Reinsurer’s Obligation to Indemnify. Without duplication under the Master Transaction Agreement or any other Ancillary Agreements, the Reinsurer hereby agrees to indemnify, defend and hold harmless the Ceding Company and its Affiliates and each of their respective officers, directors, stockholders, employees, representatives, successors and assigns (collectively, the “Ceding Company Indemnified Parties”) from and against any and all Losses incurred, sustained or suffered by or imposed upon the Ceding Company Indemnified Parties to the extent resulting from, arising out of or relating to (a) the Reinsured Risks, (b) any breach or nonfulfillment by the Reinsurer of, or any failure by the Reinsurer to perform, any of the covenants, terms or conditions of or any of its duties or obligations under this Agreement, (c) the Reinsurer Extra-Contractual Obligations or (d) the Ceding Company’s implementation of recommendations of the Reinsurer with respect to Non-Guaranteed Elements pursuant to Section 4.7.
Appears in 4 contracts
Samples: Reinsurance Agreement (Prudential Discovery Select Group Variable Contract Account), Reinsurance Agreement (Prudential Discovery Select Group Variable Contract Account), Reinsurance Agreement (Prudential Discovery Premier Group Variable Contract Account)