Common use of AUTOMATIC REINSURANCE Clause in Contracts

AUTOMATIC REINSURANCE. The Company will automatically cede and the Reinsurer will automatically accept its share of the Company’s policies provided that, to the best of the Company’s knowledge: a) The Company has retained on each life the amount set out in Exhibit D according to the age and mortality rating at the time of underwriting; and b) The total of the new ultimate face amount of reinsurance required, including any contractual increases and the amount already reinsured on that life under this Agreement and all other life agreements between the Reinsurer and the Company, covering business written on an Employer Sponsored plan issued on any underwriting basis, does not exceed the Automatic Acceptance and Per Location Limits set out in Exhibit E; and c) The total new ultimate face amount of insurance, including any contractual increases on that life in force with all companies, including the Company, does not exceed the In Force Limits set out in Exhibit E; and d) The application is on a life for which the current or any previous application had not been submitted by the Company on a facultative basis to the Reinsurer or any other reinsurer within the last five years, unless the reason for the previous facultative submission was for exceeding Automatic Acceptance Limits or exceeding In Force Limits and no longer applies; and e) The Policy is not purchased as part of a premium financing program or third party investment program, unless such programs have been approved in writing by the Reinsurer; and f) The policy does not cover any lives employed within the geographical boundaries of the borough of Manhattan, New York. For purposes of this Agreement, the term “location” shall mean any one or more structures within a one mile radius of any building that serves as the place of employment of any insured at the time a Reinsured Policy is issued. For purposes of this Article, “ultimate face amount” will mean, to the best of the Company’s knowledge, the projected maximum face amount at the time of underwriting, including any contractual increases, that could be reached based on reasonable assumptions made about the policy. If the Company is already on the risk for its retention under previously issued policies, the Reinsurer will automatically accept reinsurance for newly issued policies according to the limits set out in Exhibit E, provided the Company has complied with the business guidelines specified in Exhibit A-1 (hereinafter the “Business Guidelines”) that would have applied if the new policy had been fully retained by the Company. I414848US-12 (11-01-2011) QT#04028US11 (COLI & B▇▇▇)

AUTOMATIC REINSURANCE. The Company will automatically cede and the Reinsurer will automatically accept its share of the Company’s policies provided that, to the best of the Company’s knowledge: a) The Company has retained on each life the amount set out in Exhibit D according to the age and mortality rating at the time of underwriting; and b) The total of the new ultimate face amount of reinsurance required, including any contractual increases and the amount already reinsured on that life under this Agreement and all other life agreements between the Reinsurer and the Company, covering business written on an Employer Sponsored plan issued on any underwriting basis, does not exceed the Automatic Acceptance and Per Location Limits set out in Exhibit E; and c) The total new ultimate face amount of insurance, including any contractual increases on that life in force with all companies, including the Company, does not exceed the In Force Limits set out in Exhibit E; and d) The application is on a life for which the current or any previous application had not been submitted by the Company on a facultative basis to the Reinsurer or any other reinsurer within the last five years, unless the reason for the previous facultative submission was for exceeding Automatic Acceptance Limits or exceeding In Force Limits and no longer applies; and e) The Policy is not purchased as part of a premium financing program or third party investment program, unless such programs have been approved in writing by the Reinsurer; and f) The policy does not cover any lives employed within the geographical boundaries of the borough of Manhattan, New York. For purposes of this Agreement, the term “location” shall mean any one or more structures within a one mile radius of any building that serves as the place of employment of any insured at the time a Reinsured Policy is issued. For purposes of this Article, “ultimate face amount” will mean, to the best of the Company’s knowledge, the projected maximum face amount at the time of underwriting, including any contractual increases, that could be reached based on reasonable assumptions made about the policy. If the Company is already on the risk for its retention under previously issued policies, the Reinsurer will automatically accept reinsurance for newly issued policies according to the limits set out in Exhibit E, provided the Company has complied with the business guidelines specified in Exhibit A-1 (hereinafter the “Business Guidelines”) that would have applied if the new policy had been fully retained by the Company. I414848US-12 (11-01-2011) QT#04028US11 (COLI & B▇▇▇).

