This Document sets out the terms on which United Insurance Brokers (DIFC) Ltd. (“UIB (DIFC) Ltd.”, we, our or us) undertakes to act for its clients. It also identifies your own responsibilities both to us and to insurers and it sets out our regulatory and legal obligations. These are our standard terms and can only be varied with written consent. As an independent intermediary we act as agent of our client and are subject to the law of agency which imposes various duties on us as well as regulations under DIFC Law and DFSA Regulations. In these Terms of Business Agreement reference to “reinsurance/re-insurers” shall be construed as including reference to “insurance/insurers”.
1. UIB (DIFC) Ltd. is registered in the DIFC, UAE under Commercial License Number 0211. Its head office is located at: Suites 306 & 307, Level 3, Gate District Building 3, PO Box 506533, DIFC, Dubai, and UAE. UIB DIFC is a wholly owned subsidiary of UIB International Ltd. For further details of the services and products that we offer please visit our website www.uibgroup.com. We are authorised and regulated by the Dubai Financial Services Authority (DFSA). Our permitted business is arranging general insurance and reinsurance contracts and our DFSA Register number is F000198. These details can be verified on the DIFC and DFSA Registers on their respective websites (www.difc.ae and www.dfsa.ae).
2. This document contains details of our undertaking to you about our conduct including limitations on our liability. It also draws attention to our client’s responsibility both to UIB and to re-insurers. We specifically draw your attention to the following sections
3. In compliance with the DFSA regulatory rules and guidance we shall:
4. Please contact us immediately if there is anything in this document which you do not understand or with which you disagree. If you continue to do business with us and we do not hear from you, this will serve as your consent to working with us on the terms set out in this agreement.
5. You will be a “commercial customer” of our company and as such are our client to whom we owe a duty of care. Jointly we owe certain duties to reinsurers. In your capacity as our client you in turn will owe duties of care either to the ultimate policyholder or to another intermediary. In all cases you must ensure that you have full authority to instruct us. It is your obligation to ensure that your client is aware of all the terms of any insurance policy obtained by us on your instructions. It is also your obligation to ensure that you hold and comply with all necessary licences, statutory law and regulatory rules that apply to you in your local domicile.
6. You shall notify us immediately if there is any change in your circumstances or regulatory status, or that of another intermediary, or if any legal and/or disciplinary action has been taken. communication data, and the resources that you access.
7. Information provided by you will not be used or disclosed other than in the course of carrying out your instructions as your insurance broker unless you have consented otherwise.
We may disclose the fact that you are our client and the nature of the insurance, but no other details. Disclosure may also be made to our regulator, and to our agents or other service providers, or where we are legally obliged to disclose the information, or where the information is already in the public domain.
8. We have procedures, systems and controls in place to deal with possible conflicts of interest that may arise when dealing with you. We will advise you immediately when and if they occur. These may include:
9. Acceptance of gifts, entertainment or trips from insurers that could create the appearance of a conflict of interest with you are prohibited.
10. We will keep you fully informed of progress of our negotiations providing you with full information of risks quoted before they are contractually bound.
11. Whenever practical we ask that all instructions are confirmed in writing. We will assume that whoever gives such instructions has the authority to do so. It is vital that you provide us with all relevant information and that you keep us informed of changes in material circumstances to enable us to properly represent your interests. Please see sections regarding “The Duty of Disclosure and the duty of Utmost Good
Faith to Insurers/Reinsurers” commencing at paragraph 21.
12. When we give you a cost for placing an insurance for you, it is to be taken as an indication of the premium required by reinsurers to complete your order and not as a guaranteed premium, unless otherwise agreed.
13. As an insurance/re-insurance intermediary, we check the financial strength ratings of the reinsurers with whom we place your business using the financial strength ratings provided by specialist independent rating agencies such as Standard & Poors and A.M. Best. Occasionally, it may be necessary to seek from you specific written approval for use of a proposed reinsurer.
14. We do not guarantee the solvency of any reinsurer with whom we place your business. In the event of any reinsurer’s insolvency you may still have a liability to pay premium. You will also additionally have the responsibility for payment of premiums if you require replacement security.
15. If a reinsurer who has granted risk transfer to UIB becomes insolvent, any related premium, and likewise claims funds, we hold for that insurer are deemed to have been paid to them and will not be returnable to you.
16. We will confirm cover to you in a timely manner. It will be in the form of a UIB DIFC produced Evidence of Cover document, an insurance policy, a certificate of insurance or a copy of the placing slip. It will confirm the basis of the cover, setting out the terms of the insurance and the names of the reinsurers with whom it has been placed and their respective signed lines.
