AUTOMATIC AND FACULTATIVE YEARLY RENEWABLE TERM
REINSURANCE AGREEMENT
between
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
and
EMPLOYERS REASSURANCE CORPORATION
Facultative Business Effective Date: November 1, 2002
Automatic Business Effective Date: December 1, 2002
ARTICLES
I. Parties to the Agreement 3
II. Reinsurance Coverage 3
III. Liability 5
IV. Notification of Reinsurance 6
V. Reinsurance Premiums 6
VI. Reserves 8
VII. Oversights 8
VIII. Conversions 9
IX. Reductions, Terminations, and Changes 9
X. Increase in Retention 10
XI. Reinstatement 11
XII. Expenses 12
XIII. Claims 12
XIV. Extra-Contractual Damages 14
XV. Inspection of Records 14
XVI. DAC Tax -- Section 1.848-2 (g)(8) Election 14
XVII. Insolvency 15
XVIII. Offset 16
XIX. Arbitration 17
XX. Termination 18
XXI. General Provisions 18
XXII. Confidentiality 20
XXIII. Notices and Communications 21
XXIV. Effective Date 22
XXV. Execution 22
SCHEDULES
A. Plans Covered under This Agreement 23
B. Basis of Reinsurance 26
C. Foreign National Program 27
D. Table Two to Standard Program 29
EXHIBITS
I. Reinsurance Premium Calculation 31
II. Retention, Binding, and Issue Limits 32
III. Annual per 1000 YRT Reinsurance Rates 33
ALL SCHEDULES AND EXHIBITS ATTACHED WILL BE CONSIDERED PART OF THIS REINSURANCE
AGREEMENT.
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ARTICLE I
PARTIES TO THE AGREEMENT
This Agreement is between Hartford Life and Annuity Insurance Company (referred
to as the Ceding Company), and Employers Reassurance Corporation (referred to as
the Reinsurer).
The acceptance of risks under this Agreement will create no right or legal
relationship between the Reinsurer and the insured owner or beneficiary of any
insurance policy or contract of the Ceding Company. This Agreement will be
binding upon the Ceding Company and the Reinsurer and their respective
successors and assignees.
ARTICLE II
REINSURANCE COVERAGE
Reinsurance under this Agreement will apply to insurance issued by the Ceding
Company on the Plans of Insurance shown in Schedule A. Such Plans of Insurance
shall be reinsured with the Reinsurer on an automatic basis, subject to the
requirements set forth in Section A below, or on a facultative basis, subject to
the requirements set forth in Section B below, or on a facultative obligatory
basis, subject to the requirements set forth in Section C below. The
specifications for all reinsurance under this Agreement are provided in Schedule
B.
A. Requirements for Automatic Reinsurance
For risks which meet the requirements for Automatic Reinsurance as set forth
below, the Reinsurer will participate in a reinsurance pool whereby the
Reinsurer will automatically reinsure a portion of the insurance risks as
indicated in Schedule B. The requirements for Automatic Reinsurance are as
follows:
1. The individual risk must be a resident of the United States or Canada at the
time of application with the exception of the Foreign National Program as
specified in Schedule C.
2. The individual risk must be underwritten according to the Ceding Company's
standard underwriting practices and guidelines. Any risk falling into the
category of special underwriting programs will be excluded from this Agreement
unless previously agreed to by the Reinsurer via a written amendment.
3. Any risk offered on a facultative basis other than for size by the Ceding
Company to the Reinsurer or any other company will not qualify for Automatic
Reinsurance under this Agreement for the same risk and same life.
4. The maximum issue age will be 90.
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B. Requirements for Facultative Reinsurance
1. If the requirements for Automatic Reinsurance are met, but the Ceding
Company prefers to apply for Facultative Reinsurance with the Reinsurer, or if
the requirements for Automatic Reinsurance are not met and the Ceding Company
applies for Facultative Reinsurance with the Reinsurer, then the Ceding Company
must submit to the Reinsurer all the papers, facsimiles, or sufficient evidence
agreed upon between the Ceding Company and the Reinsurer relating to the
insurability of the individual life for Facultative Reinsurance.
2. For applications for Facultative Reinsurance, the Ceding Company will send
copies of all of the papers or facsimiles relating to the insurability of the
individual risk to the Reinsurer. After the Reinsurer has examined the request,
the Reinsurer will promptly notify the Ceding Company of the underwriting offer
subject to additional requirements or the final underwriting offer. The final
underwriting offer on the individual risk will automatically terminate upon the
earlier of the withdrawal of the application or 120 days from the date of the
final offer, unless coverage is accepted or put in place earlier.
3. Notwithstanding the above, if the requirements for Automatic Reinsurance are
met except that the face amount of reinsurance applied for is greater than the
Automatic Issue Limit, but does not exceed the Automatic Processing Limit, then
the Ceding Company will submit to the Lead Reinsurer (as designated in Schedule
B) all papers relating to the insurability of the individual risk. The Lead
Reinsurer shall review the papers to determine if the risk should be reinsured
by the pool, and, if so, on what basis. The Lead Reinsurer shall provide the
Ceding Company with a response within 24 hours of receipt of the papers.
Approval of the Lead Reinsurer shall be binding on all other pool members. This
process shall be known as Automatic Processing and subject to the limitations in
Exhibit II.
C. Requirements for Facultative Obligatory Reinsurance
The Reinsurer agrees to a facultative obligatory arrangement whereby the Ceding
Company may cede a risk to the Reinsurer and the Reinsurer agrees to accept the
risk using the Ceding Company's underwriting evaluation, subject to the
following conditions:
1. The requirements for Automatic Reinsurance specified in Article II must be
met with one exception. This exception is that the total amount of insurance
issued and applied for in all companies on each risk has exceeded the jumbo
limits set forth in Exhibit II.
2. The arrangement is available on all policy forms covered under this
Reinsurance Agreement.
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3. The ceded risk is subject to the Facultative Obligatory Automatic Binding
Limits and the Facultative Obligatory Automatic Issue Limits, as stated in
Exhibit II. However, to the extent that the Reinsurer has already filled its
available capacity on the risk, the Reinsurer may reduce the provided capacity
by notifying the Ceding Company. In addition, the Reinsurer may choose to
provide Facultative Obligatory capacity greater than as specified in Schedule B.
4. The Reinsurer will have a reasonable amount of time, but not to exceed two
(2) business days, to respond to the Ceding Company's request for a Facultative
Obligatory risk.
D. Basis of Reinsurance
Reinsurance under this Agreement will be on the basis as stated in Schedule B.
E. Policy Forms
When requested, the Ceding Company will furnish the Reinsurer with a copy of
each policy, rider, rate book, and applicable sales or marketing material that
applies to the life insurance reinsured hereunder.
ARTICLE III
LIABILITY
A. The Reinsurer's liability for Automatic and Facultative Obligatory
Reinsurance will begin simultaneously with the Ceding Company's liability.
B. The Reinsurer's liability for Facultative Reinsurance coverage will begin
simultaneously with the Ceding Company's liability once the Reinsurer has
accepted the application for Facultative Reinsurance and the Ceding Company has
accepted the offer.
C. In no event shall the reinsurance be in force and binding if the issuance
and delivery of such insurance constituted the doing of business in a
jurisdiction in which the Ceding Company was not properly licensed.
D. The Reinsurer's liability for reinsurance on the individual risk will
terminate when the Ceding Company's liability terminates.
E. The Reinsurer will not be liable for benefits paid under the Ceding
Company's conditional receipt or temporary insurance agreement unless all the
conditions for the conditional receipt or temporary insurance agreement are met.
The Reinsurer's liability under the Ceding Company's conditional receipt or
temporary insurance agreement is limited to the lesser of (1) or (2) below:
1. The Automatic Binding limits with the Reinsurer shown in Exhibit II, or
2. The amount for which the Ceding Company is liable, less its retention shown
in Exhibit II
The pre-issue liability applies provided that the Ceding Company has followed
its normal
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cash-with-application procedures for such coverage. After a policy has been
issued, no reinsurance benefits are payable under this pre-issue coverage
provision.
F. The liability of each pool member shall be separate and not joint with the
other pool members.
G. The Reinsurer shall establish reserves on the Reinsurer's portion of the
policy on the reserve basis specified in Article VI.
ARTICLE IV
NOTIFICATION OF REINSURANCE
A. For Automatic and Facultative Reinsurance, the Ceding Company will notify
the Reinsurer on the monthly statement as described in Article V.
B. When reinsurance is reduced or changed, the Ceding Company will notify the
Reinsurer on the monthly accounting statement.
ARTICLE V
REINSURANCE PREMIUMS
A. Computation
Premiums for reinsurance under this Agreement will be computed as described in
Exhibit I.
B. Premium Accounting
1. Payment of Reinsurance Premiums
For Automatic and Facultative Reinsurance, following the close of each calendar
month, the Ceding Company will send the Reinsurer a statement and a listing of
new business, changes, and terminations. The Reinsurer will refund to the Ceding
Company all unearned Annual YRT Reinsurance Premiums not including policy fees,
less applicable allowances, arising from reductions, terminations and changes as
described in Article IX.
Annual YRT Reinsurance Premiums, as calculated in Exhibit I, based on the
Reinsured Net Amount at Risk, as defined in Schedule B, are paid annual in
advance each month for those policies renewing during that month.
If a net reinsurance premium balance is payable to the Reinsurer, the Ceding
Company will forward this balance within (60) sixty days after the close of each
month.
