Common use of Reinsurance Trust Clause in Contracts

Reinsurance Trust. If, as of the end of any calendar quarter following the Second Amendment Closing Date, the Reinsurer fails to maintain an RBC Ratio of at least 200% (or, if and to the extent that the Reinsurer grants to any of its other ceding companies a financial impairment trigger at an RBC Ratio higher than 200% (a “MFN Trigger”), if the Reinsurer fails to maintain an RBC Ratio of at least such higher percentage) (a “Security Event”), the Reinsurer shall provide additional security at its sole cost and expense for the performance of its obligations under this Amendment No. 2, and shall promptly establish and as provided below thereafter maintain a trust account (“Trust Account”) with a mutually-agreed trustee that is a qualified United States financial institution (as used in the Maryland insurance laws) and, subject to a mutually-agreed form of trust agreement which the Parties agree to negotiate in good faith (the “Trust Agreement”), secure the payment of amounts due the Ceding Company under this Amendment No. 2 in accordance with the provisions of this Section 5 and the terms of the Trust Agreement. The Reinsurer shall pay into, and shall thereafter maintain in the Trust Account during the pendency of such Security Event cash in United States currency and securities permitted under (a) the investment guidelines used by the Reinsurer for its general account investments and (b) applicable law in the Reinsurer’s state of domicile having an aggregate then-current statutory book value calculated in accordance with statutory accounting principles applicable to the Reinsurer, consistently applied, equal to no less than 102% of the then-current Ceded Reserves, which Trust Account balance the Reinsurer shall adjust on at least a quarterly basis. For purposes of the foregoing, the term “RBC Ratio” means as to any insurer the ratio, as of the date of determination, of an insurer’s “total adjusted capital” over its “authorized control level” of risk-based capital as such terms are defined and prescribed by requirements promulgated by the National Association of Insurance Commissioners and regulations adopted by the insurance regulatory authorities in the Reinsurer’s and the Ceding Company’s state of domicile which are in effect as of the date hereof, calculated as of the end of each calendar quarter, and using reserving methodologies and asset classifications that are in accordance with generally accepted statutory accounting principles and practices required or permitted by the National Association of Insurance Commissioners and the insurance regulatory authorities in the Reinsurer’s state of domicile, consistently applied throughout the specified period and in the immediately prior comparable period. The Reinsurer shall provide to the Ceding Company prompt written notice of any MFN Triggers or Security Event.

Reinsurance Trust. If, as of (a) In the end of any calendar quarter following the Second Amendment Closing Date, the Reinsurer fails to maintain an RBC Ratio of at least 200% (or, if event and to the extent that the Reinsurer grants to any sum of its other ceding companies a financial impairment trigger at an RBC Ratio higher the Letter of Credit and Statutory Value of the Funds Withheld Account Assets is less than 200% (a “MFN Trigger”), if the Reinsurer fails to maintain an RBC Ratio of at least such higher percentage) (a “Security Event”)Required Amount, the Reinsurer Reinsurer, as grantor, shall provide additional security at its sole cost and expense create a Trust pursuant to a trust agreement (the “Trust Agreement”) with a qualified U.S. financial institution and, no later than the last day of the Quarterly Accounting Period in which such event occurs or such later date as is permissible for the performance of its obligations under this Amendment No. 2Ceding Company to take statutory reserve credit for the Quarterly Accounting Period, and shall promptly establish and as provided below thereafter maintain a deposit Qualifying Assets in the trust account (“Trust Account”) with a mutually-agreed trustee that is a qualified United States financial institution (as used in the Maryland insurance laws) and, subject to a mutually-agreed form of trust agreement which the Parties agree to negotiate in good faith an amount (the “Required Trust AgreementAccount Amount”)) that, secure the payment of amounts due the Ceding Company under this Amendment No. 2 in accordance when taken together with the provisions Statutory Value of this Section 5 the Funds Withheld Account Assets and the terms Letter of Credit, if any, and the VIAC Segregated Account is equal to or greater than the Statutory Value of the Required Amount. Any Trust Agreement. shall be governed by a Trust Agreement meeting the requirements for reinsurance reserve credit under