17. The evidence of cover is the formal evidence of the contract and sets out the basic terms between you and your reinsurers. It should be checked to ensure that it is in accordance with your instructions. Should this not be the case, or if you require any clarification of the content, or if you are dissatisfied with the insurance security, you should contact us immediately. Otherwise, we shall assume that the documentation
is in order.
18. For some types of insurance cover, it is possible that a claim may be made under a policy long after its expiry date. It is therefore important you keep such documents safely. We retain documents for business effected on your behalf in electronic and/or paper format in line with market practice and/or regulatory requirements.
19. If you are based in the UAE we will be issuing to you an Overseas Reinsurance Placement Certificate in respect of all lines placed with non–UAE Reinsurers.
20. If applicable a statement of demands and needs will be attached to the contract documentation. You should read this carefully. It will confirm whether the policy has been personally recommended and if so, the reasons for making that recommendation.
21. Before expiry of the policy you will be provided with renewal terms in paper format or electronically, for reference purposes, or notified that renewal is not being invited. Renewal terms will state any changes to the policy or required information, the cost and information concerning cancellation.
22. In order for us to arrange insurances on your behalf, you and any agent acting on your behalf, must at all times act with utmost good faith towards us and the reinsurers. Furthermore, you must disclose to reinsurers, through us, before the contract is concluded, every material circumstance that is known to you and that you are deemed to know in the ordinary course of business and which is material to the risk. Information is material if it would influence the judgment of a prudent reinsurer in fixing the premium or determining whether to underwrite the risk and on what terms and conditions. A circumstance may be held to be material on the ground that even if a prudent reinsurer who had been aware of it would not have declined the risk, amended the conditions or charged a higher premium, and was something that he would have reasonably wished to know and may have taken into account when assessing the risk.
23. Your obligation to act with utmost good faith and to make a full disclosure of all material circumstances continues throughout the period of the contract. These specifically arise:
24. Where you are required by reinsurers to complete a proposal or claim form or other document you are reminded that the responsibility for the accuracy of all the details given is yours and yours alone.
25. Should there be a failure to act with utmost good faith or to disclose any material circumstance to reinsurers, reinsurers may void the contract. This means they would act as if the contract had never come into existence. They may thus seek the recovery of any paid claims but they would then return any premium received.
26. In accordance with the UAE Federal Law 8 of 2017 on VAT and Cabinet Decision No 52 of 2017 issued in respect of the VAT Law (the ‘Regulations’) as of 1st January 2018 (the ‘VAT Commencement Date’):
(a) VAT at the prevailing rate will be charged by UAE based Reinsurers on Gross Premiums to Cedants based in the UAE, in respect of non-Life and non- International Transport (Re) Insurance Products and/or Services;
(b) VAT at the prevailing rate will be charged by UAE based Cedants on their Commissions to UAE based Reinsurers in respect of Life, non-Life and non International Transport (Re) Insurance Products and/or Services;
(c) VAT at the prevailing rate will be charged by UIB DIFC on our Brokerage/Fees, to UAE based Reinsurers, in respect of Life, non-Life and non-International Transport (Re)Insurance Products and/or Services;
(d) if you are a client based outside the UAE, you will issue to UIB DIFC, documentation showing the Ceding Commission due to you..
27. A Debit Note will be sent which, in addition to any taxes or charges, will set out the premium amount and the dates that the premium is due, clearly stating any premium payment terms.
28. Where reinsurers have specified a ‘premium payment warranty’, they must receive the premium due by that date.
29. It is crucial to note that failure to comply with a ‘premium payment warranty’ may mean that the reinsurers’ obligations under the contract of reinsurance will be automatically terminated from inception.
30. Therefore it is important that you ensure that we receive the premium due in cleared funds in sufficient time to enable us to honour the payment terms to the reinsurers on your behalf (at least 15 days prior to the date due to reinsurers). If you do not think that you will be able to comply with a premium warranty, please contact us immediately.
31. We will send you a Credit Note for all returns of premium and payment of claims. You should not set invoices and credit notes against each other until they appear on your statement of accounts and we can agree such offsets with you.
32. Our preferred method of account settlement is by direct transfer to our bank account. We will advise you of our banking details and you are not to accept any changes to these details unless we notify them to you in writing in the form of a letter.
33. Unless we agree otherwise premiums should be paid in the currency in which they have been charged.
34. Other than deduction of any agreed commission/discount, if applicable, no deductions (such as claims monies or returned premiums) are to be made from the premium due to insurers when making payment to us.
35. Our normal means of remuneration is from brokerage or commission which is determined by reinsurers with whom we place your business, or by a fee negotiated and agreed with you. As this remuneration is earned on placement, we will be entitled to retain it (or to receive it where unpaid) even if a policy is cancelled mid-term or another reinsurance intermediary is appointed.
