Last Updated: June 2026
This Brokerage and Consulting Services Agreement (the "Agreement") is made by and between Knack Inc. d/b/a Knack Insurance ("Knack"), a Pennsylvania corporation with offices at 201 King of Prussia Road, Suite 650, Radnor, PA 19087, and the client entering into this Agreement, on behalf of itself and its subsidiaries and affiliates (referred to collectively as "Client"). The Agreement shall become effective when signed by both parties (the "Effective Date").
Section A — Scope of Coverages and Services
- Client designates Knack as the Client's insurance broker of record in order to solicit, negotiate, place and service insurance policies for the Coverages described in Exhibit A (List of Coverages). Exhibit A is attached hereto and made a part of this Agreement.
- Client also desires Knack to provide the Services described on Exhibit B (Scope of Services). Exhibit B is attached hereto and made a part of this Agreement.
- Client will provide Knack with all information necessary to enable Knack to provide the Coverages and Services within the scope of this Agreement.
- Either party may, at any time, by thirty (30) days written notice to the other party, make changes to the Coverages and Services within the scope of this Agreement. If any such changes are made mid-term and cause a change in the cost of, or the time required for, performance under this Agreement, an equitable adjustment to the compensation described in Section B shall be negotiated and agreed to by the parties.
- The parties agree and understand that Client is not under any legal or other obligation to purchase any insurance product through Knack, and that the purchase of any insurance product or services is purely voluntary by Client.
Section B — Compensation
- As compensation for insurance policy placements and other services performed by Knack under this Agreement, Knack will receive compensation directly from Client's insurance carriers in the form of commissions.
- Knack may also receive contingent commissions, profit sharing, overrides, incentive bonuses, prizes and/or awards (collectively "Contingent Commission(s)") from insurance carriers. Contingent commissions typically are based on total premium volume, retention/renewal growth, and/or underwriting results of a broker's overall book of business with the insurance carrier and are not tied to specific accounts or insurance policy placements.
Section C — Term and Termination
- The initial term of this Agreement shall be for one year commencing on the Effective Date.
- Following the initial term, this Agreement will automatically continue for one-year terms, unless terminated by either party. Either party may terminate this Agreement at any time for any reason with 60 days' written notice to the other party.
Section D — Other Requirements
- Throughout the term of this Agreement, and for two years following termination of this Agreement, Knack shall provide and maintain, at its own cost, professional liability insurance coverage for errors and omissions in a commercially reasonable amount per claim.
- Knack agrees to keep confidential and not make any unauthorized use or disclosure of Client's unpublished confidential or proprietary information acquired by Knack in performance of this Agreement. Notwithstanding this provision, Client acknowledges that Knack may be required to disclose such information to insurance underwriters and other insurance–related entities to place the Coverages and perform the Services within the scope of this Agreement, and Client agrees that such disclosures are authorized.
- The terms and conditions of Knack's Privacy Policy are hereby incorporated herein by reference and will apply to Knack's Processing of Personal Data in connection with this Agreement. Client represents, warrants, and covenants that it has obtained all necessary rights and consents to provide Personal Data to Knack and for Knack to Process such Personal Data as described herein. Notwithstanding the foregoing, Client acknowledges that once Knack or Client makes information (including Personal Data) available to a Carrier, the Carrier's Processing of such information is subject to the Carrier's privacy policy, not Knack's Privacy Policy, and that Knack is not responsible for Carriers' Processing activities. "Personal Data" means information that identifies, relates to, describes, is reasonably capable of being associated with, or could reasonably be linked, directly or indirectly, with a particular individual or household. "Processing", and variations thereof, means any operation or set of operations performed upon Client Personal Data, whether or not by automatic means, including collection, recording, organization, structuring, storage, alteration, retrieval, use, disclosure, provision of access to, sharing, combination, restriction, erasure, or destruction.
- Client acknowledges that Knack's assessments, submissions, proposals and other documents contain trade secret materials and agrees not to communicate or disclose such materials to others without Knack's prior written consent.
- Knack makes no warranties regarding the financial solvency, insurance products, services or business practices of any insurance carriers or other third parties.
- This Agreement shall be governed by and construed under the laws of the Commonwealth of Pennsylvania, without regard to its conflicts of law provisions.
- Your acceptance of this Agreement acknowledges that Knack may do business with you electronically. This means that Knack may use email and other forms of electronic transmission to send you information, including binders of insurance, insurance policies, renewal information, etc.
Exhibit A — List of Coverages
Client has requested that Knack solicit, negotiate, place, and service insurance policies for the lines of coverage identified by Client (the "Coverages").
Knack will negotiate the pricing and terms of these Coverages with insurance companies and/or intermediaries. For the Coverages, Knack will provide the following administrative services related to placement and maintenance of Client's insurance policies during the term of this Agreement:
- Checking insurance policies for accuracy;
- Policy change management services;
- Timely issuance and delivery of certificates of insurance or other evidence of coverage (binders, cover notes);
- Communications with client in advance of renewal deadlines regarding changes in terms or pricing;
- Provision of claim status reports upon reasonable request;
- Provision of loss runs upon reasonable request.
Exhibit B — Scope of Services
In addition to the administrative services listed in Exhibit A related to placing and maintaining Client's insurance policies, Knack will provide the following services to Client:
- Risk management advisory services