Insurance Producer Agreement

Transcription

1 Insurance Producer Agreement THIS AGREEMENT ( Agreement ) is made and entered into on this day of. (the Effective Date ), by and between KPS Health Plans (hereinafter referred to as KPS ), a duly licensed and authorized health care services contractor in Washington State, and REQUIRED (Print Insurance Producer name): REQUIRED (Insurance Producer signature): REQUIRED (Name of Business Entity, if applicable): herein after referred to as ( Producer ), operating as an Individual, or Business Entity (check one) licensed to do business as an insurance producer in Washington State. RECITALS WHEREAS, KPS markets and administers health plans in Washington State; and WHEREAS, Producer is licensed in Washington State to sell health plan products; and WHEREAS, KPS, as a Covered Entity, defined under the Health Insurance Portability and Accountability Act of 1996 (HIPAA) requires all Producers to agree to the obligations of the HIPAA Business Associate Compliance Addendum with KPS; and WHEREAS, both parties mutually desire to enter into this Agreement for the purpose of appointing Producer to distribute and sell KPS health plan products. NOW, THEREFORE, KPS and Producer agree to the covenants and conditions of this Agreement set forth as follows: 1. DEFINITIONS Producer means any person who is required to be licensed under Washington law as an independent insurance producer to solicit applications for insurance coverage on behalf of an insurer or health plan. Insured (or Enrollee) means any person currently covered under a KPS health plan. Prospective Insured (or Prospective Enrollee) means any person who has applied for coverage under a KPS health plan. 2. SCOPE This Agreement applies to the above-named Producer, as well as any and all Producers affiliated with Producer. In the case of a Business Entity, the above-named Producer attests that he/she has the authority to bind the Business Entity to the terms of this Agreement. 3. PRODUCER RESPONSIBILITIES 3.1 Licensure Producer warrants and represents that Producer is duly licensed by the state of Washington as a Producer. Producer further warrants and represents that no license issued to Producer for the sale or solicitation of insurance, prepaid health care or hospital or professional benefits has ever been revoked or suspended, and that Producer has never been convicted of any crime involving moral turpitude or dishonesty. Producer agrees to provide KPS with evidence of Producer s renewed license within thirty (30) days of the license expiration date. Producer further agrees to comply with all federal, state and local laws and regulations regarding the sale and service of KPS health insurance products. 3.2 Solicitation Producer agrees to represent KPS as an independent Producer and solicit enrollment in KPS individual and group health plan products. Producer further agrees to deliver and service any policies or health care products issued by KPS based on applications for coverage procured by Producer, provided the Insured has paid the initial premium. Producer understands and agrees that he/she is not authorized to make any oral or written changes to any form, application, coverage contract, health plan product or other materials furnished to Producer by KPS, or to any rates quoted by KPS. 3.3 Collection of Premium Except for the initial premium payment from a Prospective Insured (group or individual), Producer is not authorized to accept funds on behalf of KPS. All checks for premium payment, including the initial premium payment, must be made payable to KPS Health Plans. With respect to the collection of initial premium payments, all such payments shall be received and held in a fiduciary capacity by Producer as trustee for KPS. At no time shall Producer commingle any premium payments due KPS with Producer s own funds. Producer further agrees to remit to KPS, on a timely basis, any and all such premium payments collected by Producer on behalf of KPS. Producer shall not deduct or retain from such premium payments any commission payments due Producer by KPS under this Agreement.

