Reinsurance Arrangements. Except as otherwise provided or disclosed in this Agreement, between the date hereof and the Closing Date, Seller will not permit Company to enter into, terminate or breach any pooling, reinsurance, coinsurance, retrocession, underwriting management, or managing general agency agreement or any similar contract unless approved in writing by the Buyer.
Reinsurance Arrangements. All reinsurance treaties and arrangements (including placement slips) to which any Insurance Subsidiary is a party are in full force and effect and no Insurance Subsidiary is in violation of, or in default in the performance, observance or fulfillment of, any obligation, agreement, covenant or condition contained therein, except where the failure to be in full force and effect or where such violation or default would not, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect; neither the Company nor any Insurance Subsidiary has received any notice from any of the other parties to such treaties or arrangements that such other party intends not to perform such treaty or arrangement and, to the best knowledge of the Company, none of the other parties to such treaties or arrangements will be unable to perform such treaty or arrangement except (i) to the extent adequately and properly reserved for in the audited historical financial statements of the Company included in the Registration Statement and the Prospectus or (ii) where such nonperformance would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect.
Reinsurance Arrangements. A list of all outstanding reinsurance, co-insurance, excess insurance, retrocession, ceding of insurance, or assumption of insurance agreements, arrangements, and treaties to which MIC is either a party or which reinsure former liabilities of MIC as of the Effective Date (“Reinsurance Arrangements”) is included in Section 3.28 of the Parent Disclosure Letter, and a Schedule of Reinsurance providing a description of all such Reinsurance Arrangements, all parties thereto, and the extent of coverage provided to, required of, or relating to current or former liabilities of any Company, is listed in said Section 3.28. No such Reinsurance Arrangement contains any provision providing that any such other party thereto may terminate, cancel, or commute the same by reason of the Transactions or any other provisions which would be altered or otherwise become applicable by reason of the Transactions. MIC is entitled under applicable Law to take full credit on its Financial Statements and STAT Financial Statements for all amounts recoverable pursuant to the Reinsurance Arrangements listed in Section 3.28 of the Parent Disclosure Letter, all such amounts recoverable have been properly recorded in the books and records of account of the Companies and are properly reflected in the Financial Statements and STAT Financial Statements, and, to the Knowledge of Parent, all such amounts are fully collectible in due course subject to the terms and conditions of the Reinsurance Arrangements.
Reinsurance Arrangements. Where Flagstone Reasurrance Suisse SA and/or any of its Related Persons (excluding the Target Group) ("FS") is reinsured together with Syndicate 1861 under any reinsurance contracts reinsuring the 2009 to 2012 years of account of Syndicate 1861: (i) FS shall continue to be reinsured under each such reinsurance contract; and (ii) the Seller will or will procure that FS takes no steps to cancel or renegotiate any such reinsurance contract (save for any renegotiation that does not affect the reinsurance coverage of Syndicate 1861). The Seller and the Purchaser shall co-operate with one another in good faith with the intention of agreeing how to share, in a commercially reasonable manner, the costs and benefits of each such reinsurance contract, between the reinsureds thereunder. UK1 5276565v.18
Reinsurance Arrangements. As soon as available, and in any event within 120 days after the end of each fiscal year of the Borrower, deliver a schedule signed by a Responsible Officer of the Borrower setting forth in reasonable detail the reinsurance arrangements maintained by each of the Regulated Subsidiaries of the Borrower as of the end of such fiscal year (with any changes subsequent to the end of such fiscal year described therein).
Reinsurance Arrangements. 67 Section 6.09
Reinsurance Arrangements. Deliver a schedule at the time set forth in Section 6.02(b) signed by a Responsible Officer of the Borrower setting forth in reasonable detail the reinsurance arrangements maintained by each of the HMO Subsidiaries of the Borrower as of the end of such fiscal year (with any changes subsequent to the end of such fiscal year described therein).
Reinsurance Arrangements. Neither the Company nor any of its Insurance Subsidiaries has received any notice from any of the other parties to any of its reinsurance treaties, contracts, agreements or arrangements that such other party intends not to perform its obligations thereunder and none of them has any reason to believe that any of the other parties to such treaties, contracts, agreements or arrangements will be unable to perform its obligations thereunder, except to the extent that such nonperformance would not, individually or in the aggregate, have a Material Adverse Effect. None of the Company or any of its subsidiaries has entered into any “finite risk” insurance transaction or any other retroactive loss financing arrangement.
Reinsurance Arrangements. 77 6.10 Northern County............................ 77 6.11 Ratings.................................... 77 6.12
Reinsurance Arrangements. (a) The Sellers will cause the 100% ------------------------ quota share reinsurance agreements of Northern County which are currently in effect to remain in full force and effect at all times until the later of December 31, 1995 or the Closing Date, without any amendment, modification, -- cancellation or other change thereto which is not approved in writing by the Purchaser. Between the date hereof and the Closing Date, the Sellers will not permit Northern County or Charter Indemnity to enter into any reinsurance, coinsurance, retrocession, underwriting management, managing general agency or similar Contracts.
(b) At the Closing, the Sellers will cause Skandia Ltd to (i) unconditionally guarantee the full performance of all liabilities and obligations of each reinsurer and assuming company, and indemnify Northern County for the full collectibility of all amounts recoverable, under all reinsurance agreements of Northern County (whether in force or in run-off) relating to periods on or prior to the later of December 31, 1995 or the Closing -- Date (or, in the case of non-affiliate reinsurance, on or prior to the Closing Date), pursuant to a Guaranty Agreement dated as of the Closing Date substantially in the form of Exhibit B (the "Northern County Guaranty"), and (ii) provide excess of loss reinsurance coverage to Charter Indemnity with respect to insurance business issued, underwritten, assumed or renewed by Charter Indemnity on or before the Closing Date, pursuant to an Aggregate Excess of Loss Reinsurance Agreement dated as of the Closing Date substantially in the form of Exhibit C (the "Charter Indemnity Reinsurance Agreement").
(c) The Sellers hereby represent and warrant to, and covenant and agree with, the Purchaser that (i) after giving effect to the Closing and the execution of the Northern County Guaranty, Northern County will not retain for its own account any net liability under any insurance or reinsurance issued, underwritten, assumed or renewed by it on or prior to the Closing Date and (ii) after giving effect to the Closing and the execution of the Charter Indemnity Reinsurance Agreement, subject to the limitations expressly set forth therein, Charter Indemnity will not have any net liability in respect of any insurance, reinsurance or retrocession business issued, underwritten, assumed or renewed by it on or prior to the Closing Date (other than for losses and loss adjustment expenses incurred prior to the Closing Date, in an aggregate amou...