the insurance laws and regulations of the State of Iowa. (b) The Reinsurer shall pay into, ensure that the Trust is established under and shall thereafter maintain complies with the requirements of the applicable insurance regulations and all other applicable laws governing the Ceding Company’s right to take financial statement credit for reinsurance under this Agreement. (c) The assets in the Trust Account during the pendency of such Security Event cash in United States currency and securities permitted under (a) the investment guidelines used by the Reinsurer for its general account investments and (b) applicable law in the Reinsurer’s state of domicile having an aggregate then-current statutory book are to be valued at their fair market value calculated in accordance with statutory accounting principles applicable to the Reinsurer, consistently applied, equal to no less than 102% of the then-current Ceded Reserves, which Trust Account balance the Reinsurer shall adjust on at least a quarterly basis. For purposes of the foregoing, the term “RBC Ratio” means as to any insurer the ratio, as of the date on which such are required to be deposited. The assets in the Trust Account shall consist of determinationcash, certificates of an insurer’s “total adjusted capital” over its “authorized control level” deposit issued by a U.S. bank and payable in U.S. dollars and securities listed by the Securities Valuation Office of risk-based capital as such terms are defined and prescribed by requirements promulgated by the National Association of Insurance Commissioners (or securities exempt from such filing requirements) and regulations adopted qualifying as admitted assets under the Iowa insurance laws; provided, that each such investment that is a security is issued by an institution that is not the insurance regulatory authorities Reinsurer, the Ceding Company or an affiliate of either party (“Qualifying Assets”). (d) Prior to depositing assets in the Reinsurer’s and Trust Account, the Reinsurer shall execute assignments or endorsements in blank, or transfer legal title to the trustee of all shares, obligations or any other assets requiring assignments, in order for the Ceding Company’s state of domicile which are in effect as , or the trustee upon the direction of the date hereofCeding Company, calculated whenever necessary to negotiate these assets without the consent or signature from the Reinsurer or any other person. (e) The Trust Account shall be funded so that the aggregate amount of the fair market value of the Qualifying Assets in the Trust Account (the “Trust Assets”) and the VIAC Segregated Account, the Statutory Value of the Funds Withheld Account Assets and the amount of the Letter of Credit, if any, shall equal or exceed the Required Amount. During the term of the Trust Agreement, the Reinsurer shall not, and shall direct that the Trust trustee not, grant or cause to be created in favor of any third person any security interest whatsoever in any Trust in any residual interest therein. (f) Subject to Section 5.02, the amount of assets in the Trust Account shall be adjusted at the end of each Quarterly Accounting Period as follows: (i) If the fair market value of the Qualifying Assets held in the Trust Account and the VIAC Segregated Account determined as of the end of each calendar quarterQuarterly Accounting Period, when added to the amount of the Letter of Credit and using reserving methodologies and asset classifications that are in accordance with generally accepted statutory accounting principles and practices required or permitted the Statutory Value of the Funds Withheld Account Assets, is less than the Required Amount as of such date, the Reinsurer shall, by the National Association last day of Insurance Commissioners such Quarterly Accounting Period, transfer additional Qualifying Assets to the Trust Account so that the fair market value of the assets held in the Trust Account, when added to the fair market value of the assets held in the VIAC Segregated Account, the Statutory Value of the Funds Withheld Account Assets and the insurance regulatory authorities amount of the Letter of Credit and the VIAC Segregated Account, is not less than the Required Amount for such Quarterly Accounting Period. (ii) If the aggregate fair market value of the Qualifying Assets in the Reinsurer’s state Trust Account and the VIAC Segregated Account at the end of domicileany Quarterly Accounting Period exceeds 102% of the Required Trust Account Amount, consistently applied throughout then the specified period and in the immediately prior comparable period. The Reinsurer shall provide have the right to seek approval (which shall not be unreasonably or arbitrarily withheld, conditioned or delayed) from the Ceding Company prompt written notice of any MFN Triggers or Security Eventto withdraw the excess.

