Common use of INSOLVENCY CLAUSE Clause in Contracts

INSOLVENCY CLAUSE. Where an Insolvency Event (as defined below) occurs in relation to the Reinsured the following terms shall apply (and, in the event of any inconsistency between these terms and any other terms of this Agreement, these terms shall prevail): A. Notwithstanding any requirement in this Agreement to the contrary: (i) the Reinsurer shall be liable to pay the Reinsured even though the Reinsured is unable actually to pay, or discharge its liability to, its policyholder; but (ii) nothing in this clause shall operate to accelerate the date for payment by the Reinsurer of any sum which may be payable to the Reinsured but for it being the subject of any Insolvency Event. B. The existence, quantum, valuation and date for payment of any sum which the Reinsurer is liable to pay the Reinsured under this Agreement shall be those and only those for which the Reinsurer would be liable to the Reinsured if the liability of the Reinsured to its policyholders had been determined without reference to any term in any composition or scheme of arrangement or any similar such arrangement, entered into between the Reinsured and all or any part of its policyholders, unless and until the Reinsurer serves written notice to the contrary on the Reinsured in relation to any composition or scheme of arrangement. C. The Reinsurer shall be entitled (but not obliged) to set-off, against any sum which it may be liable to pay the Reinsured, any sum for which the Reinsured is liable to pay the Reinsurer. D. The Reinsurer shall be entitled (but not obliged) to assume direct control of any losses under this program by giving notice to the policyholder, the Reinsured or its representative. The Reinsurer will then assume total responsibility for such losses as though they had issued the underlying policy. An Insolvency Event shall occur if (i) (a) (for the purposes of and in relation to A, B, C and D above) a winding up petition is presented in respect of the Reinsured or a provisional liquidator is appointed over it or if the Reinsured goes into administration, administrative receivership or receivership or if the Reinsured has a scheme of arrangement or voluntary arrangement proposed in relation to all or any part of its affairs; or (b) (for the purposes of and in relation to A above) the Reinsured goes into compulsory or voluntary liquidation; (c) (for the purposes of and in relation to D above) the Reinsured becomes subject to any regulatory intervention. or, in each case, if the Reinsured becomes subject to any other similar insolvency process; and

INSOLVENCY CLAUSE. Where an Insolvency Event To the extent any risk or obligation is assumed by the Reinsurer pursuant to Section 3.2 hereof, the portion of such risk or obligation, when ascertained, shall be payable on demand of the Company at the same time as the Company shall pay its Net Retained Line, with reasonable provision for verification before payment, and the reinsurance shall be payable by the Reinsurer, on the basis of the liability of the Company on the Bonds, without diminution because of the insolvency of the Company. In the event of the insolvency of the Company, this reinsurance shall be payable immediately upon demand (as defined below) occurs in relation to the Reinsured extent set forth in Section 3.2) directly to the following terms Company, or its liquidator, receiver, administrator, conservator or statutory successor on the basis of the liability of the Company without diminution because of the insolvency of the Company or because the liquidator, receiver, administrator or administrative receiver of the Company has failed to pay all or a portion of any claim. It is agreed, however, that within a reasonable time the liquidator, receiver, conservator or statutory successor of the Company shall apply give written notice to the Reinsurer of the pendency of a claim against the Company indicating the subject Bond reinsured by the Reinsurer. During the pendency of such claim, the Reinsurer may investigate such claim and interpose, at its own expense, in the proceeding where such claim is to be adjudicated, any defense or defenses that it may deem available to the Company or its liquidator, receiver, administrator, conservator or statutory successor. The expense thus incurred by the Reinsurer shall be chargeable, subject to the approval of the court, against the Company as part of the expense of conservation or liquidation to the extent of a pro rata share of the benefit which may accrue to the Company solely as a result of the defense undertaken by each Reinsurer. This reinsurance shall be payable by the Reinsurer to the Company, or to its liquidator, receiver, administrator, conservator or statutory successor, except (and, a) where this Agreement (by way of an endorsement hereto with respect to any Bond) specifically provides for another payee of this reinsurance in the event of any inconsistency between these terms and any other terms of this Agreement, these terms shall prevail): A. Notwithstanding any requirement in this Agreement to the contrary: (i) the Reinsurer shall be liable to pay the Reinsured even though the Reinsured is unable actually to pay, or discharge its liability to, its policyholder; but (ii) nothing in this clause shall operate to accelerate the date for payment by the Reinsurer of any sum which may be payable to the Reinsured but for it being the subject of any Insolvency Event. B. The existence, quantum, valuation and date for payment of any sum which the Reinsurer is liable to pay the Reinsured under this Agreement shall be those and only those for which the Reinsurer would be liable to the Reinsured if the liability insolvency of the Reinsured to its policyholders had been determined without reference to any term in any composition or scheme of arrangement or any similar such arrangement, entered into between