2 3.4 Use of KPS Name and Advertising Materials. Producer agrees not to use KPS name, logo, advertising and marketing materials or supplies, or any other printed or written materials supplied to Producer by KPS, in any advertising or sales promotion without the express prior written consent of KPS. Producer further agrees to not allow the KPS name or logo to be used or displayed by third parties, other than in conjunction with the solicitation and sale of KPS health plan products as allowed under this Agreement. In the event Producer becomes aware of the use of the KPS name or logo in any advertising or sales promotion, other than as permitted under this Agreement, Producer agrees to promptly notify KPS. Upon termination of this Agreement, all rights and privileges afforded Producer under this Agreement regarding the use of the KPS name and logo shall expire, and Producer shall promptly return to KPS any and all such advertising, sales, enrollment and other materials supplied to Producer by KPS during the term of this Agreement. 3.5 Errors and Omissions Insurance. Producer agrees to secure and maintain errors and omissions insurance with a policy limit of at least one million dollars ($1,000,000) for the duration of this Agreement. Producer further agrees to provide KPS with proof of such insurance, upon request, and shall immediately notify KPS in the event such insurance is cancelled. 3.6 Records Retention. Producer agrees to maintain complete records of all transactions related to group and individual applications for enrollment in KPS health plans, as well as any such related records as may be required by any state or federal governmental agency. Producer agrees to make such records available to KPS, following reasonable notice, while this Agreement is in effect, and for a period of six (6) years following the date on which the last insured group or individual solicited and serviced by Producer under the terms of this Agreement is no longer covered under a KPS health plan. 3.7 Taxes, Fees, Other Costs. Producer agrees to pay all costs, taxes, fees and other incidental costs incurred by Producer in the performance of this Agreement. No payroll or employment taxes of any kind shall be withheld or paid by KPS with respect to any compensation paid to Producer as a result of this Agreement. Payroll and employment taxes are the sole responsibility of Producer. For the purposes of this Section, payroll and employment taxes include, but are not limited to, FICA, FUTA, federal personal income tax and any applicable state personal income, disability insurance and/or unemployment taxes. 3.8 Change of Address. Producer agrees to provide KPS with ten (10) days advance notice in the event of any change of address. Such notice shall be submitted in writing or via Training. Producers must complete training sessions, as deemed appropriate by KPS, on KPS s products and services. Such training sessions will be announced to Producer through bulletins, , fax, or other forms of invitation. Training session invitations will indicate whether the training is mandatory or optional for the Producer s continued appointment with KPS. 4. KPS RESPONSIBILITIES 4.1. Commissions. KPS agrees to pay Producer commissions for new and renewing group and individual sales according to Attachment 1, Commission Schedule. KPS reserves the right to change or terminate the Commission Schedule, at its sole discretion. In the event of any change to, or termination of, the Commission Schedule, KPS shall provide Producer with thirty (30) days prior written notice of the effective date of the change or termination. Such notice of change to, or termination of, the Commission Schedule will be sent to the last known address of Producer as reflected in KPS records. Producer s sole remedy for disagreement with any change to, or termination of, the Commission Schedule shall be to terminate this Agreement as provided under Section 5, Term and Termination. Any change to, or termination of, the Commission Schedule shall apply only to commissions payable with regard to business written on or after the effective date of the change or termination. No commission shall be payable to Producer in the event: (a) Premium is waived or refunded; (b) Producer is no longer an appointed Producer of KPS; (c) Producer is no longer the Producer of record for an insured group or individual (in the case of an individual plan Enrollee); or (d) This Agreement is terminated by either party. KPS will pay Producer s estate in the case of Producer s death, any commission owed to Producer less any amounts owed to KPS by Producer for a period of time not to exceed six months. Other than commission payments, payable pursuant to Attachment 1, Commission Schedule, no other compensation or reimbursement is due Producer from KPS for expenses incurred as a result of this Agreement Periodic Accounting and Recovery of Paid Commissions. KPS shall provide Producer with a periodic accounting of commissions paid or payable since the last most recent accounting. Such accounting shall be provided not more frequently than monthly, and at least annually. Producer agrees that such accounting shall be deemed correct unless Producer provides written objection to KPS within sixty (60) days following the date the accounting was postmarked to Producer. Producer agrees to promptly refund to KPS, in full, any commissions determined by KPS to be overpayments or to have been paid in error by KPS to Producer. KPS reserves the right to recover such amounts directly from Producer, or to withhold future commission payment(s), as necessary, to recover the cost of any overpayments or erroneous payments that have not been promptly refunded to KPS Health Plan Materials and Rates. KPS shall provide Producer with current copies of applicable health plan materials required to solicit new business, including, but not limited to the following: plan options, benefit summaries, rates, group coverage applications, individual enrollment applications and other informational and promotional brochures and documents as required.