AUTOMATIC REINSURANCE. The Company will automatically cede and the Reinsurer will automatically accept its share of the Company’s policies provided that, to the best of the Company’s knowledge: a) The Company has retained on each life the amount set out in Exhibit D according to the age and mortality rating at the time of underwriting; and b) The total of the new ultimate face amount of reinsurance required, including any contractual increases required and the amount already reinsured on that life under this Agreement and all other life agreements between the Reinsurer and the Company, covering business written on an Employer Sponsored plan issued on any underwriting basis, does not exceed the Automatic Acceptance and Per Location Limits set out in Exhibit E; and c) The total new ultimate face amount of insurance, including any contractual increases insurance on that life in force and applied for with all companies, including the Company, does not exceed the In Force Limits set out in Exhibit E; and d) The application is on a life for which the current or any previous application had not been submitted by the Company on a facultative basis to the Reinsurer or any other reinsurer within the last five years, unless the reason for the previous facultative submission was for exceeding Automatic Acceptance Limits or exceeding In Force Limits and no longer applies; and e) The Policy is not purchased as part of a premium financing program or third party investment program, unless such programs have been approved in writing by the Reinsurer; and f) The policy does not cover any lives employed within the geographical boundaries of the borough of Manhattan, New York. For purposes of this Agreement, the term “location” shall mean any one or more structures within a one mile radius of any building that serves as the place of employment of any insured at the time a Reinsured Policy is issued. For purposes of this Article, “ultimate face amount” will mean, to the best of the Company’s 's knowledge, the projected maximum face amount at the time of underwriting, including any contractual increases, that could be reached based on reasonable assumptions made about the policy. If the Company is already on the risk for its retention under previously issued policies, the Reinsurer will automatically accept reinsurance for newly issued policies according to the limits set out in Exhibit E, provided the Company has complied with the business guidelines specified in Exhibit A-1 (hereinafter the “Business Guidelines”) that would have applied if the new policy had been fully retained by the Company. I414848US-12 (11-01-2011) QT#04028US11 (COLI & B▇▇▇).

AUTOMATIC REINSURANCE. The Company will automatically cede and the Reinsurer will automatically accept its share of the Company’s policies provided that, to the best of the Company’s knowledge: a) The Company has retained on each life Reinsured Policy the amount set out in Exhibit D according to the age and mortality rating at the time of underwriting; and b) The total of the new ultimate face amount of reinsurance required, including any contractual increases and the amount already reinsured on that life under this Agreement and all other life agreements between the Reinsurer and the Company, covering business written on an Employer Sponsored plan issued on any underwriting basis, does not exceed the Automatic Acceptance and Per Location Limits set out in Exhibit E; and c) The total new ultimate face amount of insurance, including any contractual increases on that life in force with all companies, including the Company, does not exceed the In Force Limits set out in Exhibit E; and d) The application is on a life for an amount of $500,000 or greater for which the current or any previous application had not been submitted by the Company on a facultative basis to the Reinsurer or any other reinsurer within the last five three years, unless the reason for the previous facultative submission was for exceeding Automatic Acceptance Limits or exceeding In Force Limits and no longer applies; and e) The Other than as agreed to by the Reinsurer in writing, the Policy is not purchased purchased, to the knowledge of the Company, as part of a premium financing program or third party investment program, unless program where such programs have been approved third party lacks an insurable interest in writing by the Reinsurer; and f) The policy does not cover any lives employed within the geographical boundaries of the borough of Manhattan, New York. For purposes of this Agreement, the term “location” shall mean any one insured or more structures within a one mile radius of any building that serves as the place of employment of any insured at the time a Reinsured Policy where such third party is issuedengaging in insurance arbitrage. For purposes of this Article, “ultimate face amount” will mean, to the best of the Company’s knowledge, mean the projected maximum policy face amount at the time of underwriting, including any contractual increases, that could be reached based on reasonable assumptions made about the policy. If the Company is already on the risk for its retention under previously issued policies, the Reinsurer will automatically accept reinsurance for newly issued policies according to the limits set out in Exhibit E, provided the Company has complied with the business guidelines specified in Exhibit A-1 (hereinafter the “Business Guidelines”) that would have applied if the new policy had been fully retained by fallen completely within the Company. I414848US-12 (11-01-2011) QT#04028US11 (COLI & B▇▇▇)’s retention.