the Reinsured Company and all or any part of its policyholders, unless and until the Reinsurer serves written notice to the contrary on the Reinsured in relation to any composition or scheme of arrangement. C. The Reinsurer shall be entitled (but not obliged) to set-off, against any sum which it may be liable to pay the Reinsured, any sum for which the Reinsured is liable to pay the Reinsurer. D. The Reinsurer shall be entitled (but not obliged) to assume direct control of any losses under this program by giving notice to the policyholder, the Reinsured or its representative. The Reinsurer will then assume total responsibility for such losses as though they had issued the underlying policy. An Insolvency Event shall occur if (i) (a) (for the purposes of and in relation to A, B, C and D above) a winding up petition is presented in respect of the Reinsured or a provisional liquidator is appointed over it or if the Reinsured goes into administration, administrative receivership or receivership or if the Reinsured has a scheme of arrangement or voluntary arrangement proposed in relation to all or any part of its affairs; or (b) (where the Reinsurer, with the consent of the payees under the Bond, has assumed the Company's direct obligations to such payees in substitution for the purposes obligations of and in relation the Company to A above) the Reinsured goes into compulsory or voluntary liquidation; (c) (for the purposes of and in relation to D above) the Reinsured becomes subject to any regulatory intervention. or, in each case, if the Reinsured becomes subject to any other similar insolvency process; andsuch payees.

INSOLVENCY CLAUSE. Where an Insolvency Event (as defined belowa) occurs in relation to the Reinsured the following terms shall apply (and, in the event of any inconsistency between these terms and any other terms of this Agreement, these terms shall prevail): A. Notwithstanding any requirement in this Agreement to the contrary: (i) the Reinsurer shall be liable to pay the Reinsured even though the Reinsured is unable actually to pay, or discharge its liability to, its policyholder; but (ii) nothing in this clause shall operate to accelerate the date for payment by the Reinsurer of any sum which may be payable to the Reinsured but for it being the subject of any Insolvency Event. B. The existence, quantum, valuation and date for payment of any sum which the Reinsurer is liable to pay the Reinsured reinsurance provided under this Agreement shall be those and only those for which payable by the Reinsurer would be liable directly to the Reinsured if Company or to its liquidator, receiver or statutory successor on the basis of the liability of the Reinsured to its policyholders had been determined Company under the contract or contracts reinsured without reference to any term in any composition diminution because of the insolvency of the Company. (b) In the event of the Company’s insolvency, the liquidator or scheme receiver or statutory successor of arrangement or any similar such arrangement, entered into between the Reinsured and all or any part of its policyholders, unless and until the Reinsurer serves Company shall give written notice to the contrary Reinsurer of each claim against the Company on a policy or bond reinsured within a reasonable time after such claim is filed in the Reinsured insolvency proceeding; and during the pendency of such claim, the Reinsurer may investigate such claim and interpose, at its own expense, in relation the proceeding where such claim is to be adjudicated any composition defenses which it may deem available to the Company, its liquidator or scheme of arrangement. C. receiver or statutory successor. The expense thus incurred by the Reinsurer shall be entitled (but not obliged) chargeable, subject to set-offcourt approval, against the Company as part of the expense of liquidation to the extent of such proportionate share of the benefit as shall accrue to the Company solely as a result of any sum which it may be liable to pay the Reinsured, any sum for which the Reinsured is liable to pay such defense undertaken by the Reinsurer. D. The Reinsurer shall be entitled (but not obliged) to assume direct control of any losses under this program by giving notice to the policyholder, the Reinsured or its representative. The Reinsurer will then assume total responsibility for such losses as though they had issued the underlying policy. An Insolvency Event shall occur if (i) (a) (for the purposes of and in relation to A, B, C and D above) a winding up petition is presented in respect of the Reinsured or a provisional liquidator is appointed over it or if the Reinsured goes into administration, administrative receivership or receivership or if the Reinsured has a scheme of arrangement or voluntary arrangement proposed in relation to all or any part of its affairs; or (b) (for the purposes of and in relation to A above) the Reinsured goes into compulsory or voluntary liquidation; (c) In the event of the Company’s insolvency, the reinsurance shall be payable as described above in this Article, except: (1) where the contract specifically provides another payee of such reinsurance in the event of the Company’s insolvency; or (2) where the Reinsurer with the consent of the direct insured or insureds has assumed such policy obligations of the Company as direct obligations of the Reinsurer to the payees under such policies and in substitution for the purposes obligations of and in relation the Company to D abovesuch payees; or (3) where the Reinsured becomes subject contract expressly provides that each party shall have the right to offset any regulatory intervention. orbalances, in each casewhether on account of premiums or losses, if due from the Reinsured becomes subject other party under the contract, against any balances payable to any the other similar insolvency process; andparty under the contract.