3 4.4. Restriction of Producer Appointment. KPS reserves the right to restrict the scope of Producer s appointment or reappointment to service and/or sell KPS health plan products. 4.5 Medicare Supplement Commissions Not withstanding any provision noted above, Medicare supplement contracts sold by Producer shall be paid in accordance with Washington State law. Specifically: Commissions paid on Medicare supplement contracts shall be paid at the identical rate as long as the contracts remain in force. (WAC (1)(a)) Commissions for a Medicare supplement contract shall be paid within 60 days of the contract issue date. (WAC (1)(b)) Commissions paid on a Medicare supplement contract shall be paid to Producer, or successor Producer designated by KPS as long as the contract is in force. (WAC (1)(b)) 5. TERM AND TERMINATION 5.1. Term. This Agreement is in effect as of the Effective Date and shall remain in effect unless terminated in accordance with the provisions of this Agreement Termination. This Agreement may be terminated without cause by either party upon at least thirty (30) days prior written notice to the other party. Such termination shall be effective on the date specified in the notice, or thirty (30) days following the date of postmark, whichever is later. This Agreement shall terminate automatically in the event Producer is no longer an appointed Producer of KPS. This Agreement shall terminate automatically in the event the Producer is no longer licensed in the State of Washington in accordance with RCW KPS may terminate this Agreement, without notice, for cause. Such cause may include, but is not limited to, the following actions of Producer: (i) Commission of a fraudulent, illegal or dishonest act which adversely affects KPS; or (ii) Violation of the laws, regulations or rules of any jurisdiction in which Producer operates, or of any governmental authority exercising jurisdiction over Producer. In the event this Agreement is terminated by KPS for cause, KPS may at its sole discretion, choose to forego payment of any commission which may otherwise be due Producer as of the date of termination, or which may become due thereafter. 6. DISPUTE RESOLUTION KPS and Producer agree to make every effort to resolve disputes arising under the terms of this Agreement in an informal manner through good faith discussions. In the event a dispute cannot be resolved through informal process, the parties agree to submit the dispute to binding arbitration. Such arbitration shall be conducted according to rules similar to those of the American Arbitration Association (AAA), the Center for Public Resources, the Judicial Arbitration and Mediation Service (JAMS) or any other rules of arbitration agreed to by both parties. KPS and Producer agree to each pay one-half (1/2) of the fee of the arbitrator and any administrative fees incidental to the arbitration process. The arbitration proceedings shall take place in Kitsap County, Washington, unless an alternative site is mutually agreed to by the parties. 7. CONFIDENTIAL AND PROPRIETARY INFORMATION 7.1. Confidential Information Relating to this Agreement. The existence of this Agreement is not considered to be confidential. However, neither KPS nor Producer shall disclose the terms or contents of this Agreement related to the payment of commissions, and/or any of its attachments, exhibits, addenda and amendments without the express prior written consent of the other party. Both parties also acknowledge that this Agreement may require the disclosure of certain confidential and proprietary information by one party to the other. Except as specifically provided to the contrary in this Agreement, both parties shall treat all information furnished to the other party as confidential and proprietary business information and shall disclose such information to third parties only upon the express prior written consent of the party providing the information, or as required by law Non-Public Personal Health Information. For purposes of this Agreement, Non-Public Personal Health Information means health information that identifies an Enrollee or Prospective Enrollee who is the subject of the information, or with respect to which there is a reasonable basis to believe that the information could be used to identify the person. Furthermore, Health Information means any information or data, except age or gender, whether oral or recorded in any form or medium, created by or derived from Producer, or the persons themselves, that relates to: (i) The past, present or future physical, mental or behavioral health or condition of an Enrollee or Prospective Enrollee; (ii) The provision of health care services to an Enrollee or a Prospective Enrollee; or (iii) Payment for the provision of health care services to an Enrollee or Prospective Enrollee. KPS and Producer agree to maintain the confidentiality of all Non-Public Personal Health Information obtained as a result of this Agreement, and to only disclose such information: (i) For the performance of insurance functions by or on behalf of KPS; (ii) For activities permitted or required under RCW of the Washington State Health Information Access and Disclosure Act; (iv) For activities permitted or required under other applicable federal and state laws governing health information privacy; or (v) With the written permission of the Enrollee or Prospective Enrollee or a lawful representative thereof. Producer and KPS shall each establish and maintain policies and procedures for the management of each Enrollee s and Prospective Enrollee s Health Information, including policies and procedures to guard against the unauthorized use, disclosure or release of Non-Public Personal Health Information. Such policies and procedures shall be in compliance with the requirements of applicable federal and state laws and regulations.

