Third Amendment Additional Policies Clause Samples

Third Amendment Additional Policies. Subject to the occurrence of the Third Amendment Closing Date in accordance with the provisions of Section 4 hereof, effective as of the Third Amendment Closing Date (the “Third Amendment Effective Date”), the Ceding Company will automatically cede to the Reinsurer the Third Amendment Quota Share (as hereinafter defined) of the Ceding Company’s contractual liabilities arising out of the Third Amendment Additional Policies (as hereinafter defined) net of (x) Hedging Results for periods commencing on or after the Third Amendment Effective Date and (y) any liabilities ceded to the Reinsurer with respect to the Third Amendment Additional Policies under Amendment No. 2. For purposes of this Amendment No. 3, (a) the term “Third Amendment Quota Share” means 100%, subject to Section 21(a) hereof and (b) the term “Third Amendment Additional Policies” means term life insurance policies, universal life insurance policies and associated no-lapse guarantees, all as specified on Annex A-1 hereto and as were first issued by the Ceding Company on or before March 31, 2010 and remained in force and effect as of such date provided, however, that, subject to Section 13 of Amendment No. 2, the Ceding Company represents and warrants as a condition of coverage of the Third Amendment Additional Policies under the Reinsurance Agreement, that the representations and warranties set forth in clauses (a) through (c) of Section 2.3 of the Reinsurance Agreement shall apply to the Third Amendment Additional Policies other than the policies set forth on Annex E hereto, except that (x) the condition set forth in Section B.1 of Exhibit B of the Reinsurance Agreement shall not apply, (y) such representations shall apply as of the Signing Date (and not as of the Third Amendment Effective Date) and (z) with respect to clause (c)(ii) of Section 2.3 of the Reinsurance Agreement, the phrase “worksite marketing” shall be deleted for purposes of such representation and warranty as it relates to such Third Amendment Additional Policies. For the sake of clarity, this reinsurance shall not cover claims arising under the Third Amendment Additional Policies prior to the Third Amendment Effective Date and, as respects the Third Amendment Additional Policies, excludes any return of premium or similar benefits or features, whether embodied in riders or endorsements or otherwise. Beginning on the Third Amendment Effective Date, all references in the Reinsurance Agreement to Reinsured Policies shall include ...