Reinsurance Trust. If, as (a) Any trust agreement establishing a Reinsurance Trust for the benefit of the end Ceding Company shall comply in all respects with the statutes and regulations of any calendar quarter following the Second Amendment Closing Date, State of Iowa. (b) The assets deposited in such Reinsurance Trust shall (i) be valued according to their current fair market value and (ii) consist only of Permitted Assets. (c) Prior to depositing assets with the Reinsurer fails to maintain an RBC Ratio of at least 200% (or, if and to the extent that the Reinsurer grants to any of its other ceding companies a financial impairment trigger at an RBC Ratio higher than 200% (a “MFN Trigger”), if the Reinsurer fails to maintain an RBC Ratio of at least such higher percentage) (a “Security Event”)trustee, the Reinsurer shall provide additional security at its sole cost and expense for execute assignments, endorsements in blank or transfer legal title to the performance trustee of its all shares, obligations or any other assets requiring assignments, in order that the Ceding Company, or the trustee upon the direction of the Ceding Company, may whenever necessary negotiate any such assets without consent or signature from the Reinsurer or any other entity. (d) All settlements of account under this Amendment No. 2, and shall promptly establish and as provided below thereafter maintain such a trust account (“Trust Account”) with a mutually-agreed trustee that is a qualified United States financial institution (as used in the Maryland insurance laws) and, subject to a mutually-agreed form of trust agreement which the Parties agree to negotiate in good faith (the “Trust Agreement”), secure the payment of amounts due between the Ceding Company under this Amendment No. 2 and the Reinsurer shall be made in accordance with cash or its equivalent. (e) Notwithstanding any other provision hereof, assets in any Reinsurance Trust may be withdrawn by the Ceding Company at any time and shall be utilized and applied by the Ceding Company or any of its successors in interest by operation of law, including any liquidator, rehabilitator, receiver or conservator of the Ceding Company, without diminution because of insolvency on the part of the Ceding Company or the Reinsurer, only for the following purposes: (i) to reimburse the Ceding Company for the Quota Share of premiums which are returned to the owners of the Reinsured Policies because of cancellations of such Reinsured Policies; (ii) to reimburse the Ceding Company for the Quota Share of Claims paid pursuant to the provisions of the Reinsured Policies; (iii) to fund an account with the Ceding Company (when combined with any Funds Withheld Amount and amounts available under Letters of Credit pursuant to Section 9.05) in an amount at least equal to the Ceding Company’s deduction for reinsurance ceded on Ceded Reserves; (iv) to pay any other amounts which the Ceding Company claims are due under this Agreement; and (v) to pay any Net Settlement Amount or Funds Withheld Adjustment due from the Ceding Company to the Reinsurer. Notwithstanding the foregoing, the Ceding Company shall not withdraw funds from any Reinsurance Trust until the expiration of any payment periods accorded the Reinsurer under Section 5 8.03, and then only upon providing the terms Reinsurer with written notice at least five (5) Business Days prior to such withdrawal. (f) The Ceding Company shall promptly return to the Reinsurance Trust any assets withdrawn in excess of the actual amounts required in paragraphs (i) through (v) immediately above or any amounts that are subsequently determined not to be due under paragraph (iv) immediately above (“Reinsurance Trust AgreementExcess Withdrawals”). The Ceding Company shall also pay interest on any Reinsurance Trust Excess Withdrawals at a rate equal to six percent (6%) per annum from and including the date of withdrawal to but excluding the date on which the Reinsurance Trust Excess Withdrawal is returned to the Reinsurance Trust. Any Reinsurance Trust assets withdrawn by the Ceding Company, including any Reinsurance Trust Excess Withdrawals, shall be held by the Ceding Company or any successor in interest of the Ceding Company in trust for the benefit of the Reinsurer shall pay into, and shall thereafter maintain at all times be maintained separate and apart from any assets of the Ceding Company, for the sole purposes described in paragraphs (i) through (v) immediately above. (g) The Reinsurer may seek the approval of the Ceding Company (which approval shall not be unreasonably or arbitrarily withheld or delayed) to withdraw from the Reinsurance Trust Account during all or any part of the pendency of assets contained therein and transfer such Security Event cash in United States currency and securities permitted under (a) the investment guidelines used by the Reinsurer for its general account investments and (b) applicable law in the Reinsurer’s state of domicile having an aggregate then-current statutory book value calculated in accordance with statutory accounting principles applicable assets to the Reinsurer, consistently appliedprovided that: (i) the Reinsurer shall, at the time of such withdrawal, replace the withdrawn assets with other qualified assets having a market value at least equal to the market value of the assets withdrawn; or (ii) after such withdrawals and transfers, the market value of the assets held in the Reinsurance Trust is no less than 102% of (A) Ceded Reserves minus (B) the then-current Ceded Reserves, which Trust Account balance the Reinsurer shall adjust on at least a quarterly basis. For purposes book value of the foregoing, the term “RBC Ratio” means as to any insurer the ratio, as of the date of determination, of an insurer’s “total adjusted capital” over its “authorized control level” of risk-based capital as such terms are defined and prescribed by requirements promulgated by the National Association of Insurance Commissioners and regulations adopted by the insurance regulatory authorities assets in the Reinsurer’s and Funds Withheld Account, if any, minus (C) the Ceding Company’s state amount available under Letters of domicile which are in effect as of the date hereof, calculated as of the end of each calendar quarter, and using reserving methodologies and asset classifications that are in accordance with generally accepted statutory accounting principles and practices required or permitted by the National Association of Insurance Commissioners and the insurance regulatory authorities in the Reinsurer’s state of domicile, consistently applied throughout the specified period and in the immediately prior comparable period. Credit pursuant to Section 9.05. (h) The Reinsurer shall provide bear the administrative costs and expenses related to the Ceding Company prompt written notice establishment and maintenance of the Reinsurance Trust, including the fees of any MFN Triggers or Security Eventinvestment manager appointed pursuant to Section 9.07.

