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Special Commutation Sample Clauses

Special Commutation. A. The Company may require commutation of that portion of any loss hereunder represented by any outstanding claim or claims, including any related loss adjustment expense, plus unearned premium hereunder, if any remains, if the Subscribing Reinsurer is a Special Circumstance Reinsurer. "Outstanding claim or claims" shall include claims incurred but not reported, as established by the Company, including any billed yet unpaid claims. B. If the Company elects to require commutation as provided in paragraph A above, the Company shall submit a Statement of Valuation of the outstanding claim or claims as of the last day of the month immediately preceding the month in which the Company elects to require commutation, as determined by the Company. Such Statement of Valuation shall include the elements considered reasonable to establish the loss and shall set forth or attach the information relied upon by the Company and the methodology employed to calculate the loss. The Subscribing Reinsurer shall then pay the amount requested within 10 days of receipt of such Statement of Valuation, unless the Subscribing Reinsurer needs additional information from the Company to assess the Company's Statement of Valuation or contests such amount. C. If the Subscribing Reinsurer needs additional information from the Company to assess the Company's Statement of Valuation or contests the amount requested, the Subscribing Reinsurer shall so notify the Company within 15 days of receipt of the Company's Statement of Valuation. The Company shall supply any reasonably requested information to the Subscribing Reinsurer within 15 days of receipt of the notification. Within 30 days of the date of the notification or of the receipt of the information, whichever is later, the Subscribing Reinsurer shall provide the Company with its Statement of Valuation of the outstanding claim or claims as of the last day of the month immediately preceding the month in which the Company elects to require commutation, as determined by the Subscribing Reinsurer. Such Statement of Valuation shall include the elements considered reasonable to establish the loss and shall set forth or attach the information relied upon by the Subscribing Reinsurer and the methodology employed to calculate the loss. The Subscribing Reinsurer shall pay the amount due the Company, if any, plus any ceded unearned premium reserves with its Statement of Valuation. D. In the event the Subscribing Reinsurer's Statement of Valuation of ...
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Special Commutation. A. In the event a Reinsurer is subject to any of the circumstances enumerated in paragraph A of the Special Termination Article, the Company may require a commutation of that portion of any excess Loss hereunder represented by any outstanding obligations of the Reinsurer. "Outstanding obligations" shall include but not be limited to: 19\AQUA1007Page 3 AONEmpower Results® 1. Loss and benefits and Loss Expense paid by the Company but not recovered from the Reinsurers; 2. Loss and Loss Expense reported and outstanding; 3. An allowance for incurred but not reported Losses and incurred but not reported Loss Expenses as carried by the Company on its books; and 4. Unearned premium (if applicable). B. If the Company elects to require commutation as provided in paragraph A above, within 30 days after notifying the Reinsurer of its election to require commutation, the Company shall submit a statement of valuation of the Reinsurer's outstanding obligations as of the effective date of the commutation. Such statement of valuation shall include the elements considered reasonable to establish the excess Loss. Within 30 days of receipt of such statement of valuation, the Reinsurer shall pay the amount requested. C. Payment by the Reinsurer of the amount agreed in accordance with paragraph B above shall, effective with the date of commutation, release the Reinsurer from all further liability for any outstanding obligations, known or unknown, under this Contract and shall release the Company from all further liability for any adjustment or return amounts including, but not limited to, salvage or subrogation, known or unknown, to the Reinsurer under this Contract. D. This Article shall survive the expiration of this Contract and the termination of any Reinsurer's percentage share in this Contract.
Special Commutation. A. In the event a Subscribing Reinsurer meets one or more of the following conditions, the Company may require a commutation of that portion of any excess loss hereunder represented by any outstanding claim or claims, including any related loss adjustment expense: 1. The Subscribing Reinsurer's A.M. Best's rating has been assigned or downgraded below A- (including any "Not Rated" rating) and/or Standard & Poor's rating has been assigned or downgraded below BBB+; or 2. The Subscribing Reinsurer has ceased assuming new and renewal property and casualty treaty reinsurance business.
Special Commutation. A. In the event a Subscribing Reinsurer meets one or more of the following conditions, the Company may require a commutation of that portion of any excess loss hereunder represented by any outstanding claim or claims, including any related loss adjustment expense: 1. The Subscribing Reinsurer’s A.M. Best’s rating has been assigned or downgraded below A- (including any “Not Rated” rating) and/or Standard & Poor’s rating has been assigned or downgraded below BBB+ (includes any “NR” rating); or
