Memorial Hermann Health Insurance Company Agency Agreement

. Agency understands that it has no rights under this section as to any businessassigned to another agent.13. Records and Accounts:Agency shall hold and preserve as property of Company including all books of account,documents, receipts, vouchers, files, certificates, literature, policies, applications, policyholderlists, correspondence and records of any kind which at any time come into Agency’spossession or under its control relating to transactions for or by Company. During theterm of this Agreement, upon request of Company and at Company’s expense, Agency shallopen these records to examination by Company upon reasonable notice to Agency. Upontermination of this Agreement, Agency shall surrender the original records, together with anyother property of Company in its possession to Company.14. Authority and Responsibility of Company:a. Company will pay Agency first year and renewal commissions, as set forth in Exhibit2, on the policies issued by Company and produced by Agency and in the case ofgroup business for which Agency has been designated “Agency of Record” in writingby the employer of the group on group business the Agency has produced andissued by Company. Furthermore, Company reserves the right, in its sole andabsolute discretion, to refuse to recognize any change in “Agency of Record”designation by a group having coverage with Company through anassociation having an arrangement with Company.b. If Agency submits an application for a person, or group, with prior Companycoverage no commission shall be payable unless prior coverage has been lapsed fora period of at least six (6) months in the case of group coverage; and in such eventrenewal commissions only shall be payable. If Agency produces a policy forindividual coverage for an individual as a subscriber, which subscriber was previouslycovered as a dependent on a Company policy and is now an overage dependent ofthe previous policy, such Agency shall receive renewal commissions if the individualwas required to complete a change of coverage application and not a new applicationfor coverage by Company, with or without any lapse in coverage. In the eventAgency is the Agency of Record on the Company policy which previously coveredsuch individual as a dependent and the appropriate Company did not require suchindividual to complete a new application for coverage or a change of coverageapplication, Agency will be considered to have produced the policy which coverssuch individual as a subscriber and Agency will receive renewal commissions. In theevent Company required such individual to complete a new application for coverage,Agency shall receive first year and renewal commissions. Such commissions shallbe based on the Commission Schedule set forth in Exhibit 2 and shall be paid onnet premium charges actually received by Company on applications issued byCompany that are produced by the Agency.c. When an overage dependent seeks a new agent and if the new agent submits ahealth statement application, and if the application is approved, this would constitutea new contract even with continuous coverage. Either the current agent or a newagent would receive first-year commission and renewal if a health statementapplication had been submitted and approved. If the overage dependent is enrolledthrough Company’s automatic process, or with a change of coverage form, the