MeridianLight Independent Contractor Agent Agreement

MeridianLight, LLC

Independent Contractor Agent Agreement

Version: 1.0

Effective Date: March 2026

This Independent Contractor Agent Agreement (“Agreement”) governs the relationship between MeridianLight, LLC (“MeridianLight,” “Company,” or “Agency”) and the insurance producer accepting this Agreement electronically (“Agent”).

By completing the MeridianLight onboarding process and electronically acknowledging this Agreement, Agent confirms that they have read, understood, and agreed to the terms set forth below. Electronic acceptance constitutes a legally binding agreement.

1. Independent Contractor Relationship

1.1 Independent Contractor Status

Agent is engaged as an independent contractor and not as an employee, partner, joint venturer, or legal representative of MeridianLight.

Nothing contained in this Agreement shall be construed to create an employer-employee relationship.

1.2 No Authority to Bind

Agent shall have no authority to bind MeridianLight to any contract, obligation, or liability unless expressly authorized in writing by MeridianLight.

1.3 Taxes and Business Expenses

Agent is solely responsible for all:

• federal, state, and local taxes

• licensing and regulatory costs

• continuing education requirements

• business and marketing expenses

MeridianLight shall not withhold payroll taxes or provide employee benefits.

2. Licensing and Regulatory Compliance

2.1 Licensing Requirement

Agent agrees to maintain all insurance licenses and regulatory approvals required to solicit, negotiate, or submit insurance applications in any jurisdiction where Agent conducts business.

2.2 Prohibition on Unlicensed Activity

Agent shall not engage in insurance solicitation or application activity in any jurisdiction where Agent is not properly licensed and appointed.

2.3 Compliance With Laws and Carrier Requirements

Agent agrees to comply with all applicable laws, regulations, and carrier guidelines, including but not limited to:

• state insurance regulations

• Department of Insurance rules

• privacy and data protection requirements

• carrier underwriting standards

Violation of applicable laws or regulations may constitute grounds for immediate termination.

3. Carrier Relationships and LOA Structure

3.1 Letter of Authorization Model

MeridianLight operates under a Letter of Authorization (LOA) or similar distribution structure with insurance carriers.

3.2 Control of Carrier Contracts

All carrier contracts, appointments, and distribution relationships are maintained and controlled by MeridianLight.

Agent acknowledges that Agent has no ownership interest in such carrier contracts.

3.3 Carrier Appointment Authority

Carrier appointments and contract levels are subject to approval by both MeridianLight and the applicable insurance carrier.

MeridianLight reserves the right to modify, suspend, or terminate carrier access at its discretion.

4. Compensation

4.1 Commission-Based Compensation

Agent shall be compensated solely through commissions or incentive compensation received by MeridianLight from insurance carriers for policies issued, accepted, and paid.

4.2 Compensation Plan

Commission levels, bonuses, overrides, and incentives are governed by the MeridianLight Compensation Plan, which MeridianLight may modify from time to time upon reasonable notice.

4.3 No Guarantee of Income

MeridianLight makes no guarantee regarding the amount of commissions, leads, or production results.

5. Chargebacks, Commission Reserves, and Offset Rights

5.1 Agent Responsibility

Agent shall be responsible for all commission chargebacks resulting from policy lapse, cancellation, rescission, premium refund, or carrier adjustment.

5.2 Commission Reserves

MeridianLight may withhold a reasonable reserve from commissions to protect against potential chargebacks.

5.3 Offset Rights

MeridianLight may deduct any debit balance owed by Agent from future commissions, bonuses, or other compensation payable to Agent.

5.4 Survival

Agent’s financial obligations shall survive termination of this Agreement.

6. Sales Conduct and Suitability

Agent agrees to conduct business in a professional and ethical manner and shall:

• recommend products appropriate to client needs

• accurately disclose product features and limitations

• avoid misrepresentation or misleading statements

• comply with regulatory suitability standards

MeridianLight reserves the right to impose corrective action or terminate this Agreement for violations.

7. Compliance Supervision and Documentation

Agent agrees to comply with MeridianLight compliance procedures and supervisory policies.

Agent may be required to maintain accurate records of client interactions, applications, and supporting documentation within MeridianLight systems.

8. Errors and Omissions Insurance

Agent shall maintain active Errors and Omissions (“E&O”) insurance coverage in amounts acceptable to MeridianLight.

Proof of coverage must be provided upon request.

Failure to maintain required E&O coverage may result in suspension or termination.

9. Indemnification

Agent agrees to indemnify, defend, and hold harmless MeridianLight and its officers, managers, employees, and affiliates from claims, damages, liabilities, or expenses arising from Agent’s acts, omissions, or representations.

10. Confidential Information

Agent shall maintain the confidentiality of MeridianLight proprietary information, including business strategies, training materials, marketing systems, and client information.

Such information remains the exclusive property of MeridianLight.

11. Client Relationships and Business Written Through MeridianLight

Insurance applications submitted through MeridianLight’s carrier relationships are considered business written through MeridianLight’s distribution system.

Insurance policies are issued by the applicable insurance carrier.

MeridianLight maintains the carrier relationships and supervises distribution activities within its organization.

Upon termination, MeridianLight may determine servicing arrangements for policies written through its carrier relationships consistent with carrier rules and regulatory requirements.

12. Recruiting and Hierarchy Structure

Agents may recruit other insurance producers subject to MeridianLight policies.

All hierarchy assignments and organizational relationships are determined by MeridianLight.

Recruiting activities do not create ownership rights in the MeridianLight hierarchy.

13. Override Compensation

Override commissions or leadership bonuses are determined by the MeridianLight Compensation Plan.

