Common use of Conversions and Internal Replacements Clause in Contracts

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. 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, 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 Base Annuities or Riders reinsured Ridershereunder. 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 policycontract, rider or annuity, not covered under this Agreement 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 contract written by the Ceding Company or any other successor or affiliate if such replacement is initiated by the policyowner contract owner or any other person or entity not affiliated with the Cedent Cedant or its affiliates and is not part of the program offered by the Ceding Company, its affiliates, successors or assigns.. 39 of 88

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 EXECUTION VERSION 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.. EXECUTION VERSION

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, 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 Base Annuities or Riders reinsured Ridershereunder. 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 policycontract, rider or annuity, not covered under this Agreement 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 contract written by the Ceding Company or any other successor or affiliate if such replacement is initiated by the policyowner contract owner or any other person or entity not affiliated with the Cedent Cedant or its affiliates and is not part of the program offered by the Ceding Company, its affiliates, successors or assigns.