Common use of Option Letter Clause in Contracts

Option Letter. (a) Subject to Section 11.1 and Section 11.3(b), the Reinsurer, promptly following receipt of the requisite approvals of applicable Governmental Entities, shall transmit by mail to every Required Party an option letter (the “Option Letter”), together with a Notice and Certificate of Assumption, including, where required as reasonably determined by the Reinsurer, a form for rejection or acceptance, as permitted by applicable Law, and a self-addressed return envelope (the “Notice and Certificate of Assumption”). Option Letters and Notices and Certificates of Assumption shall not be sent with respect to a Reinsured Policy unless and until all requisite approvals of applicable Governmental Entities have been received with respect to such Reinsured Policy, including approval of the requisite form and rate filings. 1006844591v17 (b) Subject to the receipt of the requisite regulatory approvals and applicable Law, the Reinsurer may, at its option, in lieu of transmission of an Option Letter to a Required Party by mail, effect such transmission by electronic mail to an appropriately confirmed electronic mail address for the Required Party, or in the alternative, by any other method allowed under applicable Law. (c) The Reinsurer and the Ceding Company shall in good faith agree to modify the procedures set forth in this Section 11.3 on a state-by-state basis to the extent required to conform to any procedures for novation and assumption of Reinsured Policies imposed or required by the applicable Governmental Entity or as reasonably requested by the Reinsurer. (d) Notwithstanding anything in this Agreement to the contrary, with respect to the classes of Required Parties described on Schedule 11.3(d) or as reasonably determined by the Reinsurer, the Option Letter, to the extent permitted by applicable Law, may be accompanied by a form for rejection, and a self-addressed return envelope, and the Reinsurer shall not be required to seek affirmative consent from such Required Parties, unless required by applicable Law as reasonably determined by the Reinsurer. (e) The Ceding Company shall cooperate in any actions taken by the Reinsurer in connection with this Article XI.

Appears in 2 contracts

Samples: Reinsurance Agreement (Prudential Discovery Select Group Variable Contract Account), Reinsurance Agreement (Prudential Discovery Premier Group Variable Contract Account)

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Option Letter. (a) Subject to Section 11.1 and Section 11.3(b), the Reinsurer, promptly following receipt of the requisite approvals of applicable Governmental Entities, shall transmit by mail to every Required Party an option letter (the “Option Letter”), together with a Notice and Certificate of Assumption, including, where required as reasonably determined by the Reinsurer, a form for rejection or acceptance, as permitted by applicable Law, and a self-addressed return envelope (the “Notice and Certificate of Assumption”). Option Letters and Notices and Certificates of Assumption shall not be sent with respect to a Reinsured Policy unless and until all requisite approvals of applicable Governmental Entities have been received with respect to such Reinsured Policy, including approval of the requisite form and rate filings. 1006844591v17. (b) Subject to the receipt of the requisite regulatory approvals and applicable Law, the Reinsurer may, at its option, in lieu of transmission of an Option Letter to a Required Party by mail, effect such transmission by electronic mail to an appropriately confirmed electronic mail address for the Required Party, or in the alternative, by any other method allowed under applicable Law. (c) The Reinsurer and the Ceding Company shall in good faith agree to modify the procedures set forth in this Section 11.3 on a state-by-state basis to the extent required to conform to any procedures for novation and assumption of Reinsured Policies imposed or required by the applicable Governmental Entity or as reasonably requested by the Reinsurer. (d) Notwithstanding anything in this Agreement to the contrary, with respect to the classes of Required Parties described on Schedule 11.3(d) or as reasonably determined by the Reinsurer, the Option Letter, to the extent permitted by applicable Law, may be accompanied by a form for rejection, and a self-addressed return envelope, and the Reinsurer shall not be required to seek affirmative consent from such Required Parties, unless required by applicable Law as reasonably determined by the Reinsurer. (e) The Ceding Company shall cooperate in any actions taken by the Reinsurer in connection with this Article XI.

Appears in 2 contracts

Samples: Reinsurance Agreement (Prudential Discovery Premier Group Variable Contract Account), Reinsurance Agreement (Prudential Discovery Select Group Variable Contract Account)