INSOLVENCY CLAUSE. Where an Insolvency Event (as defined below) occurs in relation In the event of the insolvency of the Company, this reinsurance shall be payable directly to the Reinsured Company, or to its liquidator, receiver, conservator or statutory successor immediately upon demand on the following basis of the liability of the Company without diminution because of the insolvency of the Company or because the liquidator, receiver, conservator or statutory successor of the Company has failed to pay all or a portion of any claim. It is agreed, however, that the liquidator, receiver, conservator or statutory successor of the Company shall give written notice to the Reinsurers of the pendency of a claim against the Company which would involve a possible liability on the part of the Reinsurers, indicating the policy or bond reinsured, within a reasonable time after such claim is filed in the conservation or liquidation proceeding or in the receivership. It is further agreed that during the pendency of such claim the Reinsurers may investigate such claim and interpose, at their own expense, in the proceeding where such claim is to be adjudicated, any defense or defenses that they may deem available to the Company or its liquidator, receiver, conservator, or statutory successor. The expense thus incurred by the Reinsurers shall be chargeable, subject to the approval of the Court, against the Company as part of the expense of conservation or liquidation to the extent of a pro rata share of the benefit which may accrue to the Company solely as a result of the defense undertaken by the Reinsurers. Where two or more Reinsurers are involved in the same claim and a majority in interest elect to interpose defense to such claim, the expense shall be apportioned in accordance with the terms of the Agreement as though such expense had been incurred by the Company. The reinsurance shall apply be payable by the Reinsurers to the Company or to its liquidator, receiver, conservator, or statutory successor, except as proved by Section 4118 (and, a) (1) (A) and 1114 (c) of the New York Insurance Law or except (a) where the Agreement specifically provides another payee of such reinsurance in the event of any inconsistency between these terms and any other terms the insolvency of this Agreement, these terms shall prevail): A. Notwithstanding any requirement in this Agreement to the contrary: (i) the Reinsurer shall be liable to pay the Reinsured even though the Reinsured is unable actually to payCompany, or discharge its liability to, its policyholder; but (ii) nothing in this clause shall operate to accelerate the date for payment by the Reinsurer of any sum which may be payable to the Reinsured but for it being the subject of any Insolvency Event. B. The existence, quantum, valuation and date for payment of any sum which the Reinsurer is liable to pay the Reinsured under this Agreement shall be those and only those for which the Reinsurer would be liable to the Reinsured if the liability of the Reinsured to its policyholders had been determined without reference to any term in any composition or scheme of arrangement or any similar such arrangement, entered into between the Reinsured and all or any part of its policyholders, unless and until the Reinsurer serves written notice to the contrary on the Reinsured in relation to any composition or scheme of arrangement. C. The Reinsurer shall be entitled (but not obliged) to set-off, against any sum which it may be liable to pay the Reinsured, any sum for which the Reinsured is liable to pay the Reinsurer. D. The Reinsurer shall be entitled (but not obliged) to assume direct control of any losses under this program by giving notice to the policyholder, the Reinsured or its representative. The Reinsurer will then assume total responsibility for such losses as though they had issued the underlying policy. An Insolvency Event shall occur if (i) (a) (for the purposes of and in relation to A, B, C and D above) a winding up petition is presented in respect of the Reinsured or a provisional liquidator is appointed over it or if the Reinsured goes into administration, administrative receivership or receivership or if the Reinsured has a scheme of arrangement or voluntary arrangement proposed in relation to all or any part of its affairs; or (b) (where the Reinsurers with the consent of the direct insured or insureds have voluntarily assumed under such policies and in substitution for the purposes obligations of the Company to the payees. Then, and in relation that event only, the Company, with the prior approval of the certificate of assumption on New York risks by the Superintendent of Insurance of the State of New York, is entirely released from its obligation and the Reinsurers pay any loss directly to A above) the Reinsured goes into compulsory or voluntary liquidation; (c) (for the purposes of and in relation to D above) the Reinsured becomes subject to any regulatory intervention. or, in each case, if the Reinsured becomes subject to any other similar insolvency process; andpayees under such policy.

