2014-608-E Finance (Risk Management) - Willis of North Carolina, Inc. for Insurance Broker $58,000

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DocuSign Envelope ID:A4C366A3-F5D9-473B-9218-AF49BCCA02E0 Wl 1 S such as brokers) to prevent tax evasion by U.S. citizens and residents through offshore accounts. FATCA only applies if you are a U.S. company or individual or a non-U.S. company paying premium through a U.S.insurance broker to a non-U.S. insurer. In order to comply with FATCA,insurance companies and intermediaries must meet certain legal requirements. Insurance placed with an insurance company that is not FATCA compliant may result in a 30%withholding tax on your premium.Where FATCA is applicable to you,in order to avoid this withholding tax,Willis will only place your insurance with FATCA-compliant insurers and intermediaries for which no withholding is required unless you instruct us to do otherwise and provide your advance written authorization to do so. If you do instruct Willis to place your insurance with a non-FATCA compliant insurer or intermediary,you may have to pay an additional amount equivalent to 30%of the premium covering U.S. - sourced risks to cover the withholding tax. If you instruct us to place your insurance with a non-FATCA compliant insurer but you do not agree to pay the additional 30%withholding if required,we will not place your insurance with such insurer. Please consult your tax adviser for full details of FATCA. 5.0 Termination 5.1 The term of this Agreement will be from the 1st day of December,2014 to the 1st day of December,2015 (the "Term"). Either party may terminate this Agreement upon 60 days prior written notice. If we terminate this Agreement under Section 5.1 before the end of the Term,we will be deemed to have fully earned and be entitled to a pro rata portion of the Fee, calculated from the start of the Term through the date of termination. 5.2 Our obligation to render the Services under this Agreement ceases at the end of the Term or on the effective date of termination of our relationship,whichever is sooner. Thereafter we will provide no further services except to process any remaining deposit premium installments on policies in effect at termination and to provide reasonable assistance in the orderly transition of your account. 6.0 Other Provisions 6.1 Willis owns and retains all right,title, and interest in and to the following Willis Property: (i) all software,hardware,technology,documentation,and information provided by Willis in connection with the Claim and Risk Control Services; (ii) all ideas,know-how,methodology,models and techniques that may be developed, conceived,or invented by Willis during its performance under this Agreement;and(iii) all worldwide patent, copyright,trade secret,trademark and other intellectual property rights in and to the property described in clauses (i) and (ii) above. We expressly reserve all rights in the Willis Property. 6.2 We agree to communicate with each other from time to time by electronic mail and accept the inherent risks including the risks of interception,unauthorized access,corruption of such communications and damage caused by viruses and other harmful devices. We each agree to employ reasonable virus checking procedures on our computer systems and to check all electronic communications received for completeness. In the event of a dispute neither of us will challenge the legal evidentiary standing of an electronic document,and the Willis system is deemed the definitive record of electronic communications and documentation. 7.0 Questions Short Form PC Fee Agreement 30 July 2014 Page 5 of 6