If a net reinsurance premium balance is payable to the Ceding Company, the
balance due will be subtracted from the reinsurance premium payable by the
Ceding Company for the current month. The Reinsurer shall pay any remaining
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balance due the Ceding Company within (60) sixty days after the Ceding Company
submits the statement.
2. Termination Because of Non-Payment of Premium
If undisputed reinsurance premiums are delinquent, the Reinsurer has the right
to terminate the reinsurance risks on those policies listed on the delinquent
monthly statement by giving the Ceding Company (90) ninety days' advance written
notice. If the delinquent premiums have not been paid as of the close of the
(90) ninety-day period, the Reinsurer's liability will terminate for the risks
described in the delinquency notice.
Regardless of the termination, the Ceding Company will continue to be liable to
the Reinsurer for all unpaid reinsurance premiums earned up to the date of
termination.
3. Reinstatement of a Delinquent Statement
The Ceding Company may reinstate the terminated risks within (60) sixty days
after the effective date of termination by paying the unpaid reinsurance
premiums for the risks in force prior to the termination. However, the Reinsurer
will not be liable for any claim incurred between the date of termination and
reinstatement. The effective date of reinstatement will be the date the required
back premiums are received.
4. Currency
The reinsurance premiums and benefits payable under this Agreement will be
payable in the lawful money of the United States.
5. Detailed Listing
Before the end of the first quarter, the Ceding Company will send the Reinsurer
a detailed listing of all reinsurance in force as of the close of the
immediately preceding calendar year.
6. Guaranteed Rates
Although the Reinsurer anticipates continuing to accept reinsurance rates at the
current level, the Reinsurer reserves the right to increase the reinsurance
rates but only when the Ceding Company increases the rates to the policy owner.
The increase to the reinsurance rates on a given policy shall be no more than
proportional to the increase to the policy owner's rates.
7. Overpayment of Premium
If the Ceding Company overpays a reinsurance premium and the Reinsurer accepts
the overpayment, the Reinsurer's acceptance will not constitute nor create a
reinsurance liability nor result in any additional reinsurance. Instead, the
Reinsurer will be liable to the Ceding Company for a credit in the amount of the
overpayment.
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8. Underpayment of Premium
If the Ceding Company fails to make a full premium payment for a policy or
policies reinsured hereunder, due to an oversight defined in Article VII, the
amount of reinsurance coverage provided by the Reinsurer shall not be reduced.
However, once the underpayment is discovered, the Ceding Company will be
required to pay to the Reinsurer the difference between the full premium amount
and the amount actually paid, without interest. If payment or the full premium
amount is not made within (60) sixty days after the discovery of the
underpayment, the underpayment shall be treated as a failure to pay premiums and
subject to the conditions of Section B.2, above.
ARTICLE VI
RESERVES
A. Statutory Reserves for the Mortality Risk of the Policy
[Redacted]
B. Representations
The Reinsurer represents to the Ceding Company that the Reinsurer is properly
licensed or accredited so that the Ceding Company may claim statutory reserve
credit on its financial statements filed in all states in which the Ceding
Company is licensed to transact insurance business. In the event that as a
result of a change in the Reinsurer's licensing or accreditation status, the
Ceding Company must obtain security for statutory reserve credits taken with
respect to this reinsurance agreement, the Reinsurer will establish a trust or
letter of credit in a form which meets all applicable standards or law and
regulation to enable the Ceding Company to claim such reserve credit on its
statutory statements. The Reinsurer will bear the expense of establishing any
trusts or letter of credit with respect to this provision.
ARTICLE VII
OVERSIGHTS
If there is an unintentional oversight, misunderstanding, delay or error in the
administration of this Agreement by the Ceding Company or the Reinsurer, it can
be corrected provided the correction takes place within a reasonable time after
the oversight, misunderstanding, delay, or error is first discovered. Both the
Ceding Company and the Reinsurer will be restored to the
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position they would have occupied had the oversight or misunderstanding not
occurred. Should it not be possible to restore both parties to such a position,
the Ceding Company and the Reinsurer shall negotiate in good faith to equitably
apportion any resulting liabilities and expenses.
ARTICLE VIII
CONVERSIONS
Conversions from existing term plans of insurance reinsured under this Agreement
will be reinsured using the YRT premiums attached as Exhibit I on a point in
scale basis up to the original face amount. The converted policy will be
reinsured with the Reinsurer in the same proportion as was determined for the
original term policy. A term conversion is a contractual right of the
policyholder to replace a term policy with a permanent policy without evidence
of insurability.
ARTICLE IX
REDUCTIONS, TERMINATIONS AND CHANGES
A. Replacement or Change
If there is a contractual change, the insurance will continue to be reinsured
with the Reinsurer at point-in-scale rates. If a change is requested on a
facultatively reinsured policy, the Reinsurer must consent to the change if
there is an increase in coverage.
Exchanges from one single life plan reinsured under this Agreement to a
different single life plan will be reinsured at point-in-scale rates. An
exchange is a new policy replacing an existing policy where the new policy is
not fully underwritten.
B. Increases or Decreases
1. If the policy face amount of a risk reinsured automatically under this
Agreement increases and:
a. The increase is subject to new underwriting evidence, then the
provisions of Article II, Section A, shall apply to the increase in
reinsurance.
b. The increase is not subject to new underwriting evidence, the
Reinsurer will accept the increase in reinsurance at point-in-scale
rates but not to exceed the Automatic Binding Limit.
2. If the policy face amount increases, the Ceding Company's retention will be
filled first, then any remaining risk of the increase will be ceded to the
Reinsurer as of the effective date of the increase. If the policy face amount is
reduced, the reinsurance will be reduced first, thereby maintaining the Ceding
Company's retention.
3. In the event of a reduction in the face amount of a policy which was ceded
facultatively, the Reinsurer's percentage of the reduced face amount shall be
the same percentage as set at issue.
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4. A request to increase the face amount of policies that are reinsured on a
facultative basis will be submitted to the Reinsurer for acceptance.
C. Reduction in Retained Coverage
If any portion of the aggregate insurance retained by the Ceding Company on an
individual life reduces or terminates, the Ceding Company will recalculate its
retention on any remaining risk(s) inforce on that life with the intent of
holding the appropriate retention under each applicable reinsurance agreement.
The retention limit which was in effect at the time that each remaining risk was
issued will be used. The Ceding Company will not be required to retain an amount
in excess of its regular retention limit for the age, mortality rating, and risk
classification at the time of issue for any policy. The Ceding Company will
first recalculate the retention on the policy(ies) having the same mortality
rating as the terminated policy(ies). Order of recalculation will secondarily be
determined by policy effective date, oldest first.
D. Multiple Reinsurers
If a risk is shared by more than one reinsurer, the Reinsurer's percentage of
any increased or reduced reinsurance will be the same as its initial percentage
of the reinsurance for that risk.
E. Termination
If the policy for a risk reinsured under this Agreement is terminated, the
reinsurance for the risk involved will be terminated on the effective date of
termination.
F. Mortality Rating
On Facultative Reinsurance, if the Ceding Company wishes to reduce the mortality
rating, this reduction will be subject to the Reinsurer's approval. On Automatic
Reinsurance, if the Ceding Company wishes to reduce the mortality rating, the
Reinsurer will accept this reduction.
ARTICLE X
INCREASE IN RETENTION
A. If the Ceding Company should increase the retention limits as listed in
Exhibit II, prompt written notice of the increase must be given to the
Reinsurer.
B. In the event of an increase in retention, the Ceding Company will have the
option of recapturing the reinsurance up to the increased retention under this
Agreement. The Ceding Company may exercise its option to recapture by giving
written notice to the Reinsurer within (90) ninety days after the effective date
of the increase.
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C. If the Ceding Company exercises its option to recapture, then:
1. The Ceding Company must reduce the reinsurance on each individual life on
which the Ceding Company retained the maximum retention limit for the age and
mortality rating that was in effect at the time the reinsurance was ceded to the
Reinsurer.
2. No recapture will be made to reinsurance on an individual life if (a) the
Ceding Company retained a special retention limit less than the maximum
retention limit for the age and mortality rating in effect at the time the
reinsurance was ceded to the Reinsurer, or if (b) the Ceding Company did not
retain insurance on the life.
3. The Ceding Company must increase its total amount of insurance on the
individual life up to the new retention limit by reducing the reinsurance. If an
individual life is shared by more than one reinsurer, the Reinsurer's percentage
of the reduced reinsurance will be the same as the initial reinsurance on the
individual risk.
4. The reduction in reinsurance will become effective on the next annual
premium anniversary after the individual policy has been inforce for at least
ten (10) years.
5. If more than one policy per life is eligible for recapture, then the
eligible policies may be recaptured beginning with the policy with the earliest
issue date and continuing in chronological order according to the remaining
policies' issue dates.
ARTICLE XI
REINSTATEMENT
If an insurance policy lapses for nonpayment of premium and is reinstated under
the Ceding Company's terms and rules, the Reinsurer will reinstate the
reinsurance as follows:
A. Automatic Cases
The Ceding Company must pay the Reinsurer all back reinsurance premiums in the
same manner as the Ceding Company received insurance charges under the policy.
When the policy is reinstated by the Ceding Company, the reinsurance will be
automatically reinstated.
B. Facultative Cases
If the Ceding Company requires reinstatement evidence of insurability, the
Ceding Company will submit it to the Reinsurer for approval. In such cases, the
Reinsurer's approval is required for the reinsurance to be reinstated. Upon the
Reinsurer's approval, the Ceding Company must pay the Reinsurer all back
reinsurance premiums in the same manner as the Ceding Company received insurance
premium under the policy.