INSOLVENCY CLAUSE. Where an Insolvency Event (as defined below) occurs in relation to the Reinsured the following terms shall apply (and, in the event of any inconsistency between these terms and any other terms of this Agreement, these terms shall prevail): A. Notwithstanding any requirement in this Agreement to the contrary: (i) the Reinsurer shall be liable to pay the Reinsured even though the Reinsured is unable actually to pay, or discharge its liability to, its policyholder; but (ii) nothing in this clause shall operate to accelerate the date for payment by the Reinsurer of any sum which may be payable to the Reinsured but for it being the subject of any Insolvency Event. B. The existence, quantum, valuation and date for payment of any sum which the Reinsurer is liable to pay the Reinsured under this Agreement shall be those and only those for which the Reinsurer would be liable to the Reinsured if the liability of the Reinsured to its policyholders had been determined without reference to any term in any composition or scheme of arrangement or any similar such arrangement, entered into between the Reinsured and all or any part of its policyholders, unless and until the Reinsurer serves written notice to the contrary on the Reinsured in relation to any composition or scheme of arrangement. C. The Reinsurer shall be entitled (but not obliged) to set-off, against any sum which it may be liable to pay the Reinsured, any sum for which the Reinsured is liable to pay the Reinsurer. D. The Reinsurer shall be entitled (but not obliged) to assume direct control of any losses under this program by giving notice to the policyholder, the Reinsured or its representative. The Reinsurer will then assume total responsibility for such losses as though they had issued the underlying policy. An Insolvency Event shall occur if: (i) (a) (for the purposes of and in relation to A, B, C and D above) a winding up petition is presented in respect of the Reinsured or a provisional liquidator is appointed over it or if the Reinsured goes into administration, administrative receivership or receivership or if the Reinsured has a scheme of arrangement or voluntary arrangement proposed in relation to all or any part of its affairs; or (b) (for the purposes of and in relation to A above) the Reinsured goes into compulsory or voluntary liquidation; (c) (for the purposes of and in relation to D above) the Reinsured becomes subject to any regulatory intervention. or, in each case, if the Reinsured becomes subject to any other similar insolvency process; and

INSOLVENCY CLAUSE. Where an Insolvency Event (as defined below) occurs in relation to The ceding insurer and the Reinsured the following terms shall apply (andreinsurer agree that, in the event of any inconsistency between these terms and any other terms the insolvency of the ceding insurer, as to all reinsurance made, ceded, renewed or otherwise becoming effective after the effective date of this Agreementagreement, these terms shall prevail): A. Notwithstanding any requirement in this Agreement to the contrary: (i) the Reinsurer reinsurance shall be liable to pay the Reinsured even though the Reinsured is unable actually to pay, or discharge its liability to, its policyholder; but (ii) nothing in this clause shall operate to accelerate the date for payment payable by the Reinsurer reinsurer on the basis of any sum which may be payable to the Reinsured but for it being the subject amount of any Insolvency Event. B. The existence, quantum, valuation and date for payment of any sum which the Reinsurer is liable to pay the Reinsured under this Agreement shall be those and only those for which the Reinsurer would be liable to the Reinsured if the liability of the Reinsured ceding insurer under the contract or contracts reinsured, without diminution because of the insolvency of the ceding insurer; furthermore, that such amount shall be paid directly to the ceding insurer or its policyholders had been determined without reference liquidator, receiver or other statutory successor. It is understood and agreed, however, that the obligations of the ceding company as set forth in the reinsurance contract, including, among others, the duty to any term investigate, settle and defend all claims arising under policies