Common use of Asset Transfer Clause in Contracts

Asset Transfer. As consideration for the indemnity reinsurance of the General Account Liabilities by Reinsurer hereunder, Cedent hereby agrees to transfer to Reinsurer in accordance with the terms of the Acquisition Agreement (i) investment assets having a statutory statement carrying value on the books of Cedent equal to (a) the General Account Liabilities as of the close of business on the last day of the month preceding the month in which the Effective Date falls plus (b) the amount of the participating surplus with respect to the Coinsured Contracts as of such date less (c) the amount of any contract loans under the Coinsured Contracts as of such date and less (d) the amount of the General Account Other Insurance Assets as of such date and (ii) the General Account Other Insurance Assets as of the close of business on the last day of the month preceding the month in which the Effective Date falls. As additional consideration for the assumption of the General Account Liabilities by Reinsurer, Reinsurer shall be entitled to 100% of all premiums, deposits and other considerations to the extent received on or after the Effective Date by Cedent or Reinsurer with respect to the general account portion of the Coinsured Contracts net of reinsurance premiums and all other amounts payable on or after the Effective Date with respect to the Outward Reinsurance. Cedent shall promptly remit to Reinsurer (but in no event later than 72 hours following the receipt of any such premiums, deposits and other considerations) any such amounts received by it in respect of any of the Coinsured Contracts and hereby assigns to Reinsurer all of its rights to such premiums, deposits and other considerations payable to Cedent.

Asset Transfer. (a) As consideration for the indemnity reinsurance by the Reinsurer of the General Account Liabilities by Reinsurer hereunderunder this Agreement, Cedent hereby agrees to transfer to Reinsurer in accordance with the terms of the Acquisition Agreement (i) investment assets having a statutory statement carrying value on the books of Cedent Closing Date, the Reinsurer shall be entitled to an amount equal to one hundred percent (a100%) of the General Account Liabilities Reserves as of the close of business on the last day of the month immediately preceding the month in which Inception Date (the Effective Date falls plus “Initial Reinsurance Premium”). (b) the amount of the participating surplus with respect to the Coinsured Contracts as of such date less (c) the amount of any contract loans under the Coinsured Contracts as of such date and less (d) the amount of the General Account Other Insurance Assets as of such date and (ii) the General Account Other Insurance Assets as of the close of business on the last day of the month preceding the month in which the Effective Date falls. As additional consideration for the assumption of Reinsurer entering into this Agreement, the General Account Liabilities by Reinsurer, Reinsurer shall be entitled to 100% of all premiums, deposits premiums and other considerations to the extent received on or after the Effective Inception Date by Cedent the Company or the Reinsurer with respect to the general account portion of General Account Liabilities, less an amount equal to the Coinsured Contracts net of reinsurance premiums and all other amounts payable premium due under the Ceded Reinsurance Agreements to the extent such premium relates to coverage on or after the Effective Inception Date with respect to the Outward ReinsuranceReinsured Contracts. Cedent In addition, with respect to the Separate Account Liabilities, the Reinsurer shall promptly remit be entitled to Reinsurer 100% of all (but in no event later than 72 hours following i) mortality and expense risk charges and administrative expense charges (collectively, “asset charges”), any rider charges (to the receipt of any such premiumsextent the riders are reinsured hereunder), deposits and contract maintenance charges, back-end sales loads and other considerationsconsiderations billed separately for the Reinsured Contracts collected by the Company on or after the Inception Date, and (ii) any such other charges, fees and similar amounts received by it in respect of any of the Coinsured Contracts and Company from the Separate Accounts on or after the Inception Date (collectively, the “Separate Account Charges”). The Company hereby assigns to the Reinsurer all of its rights to such premiums, deposits premiums and other considerations payable to Cedentthe Company. For the avoidance of doubt, the Separate Account Charges shall not include any distribution fees received from underlying mutual funds pursuant to a plan adopted pursuant to Rule 12b-1 under the Investment Company Act of 1940.