4 Producer further agrees to immediately report to KPS any use of disclosure of Non- Public Personal Health Information not provided for by this Agreement. Producer further agrees to abide by the terms of the HIPAA Business Associate Compliance Agreement Addendum attached hereto Survival. The provisions contained in this section shall survive the termination of this Agreement. 8. GENERAL PROVISIONS 8.1 Acceptance of Applications. KPS is under no obligation to accept any application for health plan coverage submitted by Producer on behalf of any Prospective Insured, or to continue coverage of any current Insured, except in accordance with the Insured s coverage contract. 8.2 Amendments and Modifications. KPS reserves the right to change or modify the terms and provisions of this Agreement upon thirty (30) days written notice to Producer. Any such change or modification shall be binding upon Producer. Producer s sole remedy for disagreement with any change or modification of this Agreement shall be to terminate this Agreement as provided under Section 5, Term and Termination. In the event of termination, the provisions of the unmodified Agreement shall remain in full force and effect until the effective date of termination. 8.3 Entire Agreement. This Agreement, together with Attachment 1, Commission Schedule, supersedes all previous agreements of the same nature between the parties, if any, and constitutes the entire agreement between the parties. 8.4 Force Majeure. In the event either party is unable to perform its obligations hereunder by reason of fire, casualty, lockout, strike, labor condition, riot, war, act of terrorism, act of God or by ordinance, law, order or decree of any legally constituted authority, then this Agreement may, at the option of KPS, be suspended. During any period of suspension, neither party shall be required to perform any service hereunder, nor shall either party be liable for any damages arising from any event that precipitated the suspension. 8.5 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the state of Washington. Venue for this Agreement shall be Kitsap County. 8.6 Headings. The headings of sections and paragraphs in this Agreement are for convenience and reference purposes only and do not affect in any way the meaning or interpretation of any provision of this Agreement. 8.7 Indemnification. Producer and KPS agree to indemnify, defend and hold harmless each other, its directors, officers and employees from any and all claims, actions, suits, judgments, damages, fines and other proceedings, whether civil, criminal, administrative, investigative or otherwise, together with all costs, expenses and other amounts, including reasonable attorney s fees, arising out of, or alleged to have arisen out of, any act, error, misrepresentation or omission by, or on the part of either party, occurring in connection with the performance of this Agreement. This provision shall survive the termination of this Agreement. 8.8 Non-Assignability. Neither this Agreement, nor any of the benefits which accrue hereunder, whether in whole or in part, may be assigned to any third party, and shall not be binding on KPS, without the express prior written consent of KPS. 8.9 Notices. Any notice that may affect the provisions of this Agreement shall be deemed delivered to Producer when deposited in the United States mail, addressed to Producer at the most recent address listed for Producer. Any notice which may affect the provisions of this Agreement shall be deemed delivered to KPS when deposited in the United States mail and addressed to KPS at the following address: P.O. Box 339, Bremerton, WA Relationship of the Parties. None of the provisions of this Agreement are intended to create, nor shall they be deemed or construed to create, any relationship between the parties hereto, other than that of independent entities contracting with each other solely for the purpose of effecting the terms of this Agreement Severability. If a court of competent jurisdiction deems any term, provision or condition of this Agreement invalid or unenforceable, the same shall be deemed severable from this Contract. However, the remainder of the terms, provisions and conditions of this Agreement shall remain in full force and effect, and shall in no way be affected, impaired or invalidated as a result of such decision 8.12 Waiver of Breach. Waiver of a breach of any provision of this Agreement does not constitute a waiver of any other breach of the same or different provision. 216KPS

5 Commission Schedule Effective Date: January 1, 2013 Commissions are paid monthly on or before the fifth (5 th ) working day of the month and mailed on or before the 7 th working day of the month, based on premiums received by KPS during the immediate prior month. If total commissions for a given month are less than $100, commissions will be paid quarterly on or before the 5 th working day of the quarter ending February, May, August and November. No commission shall be payable to Producer in the event: (a) Premium is waived or refunded; (b) Producer is no longer an appointed Producer of KPS; (c) Producer is no longer the Producer of record for an insured group or individual (in the case of an individual plan Enrollee); (d) This Agreement is terminated by either party; or KPS will pay Producer, or Producer s estate in the case of Producer s death, any commission owed to Producer less any amounts owed to KPS by Producer for a period of time not to exceed six months. No commission payments will be made by KPS to Producer on premium received by KPS for any period after any one of the above events occurs. Other than commission payments, payable pursuant to Attachment 1, Commission Schedule, no other compensation or reimbursement is due Producer from KPS for expenses incurred as a result of this Agreement. Commissions are paid according to the following schedule: 1. Medicare Supplement Plans The commission level of 5% of monthly paid premium is applicable to enrollment applications with effective dates of January 1, 2013 and later. 2. Large Groups Large Groups (those with 51 or more employees) are quoted with a 2 percent monthly commission included in the rate unless otherwise indicated during the quote process. 217KPS