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C. Nonforfeiture Reinsurance Termination
If the Ceding Company has been requested to reinstate a policy that was
reinsured while on extended term or reduced paid-up, then such reinsurance will
terminate and either automatic or facultative reinstatement procedures will be
followed as outlined above in this Article.
ARTICLE XII
EXPENSES
The Ceding Company must pay the expense of all medical examinations, inspection
fees and other charges in connection with the issuance of the insurance.
ARTICLE XIII
CLAIMS
A. Liability
If the Ceding Company is liable for insurance benefits on a policy reinsured
under this Agreement, the Reinsurer shall be liable for its portion of the
reinsurance on that policy, as described in Schedule B. All reinsurance claim
settlements will be subject to the terms and conditions of the particular
contract and statutory requirements under which the Ceding Company is liable.
B. Notification
When the Ceding Company is advised of a claim, the Reinsurer must be notified
promptly.
C. Claim Payment
If a claim is made under insurance reinsured under this Agreement, the Reinsurer
will abide by the issue as it is settled by the Ceding Company. Copies of proofs
or other written matters relating to any claim reimbursements under this
Agreement shall be furnished to the Reinsurer upon written request. The
Reinsurer will pay the Ceding Company the reinsurance proceeds within (15)
fifteen days of final notification of the Ceding Company making the settlement
of the policy proceeds. The Ceding Company will deliver a copy of the proof of
death, check copy or proof of payment, and the claimant's statement to the
Reinsurer.
1. Payment of Reinsurance Proceeds
Payment of life reinsurance proceeds will be made in a single sum regardless of
the Ceding Company's mode of settlement with the payee.
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2. Recapture
If the Reinsurer is delinquent, (60) sixty days past due, on an undisputed net
amount due to the Ceding Company, the Ceding Company has the right to recapture.
D. Contested Claims
The Ceding Company must promptly notify the Reinsurer of any intent to contest a
claim reinsured under this Agreement or to assert defenses, and if the Ceding
Company's contest of such insurance results in the increase or reduction of
liability, the Reinsurer will share in this increase or reduction. The
Reinsurer's share of the increase or decrease shall be proportional to their
share of the Total Net Amount at Risk, as defined in Schedule B, on the date of
the death of the last insured.
If the Reinsurer should decline to participate in the contest or assertion of
defenses, the Reinsurer will then release all of its liability by paying the
Ceding Company the full amount of reinsurance and not sharing in any subsequent
increase or reduction in liability.
The Ceding Company shall operate in good faith and adjudicate claims to policies
reinsured under this Agreement as if there were not reinsurance. The Ceding
Company's decision to pay a claim in accordance with their contractual liability
is binding on the Reinsurer.
E. Misstatement of Age or Sex
If the amount of insurance provided by the policy or policies reinsured under
this Agreement is increased or reduced because of misstatement of age or sex
established after the death of the insured, the Reinsurer will share with the
Ceding Company in this increase or reduction.
F. Routine Expenses
The Ceding Company will pay the routine expenses incurred in connection with
settling claims. These expenses may include compensation of agent and employees
and the cost of routine investigations.
G. Non-Routine Expenses
The Reinsurer will share with the Ceding Company all expenses that are not
routine. Expenses that are not routine are those directly incurred in connection
with the contest or the possibility of a contest of a claim or the assertion of
defenses, including legal expenses. The expenses will be shared in proportion to
the Total Net Amount at Risk, as defined in Schedule B, for the Ceding Company
and the Reinsurer. However, if the Reinsurer has released the liability under
Section D of this Article, the Reinsurer will not share in any expenses incurred
after the date of the Reinsurer's release.
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H. Return of Premium for Misrepresentations and Suicides
If a misrepresentation on an application or a death of an insured risk by
suicide results in the Ceding Company returning the policy premiums to the
policy owner rather than paying the policy benefits, the Reinsurer will refund
all of the reinsurance premiums it received on that policy to the Ceding
Company. This refund given by the Reinsurer will be in lieu of all other
reinsurance benefits payable on that policy under this Agreement.
I. Contestable Period
If during the contestable period, Ceding Company is notified of the death of the
insured, the Ceding Company will investigate the case.
ARTICLE XIV
EXTRA-CONTRACTUAL DAMAGES
Except as provided in the next sentence, this Agreement shall not apply to, and
the Reinsurer shall not participate in, Extra Contractual Obligations including
but not limited to punitive and/or compensatory damages and/or statutory
penalties awarded against the Ceding Company in connection with a specific claim
related to a policy covered under this Agreement. Only in those instances in
which (i) the Reinsurer received advance notice of the Ceding Company's
intention to deny a claim for Benefits under a Policy, (ii) the Reinsurer in
writing concurred in advance with the decision to deny the claim, and (iii) the
denial of the claim was the basis for Extra Contractual Obligations, shall the
Reinsurer reimburse the Ceding Company for the Reinsurer's pro rata portion of
such Extra Contractual Obligations paid by the Ceding Company. Any liability
insurance or other insurance of the Ceding Company covering such Extra
Contractual Obligations shall inure to the benefit of the Reinsurer in
proportion to the Reinsurer's share of the Total Net Amount at Risk (as defined
in Schedule B).
ARTICLE XV
INSPECTION OF RECORDS
Each party or their authorized representatives will have the right, at any
reasonable time and upon reasonable notice, to inspect the other party's books
and documents that relate to reinsurance under this Agreement.
ARTICLE XVI
DAC TAX
SECTION 1.848-2(g) (8) ELECTION
A. The Ceding Company and the Reinsurer jointly agree to the DAC Tax Election
pursuant to Section 1.848-2(g)(8) of the Income Tax Regulations (the "Treasury
Regulations") issued under Section 848 of the Internal Revenue Code of 1986, as
amended (the "Code") whereby:
(i) The party with the net positive consideration for this Agreement for
each taxable year will capitalize specified policy acquisition
expenses with respect to this
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Agreement without regard to the general deductions limitation of Code
section 848(c)(1); and
(ii) Both parties agree to exchange information pertaining to the amount
of net consideration under this Agreement each year to ensure
consistency.
B. As used in this Article XVI, the terms "net positive consideration",
"specified policy acquisition expenses" and "general deductions limitation" are
defined by reference to Treasury Regulations Section 1.848-2 and Code Section
848 as of November 1, 2002.
C. The method and timing of the exchange of this information shall be as
follows:
(i) The Ceding Company shall submit a schedule to the Reinsurer by May 1
of each year of its calculation of the net consideration for the
preceding calendar year.
(ii) The Reinsurer shall, in turn, complete the schedule by indicating
acceptance of the Ceding Company's calculation of net consideration
or shall note in writing any discrepancies. The Reinsurer shall
return the completed schedule to the Ceding Company by June 1 of
each year.
(iii) If there are any discrepancies between the Ceding Company's and the
Reinsurer's calculation of net consideration, the parties shall act
in good faith to resolve these discrepancies in a manner that is
acceptable to both parties by July 1 of each year.
(iv) Each party shall attach the final schedule to their respective U.S.
federal income tax returns for each taxable year in which
consideration is transferred under this Agreement. The schedule
shall identify this Agreement and restate the election described in
this Article XVI and shall be signed by both parties.
D. This DAC Tax Election shall be effective on the effective date of this
Agreement and shall be effective for all years for which this Agreement remains
in effect.
E. The Ceding Company and the Reinsurer each represent and warrant that they
are subject to U.S. taxation under either the provisions of Subchapter L of
Chapter 1 or Subpart F of Part III of Subchapter N of Chapter 1 of the Code.
F. Should the Reinsurer breach the representation and warranty of tax status
set forth in this Article of this Agreement, the Reinsurer agrees to indemnify
and hold the Ceding Company, its directors, officers, employees, agents, and
shareholders harmless from any liability and all liability, loss, damages,
fines, penalties, interest, and reasonable attorney's fees, which the Ceding
Company, its directors, officers, employees, agents, and shareholders may
sustain by reason of such breach.
ARTICLE XVII
INSOLVENCY
A. Insolvency of the Reinsurer
In the event a formal receivership proceeding is initiated against the Reinsurer
by the
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insurance department of the Reinsurer's domiciliary state, and if after the
commencement of such receivership proceeding the Reinsurer defaults as to its
obligation to pay claims hereunder (as described below), the Ceding Company
shall have the right to recapture the Reinsurer's part of all of the Policies by
providing the Reinsurer with advance written notice stating the recapture date,
provided that the Reinsurer continues to be in default on the date such notice
is received by the Reinsurer. If the Reinsurer is no longer in default on the
date such notice is received by the Reinsurer, then the recapture intended by
such notice shall not be effective.
This Agreement shall not apply to claims Incurred on and after the recapture
date.
For the purpose of this Article, the Reinsurer shall be considered in default
when:
1. properly payable undisputed claims are not timely paid by the Reinsurer
pursuant to the terms of this Agreement; and
2. the Ceding Company has provided written notice to the Reinsurer, describing
such unpaid claims; and
3. within thirty (30) calendar days of receiving such notice, the Reinsurer has
not made payment to the Ceding Company for such claims.
B. Insolvency of the Ceding Company
If the Ceding Company should become insolvent, as determined by the Regulatory
Agency responsible for such determination, all reinsurance under this Agreement
covering risks ceded by the Ceding Company will be payable by the Reinsurer
directly to the Ceding Company's liquidator, receiver or statutory successor, on
the basis of the liability of the Ceding Company under the policy or policies
reinsured and without diminution because of the insolvency of the Ceding
Company. However, in the event of such insolvency, the liquidator, receiver, or
statutory successor will give written notice of a pending claim against the
Ceding Company on the reinsured policy. It will do so within a reasonable time
after the claim is filed in the insolvency proceedings. During the pendency of
such a claim, the Reinsurer may investigate the claim and may, at its own
expense, interpose any defense or defenses which it may deem available to the
Ceding Company, its liquidator, receiver, or statutory successor, in the
proceedings where the claim is to be adjudicated.
