RESCISSION AGREEMENT TO THE GENERAL AGENCY AGREEMENT BY AND AMONG
EXHIBIT 10.7
RESCISSION AGREEMENT TO THE
GENERAL AGENCY AGREEMENT
BY AND AMONG
UNITED SPECIALTY INSURANCE COMPANY
AND
CRUSADER INSURANCE COMPANY
AND
UNIFAX INSURANCE SYSTEMS, INC.
THIS RESCISSION AGREEMENT TO THE GENERAL AGENCY AGREEMENT (“Agreement”) dated April 1, 2020, is made and entered into by and among UNITED SPECIALTY INSURANCE COMPANY ("United Specialty"), CRUSADER INSURANCE COMPANY ("Crusader"), and UNIFAX INSURANCE SYSTEMS, INC. ("Unifax"). Crusader, United Specialty and Unifax are collectively the “Parties.”
RECITALS
WHEREAS, Crusader, United Specialty and Unifax are Parties to a certain General Agency Agreement (“General Agency Agreement”) effective April 1, 2020. Pursuant to the General Agency Agreement, United Specialty appoints Unifax as the general agent of United Specialty related to commercial business underwritten by United Specialty and reinsured by Crusader.
WHEREAS, the parties now desire to unwind and rescind the transactions referenced in the General Agency Agreement.
NOW, THEREFORE, in consideration of the recitals and mutual covenants of the Parties, each of the Parties agrees as follows:
| 1. | Rescission. The Parties hereby rescind the General Agency Agreement effective as of April 1, 2020. |
| 2. | Effect of Rescission. The Parties agree that the rescission of the General Agency Agreement is and shall be absolute, unconditional and without reservation of any rights, duties, privileges or obligations of any Party under the General Agency Agreement. The Parties further agree that by this Agreement, the General Agency Agreement shall be deemed and construed never to have existed. No Policies were deemed issued, and no premium was deemed written, collected or reported pursuant to the General Agency Agreement. |
| 3. | Miscellaneous. |
| (a) | Assignment. This Agreement shall be binding upon the Parties hereto, together with their respective successors. None of the Parties hereto may assign any of their rights or obligations under this Agreement. |
| (b) | Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. |
| (c) | Entire Agreement. This Agreement is the entire agreement between the parties and supersedes any and all previous agreements, written or oral, and amendments thereto with respect to the subject matter hereof. |
| (d) | Governing Law. This Agreement has been made and entered into in the State of Texas and the Agreement shall be subject to and construed under the laws of the State of Texas. |
| (e) | Notification to the Department. Crusader may notify the California Department of Insurance of the Rescission promptly after the execution of this Agreement. |
[SIGNATURE PAGE FOLLOWS]
IN WITNESS WHEREOF, the Parties hereto by their respective duly authorized representatives have executed this Agreement as of the date first above written.
CRUSADER INSURANCE COMPANY
BY: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
ITS: President/CEO
DATE:11/21/2020
UNIFAX INSURANCE SYSTEMS, INC.
BY: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
ITS: President/CEO
DATE:11/21/2020
UNITED SPECIALTY INSURANCE COMPANY
BY: /s/ ▇▇▇▇▇ ▇▇▇▇▇
ITS: EVP
DATE:11/24/2020