Redemption, Investment and Substitution of Assets. (a) The Trustee shall surrender for payment all maturing Assets and all Assets called for redemption, and deposit the principal amount of the proceeds of any such payment to the Trust Account.
(b) The Grantor, subject to the prior written approval of the Beneficiary, may retain (and pay the service fees of ) a professional asset manager (the “Asset Manager”) to manage and make investment decisions with regard to the Assets held by the Trustee in the Trust Account. From time to time, at the written order and direction of the Grantor or the Asset Manager, the Trustee shall invest Assets in the Trust Account in Eligible Securities.
(c) From time to time, subject to the prior written approval of the Beneficiary, the Grantor or the Asset Manager may direct the Trustee to substitute Assets of equal statutory book value for other Assets presently held in the Trust Account. The Trustee shall have no responsibility whatsoever to determine the value of such substituted Assets or that such substituted Assets constitute Eligible Securities.
(d) All investments and substitutions of securities referred to in Sections 4(b) and 4(c) above shall be in compliance with the definition of “Eligible Securities” in Section 12 of this Trust Agreement. Any instruction or order concerning such investments or substitutions of securities shall be referred to herein as an “Investment Order”. The Trustee shall execute Investment Orders and settle securities transactions by itself or by means of an agent or broker. The Trustee shall not be responsible for any act or omission, or for the solvency, of any such agent or broker, except as set forth in Section 7.
(e) From time to time, upon notice to the Beneficiary, the Trustee may withdraw any Asset in the Trust Account upon the call or maturity of such Asset provided that the proceeds from such call or maturity are deposited into the Trust Account.
(f) When the Trustee is directed to deliver Assets against payment, delivery will be made in accordance with generally accepted market practice.
(g) Any loss incurred from any investment pursuant to the terms of this Section 4 shall be borne exclusively by the Trust Account.
(h) The Trustee shall not foreclose on, or direct or consent to the foreclosure of, any real property securing a commercial loan constituting an Asset or take title to such property by deed-in-lieu of foreclosure or other means without the prior written consent of the Grantor and the Beneficiary. The Trustee shall not provi...
Redemption, Investment and Substitution of Assets. (a) The Trustee shall surrender for payment all maturing Assets and all Assets called for redemption and deposit the principal amount of the proceeds of any such payment to the Trust Accounts and shall provide notice thereof by Electronic Methods to the Beneficiary and the Grantor.
(b) From time to time, at the written order and direction of the Grantor or its designated Investment Manager, and without consent of, or prior notice to, the Beneficiary (but subject to Section 4(c)), the Trustee shall invest and reinvest the Assets in Eligible Assets. The Trustee shall have no responsibility whatsoever to determine that such designated investments constitute Eligible Assets, and may rely on the direction of the Grantor or its designated Investment Manager. For the avoidance of doubt, following the delivery by the Beneficiary to the Trustee of a Triggering Event Notice or a Recapture Event Notice, investment, reinvestment or substitutions shall require the Beneficiary’s prior written consent in accordance with Sections 14 and 15.
(c) From time to time subject to Sections 14 and 15, the Grantor or its designated Investment Manager may direct the Trustee to substitute Assets; provided, that (A) at the time of such substitution, the Assets to be withdrawn are replaced with other Eligible Assets having a Statutory Book Value at least equal to the Statutory Book Value of the Assets to be withdrawn, and (B) the Market-to-Book Requirement is satisfied; provided that for purposes of clause (B), during the period when the Hedge Account Control Agreements are in effect, in determining the Market-to-Book Ratio, the Fair Market Value of Eligible Assets in the Trust Account shall include the Hedging Assets Value of the Hedging Assets held pursuant to such Hedge Account Control Agreements. The Trustee shall have no responsibility whatsoever to determine the value of such replacement Assets or that such replacement Assets constitute Eligible Assets. Each such direction by Grantor or its designated Investment Manager to substitute Assets shall constitute a representation and certification by the Grantor that such substitution is being made in accordance with the terms of the Reinsurance Agreement and this Agreement.
(d) All investments, reinvestments and substitutions of Assets referred to in Sections 4(b) and (c) shall be in compliance with the definition of “Eligible Assets” in Section 17. Any instruction or order concerning such investments, reinvestments or substitutions o...
Redemption, Investment and Substitution of Assets. (a) The Trustee shall surrender for payment all maturing Assets and all Assets called for redemption and deposit the principal amount of the proceeds of any such payment to the Trust Account.
(b) The Beneficiary authorizes the Trustee to invest in, and accept substitutions of, Assets within the Trust Account that may, from time to time, be requested by Grantor or its designated investment advisor, provided that such investments and substitutions fall within the specific categories of investments described in Exhibit B hereto. The Trustee shall determine that the requested investments and substitutions are at least equal in market value to the Assets withdrawn prior to executing any such request by the Grantor.