Reinsurance Trust. If, as (a) Any trust agreement establishing a Reinsurance Trust for the benefit of the end Ceding Company shall comply in all respects with the statutes and regulations of any calendar quarter following the Second Amendment Closing Date, State of Iowa. (b) The assets deposited in such Reinsurance Trust shall (i) be valued according to their current fair market value and (ii) consist only of Permitted Assets. (c) Prior to depositing assets with the Reinsurer fails to maintain an RBC Ratio of at least 200% (or, if and to the extent that the Reinsurer grants to any of its other ceding companies a financial impairment trigger at an RBC Ratio higher than 200% (a “MFN Trigger”), if the Reinsurer fails to maintain an RBC Ratio of at least such higher percentage) (a “Security Event”)trustee, the Reinsurer shall provide additional security at its sole cost and expense for execute assignments, endorsements in blank or transfer legal title to the performance trustee of its all shares, obligations or any other assets requiring assignments, in order that the Ceding Company, or the trustee upon the direction of the Ceding Company, may whenever necessary negotiate any such assets without consent or signature from the Reinsurer or any other entity. (d) All settlements of account under this Amendment No. 2, and shall promptly establish and as provided below thereafter maintain such a trust account (“Trust Account”) with a mutually-agreed trustee that is a qualified United States financial institution (as used in the Maryland insurance laws) and, subject to a mutually-agreed form of trust agreement which the Parties agree to negotiate in good faith (the “Trust Agreement”), secure the payment of amounts due between the Ceding Company under this Amendment No. 2 and the Reinsurer shall be made in accordance with cash or its equivalent. (e) Notwithstanding any other provision hereof, assets in any Reinsurance Trust may be withdrawn by the Ceding Company at any time and shall be utilized and applied by the Ceding Company or any of its successors in interest by operation of law, including any liquidator, rehabilitator, receiver or conservator of the Ceding Company, without diminution because of insolvency on the part of the Ceding Company or the Reinsurer, only for the following purposes: (i) to reimburse the Ceding Company for the Quota Share of premiums which are returned to the owners of the Reinsured Policies because of cancellations of such Reinsured Policies; (ii) to reimburse the Ceding Company for Annuitization Payments and the Quota Share of Claims paid pursuant to the provisions of the Reinsured Policies; (iii) to fund an account with the Ceding Company (when combined with any Funds Withheld Amount and amounts available under Letters of Credit pursuant to Section 10.05) in an amount at least equal to the Ceding Company’s deduction for reinsurance ceded on Ceded Reserves; (iv) to pay any other amounts which the Ceding Company claims are due under this Agreement; and (v) to pay any Net Settlement Amount, Funds Withheld Adjustment or Weekly Assigned Hedge Proceeds Settlement Amount due from the Ceding Company to the Reinsurer. Notwithstanding the foregoing, the Ceding Company shall not withdraw funds from any Reinsurance Trust until the expiration of any payment periods accorded the Reinsurer under Section 5 9.03, and then only upon providing the terms Reinsurer with written notice at least five (5) Business Days prior to such withdrawal. (f) The Ceding Company shall promptly return to the Reinsurance Trust any assets withdrawn in excess of the actual amounts required in paragraphs (i) through (v) immediately above or any amounts that are subsequently determined not to be due under paragraph (iv) immediately above (“Reinsurance Trust AgreementExcess Withdrawals”). The Ceding Company shall also pay interest on any Reinsurance Trust Excess Withdrawals at a rate equal to six percent (6%) per annum from and including the date of withdrawal to but excluding the date on which the Reinsurance Trust Excess Withdrawal is returned to the Reinsurance Trust. Any Reinsurance Trust assets withdrawn by the Ceding Company, including any Reinsurance Trust Excess Withdrawals, shall be held by the Ceding Company or any successor in interest of the Ceding Company in trust for the benefit of the Reinsurer shall pay into, and shall thereafter maintain at all times be maintained separate and apart from any assets of the Ceding Company, for the sole purposes described in paragraphs (i) through (v) immediately above. (g) The Reinsurer may seek the approval of the Ceding Company (which approval shall not be unreasonably or arbitrarily withheld or delayed) to withdraw from the Reinsurance Trust Account during all or any part of the pendency of assets contained therein and transfer such Security Event cash in United States currency and securities permitted under (a) the investment guidelines used by the Reinsurer for its general account investments and (b) applicable law in the Reinsurer’s