Third Party Reinsurance. In the event the Reinsurer desires to retrocede to any third-party reinsurer (whether or not Affiliated with the Reinsurer) any portion of the Liabilities reinsured by it under this Agreement, the Reinsurer shall be responsible for obtaining such retrocessional coverage at its sole expense.
Third Party Reinsurance. (i) The Ceding Company shall not, without the Reinsurer’s prior approval (which approval shall not be unreasonably or arbitrarily withheld, conditioned or delayed), (A) terminate or materially modify any existing Third Party Reinsurance or (B) purchase new third party reinsurance for the Reinsured Policies.
Third Party Reinsurance. The Ceding Company shall pay to the Reinsurer the Reinsurer’s Quota Share of all ceding commissions and any Premium Tax or other expense allowances collected by the Ceding Company from the reinsurers under Third Party Reinsurance.
Third Party Reinsurance. For so long as the Administrative Services Agreement remains in effect, the Reinsurer (or the Administrator) shall have the right in accordance with the terms thereof to collect all Third Party Reinsurance Recoverables on behalf of Aspen and to make any payments due or owing by Aspen to any counterparty pursuant to any Third Party Reinsurance Agreement to the extent applicable to Covered Losses. Notwithstanding the foregoing, with respect to any Third Party Reinsurance Agreements and Third Party Reinsurance Recoverables applicable to both the Subject Business and other business of Aspen (“Shared Outward Reinsurance”), the terms of Schedule 9.3 shall apply.
Third Party Reinsurance. Schedule 3.25 sets forth a true, complete and correct list of (a) all reinsurance and retrocession treaties and agreements in force as of the date of this Agreement to which either of the Insurance Companies is either a ceding or an assuming party, and (b) any such treaty or agreement that is terminated or expired but under which the Insurance Companies may be either obligated to make payments or eligible to continue to receive benefits (collectively, the “Third Party Reinsurance Agreements”), copies of which have been made available to Buyer. Each Third Party Reinsurance Agreement is in full force and effect to the respective dates noted on the Schedule and is a valid and binding obligation of the Insurance Companies and, to the Knowledge of Seller, each other party thereto, subject to the Enforceability Exceptions. The Insurance Companies are not in default in any material respect as to any provision of any Third Party Reinsurance Agreement, and have not failed to meet in any material respect the underwriting standards required for any business reinsured thereunder, and there are no material outstanding disputes with regard to any Third Party Reinsurance Agreement. No Third Party Reinsurance Agreement contains any provision providing that the other party thereto may terminate such treaty or agreement by reason of the transactions contemplated by this Agreement or the Ancillary Agreements.
Third Party Reinsurance. The determination of future profits shall not be impacted by the inclusion of reinsurance costs incurred by the Reinsurer pursuant to business assumed under the terms of this Agreement.
Third Party Reinsurance. (i) As of September 30, 2021, the aggregate value of all Third Party Reinsurance Recoverables was [***], which (A) consisted of [***]for case reserves and [***]for incurred but not reported losses and (B) was calculated in all material respects in accordance with (1) statutory accounting principles and generally accepted actuarial principles, in each case consistently applied, (2) Applicable Law and (3) otherwise in accordance with the terms of the applicable Third Party Reinsurance Agreements. Notwithstanding the foregoing, the Reinsurer acknowledges that none of Aspen or Aspen Parent has made or is making any representation or warranty, express or implied, that [***]of Third Party Reinsurance Recoverables will actually be collected.
Third Party Reinsurance. The Reinsurer shall not retrocede to any third-party reinsurer (whether or not Affiliated with the Reinsurer) any material portion of the Reinsured Liabilities under any Variable Contract reinsured by it under this Agreement without the Company’s prior written consent. For purposes of this Section 3.08, a material portion of the Reinsured Liabilities shall mean fifty percent (50%) or more of the Reinsured Liabilities under any group of Variable Contracts written on the same Contract Form. Notwithstanding the foregoing, (a) the Reinsurer shall not retrocede any portion of the Reinsured Liabilities unless the terms of any related retrocession agreement would expressly permit any recapture of the Reinsured Liabilities by the Company pursuant to Section 7.04 hereof; and (b) no retrocession of the Reinsured Liabilities shall operate to modify or relieve the Reinsurer from any of its obligations under this Agreement including, but not limited to, the obligation to pay the Recapture Fee under Section 7.04(c) or the terminal settlement amount pursuant to Section 11.01.
Third Party Reinsurance. GELAAC shall not cede to third party reinsurers all of the risk with respect to Policy Liabilities that it retains under the terms and conditions of this Agreement.
Third Party Reinsurance. London Pacific represents to FSL that the Third-Party Reinsurance Agreements set forth in Schedule B constitute all the reinsurance treaties or agreements entered into by London Pacific with respect to the Contracts. London Pacific further represents and warrants that the Third-Party Reinsurance Agreements remain in full force and effect and that it is not in default under any Third-Party Reinsurance Agreement. London Pacific agrees to use its best efforts to obtain the consent of the Third-Party Reinsurers to the assignment of London Pacific's rights and obligations under the Third-Party Reinsurance Agreements with respect to the Contracts. FSL agrees to assume London Pacific's rights and obligations under any Third-Party Reinsurance Agreement relating to the Contracts that is assignable or for which consent has been obtained. If London Pacific is unable to assign its rights and obligations there-under, London-Pacific and FSL agree to use their respective best efforts to replace such Third-Party Reinsurance Agreement with a new treaty between FSL and a Third-Party Reinsurer on substantially similar terms.