with respect to which reinsurance is afforded by this agreement, shall remain unimpaired and unaffected by the insolvency of the ceding insurer and shall be assumed by the liquidator, receiver or statutory successor of the ceding insurer in any composition the liquidation or scheme of arrangement receivership proceeding and that such liquidator, receiver or any similar such arrangement, entered into between the Reinsured and all or any part of its policyholders, unless and until the Reinsurer serves statutory successor shall give written notice to the contrary reinsurer of the pendency of a claim against the ceding insurer on the Reinsured policy reinsured within a reasonable time after such claim is filed in relation the insolvency proceeding and that during the pendency of such claim the reinsurer may investigate such claim and interpose, at its own expense, in the proceeding where such claim is to be adjudicated, any composition defense or scheme of arrangement. C. The Reinsurer shall be entitled (but not obliged) to set-off, against any sum defenses which it may deem available to the ceding insurer, its liquidator, receiver or statutory successor. The expense thus incurred by the reinsurer shall be liable chargeable, subject to court approval, against the insolvent ceding insurer as part of the expense of liquidation to the extent of a proportionate share of the benefit which may accrue to the ceding insurer solely as the result of the defense undertaken or asserted by the reinsurer. Where two or more reinsurers are involved in the same claim and a majority in interest elect to interpose a defense to such claim, the expense shall be apportioned in accordance with the terms of this reinsurance agreement as though such expense had been incurred by the ceding insurer. Nothing hereinabove set forth in this insolvency clause shall in anywise change the relationship or status of the parties hereto, to wit, that of ceding insurer and reinsurer, nor enlarge the obligations of either party to each other, except as specifically hereinabove provided, to wit, to pay the Reinsuredstatutory successor on the basis of the amount of liability of the ceding insurer under the contract or contracts reinsured, rather than on the basis of the actual amount of loss (dividends) paid by the liquidator, receiver or statutory successor to allowed claimants, nor shall anything in this insolvency clause in any sum for which manner create any obligations or establish any rights against the Reinsured is liable reinsurer in favor of any third parties or any persons not parties to pay the Reinsurerthis reinsurance contract. OHIO STATE Percent of Per Policy Premium Deferred Annuities $8.75 per quarter -- ManuLife Annuities $17.50 per quarter -- Universal Life $12.50 per quarter 2.5% Traditional Life - Premium Paying $8.75 per quarter 2.5% - Paid Up $5.00 per quarter -- Deposit Funds -- -- INVESTMENT OBJECTIVES The primary objectives are: 1) Preservation of principal (capital). D. The Reinsurer shall be entitled (but not obliged2) to assume direct control of any losses under this program by giving notice to Maximize the policyholder, the Reinsured or its representative. The Reinsurer will then assume total responsibility for such losses as though they had issued the underlying policy. An Insolvency Event shall occur if (i) (a) (for the purposes of and in relation to A, B, C and D above) a winding up petition is presented in respect potential value of the Reinsured or portfolio with a provisional liquidator is appointed over it or if the Reinsured goes into administration, administrative receivership or receivership or if the Reinsured has a scheme of arrangement or voluntary arrangement proposed in relation to all or any part of its affairs; orfocus on maintaining and increasing future investment income streams. INVESTMENT CONSTRAINTS (b1) (for the purposes of Conservative and in relation to A above) the Reinsured goes into compulsory or voluntary liquidation; (c) (for the purposes of stable investment philosophy with primary emphasis on balancing credit and in relation to D above) the Reinsured becomes subject to any regulatory intervention. or, in each case, if the Reinsured becomes subject to any other similar insolvency process; andinterest rate risk.

