Litchfield. In consideration of the agreements herein contained, Litchfield hereby agrees that there has been or will be assigned and transferred to State Auto Mutual an amount, in cash or other assets, equal to the aggregate of all liabilities of Litchfield assumed by State Auto Mutual under paragraph 2(k) hereof, less a ceding commission equal to the sum of the acquisition expenses associated with the unearned premium reserves which are transferred as provided herein. There shall be included among the assets assigned and transferred to State Auto Mutual by Litchfield all of the right, title and interest of Litchfield in and to all assets relative to the underwriting operations of Litchfield due or that may become due as evidenced by its books and records at the close of business on December 31, 2007, not including investments, accrued investment income, intercompany balances and bank deposits.
Litchfield. In consideration of the agreements herein contained, State Auto Mutual hereby agrees that there has been or will be assigned and transferred to Litchfield an amount, in cash or other assets, equal to the aggregate of all liabilities of State Auto Mutual assumed by Litchfield under paragraph 4(k) hereof, less a ceding commission equal to the sum of the acquisition expenses associated with the unearned premium reserves which are transferred as provided herein. There shall be included among the assets assigned and transferred to Litchfield by State Auto Mutual all of the right, title and interest of State Auto Mutual in and to all assets relative to the underwriting operations of State Auto Mutual, due or that may become due, as evidenced by its books and records at the close of business on December 31, 2007, not including investments, accrued investment income, intercompany balances and bank deposits.
Litchfield. Litchfield" shall mean Litchfield Investment Company, L.L.C., a Connecticut limited liability company, with principal offices at 128 Litchfield Road, New Milford, Connecticut 06776.
Litchfield. Litchfield hereby reinsures and assumes and State Auto Mutual hereby cedes and transfers to Litchfield its Respective Percentage of all Net Liabilities as of January 1, 2008 and all Net Liabilities under all contracts and policies of insurance, (including those ceded by Litchfield and reinsured by State Auto Mutual as provided in paragraph 2(k)), on which State Auto Mutual is subject to liability and which are outstanding and in force on or after the effective date hereof. Such liabilities shall include reserves for unearned premiums, outstanding losses (including unreported losses) and loss expenses and all other underwriting and administrative expenses, but shall not include intercompany balances, liabilities for federal income taxes, liabilities incurred in connection with investment transactions, and other liabilities not incurred in connection with underwriting operations.
Litchfield. Litchfield" shall mean Litchfield Investment Company, L.L.C., a Connecticut limited liability company, with principal offices at 000 Xxxxxxxxxx Xxxx, Xxx Xxxxxxx, Xxxxxxxxxxx 00000.