state of domicile having an aggregate then-current statutory book value calculated in accordance with statutory accounting principles applicable assets to the Reinsurer, consistently appliedprovided that: (i) the Reinsurer shall, at the time of such withdrawal, replace the withdrawn assets with other qualified assets having a market value at least equal to the market value of the assets withdrawn; or (ii) after such withdrawals and transfers, the market value of the assets held in the Reinsurance Trust is no less than 102% of (A) Ceded Reserves minus (B) the then-current Ceded Reserves, which Trust Account balance the Reinsurer shall adjust on at least a quarterly basis. For purposes book value of the foregoing, the term “RBC Ratio” means as to any insurer the ratio, as of the date of determination, of an insurer’s “total adjusted capital” over its “authorized control level” of risk-based capital as such terms are defined and prescribed by requirements promulgated by the National Association of Insurance Commissioners and regulations adopted by the insurance regulatory authorities assets in the Reinsurer’s and Funds Withheld Account, if any, minus (C) the Ceding Company’s state amount available under Letters of domicile which are in effect as of the date hereof, calculated as of the end of each calendar quarter, and using reserving methodologies and asset classifications that are in accordance with generally accepted statutory accounting principles and practices required or permitted by the National Association of Insurance Commissioners and the insurance regulatory authorities in the Reinsurer’s state of domicile, consistently applied throughout the specified period and in the immediately prior comparable period. Credit pursuant to Section 10.05. (h) The Reinsurer shall provide bear the administrative costs and expenses related to the Ceding Company prompt written notice establishment and maintenance of the Reinsurance Trust, including the fees of any MFN Triggers or Security Eventinvestment manager appointed pursuant to Section 10.07.

Reinsurance Trust. IfIf the Reinsurer elects to secure its Obligations through a reinsurance trust account, the Reinsurer shall promptly establish a trust account (the "Statutory Trust") with terms and bank acceptable to the regulatory authority(ies) having jurisdiction over the Company. The trust agreement shall establish a trust that names the Company as beneficiary of the trust and the Reinsurer as grantor of the trust and shall satisfy applicable insurance regulatory requirements (the "Statutory Trust Agreement"). At all times during the term of this Agreement, the Reinsurer shall have on deposit in the Statutory Trust assets equal to the amount of the Obligations as of the end last day of any calendar the immediately preceding fiscal quarter following (the Second Amendment Closing Date"Statutory Trust Amount"); provided, the Reinsurer fails to maintain an RBC Ratio of at least 200% (or, if and to the extent that the Reinsurer grants to any amount of its other ceding companies a financial impairment trigger at an RBC Ratio higher the assets so deposited in the Statutory Trust may be less than 200% (a “MFN Trigger”), the Statutory Trust Amount if the Reinsurer fails provides the Company with one or more letters of credit complying with Section B of this ARTICLE XII. Adjustments to maintain the Statutory Trust Amount shall be made within thirty (30) days of Reinsurer's receipt of the report provided for in Article VIII. Assets deposited in the Statutory Trust shall be valued according to their current fair market value and shall consist only of cash (United States legal tender), certificates of deposit (issued by a United States bank and payable in United States legal tender), and investments of the types permitted for a domestic property/casualty reinsurance company under the provisions of the applicable insurance laws and regulations of the State of Connecticut, or any combination of the above, provided that any such investments are not issued by an RBC Ratio institution that is the parent, subsidiary, or affiliate of at least either the Company or the Reinsurer. Upon notification by the Company that the value of the assets on deposit in the Statutory Trust is less than the Statutory Trust Amount (unless a letter of credit has been provided for the amount of such higher percentage) (a “Security Event”deficiency), the Reinsurer shall provide shall, within ten (10) days of receipt of such notice, deposit sufficient additional security at its sole cost and expense for the performance of its obligations under this Amendment No. 2, and shall promptly establish and as provided below thereafter maintain a trust account (“Trust Account”) with a mutually-agreed trustee that is a qualified United States financial institution (as used assets in the Maryland insurance laws) andStatutory Trust to increase the value of the assets or deposit therein to the Statutory Trust Amount. The Reinsurer, subject prior to a mutually-agreed form