Recapture Events. From and after the Closing Date, and whether or not an Event of Default has occurred or Security Trust has been established pursuant to Section 9.4(a) hereof, any of the following occurrences shall constitute an event that entitles the Company to exercise the recapture remedy set forth in this Section 9.4 (individually or collectively, as the context indicates, a “Recapture Event”):
(i) Reinsurer ceases to maintain any of (A) an A.M. Best Company rating of at least B+, (B) a Standard & Poor’s Corporation insurer financial strength rating of at least BB+, and (C) a Xxxxx’x Investors Services, Inc. claims-paying ability rating of at least Bal; or
(ii) Reinsurer fails to (A) maintain a ratio of (i) Total Adjusted Capital (as defined in the Risk-Based Capital (RBC) Model Act or in the rules and procedures prescribed by the NAIC with respect thereto, in each case as in effect as of December 31, 1997) to (ii) the Company Action Level RBC (as defined in the Risk-Based Capital (RBC) Model Act or in the rules and procedures prescribed by the NAIC with respect thereto, in each case as in effect as of December 31, 1997) of at least 160 percent; or (B) maintain a Standard & Poor’s Corporation’s capital adequacy ratio (calculated in accordance with the rules and procedures in effect on the Contract Date) of at least 100 percent; or
(iii) a petition for insolvency, rehabilitation, conservation, supervision, liquidation or similar proceeding is filed by or against the Reinsurer or its statutory representative in any jurisdiction; or
(iv) within thirty (30) calendar days of its receipt of a demand therefor delivered pursuant to Section 9A(d), Reinsurer fails to execute the Security Trust Agreement or deposit and maintain asset in trust on the terms provided in Section 9A(f) and in the Security Trust Agreement, provided, however, that the Company executes such Security Trust Agreement contemporaneously with the delivery of the demand; or
(v) this Agreement is terminated in accordance with its terms; or
(vi) within thirty (30) calendar days of the termination of the NY Administrative Services Agreement in accordance with its terms, (A) Reinsurer does not take all steps necessary to arrange for a third-party administrator acceptable to the Company in its sole discretion, reasonably exercised, to provide all administrative services to be provided pursuant to the terminated NY Administrative Services Agreement at the cost of Reinsurer or (B) such third-party administrator fail...
Recapture Events. From and after the Closing Date, any of the following occurrences shall constitute an event that entitles the Company to exercise the recapture remedy set forth in this Section 7.01 (individually or collectively, as the context indicates, a “Recapture Event”): [*] [*] [*] [*] [*] [*]
Recapture Events. Each of the following shall constitute a “Recapture Event”:
(i) the Reinsurer ceases to or fails to be solvent, or generally fails to pay, or admits in writing its inability to pay, its debt as they become due, subject to applicable grace periods, (ii) the Reinsurer initiates or commences the appointment of a receiver, trustee, custodian, conservator, liquidator, mortgagee in possession (or agent therefor), or other similar Person for itself or for all or substantially all of its assets, (iii) the Reinsurer becomes subject to any liquidation, insolvency, rehabilitation, conservation, supervision or similar proceeding against the Reinsurer by a Governmental Authority having jurisdiction over the Reinsurer, or (iv) the Reinsurer takes any action to effectuate or authorize any of the foregoing;
(A) the Reinsurer fails to (1) fund the Trust Account for any amounts not subject to a good faith dispute that are required to be deposited therein by the Reinsurer in accordance with Section 9.5 and with the terms of the Trust Agreement, or (2) perform or observe any of the material terms and conditions of this Agreement or the Trust Agreement, including a failure to pay the Company any amount due under this Agreement that is not subject to a good faith dispute; and (B) any such failure continues for twenty (20) Business Days after the date on which the Reinsurer becomes aware of such failure, including, but not limited to, the date on which the Company notifies the Reinsurer in writing of such failure, it being understood that a breach by the Reinsurer of Section 14.1 or Section 14.2, or any representation or warranty contained in this Agreement shall not constitute a Recapture Event;
(c) with respect to a recapture of solely the Reinsured Contracts retroceded to the Retrocessionaire, if applicable and if any, the Retrocessionaire fails to perform or observe any of the material terms and conditions of the Retrocession Trust Agreement and such failure continues for twenty (20) Business Days after the expiration of any applicable cure period in the Retrocession Trust Agreement;
(d) a Reinsurance Credit Event continues for the lesser of (x) ninety (90) calendar days and (y) the period from inception of such Reinsurance Credit Event to the “as of” date of the Company’s next statutory financial statement, and the Reinsurer has not taken action which would enable the Company to receive full statutory financial statement credit for reinsurance ceded to the Reinsurer under t...
Recapture Events. Each of the following shall constitute a “Recapture Event”:
Recapture Events. The Company shall apply the net cash proceeds of any consummated debt or equity financing, asset sale or other cash realization event that, under the terms of any Senior Debt, requires or triggers a permanent reduction in the loans and/or credit commitments outstanding thereunder: (i) to make the payments and/or prepayments (if any) required under the terms of any Senior Debt as a result thereof or in connection therewith, and (ii) if and to the extent that (x) there shall be any net cash proceeds remaining thereafter and (y) it shall be permitted under Section 4 and any Separate Subordination Agreement, to the mandatory prepayment of the principal of the Senior Subordinated Notes.