The expense thus incurred by the Reinsurer will be chargeable against the Ceding
Company, subject to court approval, as part of the expense of liquidation to the
extent of a proportionate share of the benefit which may accrue to the Ceding
Company solely as a result of the defense undertaken by the Reinsurer.
Where two or more reinsurers are involved in the same claim and a majority in
interest elect to interpose defense to the claim, the expense will be
apportioned in accord with the terms of the reinsurance agreement as though the
expense had been incurred by the Ceding Company.
16
ARTICLE XVIII
OFFSET
Any undisputed debts or credits, matured or unmatured, liquidated or
unliquidated, regardless of when they arose or were incurred, in favor of or
against either the Ceding Company or the Reinsurer with respect to this
Agreement, shall be offset, and only the balance shall be allowed or paid. In
the event the Ceding Company becomes insolvent, offsets shall be allowed in
accordance with applicable law.
ARTICLE XIX
ARBITRATION
The Ceding Company and the Reinsurer mutually understand and agree that the
wording and interpretation of this Agreement is based on the usual customs and
practice of the insurance and reinsurance industry. While both the Ceding
Company and the Reinsurer agree to act in good faith in its dealings with each
other, it is understood and recognized that situations may arise in which they
cannot reach an agreement.
In the event that any dispute cannot be resolved to mutual satisfaction, the
dispute will first be subject to good-faith negotiation as described below in an
attempt to resolve the dispute without the need to institute formal arbitration
proceedings.
Within (10) ten days after one of the parties has given the other the first
written notification of the specific dispute, each of the parties will appoint a
designated officer to attempt to resolve the dispute. The officers will meet at
a mutually agreeable location as early as possible and as often as necessary, in
order to gather and furnish the other with all appropriate and relevant
information concerning the dispute. The officers will discuss the problem and
will negotiate in good faith without the necessity of any formal arbitration
proceedings. During the negotiation process, all reasonable requests made by one
officer to the other for information will be honored. The designated officers
will decide the specific format for such discussions.
If the officers cannot resolve the dispute within (30) thirty days of their
first meeting, both parties agree that they will submit the dispute to formal
arbitration. However, the parties may agree in writing to extend the negotiation
period for an additional (30) thirty days.
No later than (15) fifteen days after the final negotiation meeting, the
officers taking part in the negotiation will give both the Ceding Company and
the Reinsurer written confirmation that they are unable to resolve the dispute
and that they recommend establishment of formal arbitration.
An arbitration panel consisting of (3) three past or present officers of life
insurance or life reinsurance companies not affiliated with either of the
parties in any way will settle the dispute. Each party will appoint one
arbitrator and the two will select a third. If the two arbitrators cannot agree
on the choice of a third within (30) thirty days following their appointment,
each arbitrator shall nominate three candidates within (10) ten days thereafter,
two of whom the other shall decline, and the decision shall be made by drawing
lots.
The Ceding Company and the Reinsurer shall bear the expense of its own
arbitrator and shall jointly bear with the other the expense of the third
arbitrator. In the absence of a decision to the contrary by the arbitration
panel, the Ceding Company and the Reinsurer shall jointly share in all
17
other costs of the arbitration.
The arbitration proceedings will be conducted according to the Commercial
Arbitration Rules of XXXXX-US, which are in effect at the time the arbitration
begins.
The arbitration will take place in Hartford, Connecticut unless the parties
mutually agree otherwise.
Within (60) sixty days after the beginning of the arbitration proceedings the
arbitrators will issue a written decision on the dispute and a statement of any
award to be paid as a result. The decision will be based on the terms and
conditions of this Agreement as well as the usual customs and practices of the
insurance and reinsurance industry, rather than on strict interpretation of the
law. The decision will be final and binding on both the Ceding Company and the
Reinsurer and there will be no further appeal.
The parties may mutually agree to extend any of the negotiation or arbitration
periods shown in this Article.
Unless otherwise decided by the arbitrators, the parties will share in their
proportion of all expenses resulting from the arbitration, including the fees
and expenses for the arbitrators, except that each party will be responsible for
its own attorneys' fees.
ARTICLE XX
TERMINATION
A. The Ceding Company and the Reinsurer may terminate this Agreement as it
applies to the new business of each by giving (90) ninety days' written notice
of termination. The day the notice is deposited in the mail addressed to the
Home Office, or to an Officer of each party, will be the first day of the (90)
ninety-day period. In addition, this Agreement may be terminated immediately for
the acceptance of new reinsurance by either party if one of the parties becomes
insolvent as described in Article XVII.
B. During the (90) ninety-day period, this Agreement will continue to be in
force between the terminating parties.
C. After termination, the terminating parties shall remain liable under the
terms of this Agreement for all Automatic and Facultative Reinsurance that
becomes effective prior to termination of this Agreement. After termination, the
Reinsurer shall be liable for all Automatic and Facultative Reinsurance that has
an application date on or before the effective date of the termination.
ARTICLE XXI
GENERAL PROVISIONS
A. Entire Contract
This Agreement with any attached Schedules and Exhibits shall constitute the
entire contract between the parties with respect to the business being reinsured
hereunder and
18
there are no understandings between the parties other than as expressed herein.
B. Modifications
Any modification or change to the provisions of this Agreement shall be null and
void unless set forth in a written amendment to the Agreement which is signed by
all parties to the amendment.
C. Severability
In the event that any provision or term of this Agreement shall be held by any
court, arbitrator, or administrative agency to be invalid, illegal or
unenforceable, all of the other terms and provisions shall remain in full force
and effect, but only to the extent that their continuance is practicable and
consistent with the original intent of the parties. In addition, if any
provision or term is held invalid, illegal or unenforceable, the parties will
attempt in good faith to renegotiate the Agreement to carry out the original
intent of the parties.
D. Survival
All provisions of this Agreement shall survive its termination to the extent
necessary to carry out the purposes of this Agreement or to ascertain and
enforce the parties' rights or obligations hereunder existing at the time of
termination.
E. Non-Waiver
No waiver by either party of any violation or default by the other party in the
performance of any promise, term or condition of this Agreement shall be
construed to be a waiver by such party of any other or subsequent default in
performance of the same or any other promise, term or condition of this
Agreement. No prior transactions or dealings between the parties shall be deemed
to establish any custom or usage waiving or modifying any provision hereof. The
failure of either party to enforce any part of this Agreement shall not
constitute a waiver by such party of its right to do so, nor shall it be deemed
to be an act of ratification or consent.
D. Governing Law
This Agreement shall be governed by the laws of the state of Connecticut.
E. Assignment
Neither party may assign any of its rights, duties or obligations under this
Agreement without the prior written consent of the other party.
F. Counterparts
This Agreement may be executed in one or more counterparts, each of which shall
constitute an original.
19
G. Force Majeure
Neither party shall be liable for any delay or non-performance of any covenant
contained herein nor shall any such delay or non-performance constitute a
default hereunder, or give rise to any liability for damages if such delay or
non-performance is caused by an event of "force majeure." As used herein, the
term "Force Majeure," means an event, explosion, action of the elements, strike
or other labor relations problem, restriction or restraint imposed by law, rule
or regulation of any public authority, whether federal, state or local, and
whether civil or military, act of any military authority, interruption of
transportation facilities or any other cause which is beyond the reasonable
control of such party and which by the exercise of reasonable diligence such
party is unable to prevent. The existence of any event of Force Majeure shall
extend the term of performance on the part of such party to complete performance
in the exercise of reasonable diligence after the event of Force Majeure has
been removed.
H. No Limitation on Disclosure of Tax Treatment
Notwithstanding anything herein to the contrary, except as reasonably necessary
to comply with applicable securities laws, each party to this Agreement (and
each employee, representative, or other agent of such party) may consult any tax
advisor regarding the U.S. federal income tax treatment or tax structure of the
transaction (the "Tax Transaction"), and disclose to any and all persons,
without limitation of any kind, the Tax Treatment and all materials of any kind
(including opinions or other tax analyses) that are provided to such party
relating to the Tax Treatment. The permission to disclose the Tax Treatment is
limited to any facts relevant to the U.S. federal income Tax Treatment and does
not include information relating to the identity of the parties.
ARTICLE XXII
CONFIDENTIALITY
As used herein, "Confidential Information" means all of our confidential,
proprietary, or trade secret information, including, but not limited to, all
information on the Ceding Company's customers and claimants and other
information the Ceding Company discloses to the Reinsurer. The term
"Confidential Information" does not include any information which (i) at the
time of disclosure or thereafter is generally available to and known by the
public other than by way of a wrongful disclosure by a party or its
Representatives; (ii) was available on a non-confidential basis from a source
other than the parties hereto or their Representatives, provided that such
source is not and was not bound by a confidentiality agreement with a party
hereto; or (iii) was independently developed without violating any obligations
under this Agreement and without the use of any Confidential Information.
The Reinsurer shall maintain the confidentiality of the Confidential
Information, shall use it only for purposes for which it was disclosed and shall
not disclose it to any other person except to employees, agents, and other
persons who need to know such Confidential Information to carry out the purposes
for which it was disclosed and who agree to maintain the confidentiality of the
information provided herein.