(c) All investments and substitutions of securities referred to in Sections 3(b), above, shall be in compliance with the relevant provisions of the New York Insurance Law, as set forth in the definition of “Eligible Securities” in Section 11 of this Agreement. Any instruction or order concerning such investments or substitutions of securities shall be referred to herein as an “Investment Order.” The Trustee shall execute Investment Orders and settle securities transactions by itself or by means of an agent or broker. The Trustee shall not be responsible for any act or omission, or for the solvency, of any such agent or broker.
(d) When the Trustee is directed to deliver Assets against payment, delivery will be made in accordance with generally accepted market practice.
(e) Any loss incurred from any investment pursuant to the terms of this Section 3 shall be borne exclusively by the Trust Account.
Redemption, Investment and Substitution of Assets. (a) Upon call or maturity of a Trust Asset, the Trustee may withdraw the Asset without the consent of the Beneficiaries if the Trustee provides notice to the Beneficiaries, liquidates or redeems the Asset, and the proceeds are paid to the Trust Account.
(b) With consent of the Beneficiaries, the Grantor may appoint an investment manager (the “Investment Manager”) with respect to the Trust Account. Any such appointment shall be pursuant to a written investment management agreement that requires the Investment Manager to manage the Assets in the Trust Account consistent with the definition of Eligible Trust Assets. For so long as the Grantor is an Affiliate of White Mountains Insurance Group, Ltd., the Beneficiaries’ consent shall not be required for the appointment of any Affiliate of White Mountains Insurance Group, Ltd. which is registered under the Investment Advisers Act of 1940, as amended, as Investment Manager.
(c) The Trustee is authorized to act upon any written demand, instruction, direction, acknowledgment, statement, notice, resolution, request, consent, order, certificate, report, appraisal, opinion, telegram, cablegram, facsimile, radiogram, letter, or other communication (collectively, “Communications”) concerning the investment, reinvestment, or substitution of securities (each, an “Investment Order”) received from the Investment Manager to the same extent that the Trustee would act upon an Investment Order of the Grantor, provided that the Trustee has received written evidence of the Investment Manager’s appointment by the Grantor and the consent thereto of the Beneficiaries (if required), written confirmation from the Investment Manager evidencing its acceptance of such appointment, and written certification from the Investment Manager of the names of individuals authorized to give instructions with respect to the Trust Account, together with specimen signatures of those persons.
(d) Except as provided in Section 4(a), the Trustee shall allow no substitution of Assets except on written instructions from the Beneficiaries for each individual substitution at the time the substitution is executed. From time to time, the Grantor may request that the Beneficiaries give such written instructions to the Trustee, which instructions shall not be unreasonably withheld, conditioned or delayed. The Trustee shall have no responsibility whatsoever to determine the value of such substituted securities or that such substituted securities constitute Eligib...
Redemption, Investment and Substitution of Assets. (a) Upon call or maturity of an Asset, the Trustee may withdraw such Asset without the consent of the Beneficiary, if the Trustee provides notice to the Beneficiary, liquidates or redeems the Asset, and the proceeds are paid into the Trust Account no later than five (5) days after the liquidation or redemption of such Asset.
(b) From time to time, at the written order and direction of the Grantor or its designated investment advisor, the Trustee shall invest Assets in the Trust Account in Eligible Securities. The Trustee shall not be required to take any action with respect to the investment or reinvestment of Assets other than those actions set forth in this Section 4(b) or as otherwise directed by the Grantor or its designated investment advisor.
(c) From time to time, subject to the prior written approval of the Beneficiary, the Grantor may direct the Trustee to substitute Assets of comparable value for other Assets then held in the Trust Account. The Trustee shall have no responsibility whatsoever to determine the value of such substituted securities or that such substituted securities constitute Eligible Securities.
(d) All investments and substitutions of securities referred to in Sections 4(b) and 4(c) above shall be in compliance with the relevant provisions of 31 PA Code ss. 163.6(a), (b), and (c). Any instruction or order concerning such investments or substitutions of securities shall be referred to herein as an "Investment Order". The Trustee shall execute Investment Orders and settle securities transactions by itself or by means of an agent or broker. The Trustee shall not be responsible for (i) ensuring compliance with 31 PA Code ss. 163.6(a), (b), and (c) or (ii) any act or omission, or for the solvency, of any such agent or broker.
(e) When the Trustee is directed to deliver Assets against payment, delivery will be made in accordance with generally accepted market practice.
(f) Any loss incurred from any investment pursuant to the terms of this Section 4 shall be borne exclusively by the Trust Account. The Trustee shall not be liable for any loss due to changes in market rates or penalties for early redemption.
Redemption, Investment and Substitution of Assets. (a) The Trustee shall surrender for payment all maturing Assets and all Assets called for redemption (and provide written notice to the Beneficiary and the Grantor to that effect) and deposit the proceeds of any such payment to the Reserve Trust Account.