Special Commutation. A. If the Company experiences a 33 l/3% or greater decrease in its Consolidated Statutory Policyholders' Surplus from the amount reported in its Statutory Annual Statement as of December 31, 2002 (the "Triggering Event"), the Reinsurer shall have the sole option to commute this Contract and to commute all outstanding liabilities (the "Special Commutation") at any time by giving the Company 15 days' prior written notice. B. Where applicable, the Company shall notify the Reinsurer no later than five business days from the date of the Triggering Event. When the Reinsurer is on notice of the Triggering Event, the Reinsurer shall notify the Company within a reasonable time thereafter whether or not it will exercise its right of Special Commutation. Failure by the Company to so notify the Reinsurer or failure by the Reinsurer to invoke Special Commutation after the Triggering Event shall not limit the right of the Reinsurer to invoke Special Commutation in the future; such Special Commutation, however, would take effect on the date of Reinsurer invocation, and not be retroactive back to the date of the Triggering Event. C. Upon the Reinsurer's Notice of Special Commutation, this Contract shall be automatically commuted in its entirety as of the date of the Triggering Event ("Commutation Effective Date"). In consideration for the full release and settlement by the Company of all current and future liabilities of the Company hereunder, the Reinsurer shall remit to the Company an amount ("the Settlement Amount") equal to the ceded unearned premium reserve as of the Commutation Effective Date plus, at the Reinsurer's option, either (A) the sum of the Company's ceded reserves for the Reinsurer's proportional share of Loss and Loss Adjustment Expense (including Loss and Loss Adjustment Expense incurred but not Effective: January 1, 2003 DOC: May 6, 2003 8958-00-0016-00 XXX XXXXXXXXX reported) under this Contract as reflected in the latest report received by the Reinsurer, prior to date of notice of Special Commutation or (B) the amount the Company and the Reinsurer agree is the present value of the Reinsurer's proportional share of such Losses. D. In the event the parties cannot agree on the Settlement Amount, then within 10 business days of the Reinsurer's notice of its election of Special Commutation, the parties shall mutually appoint an independent nationally recognized actuary (F.S.A./F.C.A.S. or A.S.A./A.C.A.S.) (the "Independent Actuary") who shall investigate ...
Special Commutation. A. In the event a Subscribing Reinsurer is subject to any of the circumstances enumerated in paragraph A of the Special Termination Article, the Company may require a commutation of that portion of any excess loss hereunder represented by any outstanding obligations of the Subscribing Reinsurer. For purposes of this Article, "outstanding obligations" shall include, but not be limited to, the following amounts (each determined as of the effective date of the commutation): 1. Reinsurance liabilities that have been paid by the Company but not recovered from the Subscribing Reinsurer;
Special Commutation. 1. As respects all Losses arising from any Claim, known or unknown, that may cause a claim under this Contract, the parties will mutually agree, not later than 31 December 2057 or such other date agreed by the Reinsurer and States Title subject always to any applicable regulatory obligations and/or requirements, the Losses to be commuted. As promptly as possible after such date, States Title on behalf of the Companies shall submit a statement of valuation of the outstanding claim or claims showing the elements considered reasonable to establish the commutation amount, and, if the Reinsurer concurs with States Title’s calculation, the Reinsurer shall promptly pay the amount requested. 2. In the event States Title and the Reinsurer cannot agree on the commutation value, the Reinsurer and the States Title shall mutually appoint an independent actuary who shall investigate and determine the commutation value. In the event the Reinsurer and States Title cannot reach an agreement on an independent actuary, each party shall appoint an actuary within thirty (30) days after receipt of the written request for commutation. Upon such appointment, the two actuaries shall appoint a third actuary. If the two actuaries fail to agree on the selection of a third actuary within thirty (30) days of their appointment, each of them shall name three individuals, of whom the other shall decline two, and the decision shall be made by drawing lots. The actuaries shall then investigate and determine the commutation value of such losses. All actuaries shall be fellows of the Casualty Actuarial Society or the American Academy of Actuaries, and shall be disinterested in the outcome of the commutation. 3. If the Reinsurer does not agree with the commutation value determined by the actuaries pursuant to paragraph 2 of this Article, then the Reinsurer shall have no obligation to commute. 4. Any commutation will follow the procedures as agreed upon by the parties to this Contract at such time and will be subject to any statutory reserves or other obligations as may be required. 5. Subject always to this Article 9, the parties agree that they will seek to commute any outstanding liabilities with mutually agreed terms based on reasonable actuarial estimates of remaining liabilities.
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Related to Special Commutation

