor or Downline with the application as trust funds for Company. Distributor will remit these funds and applications to Company in accordance with Company instructions. F. Distributor shall not offer, pay, or allow to be offered or paid, as an inducement to any proposed insured or applicant, a rebate of premiums, policy fees or any other inducement not specified in the insurance product, except as may be expressly allowed by law and in compliance with state rules and regulations. G. Distributor shall not induce or attempt to induce policyholders, certificate holders or other contract holders (together, “policyholders”) to relinquish or replace Company policies or contracts, except for the occasional and inadvertent replacement of business in accordance with all applicable standards imposed under law or regulation. H. Distributor will comply with all state and federal laws, orders, rules and regulations. I. G. Distributor shall act according to Company’s policies and procedures. J. H. Distributor shall immediately notify Company in writing if any license, permit or registration of Distributor or Downline is suspended or terminated or if Distributor or Downline is the subject of any misdemeanor or felony charges or any actions initiated by any federal, state or local regulatory or governmental body or court, including but not limited to convictions by any governmental authority for commission of any act involving fraud, dishonesty, breach of trust, theft, misappropriation of money or breach of any fiduciary duty. Further, Distributor shall immediately notify Company and cooperate with Company in connection with any potential, threatened or actual litigation, regulatory inquiry or action or complaint with respect to this Agreement. K. I. Distributor will be responsible for all state and city license fees or taxes, applicable appointment and termination fees, and occupation fees or taxes. Company will pay state taxes on premiums. Appointment and termination fees will be payable according to current Company guidelines. L. J. Distributor will reimburse Company any commissions Distributor receives on premiums which are returned by Company for any reason, including declined applications or policies canceled or not accepted by the applicant. M. K. Distributor will be responsible for ensuring that Distributor and each Solicitor has and maintains errors and omissions liability insurance coverage of at least $1 million per occurrence or such other level (higher or lower) as may be acceptable to Company throughout the term of this Agreement and provide evidence of such insurance to Company upon request. N. L. Except as agreed in the Business Associate Agreement, Distributor shall keep regular and accurate records of all transactions related to this Agreement for a period of at least six five years from the date of such transactions, or longer if required by federal or state law or regulation. O. M. Distributor will supervise and be responsible for its Downline, their respective employees and others acting on Distributor’s behalf. Distributor will ensure that all Solicitors understand and comply with the requirements set forth in this Agreement, including any addenda; all state and federal laws, orders, rules and regulations; and Company’s policies and procedures. P. Distributor will cooperate with any investigation or audit by Company, any regulatory authority, or any person acting on behalf of Company or any regulatory authority.