INSOLVENCY CLAUSE. Where an Insolvency Event (as defined below) occurs in relation to The ceding insurer and the Reinsured the following terms shall apply (andreinsurer agree that, in the event of any inconsistency between these terms and any other terms the insolvency of the ceding insurer, as to all reinsurance made, ceded, renewed or otherwise becoming effective after the effective date of this Agreementagreement, these terms shall prevail): A. Notwithstanding any requirement in this Agreement to the contrary: (i) the Reinsurer reinsurance shall be liable to pay the Reinsured even though the Reinsured is unable actually to pay, or discharge its liability to, its policyholder; but (ii) nothing in this clause shall operate to accelerate the date for payment payable by the Reinsurer reinsurer on the basis of any sum which may be payable to the Reinsured but for it being the subject amount of any Insolvency Event. B. The existence, quantum, valuation and date for payment of any sum which the Reinsurer is liable to pay the Reinsured under this Agreement shall be those and only those for which the Reinsurer would be liable to the Reinsured if the liability of the Reinsured ceding insurer under the contract or contracts reinsured, without diminution because of the insolvency of the ceding insurer; furthermore, that such amount shall be paid directly to the ceding insurer or its policyholders had been determined without reference liquidator, receiver or other statutory successor. It is understood and agreed, however, that the obligations of the ceding company as set forth in the reinsurance contract, including, among others, the duty to any term investigate, settle and defend all claims arising under policies with respect to which reinsurance is afforded by this agreement, shall remain unimpaired and unaffected by the insolvency of the ceding insurer and shall be assumed by the liquidator, receiver or statutory successor of the ceding insurer in any composition the liquidation or scheme of arrangement receivership proceeding and that such liquidator, receiver or any similar such arrangement, entered into between the Reinsured and all or any part of its policyholders, unless and until the Reinsurer serves statutory successor shall give written notice to the contrary reinsurer of the pendency of a claim against the ceding insurer on the Reinsured policy reinsured within a reasonable time after such claim is filed in relation the insolvency proceeding and that during the pendency of such claim the reinsurer may investigate such claim and interpose, at its own expense, in the proceeding where such claim is to be adjudicated, any composition defense or scheme of arrangement. C. The Reinsurer shall be entitled (but not obliged) to set-off, against any sum defenses which it may deem available to the ceding insurer, its liquidator, receiver or statutory successor. The expense thus incurred by the reinsurer shall be liable chargeable, subject to court approval, against the insolvent ceding insurer as part of the expense of liquidation to the extent of a proportionate share of the benefit which may accrue to the ceding insurer solely as the result of the defense undertaken or asserted by the reinsurers Where two or more reinsurers are involved in the same claim and a majority in interest elect to interpose a defense to such claim, the expense shall be apportioned in accordance with the terms of this reinsurance agreement as though such expense had been incurred by the ceding insurer. Nothing herein above set forth in this insolvency clause shall in any way change the relationship or status of the parties hereto, to wit, that of ceding insurer and reinsurers nor enlarge the obligations of either party to each other, except as specifically herein above provided, to wit, to pay the Reinsuredstatutory successor on the basis of the amount of liability of the ceding insurer under the contract or contracts reinsured, rather than on the basis of the actual amount of loss (dividends) paid by the liquidator, receiver or statutory successor to allowed claimants, nor shall anything in this insolvency clause in any sum for which manner create any obligations or establish any rights against the Reinsured is liable to pay the Reinsurer. D. The Reinsurer shall be entitled (but not obliged) to assume direct control reinsurer in favor of any losses under this program by giving notice to the policyholder, the Reinsured or its representative. The Reinsurer will then assume total responsibility for such losses as though they had issued the underlying policy. An Insolvency Event shall occur if (i) (a) (for the purposes of and in relation to A, B, C and D above) a winding up petition is presented in respect of the Reinsured or a provisional liquidator is appointed over it or if the Reinsured goes into administration, administrative receivership or receivership or if the Reinsured has a scheme of arrangement or voluntary arrangement proposed in relation to all third parties or any part of its affairs; or persons not parties to this reinsurance contract. LIFE (b) (for the purposes of and in relation to A above) the Reinsured goes into compulsory or voluntary liquidation; (c) (for the purposes of and in relation to D above) the Reinsured becomes subject to any regulatory intervention. or, in each case, if the Reinsured becomes subject to any other similar insolvency process; and8/88)