Insular Life Corporate Centre, Insular Life Drive

Filinvest Corporate City, Alabang, 1781 Muntinlupa City

E-mail: [email protected] • Website: www.insularlife.com.ph
Tel.: (632) 8-582-1818 • Fax: (632) 8-771-1717

(hereinafter called the COMPANY)

And

(hereinafter called the AGENT)

I hereby agree:

1. The AGENT is authorized to solicit within the Philippines application for life insurance
and annuities in accordance with the existing rules and regulations of the COMPANY.
2. In consideration of the services rendered by the AGENT under this contract, the AGENT
shall receive commissions as full payment of such services based on the business
obtained by the AGENT. The COMPANY shall announce schedule of commissions through
product primers and circulars. The COMPANY may, at its sole discretion, grant other
emoluments or incentives as it deems fit through written circulars or announcements. It is
hereby understood between the parties that if, at anytime during the term of this
contract, the COMPANY should deem it advisable to modify the commission and
incentives herein mentioned, such modification/s shall take effect not earlier than thirty (30)
days after notice shall have been given the AGENT. Upon the effectivity of the modification/
s, the same shall apply to all existing businesses of the AGENT as well as all businesses
submitted after the effectivity of such modification/s, unless otherwise provided.
3. The provisions on the succeeding pages hereof as well as all the other rules and
regulations pertaining to documentary requirements and ethical conduct now in force and
those which may from time to time be promulgated by the COMPANY, form part of this
Contract as fully as if stated over the signature hereto affixed.

In WITNESS WHEREOF, the parties have hereunto set their hands in duplicate, this day of
, 20 , in Muntinlupa City, Metro Manila, Philippines.

The INSULAR LIFE ASSURANCE CO., LTD.

By:

Signature of AGENT Authorized Company Official

Witness Witness

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 GENERAL PROVISIONS

1. RELATIONS WITH THE COMPANY. The AGENT shall be free to exercise his own judgment
as to time, place and means of soliciting insurance. Nothing herein contained shall be
construed to create the relationship of employer-employee between the COMPANY and the
AGENT. However, the AGENT shall observe and conform to documentary requirements
and ethical rules now existing or those, which the COMPANY and/or the Office of the
Insurance Commission may prescribe from time to time.

2. FUNDS HELD IN TRUST. The AGENT shall deliver policies upon prior payment through him
of the corresponding initial premiums thereon. In addition, he is only authorized to collect:

2.1 Initial premiums

2.2 Non-initial premiums
2.3 Balance annual/balance semi-annual payments
2.4 Overdue interest
2.5 Policy loan repayment
2.6 Policy loan interest
2.7 Deposits for Reinstatement
2.8 Deposits to Premium Deposit Fund

The AGENT shall remit the amounts received to the COMPANY not later than the next working
day in the same form as received by the AGENT.

3. CANCELLED POLICIES. Cancellation charges for undelivered policies or cancelled

policies shall be assessed against the AGENT in accordance with the rules and
regulations of the COMPANY on the matter.

4. ILLEGAL AND UNETHICAL PRACTICES. The AGENT shall not give, directly or indirectly,
rebates in any form, or make any misrepresentation or in general, do or commit acts
prohibited by the COMPANY based on rules/regulations issued or to be issued by the
COMPANY, and in circulars of the Office of the Insurance Commission.

5. DATA PRIVACY AND CONFIDENTIALITY - To the extent the AGENT maintains, acquires, discloses,
uses, or has access to any personal information and sensitive personal information as defined
under the Data Privacy Act of 2012, he/she shall comply with relevant data privacy laws.
Moreover, he/she shall:

5.1. As a processor of personal information and sensitive personal information of the COMPANY
and its data subjects (e.g. prospects, applicants, policyholders, agency personnel and other
third parties), comply with the Data Privacy Act of 2012, relevant data privacy laws, rules and
regulations and the COMPANY’s policies, standards, procedures and guidelines, issued
through circulars, on the collection, transmittal, use, retention, storage and disposal of
personal information and sensitive personal information;