20
ARTICLE XXIII
NOTICES AND COMMUNICATIONS
All notices and communications under this treaty should be sent to:
Individual Life Product Financial Analysis
Hartford Life
000 Xxxxxxxxx Xx.
Xxxxxxxx, XX 00000
With copies to:
Chief Actuary
Hartford Life
000 Xxxxxxxxx Xx.
Xxxxxxxx, XX 00000
General Counsel
Hartford Life
000 Xxxxxxxxx Xx.
Xxxxxxxx, XX 00000
Notices are deemed received when delivered.
21
ARTICLE XXIV
EFFECTIVE DATE
The provisions of this Agreement shall be effective with respect to policies
issued on or after November 1, 2002 for facultative business and December 1,
2002 for automatic business.
ARTICLE XXV
EXECUTION
EMPLOYERS REASSURANCE CORPORATION
By: /s/ [ILLEGIBLE] Attest: /s/ Xxxxx Xxxxxxx
------------------------------ ------------------------------
Title: Vice President & Actuary Title: Treaty Specialist
Date: December 22, 2004 Date: December 22, 2004
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
By: /s/ Xxxxxx X. Xxxxxxxx Attest: /s/ Xxxxxxx X. Xxxxxx
------------------------------ ------------------------------
Xxxxxx X. Xxxxxxxx Xxxxxxx X. Xxxxxx
Assistant Vice President, IL Vice President & Actuary
Product Development
Date: 12/28/2004 Date: 12/28/2004
22
SCHEDULE A
PLANS COVERED UNDER THIS AGREEMENT
TYPE OF BUSINESS Individual life insurance issued by
the Ceding Company
UPSCALE PRODUCTS RIDER
--------------------------------------------------------------------------------
Stag Protector Variable Universal Life Other Covered Insured
Stag Variable Life Accumulator Term Rider (base or other insured)
Stag Universal Life ADB Benefit (not reinsured)
SPVL (Fully underwritten only) Deduction Amount Waiver Rider
ART (CW), 5 & 10 Year Term (NY) Waiver of Monthly Deduction
One Year Term Waiver of Specified Amount
Whole Life with Current Interest Life Enhanced No Lapse Guarantee Rider
Insurance Policy Estate Tax Repeal Benefit Rider
Level Compensation Endorsement
Children's Life Insurance Rider
Maturity Date Extension
Guaranteed COI Benefit Rider
Mortality and Expense Risk Rates Rider
MIDDLE AMERICA PRODUCTS RIDERS
--------------------------------------------------------------------------------
LBSI UL Term Rider (base or other insured)
Life Solutions I UL Waiver of Premium Riders
Life Solutions II UL Waiver of Monthly Deduction Riders
20 Year Term Additional Purchase Option Rider
Disability Income Rider
WOODBURY PRODUCTS
--------------------------------------------------------------------------------
Hartford Stag Wall Street Variable Term Rider
Universal Life
ADB (not reinsured)
Waiver of Monthly Deduction
Waiver of Specified Amount
Cost of Living Adjustment Rider
Child Rider
Accelerated Benefit Rider
Specify Monthly Deductions
Enhanced No Lapse Guarantee
23
SCHEDULE A
PLANS COVERED UNDER THIS AGREEMENT
DESCRIPTIONS
RIDERS WHERE ADDITIONAL PREMIUM IS DUE TO THE REINSURER:
Other Covered Insured: Provides term coverage for insured other than base
insured.
Term Rider (base or other insured): Provides additional term coverage
Deduction Amount Waiver Rider: Waives monthly deduction amount if insured is
disabled
Waiver of Monthly Deduction: Waives monthly deduction amount if insured is
disabled
Waiver of Specified Amount: Waives specified amount if insured is disabled
Children's Life Insurance Rider: Provides additional term coverage for a child
Waiver of Premium Riders: Waives premium requirement if insured is disabled
Additional Purchase Option Rider: Provides additional term coverage
Cost of Living Adjustment Rider: This rider is available at issue only for
nonsubstandard issue ages 0 to 60. The rider allows for face amount increases
without underwriting biannually based on the Consumer Price Index with the
maximum amount of this increase being $50,000.
RIDERS THAT ALTER THE POLICY AND IN WHICH NO ADDITIONAL PREMIUM IS PAID TO THE
REINSURER. IF A POLICY HAS THIS RIDER IT IS STILL COVERED UNDER THE AGREEMENT:
Enhanced No Lapse Guarantee Rider: This rider guarantees that the policy will
not lapse, regardless of investment performance, provided cumulative premiums
paid less indebtedness less withdrawals are greater than or equal to the
cumulative no lapse guarantee premiums. There is a life time option and a
limited term option. The limited term option is the lesser of 20 years or to
attained age 80 for issue ages 0 to 70 and the minimum of 10 years or to
attained age 90 for issue ages 71 to 85. Also, at the time when the no lapse
guarantee terminates or defaults, the policyholder may be eligible for an
additional amount of time they have this protection which is based on the then
current account value.
Estate Tax Repeal Benefit Rider: This rider will pay the account value less
indebtedness if the Federal Estate Tax Law is fully repealed by December 31,
2010 and we receive a request for this benefit amount from the insured.
Level Compensation Endorsement: Surrender charges are not assessed for a full
surrender during the first three policy years. There is no charge for this
rider.
Maturity Date Extension Rider: When the policyholder reaches the maturity date
and has elected this rider, the death benefit is dropped to the account value,
no more monthly deductions are taken, interest is credited, no further premiums
are accepted, policy loans continue to accrue interest, and all other riders are
terminated.
24
SCHEDULE A
PLANS COVERED UNDER THIS AGREEMENT
Guaranteed COI Benefit Rider: This rider provides guaranteed cost of insurance
rates for the first 10 policy years. On each policy anniversary, we declare a
cost of insurance rate for a single policy year. This policy year is the policy
year 9 years from the then current policy anniversary. Thus the rider provides
that on any policy anniversary, cost of insurance rates over the next 10 years
will not exceed those provided by the rider. This rider is currently available
in only a few states and on variable life policy forms where the face amount is
at least thirty million dollars.
Accelerated Benefit Rider: With this rider, the policyholder can receive up to
100% of their death benefit discounted with interest if the life expectancy is
12 months or less.
Specify Monthly Deductions: This rider allows the policyholder to specify to
take monthly deductions out of a particular account in the policy.
Mortality and Expense Risk Rider: This rider guarantees that the mortality and
expense risk rate will be zero for years greater than and equal to 21.
25
SCHEDULE B
BASIS OF REINSURANCE
REINSURANCE POOL SHARE:
[Redacted]
LEAD REINSURER:
[Redacted]
AUTOMATIC REINSURANCE
The Ceding Company will retain its available retention on each risk as
referenced in Exhibit II. The Reinsurance Pool Share of the remainder will be
ceded to the Reinsurer for reinsurance.
FACULTATIVE REINSURANCE
The Reinsurer will accept X% (as determined at issue) of the risk.
NET AMOUNT AT RISK DEFINITION:
[Redacted]
MINIMUM REINSURANCE CESSION:
[Redacted]
FACULTATIVE OBLIGATORY:
[Redacted]
The Reinsurer shall provide the following Facultative Obligatory capacity:
[Redacted]
26
SCHEDULE C: FOREIGN NATIONAL PROGRAM
The Reinsurer and Ceding Company agree that the Ceding Company's Foreign
National business will be reinsured under the terms of this Agreement except for
the following differences:
TYPE OF REINSURANCE
Individual life policies under this program will be on a first dollar quota
share basis
FOREIGN NATIONAL REINSURANCE POOL SHARE
[Redacted]
CEDING COMPANY'S RETENTION
[Redacted]
FOREIGN NATIONAL AUTOMATIC POOL BINDING LIMIT (EXCLUDES RETENTION)
[Redacted]
For issue ages through 75 and Table D:
[Redacted]
UNDERWRITING GUIDELINES
[Redacted]
27
SCHEDULE C
FOREIGN NATIONAL PROGRAM
[Redacted]
28
SCHEDULE D
TABLE 2 TO STANDARD PROGRAM
Although the Reinsurer is not participating, the Reinsurer agrees that the
Ceding Company will be allowed to participate in a Table 2 to Standard Program
as outlined below.
ELIGIBILITY REQUIREMENTS
[Redacted]
ALLOCATION OF CASES AMONG THE REINSURER, THE CEDING COMPANY'S RETENTION, AND THE
POOL
[Redacted]
29
SCHEDULE D
TABLE 2 TO STANDARD PROGRAM
REINSURANCE RATES
[Redacted]
ELIGIBLE PRODUCTS:
LBSI
Life Solutions I UL
Life Solutions II UL
20 Year Term
Hartford Stag Wall Street Variable Universal Life
30
EXHIBIT I
REINSURANCE PREMIUM CALCULATION
1. REINSURANCE PREMIUM
ANNUAL YRT REINSURANCE PREMIUM
[Redacted]
2. PREMIUM TAX
Premium tax will not be reimbursed.
[Redacted]
3. FLAT EXTRA ALLOWANCES
[Redacted]
4. RIDERS
Term riders, cost of living riders, and other riders providing
additional or increasing coverage will use the same methods and YRT
rates as the base plan. Waiver of premium rates are attached and are
per dollar of annualized amount. Deduction amount waiver rates (also
called "waiver of monthly deductions") are attached, and the charge
for this benefit is a rate times the monthly deduction amount. Our
retention on both types of waivers is proportional to our retention on
the death benefit.