AUTOMATIC REINSURANCE. The Company will automatically cede and the Reinsurer will automatically accept its share of the Company’s policies provided that, to the best of the Company’s knowledge: a) The Company has retained on each life the amount set out in Exhibit D according to the age and mortality rating at the time of underwriting; and b) The total of the new ultimate face amount of reinsurance required, including any contractual increases and the amount already reinsured on that life under this Agreement and all other life agreements between the Reinsurer and the Company, covering business written on an Employer Sponsored plan issued on any underwriting basis, does not exceed the Automatic Acceptance and Per Location Limits set out in Exhibit E; and c) The total new ultimate face amount of insurance, including any contractual increases on that life in force with all companies, including the Company, does not exceed the In Force Limits set out in Exhibit E; and d) The application is on a life for which the current or any previous application had not been submitted by the Company on a facultative basis to the Reinsurer or any other reinsurer within the last five years, unless the reason for the previous facultative submission was for exceeding Automatic Acceptance Limits or exceeding In Force Limits and no longer applies; and e) The Policy is not purchased as part of a premium financing program or third party investment program, unless such programs have been approved in writing by the Reinsurer; and f) The policy does not cover any lives employed within the geographical boundaries of the borough of Manhattan, New York. For purposes of this Agreement, the term “location” shall mean any one or more structures within a one mile radius of any building that serves as the place of employment of any insured at the time a Reinsured Policy is issued. For purposes of this Article, “ultimate face amount” will mean, to the best of the Company’s knowledge, the projected maximum face amount at the time of underwriting, including any contractual increases, that could be reached based on reasonable assumptions made about the policy. If the Company is already on the risk for its retention under previously issued policies, the Reinsurer will automatically accept reinsurance for newly issued policies according to the limits set out in Exhibit E, provided the Company has complied with the business guidelines specified in Exhibit A-1 (hereinafter the “Business Guidelines”) that would have applied if the new policy had been fully retained by the Company. I414848US-12 I414849US-12 (11-01-2011) QT#04028US11 (COLI & B▇▇▇)

AUTOMATIC REINSURANCE. The Company will automatically cede and the Reinsurer will automatically accept its share of the Company’s policies provided that, to the best of the Company’s knowledge: a) The Company has retained on each life the amount set out in Exhibit D according to the age and mortality rating at the time of underwriting; and b) The total of the new ultimate face amount of reinsurance required, including any contractual increases and the amount already reinsured on that life under this Agreement and all other life agreements between the Reinsurer and the Company, covering business written on an Employer Sponsored plan issued on any underwriting basis, does not exceed the Automatic Acceptance and Per Location Limits set out in Exhibit E; and c) The total new ultimate face amount of insurance, including any contractual increases on that life in force with all companies, including the Company, does not exceed the In Force Limits set out in Exhibit E; and d) The application is on a life for which the current or any previous application had not been submitted by the Company on a facultative basis to the Reinsurer or any other reinsurer within the last five three years, unless the reason for the previous facultative submission was for exceeding Automatic Acceptance Limits or exceeding In Force Limits and no longer applies; and e) The Policy is not purchased as part of a premium financing program or third party investment program, unless such programs have been approved in writing by the Reinsurer; and f) The policy does not cover any lives employed within the geographical boundaries of the borough of Manhattan, New York. For purposes of this Agreement, the term “location” shall mean any one or more structures within a one mile radius of any building that serves as the place of employment of any insured at the time a Reinsured Policy is issued. For purposes of this Article, “ultimate face amount” will mean, to the best of the Company’s knowledge, mean the projected maximum face amount at the time of underwriting, including any contractual increases, that could be reached based on reasonable assumptions made about the policy. If the Company is already on the risk for its retention under previously issued policies, the Reinsurer will automatically accept reinsurance for newly issued policies according to the limits set out in Exhibit E, provided the Company has complied with the business guidelines specified in Exhibit A-1 (hereinafter the “Business Guidelines”) that would have applied if the new policy had been fully retained by the Company. I414848US-12 (11-01-2011) QT#04028US11 (COLI & B▇▇▇).

