Combined Ratio. The ratio of Net Losses plus Insurance Operating Expenses to Net Premiums Written for all Insurance Subsidiaries, as of the last day of each fiscal year, on an Additive Basis, shall not exceed 106% for any one year or 100% for any two consecutive years based on the Annual Statements filed with the FOIR.
Combined Ratio. The number of Combined Ratio Restricted Stock Units that shall vest, if any, on the Determination Date, shall be determined as follows: Average Combined Ratio Applicable Percentage Average Combined Ratio Threshold [●]% 25% Average Combined Ratio Target [●]% 50% Average Combined Ratio Maximum [●]% or less 100% The Combined Ratio Restricted Stock Units that vest for the Performance Period will equal the product of Applicable Percentage determined above (based on the Average Combined Ratio) and the Combined Ratio Restricted Stock Units. The Applicable Percentage will be interpolated on a linear basis between each (i) the Average Combined Ratio Growth Threshold and Average Combined Ratio Growth Target, and (ii) the Average Combined Ratio Growth Target and Average Combined Ratio Growth Maximum. Any fractional Combined Ratio Restricted Stock Units, if any, shall be rounded to the nearest whole number. For the avoidance of doubt, no Combined Ratio Restricted Stock Units shall vest if the Average Combined Ratio is greater than [●]% and in no event shall the Applicable Percentage be greater than one hundred percent (100.0%). For purposes of this Agreement:
Combined Ratio. Borrower shall not permit the Combined Ratio, determined as at the last day of any fiscal quarter of Borrower, to be greater than 103%.
Combined Ratio. The Canadian Borrower shall maintain at all times a Combined Ratio on a Consolidated basis of not greater than the greater of: (i) 105%; and (ii) the Canadian Property and Casualty Industry Average Combined Ratio during the immediately preceding four consecutive fiscal quarters of the Canadian Borrower, calculated on the last day of each fiscal quarter of the Canadian Borrower on a rolling four-quarter basis and in a consistent manner.
Combined Ratio a Combined Ratio at the end of each fiscal quarter of not greater than 105%.
Combined Ratio. Cause the Insurance Subsidiaries to maintain as of the end of each fiscal year a Combined Ratio of not greater than 110%.
Combined Ratio. (a) Borrower shall not permit the Combined Ratio of the Regulated Insurance Subsidiaries, on a consolidated basis, to be greater than 105% at any time.
(b) Borrower shall not permit the Combined Ratio of any Regulated Insurance Subsidiary to be greater than 105% at any time. For the avoidance of doubt, the inability to calculate any Combined Ratio required to be calculated in accordance with this Section 6.14 shall constitute a Default under this Section 6.14."
Combined Ratio. The sum of Losses Incurred, Commission Expense, Ceding Fee and Excise Taxes divided by the Earned Premium.
Combined Ratio a Combined Ratio of not greater than (1) at all times during the period commencing on the Effective Date through and including September 30, 2001, 110% and (2) at all times thereafter, 105%.
Combined Ratio. Cause the Insurance Subsidiaries to maintain as of the end of each fiscal year a Combined Ratio of not greater than 115%.”
7. Section 8.1(m) of the Agreement is amended to read in its entirety as follows: “(m) if (i) the Best rating for NPIC, NPCIC, HPIC or CCIC is below the Required Rating or (ii) Best shall withdraw its rating for any Insurance Subsidiary;”
8. Schedules 5.6, 5.10, 5.16, 5.18 and 7.10 to the Agreement are amended to read in the form of attached Schedules 5.6, 5.10, 5.16, 5.18 and 7.10.
9. Company has informed Agent that the purchase price of the Acquisition will exceed Five Million Dollars ($5,000,000). Agent and Banks consent to the Acquisition conditioned upon the purchase price for the Acquisition not exceeding Forty One Million Dollars ($41,000,000).
10. Company hereby represents and warrants that, after giving effect to the amendments and consent contained herein, (a) execution, delivery and performance of this Amendment and any other documents and instruments required under this Amendment or the Agreement are within Company’s powers, have been duly authorized, are not in contravention of law or the terms of the Company’s Articles of Incorporation or Bylaws and do not require the consent or approval of any governmental body, agency, or authority; and this Amendment and any other documents and instruments required under this Amendment or the Agreement, will be valid and binding in accordance with their terms; (b) the representations and warranties of Company set forth in Sections 5.1 through 5.6 and 5.8 through 5.21 of the Agreement are true and correct in all material respects on and as of the date hereof with the same force and effect as if made on and as of the date hereof; (c) the representations and warranties of Company set forth in Section 5.7 of the Agreement are true and correct in all material respects as of the date hereof with respect to the most recent financial statements furnished to the Bank by Company in accordance with Section 6.1 of the Agreement; and (d) no Event of Default, or condition or event which, with the giving of notice or the running of time, or both, would constitute an Event of Default under the Agreement, has occurred and is continuing as of the date hereof.
11. This Amendment shall be effective upon (a) execution hereof by Company, Agent and the Banks, (b) execution by the existing Guarantors of a reaffirmation of Guaranty in the form of attached Exhibit A, (c) execution and delivery by Company to Ban...