31
EXHIBIT II
SINGLE LIFE RETENTION, BINDING, AND TOTAL POOL ISSUE LIMITS
(APPLICABLE TO TOTAL POOL FOR SINGLE LIFE POOL BUSINESS -- NOT LS, CUSTOM TERM,
& STAG UL+)
EFFECTIVE NOVEMBER 1, 2002
RETENTION LIMIT
[Redacted]
AUTOMATIC BINDING LIMIT (EXCLUDES RETENTION)
[Redacted]
AUTOMATIC ISSUE LIMIT (INCLUDES RETENTION)
[Redacted]
AUTOMATIC PROCESSING LIMIT (INCLUDES RETENTION)
[Redacted]
FACULTATIVE OBLIGATORY AUTOMATIC BINDING LIMIT (EXCLUDES RETENTION)
[Redacted]
FACULTATIVE OBLIGATORY AUTOMATIC ISSUE LIMIT (INCLUDES RETENTION)
[Redacted]
JUMBO LIMIT
[Redacted]
32
EXHIBIT III
Annual per 1000 Yearly Renewable Term reinsurance rates are attached.
These rates are used for both Automatic, Facultative Obligatory, and Facultative
policies.
PRODUCTS USING MULTI-CLASS RATE TABLES:
[Redacted]
Stag Protector Variable Universal Life
Stag Accumulator Variable Universal Life
Stag Universal Life
Whole Life with Current Interest Life Insurance Policy
Hartford Stag Wall Street Variable Universal Life
PRODUCTS USING UNI-CLASS RATE TABLES:
[Redacted]
LBSI UL
Life Solutions I UL
Life Solutions II UL
20 Year Term
ART (CW)
5 & 10 Year Term (NY)
SPVL
33
AMENDMENT 1
EFFECTIVE DECEMBER 1, 2002 (AUTO)
EFFECTIVE NOVEMBER 1, 2002 (FAC)
TO THE
REINSURANCE AGREEMENT
EFFECTIVE DECEMBER 1, 2002 (AUTO)
EFFECTIVE NOVEMBER 1, 2002 (FAC)
BETWEEN
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
("CEDING COMPANY")
AND
EMPLOYERS REASSURANCE CORPORATION
("REINSURER")
RECITALS
WHEREAS, Reinsurer currently reinsures Ceding Company's plans or policies under
the above referenced
reinsurance agreement ("Agreement"); and
WHEREAS, Ceding Company and Reinsurer wish to amend the Agreement to reflect the
inclusion of the Foreign Travel Exclusion Rider on Schedule A.
NOW, THEREFORE for good and valuable consideration, receipt of which is hereby
acknowledged, Ceding Company and Reinsurer hereby agree to amend the Agreement
as follows:
1. Schedule A is deleted in its entirety and replaced with the attached revised
Schedule A.
Except as herein amended, all other terms and conditions of this Agreement shall
remain unchanged.
Single Life Treaty -- Effective 11/01/2002 Fac
Between HLAIC and ERC
Amendment #1 -- Effective 11/01/2002 Fac
1
In witness of the foregoing, Ceding Company and Reinsurer have, by their
respective officers, hereby executed this Amendment in duplicate on the dates
indicated below, with an effective date of November 1, 2002 for Facultative
business and December 1, 2002 for Automatic business.
EMPLOYERS REASSURANCE CORPORATION
By: /s/ Xxxxxx X. Xxxxxxxx Attest: /s/ Xxxxxxx XxXxxxxxxx
-------------------------------- -------------------------------
Name: Xxxxxx X. Xxxxxxxx Name: Xxxxxxx XxXxxxxxxx
Title: Vice President ERAC Title: [ILLEGIBLE]
Date: 01-13-2011 Date: 01-13-2011
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
By: /s/ [ILLEGIBLE] Attest: /s/ Xxxxxxx Xxxxxx, FSA, MAAA
-------------------------------- -------------------------------
Name: Xxxxxxx [ILLEGIBLE] Name: Xxxxxxx Xxxxxx, FSA, MAAA
Title: Assistant Vice President & Title: Senior Vice President
Actuary Individual Life Product
Management
Date: 2/14/2011 Date: 2/21/2011
Single Life Treaty -- Effective 11/01/2002 Fac
Between HLAIC and ERC
Amendment #1 - Effective 11/01/2002 Fac
2
SCHEDULE A
PLANS COVERED UNDER THIS AGREEMENT
TYPE OF BUSINESS Individual life insurance issued by the
Ceding Company
UPSCALE PRODUCTS RIDERS
------------------------------------------------------------------------------------------------------
Stag Protector Variable Universal Life Other Covered Insured
Stag Variable Life Accumulator Term Rider (base or other insured)
Stag Universal Life Accidental Death Benefit Rider (ADB) Rider (not reinsur
SPVL (Fully underwritten only) Deduction Amount Waiver Rider
ART (CW), 5 & 10 Year Term (NY) Waiver of Monthly Deduction
One Year Term Waiver of Specified Amount
Whole Life with Current Interest Life Enhanced No Lapse Guarantee Rider
Insurance Policy Estate Tax Repeal Benefit Rider
Level Compensation Endorsement
Children's Life Insurance Rider
Maturity Date Extension
Guaranteed COI Benefit Rider
Mortality and Expense Risk Rates Rider
Foreign Travel Exclusion Rider
MIDDLE AMERICA PRODUCTS RIDERS
------------------------------------------------------------------------------------------------------
LBSI UL Term Rider (base or other insured)
Life Solutions I UL Waiver of Premium Riders
Life Solutions II UL Waiver of Monthly Deduction Riders
20 Year Term Additional Purchase Option Rider
Disability Income Rider
WOODBURY PRODUCTS
------------------------------------------------------------------------------------------------------
Hartford Stag Wall Street Variable Universal Term Rider
Life
Accidental Death Benefit (ADB) Rider (not reinsured)
Waiver of Monthly Deduction
Waiver of Specified Amount
Cost of Living Adjustment Rider
Child Rider
Accelerated Benefit Rider
Specify Monthly Deductions
Enhanced No Lapse Guarantee
Single Life Treaty -- Effective 11/01/2002 Fac
Between HLAIC and ERC
Amendment #1 -- Effective 11/01/2002 Fac
3
SCHEDULE A
PLANS COVERED UNDER THIS AGREEMENT
DESCRIPTIONS
RIDERS WHERE ADDITIONAL PREMIUM IS DUE TO THE REINSURER:
Other Covered Insured: Provides term coverage for insured other than base
insured.
Term Rider (base or other insured): Provides additional term coverage.
Deduction Amount Waiver Rider: Waives monthly deduction amount if insured is
disabled.
Waiver of Monthly Deduction: Waives monthly deduction amount if insured is
disabled.
Waiver of Specified Amount: Waives specified amount if insured is disabled.
Children's Life Insurance Rider: Provides additional term coverage for a child.
No separate reinsurance benefits are associated with this rider.
Waiver of Premium Riders: Waives premium requirement if insured is disabled.
Additional Purchase Option Rider: Provides additional term coverage.
Cost of Living Adjustment Rider: This rider is available at issue only for
nonsubstandard issue ages 0 to 60. The rider allows for face amount increases
without underwriting biannually based on the Consumer Price Index with the
maximum amount of this increase being $50,000.
RIDERS THAT ALTER THE POLICY AND FOR WHICH NO ADDITIONAL PREMIUM IS PAID TO THE
REINSURER. IF A POLICY HAS THIS RIDER IT IS STILL COVERED UNDER THE AGREEMENT:
Enhanced No Lapse Guarantee Rider: Provides that the policy will not lapse as
long as cumulative premiums paid less indebtedness and less withdrawls are
greater than or equal to the cumulative no lapse guarantee premiums. Length of
guarantee varies by age.
Estate Tax Repeal Benefit Rider: This rider will pay the account value less
indebtedness if the Federal Estate Tax Law is fully repealed by December 31,
2010, and we receive a request for this benefit amount from the policyholder.
Level Compensation Endorsement: Surrender charges are not assessed for a full
surrender during the first three policy years.
Single Life Treaty -- Effective 11/01/2002 Fac
Between HLAIC and ERC
Amendment #1 -- Effective 11/01/2002 Fac
4
SCHEDULE A
PLANS COVERED UNDER THIS AGREEMENT
Maturity Date Extension Rider: When the policyholder reaches the maturity date
and has elected this rider, the death benefit is reduced to the account value,
no more monthly deductions are taken, interest is credited, no further premiums
are accepted, policy loans continue to accrue interest, and all other riders are
terminated.
Guaranteed COI Benefit Rider: This rider provides guaranteed cost of insurance
rates for the first ten policy years. On each policy anniversary, a cost of
insurance rate for a single policy year is determined. This policy year is the
policy year nine years from the then current policy anniversary. Thus, the rider
provides that on any policy anniversary, cost of insurance rates over the next
ten years will not exceed those provided by the rider. This rider is currently
available in only a few states and on variable life policy forms where the face
amount is at least thirty million dollars.
Accelerated Benefit Rider: With this rider, the policyholder can receive up to
100% of their death benefit discounted with interest if the life expectancy is
12 months or less.
Specify Monthly Deductions: This rider allows the policyholder to specify to
take monthly deductions out of a particular account in the policy.
Mortality and Expense Risk Rider: This rider guarantees that the mortality and
expense risk rate will be zero for policy years greater than and equal to 21.
Foreign Travel Exclusion Rider: The rider provides that if the insured dies
while traveling to, from, or in a country NOT listed on the List of Countries
and Jurisdictions (Schedule A Foreign Travel Exclusion Rider Exhibit II), or
dies as a direct or indirect result of an illness or injury sustained during
such travel, the death benefit proceeds will be limited to the policy's account
value, less any outstanding indebtedness.
