Conversions and Internal Replacements Clause Samples
The "Conversions and Internal Replacements" clause governs the process by which existing contractual obligations, assets, or personnel may be substituted or converted within the scope of the agreement. Typically, this clause outlines the conditions under which one party can replace a product, service, or employee with another of equivalent value or function, and may specify notification requirements or approval processes. Its core practical function is to provide flexibility for parties to adapt to changing circumstances without breaching the contract, thereby ensuring continuity and minimizing disruption.
Conversions and Internal Replacements. Base Annuities or Riders converting to another annuity, rider or policy pursuant to a contractual right to convert, whether listed on Schedule A attached hereto or not, shall not be reinsured under this Agreement except when the contractholder transitions to the Guaranteed Income Benefit provision provided under the Living Benefits Rider. The Guaranteed Income Benefit provision is effective concurrently with the VAPOR Rider effective date and the irrevocable termination of the Guaranteed Minimum Withdrawal Benefit provision of the Living Benefits Rider. Unless expressly approved by the Reinsurer in writing, the Ceding Company, its affiliates, successors or assigns, shall not initiate a program of Internal Replacement that would include any of the Base Annuities or reinsured Riders. For purposes of this Agreement, the term “Internal Replacement” means any instance in which a Base Annuity or Rider or any portion of the cash value of a Base Annuity is exchanged for another rider or annuity, not covered under this Agreement, which is written by the Ceding Company, its affiliates, successors or assigns.
Conversions and Internal Replacements. Base Annuities or Riders converting to another annuity, rider or policy pursuant to a contractual right to convert, whether listed on Schedule A attached hereto or not, shall not be reinsured under this Agreement. Unless expressly approved by the Reinsurer in writing, the Ceding Company, its affiliates, successors or assigns, shall not initiate a program of Internal Replacement that would include any of the Base Annuities or reinsured Riders. For purposes of this Agreement, the term “Internal Replacement” means any instance in which a Base Annuity or Rider or any portion of the cash value of a Base Annuity is exchanged for another policy, rider or annuity, not covered under this Agreement which is written by the Ceding Company, its affiliates, successors or assigns. Notwithstanding the foregoing, an Internal Replacement shall not include a replacement for another policy written by the Ceding Company or any successor or affiliate if such replacement is initiated by the policyowner or any other person or entity not affiliated with the Cedent or its affiliates and is not part of the program offered by the Ceding Company, its affiliates, successors or assigns.
Conversions and Internal Replacements. Unless expressly approved by the Reinsurer in writing, such approval not to be unreasonably withheld, the Ceding Company, its affiliates, successors or permitted assigns, shall not initiate a program of Internal Replacement (other than the Withdrawal Benefit Rider Exchanges set forth in the May 1, 2014 product prospectuses as supplemented up to the Effective Date) that would include any of the Riders reinsured hereunder. For purposes of this Agreement, the term “Internal Replacement” means any instance in which a Base Annuity or Rider or any portion of the cash value of a 38 of 88 Base Annuity is exchanged for another contract, rider or annuity, not covered under this Agreement, which is written by the Ceding Company, its affiliates, successors or assigns. Notwithstanding the foregoing, an Internal Replacement shall not include a replacement for another contract written by the Ceding Company or any other successor or affiliate if such replacement is initiated by the contract owner or any other person or entity not affiliated with the Cedant or its affiliates and is not part of the program offered by the Ceding Company, its affiliates, successors or assigns. 39 of 88