AUTOMATIC REINSURANCE. The Company will automatically cede and the Reinsurer will automatically accept its share of the Company’s policies provided that, to the best of the Company’s knowledge: a) The Company has retained on each life the amount set out in Exhibit D according to the age and mortality rating at the time of underwriting; and b) The total of the new ultimate face death benefit amount of reinsurance required, including any contractual increases and the amount already reinsured on that life under this Agreement and all other life agreements between the Reinsurer and the Company, covering business written on an Employer Sponsored plan issued on any underwriting basis, does not exceed the Automatic Acceptance and Per Location Limits set out in Exhibit E; and c) The total new ultimate face death benefit amount of insurance, including any contractual increases on that life in force with all companies, including the Company, does not exceed the In Force Limits set out in Exhibit E; and d) The application is on a life for which the current or any previous application had not been submitted by the Company on a facultative basis to the Reinsurer or any other reinsurer within the last five three years, unless the reason for the previous facultative submission was for exceeding Automatic Acceptance Limits or exceeding In Force Limits and no longer applies; and e) The Policy is not purchased as part of a premium financing program or third party investment program, unless such programs have been approved in writing by the Reinsurer; and f) The policy does not cover any lives employed within the geographical boundaries of the borough of Manhattan, New York. For purposes of this Agreement, the term “location” shall mean any one or more structures within a one mile radius of any building that serves as the place of employment of any insured at the time a Reinsured Policy is issued. For purposes of this Article, “ultimate face death benefit amount” will mean, to the best of the Company’s knowledge, the projected maximum face death benefit amount at the time of underwriting, including any contractual increases, that could be reached based on reasonable assumptions made about the policy. If the Company is already on the risk for its retention under previously issued policies, the Reinsurer will automatically accept reinsurance for newly issued policies according to the limits set out in Exhibit E, provided the Company has complied with the business guidelines specified in Exhibit A-1 (hereinafter the “Business Guidelines”) that would have applied if the new policy had been fully retained by the Company. I414848US-12 (11-01-2011) QT#04028US11 (COLI & B▇▇▇).

AUTOMATIC REINSURANCE. The Company will automatically cede and the Reinsurer will automatically accept its share of the Company’s policies provided that, to the best of the Company’s knowledge: a) The Company has retained on each life the amount set out in Exhibit D according to the age and mortality rating at the time of underwriting; and b) The total of the new ultimate face amount of reinsurance required, including any contractual increases and the amount already reinsured on that life under this Agreement and all other life agreements between the Reinsurer and the Company, covering business written on an Employer Sponsored plan issued on any underwriting basis, does not exceed the Automatic Acceptance and Per Location Limits set out in Exhibit E; and c) The total new ultimate face amount of insurance, including any contractual increases on that life in force with all companies, including the Company, does not exceed the In Force Limits set out in Exhibit E; and d) The application is on a life for an amount of $500,000 or greater for which the current or any previous application had not been submitted by the Company on a facultative basis to the Reinsurer or any other reinsurer within the last five three years, unless the reason for the previous facultative submission was for exceeding Automatic Acceptance Limits or exceeding In Force Limits and no longer applies; and e) The Policy is not purchased as part of a premium financing program or third party investment program, unless such programs have been approved in writing by the Reinsurer; and f) The policy does not cover any lives employed within the geographical boundaries of the borough of Manhattan, New York. For purposes of this Agreement, the term “location” shall mean any one or more structures within a one mile radius of any building that serves as the place of employment of any insured at the time a Reinsured Policy is issued. For purposes of this Article, “ultimate face amount” will mean, to the best of the Company’s knowledge, the projected maximum face amount at the time of underwriting, including any contractual increases, that could be reached based on reasonable assumptions made about the policy. If the Company is already on the risk for its retention under previously issued policies, the Reinsurer will automatically accept reinsurance for newly issued policies according to the limits set out in Exhibit E, provided the Company has complied with the business guidelines specified in Exhibit A-1 (hereinafter the “Business Guidelines”) that would have applied if the new policy had been fully retained by the Company. I414848US-12 (11-01-2011) QT#04028US11 (COLI & B▇▇▇).