Single Life Treaty -- Effective 11/01/2002 Fac
Between HLAIC and ERC
Amendment #1 -- Effective 11/01/2002 Fac
5
SCHEDULE A
FOREIGN TRAVEL EXCLUSION RIDER
UNDERWRITING GUIDELINES
[Redacted]
Single Life Treaty -- Effective 11/01/2002 Fac
Between HLAIC and ERC
Amendment #1 -- Effective 11/01/2002 Fac
6
SCHEDULE A
FOREIGN TRAVEL EXCLUSION RIDER
LIST OF COUNTRIES AND JURISDICTIONS
LIST OF COUNTRIES AND JURISDICTIONS ELIGIBLE FOR TRAVEL UNDER THE FOREIGN TRAVEL
EXCLUSION RIDER
[Redacted]
Single Life Treaty -- Effective 11/01/2002 Fac
Between HLAIC and ERC
Amendment #1 -- Effective 11/01/2002 Fac
7
AMENDMENT NUMBER 2
This Amendment is made by and between HARTFORD LIFE AND ANNUITY INSURANCE
COMPANY (referred to as the Ceding Company) and EMPLOYERS REASSURANCE
CORPORATION (referred to as the Reinsurer). It is attached to and becomes a part
of the Automatic Yearly Renewable Term
Reinsurance Agreement Effective December
1, 2002 (Auto) November 1, 2002 (Fac) (referred to as the
Reinsurance
Agreement).
1. Effective July 21, 2003, the parties hereby agree to amend or modify
the Agreement, by amending Article II, Section A, Part 3 to reflect
the change in the requirements for automatic reinsurance, for
policies issued on or after the effective date of this Reinsurance
Agreement. The parties agree to remove Article II, Section A, Part 3
in its entirety and replace it with the attached Article II, Section
A, Part 3 effective July 21, 2003.
2. This Amendment does not alter, amend or modify the Reinsurance
Agreement other than as set forth in this Amendment, and it is
subject otherwise to all the terms and conditions of the Reinsurance
Agreement together with all amendments and supplements thereto.
In witness of the foregoing, the Ceding Company and the Reinsurer have, by their
respective officers, hereby executed this Amendment in duplicate on the dates
indicated below, with an effective date of July 21, 2003.
EMPLOYERS REASSURANCE CORPORATION
By /s/ Xxxx X. Xxxxxx Attest /s/ [ILLEGIBLE]
------------------------------ ------------------------------
Title US Life Leader Title Treaty Leader
Date 9/26/08 Date 9/26/2008
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
By /s/ Xxxx Xxxxxx Attest /s/ Xxxxxx X. Xxxxxxxx
------------------------------ ------------------------------
Xxxx Xxxxxx, FSA, XXXX Xxxxxx X. Xxxxxxxx, FSA, MAAA
Vice President Assistant Vice President
Individual Life Product Individual Life Product
Development Development
Date 10/16/2008 Date 10/16/2008
Single Life 12/01/2002 -- Amendment 2
Between HLAIC and ERAC
1
ARTICLE II
REINSURANCE COVERAGE
Reinsurance under this Agreement will apply to insurance issued by the Ceding
Company on the Plans of Insurance shown in Schedule A. Such Plans of Insurance
shall be reinsured with the Reinsurer on an automatic basis, subject to the
requirements set forth in Section A below, or on a facultative basis, subject to
the requirements set forth in Section B below, or on a facultative obligatory
basis, subject to the requirements set forth in Section C below. The
specifications for all reinsurance under this Agreement are provided in Schedule
B.
A Requirements for Automatic Reinsurance
For risks which meet the requirements for Automatic Reinsurance as set forth
below, the Reinsurer will participate in a reinsurance pool whereby the
Reinsurer will automatically reinsure a portion of the insurance risks as
indicated in Schedule B. The requirements for Automatic Reinsurance are as
follows:
1. The individual risk must be a resident of the United States or
Canada at the time of application with the exception of the Foreign
National Program as specified in Schedule C.
2. The individual risk must be underwritten according to the Ceding
Company's standard underwriting practices and guidelines. Any risk
falling into the category of special underwriting programs will be
excluded from this Agreement unless previously agreed to by the
Reinsurer via a written amendment.
3. Any new policy on the life of an insured who was previously
submitted to the Reinsurer on a facultative basis will qualify for
Automatic Reinsurance if at least 3 years have elapsed since the
previous policy was submitted on a facultative basis by the Ceding
Company to the Reinsurer or any other current pool reinsurer under
this Agreement, unless the original reason for submitting
facultatively no longer applies (for example, with Jumbo policies,
then the three (3) year rule will not be enforced).
4. The maximum issue age will be 90.
Single Life 12/01/2002 -- Amendment 2
Between HLAIC and ERAC
2
previous insurance or insurance currently applied for.
B Requirements for Facultative Reinsurance
1. If the requirements for Automatic Reinsurance are met, but the
Ceding Company prefers to apply for Facultative Reinsurance with the
Reinsurer, or if the requirements for Automatic Reinsurance are not
met and the Ceding Company applies for Facultative Reinsurance with
the Reinsurer, then the Ceding Company must submit to the Reinsurer
all the papers, facsimiles, or sufficient evidence agreed upon
between the Ceding Company and the Reinsurer relating to the
insurability of the individual life for Facultative Reinsurance.
2. For applications for Facultative Reinsurance, the Ceding Company
will send copies of all of the papers or facsimiles relating to the
insurability of the individual risk to the Reinsurer. After the
Reinsurer has examined the request, the Reinsurer will promptly
notify the Ceding Company of the underwriting offer subject to
additional requirements or the final underwriting offer. The final
underwriting offer on the individual risk will automatically
terminate upon the earlier of the withdrawal of the application or
120 days from the date of the final offer, unless coverage is
accepted or put in place earlier.
3. Notwithstanding the above, if the requirements for Automatic
Reinsurance are met except that the face amount of reinsurance
applied for is greater than the Automatic Issue Limit, but does not
exceed the Automatic Processing Limit, then the Ceding Company will
submit to the Lead Reinsurer (as designated in Schedule B) all
papers relating to the insurability of the individual risk. The Lead
Reinsurer shall review the papers to determine if the risk should be
reinsured by the pool, and, if so, on what basis. The Lead Reinsurer
shall provide the Ceding Company with a response within 24 hours of
receipt of the papers. Approval of the Lead Reinsurer shall be
binding on all other pool members. This process shall be known as
Automatic Processing and subject to the limitations in Exhibit II.
C Requirements for Facultative Obligatory Reinsurance
The Reinsurer agrees to a facultative obligatory arrangement whereby the Ceding
Company may cede a risk to the Reinsurer and the Reinsurer agrees to accept the
risk using the Ceding Company's underwriting evaluation, subject to the
following conditions:
1. The requirements for Automatic Reinsurance specified in Article II
must be met with one exception. This exception is that the total
amount of insurance issued and applied for in all companies on each
risk has exceeded the Jumbo Limits set forth in Exhibit II.
2. The arrangement is available on all policy forms covered under this
Reinsurance Agreement.
Single Life 12/01/2002 -- Amendment 2
Between HLAIC and ERAC
3
3. The ceded risk is subject to the Facultative Obligatory Automatic
Binding Limits and the Facultative Obligatory Automatic Issue
Limits, as stated in Exhibit II. However, to the extent that the
Reinsurer has already filled its available capacity on the risk, the
Reinsurer may reduce the provided capacity by notifying the Ceding
Company. In addition, the Reinsurer may choose to provide
Facultative Obligatory capacity greater than as specified in
Schedule B.
4. The Reinsurer will have a reasonable amount of time, but not to
exceed two (2) business days, to respond to the Ceding Company's
request for Facultative Obligatory risk.
D Basis of Reinsurance
Reinsurance under this Agreement will be on the basis as stated in Schedule B.
E Policy Forms
When requested, the Ceding Company will furnish the Reinsurer with a copy of
each policy, rider, rate book, and applicable sales or marketing material that
applies to the life insurance reinsured hereunder.
Single Life 12/01/2002 -- Amendment 2
Between HLAIC and ERAC
4
AMENDED AND RESTATED AMENDMENT 3
EFFECTIVE DECEMBER 1, 2003
TO THE
REINSURANCE AGREEMENT
EFFECTIVE DECEMBER 1, 2002 (AUTO)
EFFECTIVE NOVEMBER 1, 2002 (FAC)
BETWEEN
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
("CEDING COMPANY")
AND
EMPLOYERS REASSURANCE CORPORATION
("AGREEMENT")
RECITALS
WHEREAS, the Reinsurer currently reinsures the Ceding Company's plans or
policies under the above referenced reinsurance agreement "Agreement"; and
WHEREAS, the Ceding Company and the Reinsurer entered into Amendment 3 to add
the following Products and Riders to be reinsured:
- Stag Variable Life Accumulator II, Stag Protector Variable Universal
Life II, Policy Continuation Rider.
WHEREAS, Schedule A in the original Amendment 3 did not include the Foreign
Travel Exclusion Underwriting Guidelines or the Foreign Travel Exclusion Rider
List of Countries and Jurisdictions; and
WHEREAS, the Ceding Company and the Reinsurer wish to amend and restate
Amendment 3 to include the Foreign Travel Exclusion Underwriting Guidelines and
the Foreign Travel Exclusion Rider List of Countries and Jurisdictions which
were effective November 1, 2002 (Fac) and December 1, 2002 (Auto).