5.2. Take all reasonable and adequate security measures, including but not limited to the
measures covered in circulars issued by the COMPANY, throughout the duration of this
Contract to ensure that all other information provided by the COMPANY or its data subjects
or that which the AGENT may have access to, in connection with this Contract is protected
against loss and unauthorized access, use, modification, variation, amendment, deletion or
disclosure and that only authorized personnel have access to the confidential and proprietary
information;

5.3. Ensure that the personal information, sensitive personal information and proprietary
information of the COMPANY and its data subjects shall be kept in strictest confidence even
after the completion or termination of this Contract; and

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 5.4. Not disclose, in whole or part and in whatever manner, to any third person/entity, without the
prior written consent of the COMPANY any and all terms of this Contract or any data or any
other confidential information pertaining to the COMPANY or any of its clients, persons
insured and policyholders, including computer software or programs, which the AGENT may
have had access to during the effectivity of this Contract. This confidentiality obligation shall
survive the termination of this Contract; and

5.5 Upon termination of this Contract for any reason whatsoever, return and deliver,
without need of any written notice or demand and in good order and condition all the
records, paraphernalia, documents, manuals, stationary, forms, provisional receipts and
all other books and papers relating to the business of life insurance solicitation all of
which are acknowledged by the AGENT as belonging to and proprietary to the
COMPANY, including any computer hardware or software owned by the COMPANY. The
COMPANY may require the AGENT to submit a certificate of secured disposal and
deletion of his/her copies, in digital and paper form, of all information provided by the
COMPANY or its data subjects, if applicable

6. PENALTIES. The AGENT shall be subject to the following penalties if he commits any
improper delivery of policy or any violation in connection with the accounting, reporting or
delivery to the COMPANY of deposits on applications, policy loan repayments or premiums
collected by him:
6.1 Forfeiture of commissions on misappropriated premiums;
6.2 The amount for which the COMPANY becomes liable as a consequence of the
AGENT’s violation. Any extra-judicial payment to be made by the COMPANY on account
of such violations, shall be final and shall not be questioned by the AGENT;
6.3 Attorney’s fees which shall not be less than 15% of the total amount claimed in any action
which the COMPANY may institute against the AGENT or which the COMPANY may
sustain or incur as a consequence of the AGENT’s violation; and,
6.4 Actual expenses of investigation, collection and completion of the AGENT’s unfinished
business. The imposition of these penalties shall be without prejudice to the application of
Section 6 of this Contract.
7. TERMINATION. The COMPANY may immediately terminate this Contract on account of any of
the following:
7.1 If the AGENT enters the service of another life insurance company (as prohibited under IC
Circulars 2-81 and 2-85 dated 17 December 1981 and 07 August 1985, respectively);
7.2 If the AGENT is convicted of any crime involving moral turpitude;

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 7.3 If the AGENT, in his dealing by act or omission, brings discredit to the COMPANY;
7.4 If the AGENT commits any act amounting to fraud or violation of trust;
7.5 If the AGENT violates, in any way, any provision of this Contract;
7.6 If there is a conflict of interest between the COMPANY and/or its subsidiaries with
other company(ies) represented by the AGENT; and,
7.7 In case of loss of trust and confidence in the AGENT.

8. COMPLIANCE WITH INSURANCE LAWS. The Agent undertakes at all times to comply
with all applicable insurance laws, rules and regulations implementing the same, circulars
issued by the Insurance Commissioner now in force or hereafter may be issued, including but
not limited to the Memorandum Circular Nos. 16-2006 dated 10 August 2007 (Market
Conduct Guidelines), 2-81, 2-85 and 3-93 dated 17 December 1981, 07 August 1985, and 07
July 1993.