  • Reinsurance Agreements (a) Section 3.15(a) of the Parent Disclosure Schedule sets forth a true, complete and correct list of all of the reinsurance, coinsurance or retrocession treaties, agreements, slips, binders, cover notes or other arrangements of any kind to which any of the Insurance Subsidiaries is a party and under which any of the Transferred Subsidiaries cede or assume any insurance business or under which any business otherwise remains reinsured as of the date of this Agreement and any related letters of credit, reinsurance trusts or other collateral arrangements (collectively, the “Reinsurance Agreements”). True, complete and correct copies of all of the Reinsurance Agreements have been made available to the Acquiror. (b) Neither the Company nor any of the Insurance Subsidiaries is in default in any material respect under any Reinsurance Agreement, and there has not occurred any event that, with the lapse of time or the giving of notice or both, would constitute such a default in any material respect. Each Reinsurance Agreement is legal, valid, binding, enforceable against the applicable Insurance Subsidiary which is party and the counterparty thereto and in full force and effect in accordance with its terms, will continue to be legal, valid, binding and enforceable by the applicable Insurance Subsidiary that is a party thereto and in full force and effect on substantially comparable terms following the Closing (except for the Quota Share Agreement, which will be amended in accordance with Section 5.08(c)), except to the extent that enforceability thereof may be limited by applicable bankruptcy, insolvency, reorganization or other similar laws affecting creditors’ rights generally and by principles of equity regarding the availability of remedies. Since December 31, 2013, with respect to any Reinsurance Agreement, (i) no Insurance Subsidiary has received any written notice from any applicable reinsurer that any amount of reinsurance ceded by any of the Insurance Subsidiaries will be uncollectible or otherwise defaulted upon; (ii) there is no pending or to the Knowledge of the Parent, threatened dispute between any of the Insurance Subsidiaries and any reinsurer under any Reinsurance Agreement; (iii) each Insurance Subsidiary, as applicable, is entitled under the laws of its domiciliary jurisdiction or any other applicable Law to take credit in accordance with SAP on its Statutory Statements for all reinsurance and retrocessions ceded by it pursuant to any Reinsurance Agreement for which such Insurance Subsidiary is taking credit on its Statutory Statements, and all such amounts have been properly recorded in its books and records of account and are properly reflected in its Statutory Statements; (iv) to the Knowledge of the Parent there has been no separate written or oral agreement between such Insurance Subsidiary and the assuming reinsurer that is intended to, and would, in fact, reduce, limit or mitigate any loss to the parties under any such Reinsurance Agreement; and (v) each such Reinsurance Agreement satisfies the requisite risk transfer criteria necessary to obtain reinsurance accounting treatment under SAP.

  • Tax Indemnity Agreement The Tax Indemnity Agreement (Federal Express Corporation Trust No. N620FE), dated as of June 15, 1998, between the Lessee and the Owner Participant.

  • Treatment of Indemnity Payments Any payments made to an Indemnified Party pursuant to this Article VII or pursuant to the Escrow Agreement shall be treated as an adjustment to the Purchase Price for tax purposes.