36. In addition to client fees and/or brokerage payments we earn interest on the monies passing through our bank accounts, in common with other reinsurance brokers. We may also receive remuneration:
37. You are entitled, at any time, to request information regarding any brokerage or commission which we may have received as a result of placing your business.
38. Client money is money of any currency that we receive and hold in the course of carrying on reinsurance mediation on behalf of our clients (including you) or which we treat as client money in accordance with the DFSA’s client money rules. A copy of these rules is available on their website (www.dfsa.ae).
39. We will hold client money in accordance with DFSA’s Rules on client monies; and this means in the unlikely event of our company failing insurance monies will be available to clients ahead of creditors.
40. We are permitted, in the course of business, to use client money held on behalf of one client or reinsurer to pay another client’s premium before the premium is received from that other client, and to pay claims and premium refunds to another client before we receive payment from the reinsurer. However, we may not use client money to pay ourselves commissions before we receive the premium from the client.
41. Any interest earned on client money held by us and any investment returns will be retained by us for our own use.
42. In the normal course of our business as reinsurance brokers we may ask others such as lawyers, surveyors and/or reinsurance intermediaries to assist us to carry out your instructions. We may therefore be required to transfer client monies for the purpose of effecting a transaction on your behalf.
43. Client money will be deposited with one or more approved banks and a list of these can be provided on request.
44. You must notify us immediately of any incidents or circumstance that may give rise to a claim, providing us with all material information in order for us to assist you to comply with the terms of the insurance contract. Failure to do so may enable reinsurers to deny claims. If you have any doubt whether a matter or circumstance constitutes a notifiable claim you should contact us immediately.
45. When you advise us of a claim we will provide you with a claims handling service as long as you remain a client of UIB, and we will assist you in the submission of your claim to the reinsurer. However if you cease to be our client but request us to handle a claim on your behalf we reserve the right to charge for our services.
46. In the event that you submit a claim or are due a return premium on a policy where one or more of the subscribing reinsurers has become insolvent or is delaying its settlements, we cannot and do not accept liability for the uncollected amounts. We will settle to you the amounts collected from the responding reinsurers and advise you of those reinsurers who have not paid and the amounts unpaid by them.
47. Claims payments will be made in favour of you or to a claim payee if stated under the original policy. If the claim is payable to you, but you require the payment to be made to a third party then you must confirm this in writing, which should include bank details of the payee.
48. You should read and understand all terms of your insurance contract, in particular you must strictly comply with any warranties. Failure to do so will entitle the reinsurer to terminate your insurance contract.
49. A subjectivity in your insurance contract may lead to the contract being invalidated or coverage prejudiced if the subjectivity remains outstanding.
50. In the event that you insure your property for less than its current replacement value, underwriters may apply average. For example if your insured values are 80% of replacement value you may only be paid 80% of your loss.
51. We will comply with all relevant law and regulatory rules and requirements when transacting insurance business on your behalf. However, should you have any problem with the services that we are providing, or have provided, that you are unable to resolve with the individual handling the work we have put in place a formal Complaints Procedure.
52. All complaints should be addressed to the Senior Executive Officer or Chief Operating Officer or the Compliance Officer by telephone on 04 365 1000 or in writing to United Insurance Brokers (DIFC) Ltd, Suite 306, Gate Precinct Building 3, Level 3, Dubai International Financial Centre, Dubai, UAE. Your complaint will be acknowledged within 7 days.
53. If we are unable to settle your complaint, you may be entitled to refer it to the Supervision Department, Dubai Financial Services Authority at Level 13, The Gate Building, DIFC, Dubai, UAE.
54. As DFSA anti money laundering regulations require us to obtain evidence of the identity of clients for whom we act we will request the necessary information from you and seek further information if you request payment to be made to a third party.
55. We are obliged to report to the Central Bank of the U.A.E. and the DFSA any evidence or suspicion of money laundering at the first opportunity.
56. We undertake to comply with the DIFC Data Protection Law in all our dealings with your personal data. Your personal information will be kept secure.
57. We operate a zero tolerance policy towards modern slavery and human trafficking, and expect our employees as well as all our clients, business partners and anyone we deal with, to uphold the utmost of values in this regard, as is clearly stated and endorsed by the UIB Group Holdings Company on the UIB Group website, at www.uibgroup.com. As such, we are fully committed to cascading the same notion and ensuring that there is no modern slavery or human trafficking in our supply chains, and that everyone’s fundamental rights are respected.
58. These terms of business and our business relationship with you is governed by and construed solely in accordance with the laws of the Dubai International Financial Centre and subject to the exclusive jurisdiction of the Courts of the Dubai International Financial Centre.