9. PROMOTIONAL MATERIALS – All advertising and sales promotional materials shall

be submitted by the agent to the Company for approval prior to their being used by the
agent in accordance with IC Circular 16-2007. Promotional materials include electronic
communication like those contained in websites, e-mails and blogs, among others.

10. ARBITRATION CLAUSE – In case of dispute arising out of or in respect of this agreement,
the same shall be referred to an Arbitration Committee composed of 3 members chosen as
follows: one by the Agent, one by the Company and the third by mutual agreement of the
Agent and the Company. The Arbitration Committee’s decision shall be final and binding on
the parties except for fraud.

11. PRE-TERMINATION. Either party may pre-terminate this Contract by giving a written
notice to that effect to the other at least thirty (30) days prior to the intended date of
termination.

12. AUTOMATIC TERMINATION. This Contract shall be deemed to be automatically terminated

if the Insurance Commissioner revokes the AGENT’s Certificate of Authority, or if the
AGENT fails to renew his Certificate of Authority upon its expiration, or if the AGENT fails
to meet, during the year or every year thereafter, the minimum requirements for
commission income, persistency rate, policy count and other performance standards
which the COMPANY shall prescribe.

13. EFFECTS OF TERMINATION. The AGENT shall not have a right to any commission,
incentives or any other benefits due after the termination of this agreement for any
reason whatsoever. When the termination is due to disability while this contract isin-
force, commissions as they fall due and other benefits as determined by the company will be
paid to the AGENT. When the termination is due to death while this contract is inforce,
commissions as they fall due and other benefits as determined by the company will be paid to
the heirs.

14. SUSPENSION. The efficacy of this Contract may be suspended on account of any act of
the AGENT inimical to the interest of the COMPANY. All commissions, incentives and
other benefits due to the AGENT during the period of suspension shall be forfeited.

15. ASSIGNMENT. No assignment of the Agency herein created or of commissions or

other compensation shall be valid without prior consent in writing of the COMPANY,
except with respect to an assignment of commissions to a General Agent of the COMPANY
with which the AGENT is affiliated, and only for the purpose of securing any obligation
which he may owe to such General Agent. No modification of this Contract shall be
binding, unless made in writing and signed by an authorized official of the COMPANY. The
failure of the COMPANY to exact and require strict compliance on the part of the AGENT
with any terms or conditions of this Agreement shall not operate as a waiver of such terms
and conditions.

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 16. INDEBTEDNESS. The COMPANY is hereby authorized to apply commissions, incentives or
any other benefits due to the AGENT under this Contract to the payment of any
indebtedness whatsoever which the AGENT owes the COMPANY regardless of any prior
claim or lien thereon. Upon termination of this Contract, the AGENT shall immediately pay
the balance of any such indebtedness to the COMPANY.

17. INDEMNITY AGREEMENT. The AGENT agrees to furnish the COMPANY with a fidelity bond
or to join any indemnity plan or agreement, which the COMPANY may establish to secure
the faithful performance of this Agreement, at the option of the COMPANY. The
COMPANY is empowered to demand a new bond or to modify any indemnity plan or
arrangement, which it may have established for this purpose.

18. OTHER BENEFITS/AGENCY BENEFITS PROGRAM. The COMPANY, at its option and in
addition to the items of compensation as discussed, shall extend the following benefits to
the AGENT subject to meeting specific qualifying requirements:

18.1 Group Term

18.2 Group Hospitalization
18.3 Agency Loyalty Benefits

19. PREVIOUS CONTRACTS. This Contract supersedes any and all prior agreements of any
nature whatsoever between the parties hereto, provided that nothing herein
contained shall be construed to impair, or constitute a waiver of any claim, whether for
money or otherwise, by the COMPANY against the AGENT under previous agency
agreements.

20. VENUE OF LEGAL ACTION. In case of a legal action arising from any provision of
this Contract, the parties hereto agree that the venue of such legal action shall be the proper
courts of Muntinlupa City, Metro Manila, to the exclusion of other venues.

IL20190228-693