AUTOMATIC REINSURANCE. The Company will automatically cede and the Reinsurer will automatically accept its share of the Company’s policies provided that, to the best of the Company’s knowledge: a) The Company has retained on each life the amount set out in Exhibit D according to the age and mortality rating at the time of underwriting; and b) The total of the new ultimate face amount of reinsurance required, including any contractual increases and the amount already reinsured on that life under this Agreement and all other life agreements between the Reinsurer and the Company, covering business written on an Employer Sponsored plan issued on any underwriting basis, does not exceed the Automatic Acceptance and Per Location Limits set out in Exhibit E; and c) The total new ultimate face amount of insurance, including any contractual increases on that life in force with all companies, including the Company, does not exceed the In Force Limits set out in Exhibit E; and d) The application is on a life for which the current or any previous application had not been submitted by the Company on a facultative basis to the Reinsurer or any other reinsurer within the last five three years, unless the reason for the previous facultative submission was for exceeding Automatic Acceptance Limits or exceeding In Force Limits and no longer applies; and e) The Policy is not purchased as part of a premium financing program or third party investment program, unless program where such programs have been approved third party lacks an insurable interest in writing by the Reinsurer; and f) The policy does not cover any lives employed within the geographical boundaries of the borough of Manhattan, New York. For purposes of this Agreement, the term “location” shall mean any one or more structures within a one mile radius of any building that serves as the place of employment of any insured at the time a Reinsured Policy is issuedinsured. For purposes of this Article, “ultimate face amount” will mean, to the best of the Company’s knowledge, the projected maximum face amount at the time of underwriting, including any contractual increases, that could be reached based on reasonable assumptions made about the policy. If the Company is already on the risk for its retention under previously issued policies, the Reinsurer will automatically accept reinsurance for newly issued policies according to the limits set out in Exhibit E, provided the Company has complied with the business guidelines specified in Exhibit A-1 (hereinafter the “Business Guidelines”) that would have applied if the new policy had been fully retained by the Company. I414848US-12 (11-01-2011) QT#04028US11 (COLI & B▇▇▇).

AUTOMATIC REINSURANCE. The Company will automatically cede and the Reinsurer will automatically accept its share of the Company’s 's policies provided that, to the best of the Company’s 's knowledge: a) The Company has retained on each life the amount set out in Exhibit D according to the age and mortality rating at the time of underwriting; and b) The total of the new ultimate face amount of reinsurance required, including any contractual increases and the amount already reinsured on that life under this Agreement and all other life agreements between the Reinsurer and the Company, covering business written on an Employer Sponsored plan issued on any underwriting basis, does not exceed the Automatic Acceptance and Per Location Limits set out in Exhibit E; and c) The total new ultimate face amount of insurance, including any contractual increases on that life in force with all companies, including the Company, does not exceed the In Force Limits set out in Exhibit E; and d) The application is on a life for which the current or any previous application had not been submitted by the Company on a facultative basis to the Reinsurer or any other reinsurer within the last five three years, unless the reason for the previous facultative submission was for exceeding Automatic Acceptance Limits or exceeding In Force Limits and no longer applies; and e) The Policy is not purchased as part of a premium financing program or third party investment program, unless such programs have been approved in writing by the Reinsurer; and f) The policy does not cover any lives employed within the geographical boundaries of the borough of Manhattan, New York. For purposes of this Agreement, the term “location” shall mean any one or more structures within a one mile radius of any building that serves as the place of employment of any insured at the time a Reinsured Policy is issued. For purposes of this Article, “"ultimate face amount” " will mean, to the best of the Company’s knowledge, mean the projected maximum face amount at the time of underwriting, including any contractual increases, that could be reached based on reasonable assumptions made about the policy. If the Company is already on the risk for its retention under previously issued policies, the Reinsurer will automatically accept reinsurance for newly issued policies according to the limits set out in Exhibit E, provided the Company has complied with the business guidelines specified in Exhibit A-1 (hereinafter the “"Business Guidelines”") that would have applied if the new policy had been fully retained by the Company. I414848US-12 (11-01-2011) QT#04028US11 (COLI & B▇▇▇).