Eligibility may depend on production, supervisory responsibilities, and compliance standards.

Overrides do not create ownership rights in the MeridianLight hierarchy.

14. Non-Solicitation

For a period of twelve (12) months following termination, Agent agrees not to solicit MeridianLight agents or employees to terminate their relationship with MeridianLight.

15. Term and Termination

15.1 At-Will Relationship

Either Party may terminate this Agreement at any time.

15.2 Effect of Termination

Upon termination:

• Agent must cease representing MeridianLight

• carrier access may be revoked

• financial obligations remain enforceable

16. Governing Law

This Agreement shall be governed by the laws of the state in which MeridianLight is organized.

17. Dispute Resolution

Any dispute arising under this Agreement shall be resolved through binding arbitration administered by the American Arbitration Association unless otherwise required by law.

18. Entire Agreement

This Agreement constitutes the entire understanding between the Parties and supersedes prior agreements.

MeridianLight may update policies referenced in this Agreement upon reasonable notice.

19. Electronic Acceptance

This Agreement may be accepted electronically through MeridianLight’s onboarding system.

Electronic signatures shall be deemed the legal equivalent of handwritten signatures.

Agreement Version History

Version

Effective Date

Description

1.0

March 2026

Initial MeridianLight Agent Agreement

Related Policies

Agents must also comply with the MeridianLight Advertising & Compliance Policy

MeridianLight, LLC

Agent Advertising & Compliance Policy

Version: 1.0

Effective Date: March 2026

This Advertising and Compliance Policy (“Policy”) establishes marketing, advertising, and compliance standards for insurance producers operating under the MeridianLight, LLC (“MeridianLight” or “Company”) distribution platform.

Agents representing MeridianLight are required to comply with this Policy when marketing insurance products, communicating with consumers, or promoting MeridianLight business opportunities.

This Policy applies to all forms of communication, including but not limited to:

• social media content

• websites and landing pages

• email marketing

• print advertising

• seminars or presentations

• recruiting materials

Failure to comply with this Policy may result in corrective action, suspension, or termination of an Agent’s relationship with MeridianLight.

1. Truthful and Non-Misleading Communications

All advertising and marketing communications must be truthful, accurate, and not misleading.

Agents may not make statements that:

• exaggerate product benefits

• omit material information

• create unrealistic expectations

• misrepresent the nature of insurance products

All representations regarding insurance products must be consistent with the information provided in carrier-approved materials.

2. Prohibited Guarantees and Performance Claims

Agents may not guarantee policy performance or investment results unless such guarantees are explicitly provided in the insurance policy contract.

Examples of prohibited statements include:

• “Guaranteed investment returns”

• “Risk-free investment”

• “Guaranteed retirement income beyond policy terms”

Any discussion of potential benefits must clearly reflect policy terms and limitations.

3. Income and Recruiting Claims

Agents must exercise caution when discussing potential income opportunities related to the MeridianLight business model.

Agents may not:

• make unrealistic income claims

• promise specific earnings

• represent that success is guaranteed

Income potential may vary depending on individual effort, licensing, production, and market conditions.

Recruiting communications must accurately describe the nature of the independent contractor opportunity.

4. Use of MeridianLight Name and Branding

Agents may identify themselves as independent insurance agents operating through MeridianLight.

However, Agents may not:

• represent themselves as corporate officers or executives of MeridianLight

• create marketing materials implying official corporate authority

• misuse MeridianLight trademarks or logos in a misleading manner

MeridianLight reserves the right to request modification or removal of marketing materials that improperly reference the Company.

5. Social Media and Online Marketing

Agents may utilize social media platforms for marketing purposes provided that content complies with applicable laws, carrier rules, and this Policy.

Agents are responsible for all content posted on business-related social media accounts, including:

• personal profiles used for business

• advertising campaigns

• public posts or comments

Online content must not contain misleading claims or unauthorized product descriptions.

6. Carrier Marketing Requirements

Insurance carriers often maintain their own marketing and advertising guidelines.

Agents must comply with all applicable carrier requirements, including:

• approved product illustrations

• approved product descriptions

• required disclosures

Where carrier rules conflict with marketing content created by an Agent, carrier rules shall prevail.

7. Privacy and Client Information

Agents must protect client information in accordance with applicable privacy laws and regulatory requirements.

Client data may only be used for legitimate insurance business purposes and may not be disclosed without proper authorization.

Agents must take reasonable precautions to safeguard client records and personal information.

8. Compliance Monitoring

MeridianLight may review marketing activities, advertising materials, and communications to ensure compliance with applicable laws and company policies.

Agents agree to cooperate with compliance reviews and provide marketing materials upon request.

9. Violations and Corrective Action

Failure to comply with this Policy may result in disciplinary action including:

• required modification of marketing materials

• suspension of marketing privileges

• termination of the Agent relationship

MeridianLight reserves the right to take appropriate action to protect consumers and maintain regulatory compliance.

10. Policy Updates

MeridianLight reserves the right to modify or update this Policy as necessary to comply with regulatory requirements, carrier guidelines, or industry best practices.

Updated versions will be published on the MeridianLight website.

Policy Version History

Version

Effective Date

Description

1.0

March 2026

Initial Advertising & Compliance Policy

Acknowledgment

Agents operating through MeridianLight acknowledge that they are responsible for complying with this Advertising and Compliance Policy and applicable insurance regulations.

Agents accept this Policy through the MeridianLight onboarding process and agree to comply with its requirements while conducting business under the MeridianLight platform.

Electronic Acceptance Notice

Agents acknowledge this Agreement by electronically signing the MeridianLight onboarding acknowledgment form.

Such electronic acceptance constitutes a legally binding agreement.