Recapture Events. From and after the Closing Date, and whether or not an Event of Default has occurred or Security Trust has been established pursuant to Section 9.4(a) hereof, any of the following occurrences shall constitute an event that entitles the Company to exercise the recapture remedy set forth in this Section 9.4 (individually or collectively, as the context indicates, a "Recapture Event"):
(i) Reinsurer ceases to maintain any of (A) an A.M. Best Company rating of at least B+, (B) a Standard & Poor's Corporation insurer financial strength rating of at least BB+, and (C) a Xxxxx'x Investors Services, Inc. claims-paying ability rating of at least Bal; or
(ii) Reinsurer fails to (A) maintain a ratio of (i) Total Adjusted Capital (as defined in the Risk-Based Capital (RBC) Model Act or in the rules and procedures prescribed by the NAIC with respect thereto, in each case as in effect as of December 31, 1997) to (ii) the Company Action Level RBC (as defined in the Risk-Based Capital (RBC) Model Act or in the rules and procedures prescribed by the NAIC with respect thereto, in each case as in effect as of December 31, 1997) of at least 160 percent; or (B) maintain a Standard & Poor's Corporation's capital adequacy ratio (calculated in accordance with the rules and procedures in effect on the Contract Date) of at least 100 percent; or
(iii) a petition for insolvency, rehabilitation, conservation, supervision, liquidation or similar proceeding is filed by or against the Reinsurer or its statutory representative in any jurisdiction; or
(iv) within thirty (30) calendar days of its receipt of a demand therefor delivered pursuant to Section 9A(d), Reinsurer fails to execute the Security Trust Agreement or deposit and maintain asset in trust on the terms provided in Section 9A(f) and in the Security Trust Agreement, provided, however, that the Company executes such Security Trust Agreement contemporaneously with the delivery of the demand; or
(v) this Agreement is terminated in accordance with its terms; or
(vi) within thirty (30) calendar days of the termination of the NY Administrative Services Agreement in accordance with its terms, (A) Reinsurer does not take all steps necessary to arrange for a third-party administrator acceptable to the Company in its sole discretion, reasonably exercised, to provide all administrative services to be provided pursuant to the terminated NY Administrative Services Agreement at the cost of Reinsurer or (B) such third-party administrator fail...
Recapture Events. Each of the following shall constitute a “Recapture Event”:
(a) The Retrocessionaire becomes (whether voluntarily or otherwise) insolvent, or becomes the subject of any liquidation, rehabilitation, receivership, supervision, conservation, or bankruptcy action or similar or comparable proceeding (whether judicial or otherwise) or has proposed a scheme of arrangement (save for a scheme of arrangement in respect of a corporate reorganization and not an insolvency) or similar or comparable procedure.
(b) The Retrocessionaire fails to (i) fund the Lloyd’s Trust Account at an amount at least equal to any undisputed Lloyd’s Trust Funding Amount (following agreement or determination of the Funding Report in accordance with Section 4.2), (ii) pay the Retrocedent any undisputed amount due under this Agreement (following agreement or determination of the Reports in accordance with Section 4.2 after which such amount shall be deemed to be undisputed) or (iii) perform or observe any of the other material terms and conditions of this Agreement; provided that in the case of the foregoing sections (i) to (iii), such failure continues for thirty (30) days after the Retrocedent notifies the Retrocessionaire in writing of such failure.
(c) The Retrocedent fails to perform or observe any of the material terms and conditions of this Agreement; provided that such breach continues for thirty (30) days after the Retrocessionaire notifies the Retrocedent in writing of such breach.
Recapture Events. From and after the Closing Date, and whether or not an Event of Default has occurred or Security Trust has been established pursuant to Section 9.4(a) hereof, any of the following occurrences shall constitute an event that entitles the Company to exercise the recapture remedy set forth in this Section 9.4 (individually or collectively, as the context indicates, a "Recapture Event"):
Recapture Events. Each of the following shall constitute a “Recapture Event”:
(a) the Reinsurer becomes (whether voluntarily or otherwise) insolvent, or becomes the subject of any liquidation, rehabilitation, receivership, supervision, conservation, or bankruptcy action or similar or comparable proceeding (whether judicial or otherwise) or has proposed a scheme of arrangement or similar or comparable procedure;
(b) the Reinsurer fails to (i) provide Eligible Letters of Credit having a face amount at least equal to the Collateral Funding Amount if required in accordance with the terms of this Agreement, (ii) pay the Cedent any amount due under this Agreement, or (iii) perform or observe any of the other material terms and conditions of this Agreement; provided that in the case of the foregoing clauses (i), (ii) and (iii), such failure continues for thirty (30) calendar days after the Cedent notifies the Reinsurer in writing of such failure; or
(c) the Cedent does not obtain Full Statutory Reserve Credit for the reinsurance under this Agreement and the inability to obtain such Full Statutory Reserve Credit continues for more than thirty (30) calendar days provided, however, that a “Recapture Event” under this clause (c) shall not include any such event that (i) is curable using commercially reasonable efforts by the Cedent but is not cured or (ii) constitutes a breach of Applicable Law by the Cedent.
Recapture Events. Section 11.1(b) and (c) of the Coinsurance Agreement are hereby amended by deleting each reference to "Vermont Regulator" and replacing it with a reference to "Malta Regulator".