AUTOMATIC REINSURANCE. The Company will automatically cede and the Reinsurer will automatically accept its share of the Company’s 's policies provided that, to the best of the Company’s 's knowledge: a) The Company has retained on each life the amount set out in Exhibit D according to the age and mortality rating at the time of underwriting; and b) The total of the new ultimate face amount of reinsurance required, including any contractual increases required and the amount already reinsured on that life under this Agreement and all other life agreements between the Reinsurer and the Company, covering business written on an Employer Sponsored plan issued on any underwriting basis, does not exceed the Automatic Acceptance and Per Location Limits set out in Exhibit E; and c) The total new ultimate face amount of insurance, including any contractual increases insurance on that life in force and applied for with all companies, including the Company, does not exceed the In Force Limits set out in Exhibit E; and d) The application is on a life for which the current or any previous application had not been submitted by the Company on a facultative basis to the Reinsurer or any other reinsurer within the last five [*] years, unless the reason for the previous facultative submission was for exceeding Automatic Acceptance Limits or exceeding In Force Limits and no longer applies; and e) The Policy is not purchased as part of a premium financing program or third party investment program, unless such programs have been approved in writing by the Reinsurer; and f) The policy does not cover any lives employed within the geographical boundaries of the borough of Manhattan, New York. For purposes of this Agreement, the term “location” shall mean any one or more structures within a one mile radius of any building that serves as the place of employment of any insured at the time a Reinsured Policy is issued. For purposes of this Article, “"ultimate face amount” " will mean, to the best of the Company’s 's knowledge, the projected maximum face amount at the time of underwriting, including any contractual increases, that could be reached based on reasonable assumptions made about the policy. If the Company is already on the risk for its retention under previously issued policies, the Reinsurer will automatically accept reinsurance for newly issued policies according to the limits set out in Exhibit E, provided the Company has complied with the business guidelines specified in Exhibit A-1 (hereinafter the “"Business Guidelines”") that would have applied if the new policy had been fully retained by the Company. I414848US-12 (11-01-2011) QT#04028US11 (COLI & B▇▇▇).

AUTOMATIC REINSURANCE. The Company will automatically cede and the Reinsurer will automatically accept its share of the Company’s policies provided that, to the best of the Company’s knowledge: a) The Company has retained on each life Reinsured Policy the amount set out in Exhibit D according to the age and mortality rating at the time of underwriting; and b) The total of the new ultimate face amount of reinsurance required, including any contractual increases and the amount already reinsured on that life under this Agreement and all other life agreements between the Reinsurer and the Company, covering business written on an Employer Sponsored plan issued on any underwriting basis, does not exceed the Automatic Acceptance and Per Location Limits set out in Exhibit E; and c) The total new ultimate face amount of insurance, including any contractual increases on that life in force with all companies, including the Company, does not exceed the In Force Limits set out in Exhibit E; and d) The application is on a life for which the current or any previous application had not been submitted by the Company on a facultative basis to the Reinsurer or any other reinsurer within the last five years, unless the reason for the previous facultative submission was for exceeding Automatic Acceptance Limits or exceeding In Force Limits and no longer applies; and e) The Other than as agreed to by the Reinsurer in writing, the Policy is not purchased purchased, to the knowledge of the Company, as part of a premium financing program or third party investment program, unless program where such programs have been approved third party lacks an insurable interest in writing by the Reinsurer; and f) The policy does not cover any lives employed within the geographical boundaries of the borough of Manhattan, New York. For purposes of this Agreement, the term “location” shall mean any one insured or more structures within a one mile radius of any building that serves as the place of employment of any insured at the time a Reinsured Policy where such third party is issuedengaging in insurance arbitrage. For purposes of this Article, “ultimate face amount” will mean, to the best of the Company’s knowledge, mean the projected maximum policy face amount at the time of underwriting, including any contractual increases, that could be reached based on reasonable assumptions made about the policy. If the Company is already on the risk for its retention under previously issued policies, the Reinsurer will automatically accept reinsurance for newly issued policies according to the limits set out in Exhibit E, provided the Company has complied with the business guidelines specified in Exhibit A-1 (hereinafter the “Business Guidelines”) that would have applied if the new policy had been fully retained by fallen completely within the Company. I414848US-12 (11-01-2011) QT#04028US11 (COLI & B▇▇▇)’s retention.