  • Severance Arrangements Grant or pay, or enter into any Contract providing for the granting of any severance, retention or termination pay, or the acceleration of vesting or other benefits, to any Person (other than payments or acceleration that have been disclosed to Acquirer and are set forth on Schedule 4.2(q) of the Company Disclosure Letter);

  • Tax Agreement It will give notice of any failure of a representation made by it under Section 3(f) to be accurate and true promptly upon learning of such failure.

  • Tax Treatment of Indemnity Payments Seller and Buyer agree to treat any indemnity payment made pursuant to this Article X as an adjustment to the Purchase Price for Tax purposes.

  • Escrow Arrangement The Company and the Purchaser shall enter into an escrow arrangement with Xxxxxxx Xxxxxx & Green, P.C. (the "Escrow Agent") in the Form of EXHIBIT B hereto respecting payment against delivery of the Shares.

  • Auditors’ Management Letters Promptly after the receipt thereof, any auditors’ management letters are received by the Borrower or by its accountants;

  • Payment of Special Counsel Fees Without limiting the provisions of Section 15.1, the Company shall have paid on or before the Closing the fees, charges and disbursements of your special counsel referred to in Section 4.4 to the extent reflected in a statement of such counsel rendered to the Company at least one Business Day prior to the Closing.

  • Shared Loss Arrangement (a) Loss Mitigation and Consideration of Alternatives. (i) For each Single Family Shared-Loss Loan in default or for which a default is reasonably foreseeable, the Assuming Institution shall undertake reasonable and customary loss mitigation efforts, in accordance with any of the following programs selected by Assuming Institution in its sole discretion, Exhibit 5 (FDIC Mortgage Loan Modification Program), the United States Treasury's Home Affordable Modification Program Guidelines or any other modification program approved by the United States Treasury Department, the Corporation, the Board of Governors of the Federal Reserve System or any other governmental agency (it being understood that the Assuming Institution can select different programs for the various Single Family Shared-Loss Loans) (such program chosen, the “Modification Guidelines”). After selecting the applicable Modification Guideline for each such Single Family Shared-Loss Loan, the Assuming Institution shall document its consideration of foreclosure, loan restructuring under the applicable Modification Guideline chosen, and short-sale (if short-sale is a viable option) alternatives and shall select the alternative the Assuming Institution believes, based on its estimated calculations, will result in the least Loss. If unemployment or underemployment is the primary cause for default or for which a default is reasonably foreseeable, the Assuming Institution may consider the borrower for a temporary forbearance plan which reduces the loan payment to an affordable level for at least six (6) months. (ii) Losses on Home Equity Loans shall be shared under the charge-off policies of the Assuming Institution’s Examination Criteria as if they were Single Family Shared-Loss Loans. (iii) Losses on Investor-Owned Residential Loans shall be treated as Restructured Loans, and with the consent of the Receiver can be restructured under terms separate from the Exhibit 5 standards. Please refer to Exhibits 2(a)(1)-(2) for guidance in Calculation of Loss for Restructured Loans. Losses on Investor-Owned Residential Loans will be treated as if they were Single Family Shared-Loss Loans. (iv) The Assuming Institution shall retain its loss calculations for the Shared Loss Loans and such calculations shall be provided to the Receiver upon request. For the avoidance of doubt and notwithstanding anything herein to the contrary, (x) the Assuming Institution is not required to modify or restructure any Shared-Loss Loan on more than one occasion and (y) the Assuming Institution is not required to consider any alternatives with respect to any Shared-Loss Loan in the process of foreclosure as of the Bank Closing if the Assuming Institution can document that a loan modification is not cost effective and shall be entitled to continue such foreclosure measures and recover the Foreclosure Loss as provided herein, and (z) the Assuming Institution shall have a transition period of up to 90 days after Bank Closing to implement the Modification Guidelines, during which time, the Assuming Institution may submit claims under such guidelines as may be in place at the Failed Bank.

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