Item 1.01  Entry into a Material Definitive Agreement.
On June 24, 2021, Open Lending Corporation, a Delaware corporation, issued a
press release announcing that its wholly-owned subsidiary, Lenders Protection,
LLC ("Lenders Protection"), entered into a producer agreement (the "Agreement")
with American National Lloyds Insurance Company and ANPAC Louisiana Insurance
Company (collectively, "American National"), through which Lenders Protection or
its affiliate earns claims administration service fees and profit share revenue.
Under the Agreement, American National facilitates the issuance of credit
default insurance policies to financial institutions that enter into a program
agreement with Lenders Protection for use of its proprietary software platform.
The Agreement contains non-competition provisions in favor of Lenders
Protection.
The Agreement terminates on June 24, 2026, and will automatically renew for
successive one-year terms unless either party provides the other with written
notice of termination at least 180 days prior to expiration of the applicable
term. Under the Agreement, early termination is permitted by either party at any
time upon mutual written consent; by either party upon a delivery of notice of
termination in connection with certain specified bankruptcy events with respect
to the other party; by American National upon written notice in the event the
surplus line broker agreement is terminated; by either party upon 30 days'
written notice and cure period in the event of a material breach by the other
party; by Lenders Protection upon 180 days' notice to American National due to
any change of control of American National where, without Lenders Protection's
prior written approval, the acquiring party is engaged in a business that is
directly competitive with Lenders Protection or maintains creditworthiness less
than that maintained by American National on June 24, 2021; by American National
upon 180 days' notice to Lenders Protection due to any change of control of
Lenders Protection where the acquiring party is an insurance company engaged in
a business that is directly competitive with American National without American
National's prior written approval; by either party upon the expiration of a
30-day cure period if a governmental authority finds the policies issued to
financial institutions in connection with the program to be unenforceable; by
Lenders Protection upon the expiration of a 30-day cure-period in the event that
American National fails to maintain an "A-" or better "A.M. Best" rating; by
Lenders Protection upon the expiration of a 30-day cure period if American
National breaches the non-competition commitment; by either party immediately
upon written notice in the event the other party fails to maintain the insurance
required by the Agreement; by Lenders Protection upon written notice if American
National provides notice to Lenders Protection of its intent to compete; by
either party immediately upon written notice in the event that the Claims
Services Agreement is terminated; and by either party immediately upon written
notice for fraud or willful misconduct.
Neither party may assign the Agreement or any of its rights or delegate any of
its duties or obligations thereunder in any transaction that does not constitute
a change of control, without the prior written consent of the other party.
A copy of the press release announcing the Agreement is attached as Exhibit 99.1
hereto.

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