depositing assets in the Statutory Trust, shall execute assignments, endorsements in blank, or transfer legal title to the trustee of trust agreement which all shares, obligations or any other assets requiring assignments, in order that the Parties Company, or the trustee upon the direction of the Company, may whenever necessary negotiate, withdraw or dispose of any such assets without consent or signature from the Reinsurer or any other entity. The Reinsurer and the Company agree that, notwithstanding any other provision of this Agreement, the assets in the Statutory Trust established pursuant to negotiate in good faith (the “Trust Agreement”), secure the payment of amounts due the Ceding Company under this Amendment No. 2 in accordance with the provisions of this Section 5 and the terms of the Trust Agreement. The Reinsurer shall pay into, and shall thereafter maintain in the Trust Account during the pendency of such Security Event cash in United States currency and securities permitted under (a) the investment guidelines used Agreement may be withdrawn by the Reinsurer for its general account investments and (b) applicable law in the Reinsurer’s state of domicile having an aggregate then-current statutory book value calculated in accordance with statutory accounting principles applicable Company at any time, without notice to the Reinsurer, consistently appliedupon the presentation of a letter signed by the President or any Vice President of the Company stating that amounts are due and owing with respect to this Agreement and stating the amounts due. Such withdrawn assets shall be utilized and applied by the Company or its successors in interest by operation of law, equal including without limitation any liquidator, rehabilitator, receiver, or conservator of the Company, without diminution because of the insolvency of the Company or the Reinsurer, only for the following purposes: 1. To reimburse the Company for the Reinsurer's share of premiums returned to no less than the owners of Contracts ceded to this Agreement because of cancellations of such Contracts ("Return Premiums"). 2. To pay the Reinsurer's share or to reimburse the Company for the Reinsurer's share of any Obligations, as stipulated in the annual statement submitted by the Company to the Reinsurer, which share is due to the Company and not otherwise paid by the Reinsurer. 3. To withdraw the balance of the Statutory Trust Account and place such sums in an interest bearing trust account to secure the continuing liabilities of the Reinsurer under this Agreement, in the event the Company has received effective notice of termination of the Statutory Trust Account and the Reinsurer's liability remains unliquidated and undischarged ten (10) days prior to the termination date of the Statutory Trust Account. Such sums will remain in an interest bearing trust account until a renewal Trust Agreement acceptable to the regulatory authority(ies) having jurisdiction over the Company, or a substitute in lieu thereof acceptable to the regulatory authority(ies) having jurisdiction over the Company, has been received by the Company. The Company shall provide to the Reinsurer payment of any interest thereon accruing from such account. 4. To refund any sum which is in excess of 102% of the then-current Ceded Reservesactual amount required to fund the Obligations under this Agreement. 5. To pay any Commissions, which Trust Account balance Profit Commissions or other amounts the Company claims are due under this Agreement. The Company agrees to return to the Reinsurer shall adjust on at least a quarterly basis. For purposes of any amounts withdrawn from the foregoing, the term “RBC Ratio” means as to any insurer the ratio, as of the date of determination, of an insurer’s “total adjusted capital” over its “authorized control level” of risk-based capital as such terms are defined and prescribed by requirements promulgated by the National Association of Insurance Commissioners and regulations adopted by the insurance regulatory authorities in the Reinsurer’s and the Ceding Company’s state of domicile Statutory Trust which are in effect as excess of the date hereofactual amounts required for items 1, calculated as 2, and 3 above or, in the case of item 5 above, any amounts that are subsequently determined not to be due. The Company further agrees to utilize all of the end of each calendar quarter, and using reserving methodologies and asset classifications that are in accordance with generally accepted statutory accounting principles and practices required or permitted by the National Association of Insurance Commissioners and the insurance regulatory authorities assets in the Reinsurer’s state Statutory Trust Account prior to drawing on any letter of domicile, consistently applied throughout the specified period and in the immediately prior comparable period. The Reinsurer shall provide credit established pursuant to the Ceding Company prompt written notice Section B of any MFN Triggers or Security Eventthis ARTICLE XII.