Exhibit 8
SERVICE AGREEMENT
This agreement is entered into this First day of December, 1988, by and between
OHIO NATIONAL LIFE ASSURANCE CORPORATION ("ONLAC") and THE OHIO NATIONAL LIFE
INSURANCE COMPANY ("ONLI"), both being legal reserve life insurance companies
organized and incorporated under the laws of Ohio.
WHEREAS, ONLI WILL provide certain services, office space, equipment and
materials necessary to the operation of ONLAC's business.
NOW, THEREFORE, IT IS AGREED as follows:
1. ONLI shall make available to ONLAC such ONLI personnel, including
commission-compensated field personnel, as may be agreed upon to
enable ONLAC to perform its functions as a life insurance company.
2. ONLI personnel, in performing services for ONLAC pursuant to this
agreement, shall report to and be responsible solely to the officers
and directors of ONLAC or persons designed by them. ONLI shall have no
responsibility for the actions of its personnel in their performance
of services for ONLAC pursuant to this agreement.
3. ONLI will, to the extent requested by ONLAC, provide ONLAC with such
services as may reasonably be required in order for ONLAC to perform
its ordinary business functions. Such services include but are not
limited to clerical, stenographic and administrative services, office
space, supplies and equipment.
4. In consideration of the foregoing, ONLAC agrees to reimburse ONLI for
such direct and indirect costs as may be fairly attributable to the
various services performed for ONLAC. Such services include but are
not limited to an appropriate portion of salaries, commissions and
other forms of compensation, fringe benefits, general overhead
expense, supplies, equipment, computer usage, rent, taxes, postage and
any other costs which may be fairly allocable to the activities of
ONLAC.
5. In the event of disagreement between ONLI and ONLAC as to a fair basis
for allocating or apportioning costs for services rendered under this
agreement, such basis shall be fixed by ONLI's independent public
accountants.
6. ONLI shall keep such proper accounting records as are necessary and
appropriate to establish the allocation of its costs in the
performance of this agreement. ONLAC shall reimburse ONLI at such
times as are mutually agreed, but not more frequently than monthly,
and not more than 30 days after any billing.
7. Four purposes of this agreement, ONLI and ONLAC are deemed to be
independent contractors. The personnel of one shall not be deemed to
be the employees of the other. Any records maintained by ONLI on
behalf of ONLAC shall be ONLAC's records and shall at all times be
subject to inspection or audit by ONLAC, its auditors or any state
insurance regulator. Each party shall have sole authority and
responsibility with respect to the appointment, proper licensing and
discharge of its sales agents. The approval or rejection of ONLAC's
policy application shall be entirely within its sole discretion.
8. This agreement may be terminated, without penalty, by either party by
giving the other party 30 days written notice, or at any time by
mutual agreement of the parties. Upon termination, all amounts payable
in consideration of services rendered by ONLI shall be paid by ONLAC
within 30 days after ONLI renders ONLAC a final accounting.
IN WITNESS WHEREOF, the parties have caused this instrument to be executed by
their authorized officers on the date first above written.
THE OHIO NATIONAL LIFE INSURANCE COMPANY
BY /s/ Xxxxxxx X. Xxxxxxxxxx
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Xxxxxxx X Xxxxxxxxxx, President and
Chief Executive Officer
OHIO NATIONAL LIFE ASSURANCE CORPORATION
BY /s/ Xxxxx X. Xxxx
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Xxxxx X. Xxxx, Senior Vice President