Asset Transfer. (a) As consideration for the indemnity reinsurance by the Reinsurer of the General Account Liabilities by Reinsurer hereunderunder this Agreement, Cedent hereby agrees to transfer to Reinsurer in accordance with the terms of the Acquisition Agreement (i) investment assets having a statutory statement carrying value on the books of Cedent Closing Date, the Reinsurer shall be entitled to an amount equal to one hundred percent (a100%) of the General Account Liabilities Reserves as of the close of business on the last day of the month immediately preceding the month in which Inception Date (the Effective Date falls plus "Initial Reinsurance Premium"). (b) the amount of the participating surplus with respect to the Coinsured Contracts as of such date less (c) the amount of any contract loans under the Coinsured Contracts as of such date and less (d) the amount of the General Account Other Insurance Assets as of such date and (ii) the General Account Other Insurance Assets as of the close of business on the last day of the month preceding the month in which the Effective Date falls. As additional consideration for the assumption of Reinsurer entering into this Agreement, the General Account Liabilities by Reinsurer, Reinsurer shall be entitled to 100% of all premiums, deposits premiums and other considerations to the extent received on or after the Effective Inception Date by Cedent the Company or the Reinsurer with respect to the general account portion of General Account Liabilities, less an amount equal to the Coinsured Contracts net of reinsurance premiums and all other amounts payable premium due under the Ceded Reinsurance Agreements to the extent such premium relates to coverage on or after the Effective Inception Date with respect to the Outward ReinsuranceReinsured Contracts. Cedent In addition, with respect to the Separate Account Liabilities, the Reinsurer shall promptly remit be entitled to Reinsurer 100% of all (but in no event later than 72 hours following i) mortality and expense risk charges and administrative expense charges (collectively, "asset charges"), any rider charges (to the receipt of any such premiumsextent the riders are reinsured hereunder), deposits and contract maintenance charges, back-end sales loads and other considerationsconsiderations billed separately for the Reinsured Contracts collected by the Company on or after the Inception Date, and (ii) any such other charges, fees and similar amounts received by it in respect of any of the Coinsured Contracts and Company from the Separate Accounts on or after the Inception Date (collectively, the "Separate Account Charges"). The Company hereby assigns to the Reinsurer all of its rights to such premiums, deposits premiums and other considerations payable to Cedentthe Company. For the avoidance of doubt, the Separate Account Charges shall not include any distribution fees received from underlying mutual funds pursuant to a plan adopted pursuant to Rule 12b-1 under the Investment Company Act of 1940.

Asset Transfer. As consideration for the indemnity reinsurance of the General Account Liabilities by Reinsurer hereunder, Cedent hereby agrees to transfer to Reinsurer in accordance with the terms of the Acquisition Agreement (i) investment assets having a statutory statement carrying value on the books of Cedent equal to (a) the General Account Liabilities as of the close of business on the last day of the month preceding the month in which the Effective Date falls plus (b) the amount of the participating surplus with respect to the Coinsured Contracts as of such date less (c) the amount of any contract loans under the Coinsured Contracts as of such date and less (d) the amount of the General Account Other Insurance Assets as of such date and (ii) the General Account Other Insurance Assets Assets, as of the close of business on the last day of the month preceding the month in which the Effective Date falls. As additional consideration for the assumption of the General Account Liabilities by Reinsurer, Reinsurer shall be entitled to 100% of all premiums, deposits and other considerations to the extent received on or after the Effective Date by Cedent or Reinsurer with respect to the general account portion of the Coinsured Contracts Contracts, net of reinsurance premiums and all other amounts payable on or after the Effective Date with respect to the Outward Reinsurance. Cedent shall promptly remit to Reinsurer (but in no event later than 72 hours following the receipt of any such premiums, deposits and other considerations) any such amounts received by it in respect of the general account portion of any of the Coinsured Contracts and hereby assigns to Reinsurer all of its rights to such premiums, deposits and other considerations payable to Cedent.