Reinsurance Matters. (i) All reinsurance and retrocession treaties and agreements in force as of the date of this Agreement to which the Company or any of its subsidiaries is a ceding party, (ii) any terminated or expired reinsurance or retrocession treaty or agreement of the Company or any of its subsidiaries under which there remains any material outstanding reserves or unexpired coverage and (iii) any reinsurance or retrocession treaty or agreement between the Company and/or any of its subsidiaries on one hand, and any affiliate of the Company, on the other hand (collectively, the “Ceded Reinsurance Agreements”) are in full force and effect, and neither the Company nor any subsidiary, as applicable, is in default in any material respect as to any provision of any Ceded Reinsurance Agreement, there is no pending or, to the Company’s knowledge, threatened dispute between the Company or any subsidiary, on one hand, and any reinsurer under any such treaty or agreement, on the other hand, and, to the Company’s knowledge, no party to any Ceded Reinsurance Agreement is impaired such that a default thereunder would reasonably be expected.
Reinsurance Matters. (a) Seller has made available to Purchaser a complete list of all Reinsurance Contracts. As of the date of this Agreement, each Reinsurance Contract is in full force and effect and constitutes a legal, valid, binding agreement, enforceable against the applicable Target Entity party thereto and, to the knowledge of Seller, each other party thereto, in accordance with its terms. Neither the applicable Target Entity nor any other party to each such contract is in material violation or material breach of, or in material default under, nor has there occurred an event or condition that with the passage of time or giving of notice (or both) would constitute a material default under, or permit the termination of, any such contract. No Reinsurance Contract contains any provision which by its own terms would result in a modification of the agreement by reason of the consummation of the transactions contemplated hereby or the Transaction Documents. No consent is required from any party to a Reinsurance Contract, other than Purchaser, the Target Entities, or the Affiliated Reinsurance Entities in connection with the transactions provided for in this Agreement or the Transaction Documents.
Reinsurance Matters. 37 (g) Other Agreements....................................................37 (h) Additional Financial Statements.....................................38 (i) Pre-Closing Maintenance of Insurance................................38 (j)
Reinsurance Matters. Seller agrees, and agrees to cause Economy, to execute at or prior to the Closing the Commutation Agreement, with such changes as the Parties may hereafter mutually agree. Buyer agrees to cause Economy to take such actions, following the Closing, as may be required by such agreement or as reasonably requested by Seller in relation thereto.
Reinsurance Matters. (a) Section 3.16(a) of the Seller Disclosure Schedule sets forth a complete list of all Reinsurance Contracts. Seller has made available to Purchaser true, complete and correct copies of the current version, as of the date hereof, of each Reinsurance Contract. As of the date of this Agreement, each Reinsurance Contract is in full force and effect and constitutes a legal, valid, binding agreement, enforceable against the Company and, to the Knowledge of Seller, each other party thereto, in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization or similar Laws affecting creditors’ rights generally or by general equitable principles. Neither the Company nor, to the Knowledge of Seller, any other party to each such Reinsurance Contract is in material violation or material breach of, or in material default under, nor has there occurred an event or condition that with the passage of time or giving of notice (or both) would constitute a material default under, or permit the termination of, any such Reinsurance Contract. Except as set forth on Section 3.16(a) of the Seller Disclosure Schedule, no Reinsurance Contract contains any provision which by its own terms would result in a modification of, or permit the counterparty to unilaterally terminate, recapture, amend or alter the pricing or other terms of, such Reinsurance Contract by reason of the consummation of the transactions contemplated by the Transaction Agreements. No consent is required from any party to a Reinsurance Contract in connection with the transactions contemplated by the Transaction Agreements. The Company has not received written or, to the Knowledge of Seller, oral notice of early termination of any Reinsurance Contract.
Reinsurance Matters. (a) Section 3.16 of the Stockholders Disclosure Schedule sets forth a complete list of all Reinsurance Contracts. As of the date of this Agreement, each Reinsurance Contract is in full force and effect and constitutes a legal, valid, binding agreement, enforceable against the Company or any of the Company’s Subsidiaries, as applicable, and, to the knowledge of the Stockholders, each other party thereto, in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency and similar Laws affecting creditors’ rights generally and general principles of equity (whether considered in equity or at law). Neither the Insurance Company nor, to the knowledge of the Stockholders, any other party to each such contract is in material violation or material breach of, or in material default under, nor has there occurred an event or condition that with the passage of time or giving of notice (or both) would constitute a material default by the Insurance Company (or, to the knowledge of the Shareholders, any other party thereto) under, or permit the termination by the other party (or, to the knowledge of the Stockholders, the Insurance Company) of, any such contract. No Reinsurance Contract contains any provision which by its own terms would result in a modification of the agreement by reason of the consummation of the transactions contemplated hereby or the other Transaction Documents. No consent is required from any party to a Reinsurance Contract in connection with the transactions provided for in this Agreement.
Reinsurance Matters. (a) Section 3.16(a) of the Seller Disclosure Schedule sets forth a complete list of all Reinsurance Contracts. As of the date of this Agreement, each Reinsurance Contract is in full force and effect and constitutes a legal, valid, binding agreement, enforceable against the Company or any Subsidiary, as applicable, and, to the knowledge of Seller, each other party thereto, in accordance with its terms. Neither the Insurance Company nor any other party to each such contract is in material violation or material breach of, or in material default under, nor has there occurred an event or condition that with the passage of time or giving of notice (or both) would constitute a material default under, or permit the termination of, any such contract. No Reinsurance Contract contains any provision which by its own terms would result in a modification of the agreement by reason of the consummation of the transactions contemplated by this Agreement. No consent is required from any party to a Reinsurance Contract in connection with the transactions provided for in this Agreement.
Reinsurance Matters. 9 7.8 Disclosure................................................... 9