(b) The Trustee and the Beneficiary acknowledge that the Grantor has appointed Asset Allocation and Management (the "Asset Manager") to manage and make investment decisions with regard to the Assets held by the Trustee in the Trust Account. The Grantor has provided written direction to the Trustee with regard to the engagement of the Asset Manager. The Asset Manager shall direct the Trustee to invest such Assets in Eligible Assets in accordance with the Investment Guidelines. From time to time the Asset Manager may direct the Trustee in writing (an "Investment Order") to invest or reinvest, Assets held in the Reserve Trust Account into other Eligible Assets in accordance with the Investment Guidelines. All investments and substitutions of Eligible Assets referred to in this paragraph shall meet the requirements of Eligible Assets and shall remain in compliance with any other applicable insurance laws and the Investment Guidelines. The Trustee shall have no responsibility whatsoever to determine that any Assets in the Reserve Trust Account are or continue to be Eligible Assets. The Trustee shall execute Investment Orders and settle securities transactions by itself or by means of an agent or broker retained by the Asset Manager. The Trustee shall not be responsible for any act, error or omission, or for the solvency, of any investment manager, agent or broker unless such act, error or omission is the result, in whole or in part, of the Trustee's negligence, willful misconduct or lack of good faith. The Trustee shall not be responsible for any Loss (as herein defined) suffered by the Beneficiary or the Grantor due to the insolvency of the investment manager, agent or broker.
(c) The Trustee shall not be liable for any loss, liability, claim or damage paid or incurred ("Loss") by the Reserve Trust Account from any investment, reinvestment, liquidation or substitution pursuant to the terms of this Agreement other than a Loss due to the Trustee's own negligence, willful misconduct or lack of good faith. Without limiting any other provision herein, the Trustee shall not be liable for any Loss due to changes in market rates or penalties for early redemption or any other fees, taxes or charges.
Redemption, Investment and Substitution of Assets. The Trustee shall surrender for payment all maturing Assets and all Assets called for redemption and deposit the principal amount of the proceeds of any such payment to the Trust Account.
Redemption, Investment and Substitution of Assets. (a) The Trustee shall surrender for payment all maturing Assets and all Assets called for redemption and deposit the principal amount of the proceeds of any such payment to the Trust Account.
(b) Grantor and Beneficiary agree that Conning Asset Management Company will be the investment manager (“Investment Manager”) for all Assets which may be held in the Trust Account. The Investment Manager may be replaced at any time by mutual written consent of the Grantor and the Beneficiary. The Grantor shall be solely responsible for all fees charged by and all other obligations to the Investment Manager in connection with the Trust Account.
(c) Subject to paragraph (d) of this Section 3, from time to time, upon the written order and direction of the Investment Manager, the Trustee shall invest Assets as specified by the Investment Manager. Any instruction or order concerning the investment of securities shall be referred to herein as an “Investment Order.” The Trustee shall execute Investment Orders and settle securities transactions by itself or by means of an agent or broker. The Trustee shall not be responsible for any act or omission, or for the solvency, of any such agent or broker.
(d) The Investment Manager is hereby authorized to issue Investment Orders and direct the Trustee to invest the Assets in the Trust Account without obtaining the consent of the Beneficiary prior to each investment; provided, however, all such investments are limited to the categories of securities set forth in the definition of
Redemption, Investment and Substitution of Assets. The Trustee shall surrender for payment all maturing Assets and all Assets called for redemption and deposit the principal amount of the proceeds of any such payment to the Trust Account provided that the Trustee provides notice to the Beneficiary and Grantor and such principal proceeds are paid into the Trust Account no later than five (5) calendar days after the Trustee’s actual receipt thereof following the liquidation or redemption of such Assets.
Redemption, Investment and Substitution of Assets. (a) The Trustee shall surrender for payment all maturing Assets and all Assets called for redemption and deposit the principal amount of the proceeds of any such payment to the Trust Account.
(b) From time to time, at the written order and direction of the Grantor, the Trustee shall invest Assets in the Trust Account in Eligible Securities.
(c) From time to time, subject to the prior written approval of the Beneficiary, the Grantor may direct the Trustee to substitute Eligible Securities for other Eligible Securities held in the Trust Account at such time. The Trustee shall have no responsibility whatsoever to determine the value of such substituted securities or that such substituted securities constitute Eligible Securities.
(d) All investments and substitutions of securities referred to in paragraphs (b) and (c) of this Section 4 shall be in compliance with the relevant provisions of the New York Insurance Law, as set forth in the definition of "Eligible Securities" in Section 11 of this Agreement. The Trustee shall have no responsibility whatsoever to determine that any Assets in the Trust Account are or continue to be Eligible Securities.
(e) Any loss incurred from any investment pursuant to the terms of this Section 4 shall be borne exclusively by the Trust Account. The Trustee shall not be liable for any loss due to changes in market rates or penalties for early redemption.