Option Letter. (a) Subject to Section 11.1 and Section 11.3(b7.3(b), the Reinsurer, at its sole cost and expense, promptly following receipt of the requisite approvals of applicable Governmental Entities, shall transmit by mail to every Required Party as required by the Applicable Law and in accordance with the consent solicitation procedures set forth on Schedule 7.3(a), an option letter (the “Option Letter”), together with a Notice and Certificate of Assumption, including, where required as reasonably determined by the Reinsurerrequired, a form for rejection or acceptance, as permitted by applicable Applicable Law, and a self-addressed return envelope envelope, substantially in the form attached hereto as Exhibit II (which identifies and includes the forms of Option Letters to be furnished to the various classes of Required Parties), as modified to reflect such changes as may be required by the relevant Governmental Entity following the Effective Date (the “Notice and Certificate of Assumption”). Option Letters and Notices and Certificates of Assumption shall not be sent with respect to a Reinsured Targeted Policy unless and until all requisite approvals of applicable Governmental Entities have been received with respect to such Reinsured Targeted Policy, including approval of the requisite form and rate filings. 1006844591v17. (b) Subject to the receipt of the requisite regulatory approvals and applicable Applicable Law, the Reinsurer may, at its option, in lieu of transmission of an Option Letter to a Required Party by mail, effect such transmission by electronic mail to an appropriately confirmed electronic mail address for the Required Party, or in the alternative, by any other method allowed under applicable Applicable Law. (c) The Reinsurer and the Ceding Company shall in good faith agree to modify the procedures set forth in this Section 11.3 7.3 and in Schedule 7.3(a) on a state-by-state basis to the extent required to conform to any procedures for novation and assumption of Reinsured Targeted Policies imposed or required by the applicable Governmental Entity or as reasonably requested by the Reinsurer. (d) Notwithstanding anything in this Agreement to the contrary, with respect to the classes of Required Parties described on Schedule 11.3(d) or as reasonably determined by the Reinsurer7.3(d), the Option Letter, to the extent permitted by applicable Applicable Law, may be accompanied by a form for rejection, and a self-addressed return envelope, substantially in the form attached hereto as Exhibit III, and the Reinsurer shall not be required to seek affirmative consent from such Required Parties, unless required by applicable Law as reasonably determined by the ReinsurerApplicable Law. (e) The Ceding Reinsurer shall pay its own costs, fees and expenses relating to soliciting or obtaining the consent of a Required Party to the novation and assumption by the Reinsurer of a Targeted Policy. The Company shall cooperate in any such actions taken by the Reinsurer, and the Reinsurer shall reimburse the Company for its reasonable out-of-pocket costs incurred in connection with this Article XIsuch cooperation.

Appears in 1 contract

Samples: Coinsurance and Assumption Agreement (Athene Annuity & Life Co)

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Option Letter. (a) Subject to Section 11.1 and Section 11.3(b7.3(b), the Reinsurer, at its sole cost and expense, promptly following receipt of the requisite approvals of applicable Governmental Entities, shall transmit by mail to every Required Party as required by the Applicable Law and in accordance with the consent solicitation procedures set forth on Schedule 7.3(a), an option letter (the “Option Letter”), together with a Notice and Certificate of Assumption, including, where required as reasonably determined by the Reinsurerrequired, a form for rejection or acceptance, as permitted by applicable Applicable Law, and a self-addressed return envelope envelope, substantially in the form attached hereto as Exhibit II (which identifies and includes the forms of Option Letters to be furnished to the various classes of Required Parties), as modified to reflect such changes as may be required by the relevant Governmental Entity following the Effective Date (the “Notice and Certificate of Assumption”). Option Letters and Notices and Certificates of Assumption shall not be sent with respect to a Reinsured Targeted Policy unless and until all requisite approvals of applicable Governmental Entities have been received with respect to such Reinsured Targeted Policy, including approval of the requisite form and rate filings. 1006844591v17. (b) Subject to the receipt of the requisite regulatory approvals and applicable Applicable Law, the Reinsurer may, at its option, in lieu of transmission of an Option Letter to a Required Party by mail, effect such transmission by electronic mail to an appropriately confirmed electronic mail address for the Required Party, or in the alternative, by any other method allowed under applicable Applicable Law. (c) The Reinsurer and the Ceding Company shall in good faith agree to modify the procedures set forth in this Section 11.3 7.3 and in Schedule 7.3(a) on a state-by-state basis to the extent required to conform to any procedures for novation and assumption of Reinsured Targeted Policies imposed or required by the applicable Governmental Entity or as reasonably requested by the Reinsurer. (d) Notwithstanding anything in this Agreement to the contrary, with respect to the classes of Required Parties described on Schedule 11.3(d) or as reasonably determined by the Reinsurer7.3(d), the Option Letter, to the extent permitted by applicable Applicable Law, may be accompanied by a form for rejection, and a self-addressed return envelope, substantially in the form attached hereto as Exhibit III, and the Reinsurer shall not be required to seek affirmative consent from such Required Parties, unless required by applicable Law as reasonably determined by the ReinsurerApplicable Law. (e) The Ceding Reinsurer shall pay its own costs, fees and expenses relating to soliciting or obtaining the consent of a Required Party to the novation and assumption by the Reinsurer of a Targeted Policy. The Company shall cooperate in any such actions taken by the Reinsurer, and the Reinsurer shall reimburse the Company for its reasonable out-of-pocket costs incurred in connection with this Article XIsuch cooperation.

Appears in 1 contract

Samples: Coinsurance and Assumption Agreement (Athene Holding LTD)

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