AUTOMATIC REINSURANCE. The Company will automatically cede cede, and the Reinsurer will automatically accept its share of the Company’s policies provided that, to the best of the Company’s knowledge: a) The Company has retained on each life the amount set out in Exhibit D according to the age and mortality rating at the time of underwriting; and b) The total of the new ultimate face amount of reinsurance required, including any contractual increases required and the amount already reinsured on that life under this Agreement and all other life agreements between the Reinsurer and the Company, covering business written on an Employer Sponsored plan issued on any underwriting basis, does not exceed the Automatic Acceptance and Per Location Limits set out in Exhibit E; and c) The total new ultimate face amount of insurance, including any contractual increases insurance on that life in force and applied for with all companies, including the Company, does not exceed the In Force Limits limits set out in Exhibit E; and d) The application is on a life for which the current or any previous application had not been submitted by the Company on a facultative basis to the Reinsurer or any other reinsurer within the last five years, unless the reason for the previous facultative submission was for exceeding Automatic Acceptance Limits or exceeding In Force Limits and no longer applies; and e) The Policy is not purchased as part of a premium financing program or third third-party investment program, unless such programs have been approved in writing by the Reinsurer; and f) The policy does not cover any lives employed within the geographical boundaries of the borough of Manhattan, New York. For purposes of this Agreement, the term “location” shall mean any one or more structures within a one mile radius of any building that serves as the place of employment of any insured at the time a Reinsured Policy is issued. For purposes of this Article, “ultimate face amount” will mean, to the best of the Company’s knowledge, the projected maximum face amount at the time of underwriting, including any contractual increases, that could be reached based on reasonable assumptions made about the policy. If the Company is already on the risk for its retention under previously issued policies, the Reinsurer will automatically accept reinsurance for newly issued policies according to the limits set out in Exhibit E, E. provided the Company has complied with the business .business guidelines specified in Exhibit A-1 (hereinafter the “Business Guidelines”) that would have applied if the new policy had been fully retained by the Company. I414848US-12 (11-01-2011) QT#04028US11 (COLI & B▇▇▇).

AUTOMATIC REINSURANCE. The Company will automatically cede and the Reinsurer will automatically accept its share of the Company’s policies provided that, to the best of the Company’s knowledge: a) The Company has retained on each life the amount set out in Exhibit D according to the age and mortality rating at the time of underwriting; and b) The total of the new ultimate face amount of reinsurance required, including any contractual increases required and the amount already reinsured on that life under this Agreement and all other life agreements between the Reinsurer and the Company, covering business written on an Employer Sponsored plan issued on any underwriting basis, does not exceed the Automatic Acceptance and Per Location Limits set out in Exhibit E; and c) The total new ultimate face amount of insurance, including any contractual increases insurance on that life in force and applied for with all companies, including the Company, does not exceed the In Force Limits set out in Exhibit E; and d) The application is on a life for which the current or any previous application had not been submitted by the Company on a facultative basis to the Reinsurer or any other reinsurer within the last five years, unless the reason for the previous facultative submission was for exceeding Automatic Acceptance Limits or exceeding In Force Limits and no longer applies; and e) The Policy is not purchased as part of a premium financing program or third party investment program, unless such programs have been approved in writing by the Reinsurer; and f) The policy does not cover any lives employed within the geographical boundaries of the borough of Manhattan, New York. For purposes of this Agreement, the term “location” shall mean any one or more structures within a one mile radius of any building that serves as the place of employment of any insured at the time a Reinsured Policy is issued. For purposes of this Article, “ultimate face amount” will mean, to the best of the Company’s 's knowledge, the projected maximum face amount at the time of underwriting, including any contractual increases, that could be reached based on reasonable assumptions made about the policy. If the Company is already on the risk for its retention under previously issued policies, the Reinsurer will automatically accept reinsurance for newly issued policies according to the limits set out in Exhibit E, provided the Company has complied with the business guidelines specified in Exhibit A-1 (hereinafter the “Business Guidelines”) that would have applied if the new policy had been fully retained by the Company. I414848US-12 (11-01-2011) QT#04028US11 (COLI & B▇▇▇).