Assumption Reinsurance. From time to time after the date of this Agreement, effective as of the applicable Assumption Effective Date, and subject to any Existing Reinsurance Coverage, the Company hereby sells, cedes, transfers to, assigns and reinsures with the Reinsurer and the Reinsurer hereby purchases, undertakes, reinsures and assumes, by means of assumption reinsurance, all of the contractual rights, obligations, liabilities and risks of the Company under or with respect to the Coinsured Policies then being assumed. It is the intent of the parties to this Agreement to accomplish, as of the applicable Assumption Effective Date, a complete transfer of all of the Company's contractual rights, obligations, liabilities and risks with respect to the Coinsured Policies then being assumed to the Reinsurer, with the result that the Reinsurer, as transferee, in all respects and conditions, shall succeed the Company as the insurer under the terms and provisions of each of the Assumed Policies, as though the Reinsurer had originally issued such Assumed Policies, and to transfer to the Reinsurer, as administrator, full and complete responsibility for servicing and administering the Assumed Policies in accordance with the terms and conditions of this Agreement and the Assumed Policies. Upon the Assumption Effective Date, all assets supporting the Statutory Reserves and Liabilities with respect to each such Assumed Policy shall be and become the sole and exclusive property of the Reinsurer. No consideration shall be due from the Reinsurer to the Company upon the assumption of any Coinsured Policies on an assumption reinsurance basis under the terms and provisions of this Agreement, and no additional reserves shall be transferred by the Company to the Reinsurer in connection therewith.
Assumption Reinsurance. 9 ---------------------------------------------
Assumption Reinsurance. Upon a determination by FSL that all required filings with regulatory authorities and consents from such regulatory authorities have been made and obtained, and when all notices required by law or under the terms of a Contract to be given to any Contractholder have been provided and a registration statement with respect to the Contracts has been declared effective by the Securities and Exchange Commission and when all the Mutual Funds which underly LPLA Separate Account One have either consented to the assignment of the existing Participation Agreement to FSL or have entered into a New Participation Agreement with FSL, FSL shall notify London Pacific that it intends to be bound by the assumption reinsurance provisions of this agreement with respect to the Contracts. Upon the giving of such notice, FSL will assume and reinsure the following with respect to the Contracts:
Assumption Reinsurance. 3 2.2 Conditions of Reinsurance; Regulatory Approvals................................................. 3 2.3
Assumption Reinsurance. The Ceding Company shall not sell, assign, transfer, or otherwise dispose of all or part of the Ceding Company's block of business reinsured under this Agreement without written approval from the Reinsurer. Such written approval shall not be unreasonably withheld.
Assumption Reinsurance. As of the Effective Date (as defined in Section 2),and subject to the terms and condition of this Agreement and the occurrence of the Closing (as defined in Section 3), FSLIC hereby cedes, assigns and transfers to SFLIC, and SFLIC hereby accepts and assumes, FSLIC's risks, liabilities and obligations under, rights to, interests in and benefits to be derived from the Contracts that are in force as of the Effective Date, with the same force and effect and to the same extent as if SFLIC had itself issued the Contracts. From and after the Effective Date, FSLIC will have no further risks, liabilities or obligations of any kind to any owner, certificateholder, annuitant or beneficiary of the Contracts or to any other person or entity under or with respect to any of the Contracts, and SFLIC will indemnify and hold FSLIC harmless from and against any and all losses, liabilities, damages, costs and expenses (including, without limitation, reasonable attorneys' fees) incurred by FSLIC as a result of or relating to any claim arising under or with respect to any Contract at any time from and after the Effective Date. FSLIC will indemnify and hold SFLIC harmless from and against any and all losses, liabilities, damages, costs and expenses (including, without limitation, reasonable attorneys' fees) incurred by SFLIC as a result of or relating to any claim arising under or with respect to any Contract at any time on or before the Effective Date (excluding any claims against SFLIC arising under the Reinsurance Agreement). Notwithstanding anything in this Agreement to the contrary, the parties agree that this Agreement does not alter, modify, change or terminate the liabilities, if any, of the parties for insurance guaranty association assessments under the Reinsurance Agreement.
Assumption Reinsurance. A. At any time after this Agreement has been executed by each of the parties hereto, the Unitrin Companies may provide Xxxxxx with a written notice of assumption (an "Assumption Notice") for all or part of the Ceded Policies. Such Assumption Notice shall state that it is given pursuant to this Section II.A and shall identify the Ceded Policies subject to assumption hereunder, which may include Ceded Policies issued or renewed after the date of the notice. Notwithstanding anything herein to the contrary, (1) each Assumed Policy shall be assumed pursuant to the terms and conditions specified by Section II.B on the Assumption Effective Date for such Assumed Policy, regardless of whether an Assumption Notice has been delivered for such Assumed Policy; (2) no Ceded Policy shall be assumed prior to the Assumption Effective Date for such Ceded Policy, regardless of whether an Assumption Notice has been delivered for such Ceded Policy pursuant hereto; and (3) no Ceded Policy shall be assumed hereunder if (a) it is not the subject of an Assumption Notice and (b) after becoming aware of the occurrence of an Assumption Event with respect to such Ceded Policy, the Unitrin Companies provide Xxxxxx with a written notice (an "Exclusion Notice") which states that it is given pursuant to this Section II.A and identifies such Ceded Policy as one that is not to be assumed hereunder.
Assumption Reinsurance. From time to time after the date of this Assumption Reinsurance Agreement, as Required Assumption Approvals are received, the Company hereby cedes to the Reinsurer and the Reinsurer hereby assumes, by means of assumption reinsurance, all of the contractual rights, obligations, liabilities and risks of the Company under or with respect to each Policy. The parties intend to accomplish, where permitted, as soon as practicable with respect to each jurisdiction in which the Policies have been issued, transfers of the Company's contractual rights, obligations, liabilities and risks with respect to such Policies, with the result that the Reinsurer, as transferee, in all respects and conditions, shall succeed the Company as the insurer under the terms and provisions of each of such Policies, as though the Reinsurer had originally issued them, and to transfer to the Reinsurer, as administrator, full and complete responsibility for servicing and administering such Policies in accordance with the terms and conditions of this Assumption Reinsurance Agreement and the Policies. No additional monetary consideration shall be due from the Reinsurer to the Company or from the Company to the Reinsurer upon the assumption of any Policies, and no additional reserves shall be transferred by the Company to the Reinsure in connection therewith.
Assumption Reinsurance. The Company and the Reinsurer agree to negotiate in good faith an assumption reinsurance agreement with respect to the Reinsured Policies. Any Reinsured Policies that do not become covered under said assumption reinsurance agreement will continue to be reinsured under this Agreement subject to the terms and conditions thereof.
Assumption Reinsurance. An assumption of all or part of the block of business reinsured under this Agreement by a company other than the parties to this Agreement shall require written approval from the remaining party to the Agreement.