NOW, THEREFORE for good and valuable consideration, receipt of which is hereby
acknowledged, the Ceding Company and the Reinsurer hereby agree to amend the
Agreement as follows:
1. The above recitals are true and accurate and incorporated herein.
Single Life Treaty -- Effective 12/1/2002 (Auto) / 11/01/2002 (Fac)
Between HLAIC and ERC
Amendment #3 -- Effective 12/1/2003
1
2. Schedule A is deleted in its entirety and replaced with the attached
revised Schedule A.
Except as herein amended, all other terms and conditions of this Agreement shall
remain unchanged.
In witness of the foregoing, Ceding Company and Reinsurer have, by their
respective officers, hereby executed this Amendment in duplicate on the dates
indicated below, with an effective date of December 1, 2003.
EMPLOYERS REASSURANCE CORPORATION
By: /s/ Xxxxxx X. Xxxxxxxx Attest: /s/ Xxxxxxx Xx Xxxxxxxx
-------------------------------- -------------------------------
Name: Xxxxxx X. Xxxxxxxx Name: Xxxxxxx Xx Xxxxxxxx
Title: Vice President ERAC Title: Treaty Specialist
Date: 01-13-2011 Date: 01-13-2011
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
By: /s/ [ILLEGIBLE] Attest: /s/ Xxxxxxx Xxxxxx
-------------------------------- -------------------------------
Name: [ILLEGIBLE] Name: Xxxxxxx Xxxxxx, FSA, MAAA
Title: Assistant Vice President & Title: Senior Vice President
Actuary Individual Life Product
Management
Date: 2/14/2011 Date: 2/21/2011
Single Life Treaty -- Effective 12/1/2002 (Auto) / 11/01/2002 (Fac)
Between HLAIC and ERC
Amendment #3 -- Effective 12/1/2003
2
SCHEDULE A
PLANS COVERED UNDER THIS AGREEMENT
EFFECTIVE DECEMBER 1, 2003
TYPE OF BUSINESS Individual life insurance issued by
the Ceding Company
UPSCALE PRODUCTS RIDERS
-----------------------------------------------------------------------------------------------------------------
Stag Protector Variable Universal Life Other Covered Insured
Stag Variable Life Accumulator Term Rider (base or other insured)
Stag Universal Life Accidental Death Benefit Rider (ADB) Rider (not reinsured)
SPVL (Fully underwritten only) Deduction Amount Waiver Rider
ART (CW), 5 & 10 Year Term (NY) Waiver of Monthly Deduction
One Year Term Waiver of Specified Amount
Whole Life with Current Interest Life Enhanced No Lapse Guarantee Rider
Stag Protector Variable Universal Life II Estate Tax Repeal Benefit Rider
Stag Variable Life Accumulator II Level Compensation Endorsement
Children's Life Insurance Rider
Maturity Date Extension
Guaranteed COI Benefit Rider
Mortality and Expense Risk Rates Rider
Foreign Travel Exclusion Rider
Policy Continuation Rider
MIDDLE AMERICA PRODUCTS RIDERS
-----------------------------------------------------------------------------------------------------------------
LBSI UL Term Rider (base or other insured)
Life Solutions I UL Waiver of Premium Riders
Life Solutions II UL Waiver of Monthly Deduction Riders
20 Year Term Additional Purchase Option Rider
Disability Income Rider
WOODBURY PRODUCTS
-----------------------------------------------------------------------------------------------------------------
Hartford Stag Wall Street Variable Term Rider
Universal Life Accidental Death Benefit (ADB) Rider (not reinsured)
Waiver of Monthly Deduction
Waiver of Specified Amount
Cost of Living Adjustment Rider
Child Rider
Accelerated Benefit Rider
Specify Monthly Deductions
Enhanced No Lapse Guarantee
Single Life Treaty -- Effective 12/1/2002 (Auto) / 11/01/2002 (Fac)
Between HLAIC and ERC
Amendment #3 -- Effective 12/1/2003
3
SCHEDULE A
PLANS COVERED UNDER THIS AGREEMENT
DESCRIPTIONS
RIDERS WHERE ADDITIONAL PREMIUM IS DUE TO THE REINSURER:
Other Covered Insured: Provides term coverage for insured other than base
insured.
Term Rider (base or other insured): Provides additional term coverage.
Deduction Amount Waiver Rider: Waives monthly deduction amount if insured is
disabled.
Waiver of Monthly Deduction: Waives monthly deduction amount if insured is
disabled.
Waiver of Specified Amount: Waives specified amount if insured is disabled.
Children's Life Insurance Rider: Provides additional term coverage for a child.
No separate reinsurance benefits are associated with this rider.
Waiver of Premium Riders: Waives premium requirement if insured is disabled.
Additional Purchase Option Rider: Provides additional term coverage.
Cost of Living Adjustment Rider: This rider is available at issue only for
nonsubstandard issue ages 0 to 60. The rider allows for face amount increases
without underwriting biannually based on the Consumer Price Index with the
maximum amount of this increase being $50,000.
RIDERS THAT ALTER THE POLICY AND FOR WHICH NO ADDITIONAL PREMIUM IS PAID TO THE
REINSURER. IF A POLICY HAS THIS RIDER IT IS STILL COVERED UNDER THE AGREEMENT:
Enhanced No Lapse Guarantee Rider: Provides that the policy will not lapse as
long as cumulative premiums paid less indebtedness and less withdrawls are
greater than or equal to the cumulative no lapse guarantee premiums. Length of
guarantee varies by age.
Estate Tax Repeal Benefit Rider: This rider will pay the account value less
indebtedness if the Federal Estate Tax Law is fully repealed by December 31,
2010, and we receive a request for this benefit amount from the policyholder.
Level Compensation Endorsement: Surrender charges are not assessed for a full
surrender during the first three policy years.
Single Life Treaty -- Effective 12/1/2002 (Auto) / 11/01/2002 (Fac)
Between HLAIC and ERC
Amendment #3 -- Effective 12/1/2003
4
SCHEDULE A
PLANS COVERED UNDER THIS AGREEMENT
Maturity Date Extension Rider: When the policyholder reaches the maturity date
and has elected this rider, the death benefit is reduced to the account value,
no more monthly deductions are taken, interest is credited, no further premiums
are accepted, policy loans continue to accrue interest, and all other riders are
terminated.
Guaranteed COI Benefit Rider: This rider provides guaranteed cost of insurance
rates for the first ten policy years. On each policy anniversary, a cost of
insurance rate for a single policy year is determined. This policy year is the
policy year nine years from the then current policy anniversary. Thus, the rider
provides that on any policy anniversary, cost of insurance rates over the next
ten years will not exceed those provided by the rider. This rider is currently
available in only a few states and on variable life policy forms where the face
amount is at least thirty million dollars.
Accelerated Benefit Rider: With this rider, the policyholder can receive up to
100% of their death benefit discounted with interest if the life expectancy is
12 months or less.
Specify Monthly Deductions: This rider allows the policyholder to specify to
take monthly deductions out of a particular account in the policy.
Mortality and Expense Risk Rider: This rider guarantees that the mortality and
expense risk rate will be zero for policy years greater than and equal to 21.
Policy Continuation Rider: This rider is automatically added to the policy at
issue age. This rider is intended to prevent the lapse of highly loaded
policies.
Foreign Travel Exclusion Rider: The rider provides that if the insured dies
while traveling to, from, or in a country NOT listed on the List of Countries
and Jurisdictions (Schedule A Foreign Travel Exclusion Rider Exhibit II), or
dies as a direct or indirect result of an illness or injury sustained during
such travel, the death benefit proceeds will be limited to the policy's account
value, less any outstanding indebtedness.
Single Life Treaty -- Effective 12/1/2002 (Auto) / 11/01/2002 (Fac)
Between HLAIC and ERC
Amendment #3 -- Effective 12/1/2003
5
SCHEDULE A
FOREIGN TRAVEL EXCLUSION RIDER
UNDERWRITING GUIDELINES
Single Life Treaty -- Effective 12/1/2002 (Auto) / 11/01/2002 (Fac)
Between HLAIC and ERC
Amendment #3 -- Effective 12/1/2003
SCHED7
ULE A
FOREIGN TRAVEL EXCLUSION RIDER
LIST OF COUNTRIES AND JURISDICTIONS
LIST OF COUNTRIES AND JURISDICTIONS ELIGIBLE FOR TRAVEL UNDER THE FOREIGN TRAVEL
EXCLUSION RIDER
Single Life Treaty -- Effective 12/1/2002 (Auto) / 11/01/2002 (Fac)
Between HLAIC and ERC
Amendment #3 -- Effective 12/1/2003
AMENDMENT NUMBER 4
This Amendment is made by and between HARTFORD LIFE AND ANNUITY INSURANCE
COMPANY (referred to as the Ceding Company) and EMPLOYERS REASSURANCE
CORPORATION (referred to as the Reinsurer). It is attached to and becomes a part
of the Automatic Yearly Renewable Term Reinsurance Agreement Effective December
1, 2002 (Auto) November 1, 2002 (Fac) (referred to as the Reinsurance
Agreement).
1. Effective March 1, 2004, the parties hereby agree that the Ceding Company
will no longer cede and the Reinsurer will no longer accept reinsurance under
this Agreement for policies issued on or after the effective date of this
Amendment. Reinsurance that is now in force under this Agreement will continue
to be governed by the terms and conditions of the Agreement until the
termination or expiration of all such reinsurance.
2. This Amendment does not alter, amend or modify the Reinsurance Agreement
other than as set forth in this Amendment, and it is subject otherwise to all
the terms and conditions of the Reinsurance Agreement together with all
amendments and supplements thereto.
In witness of the foregoing, the Ceding Company and the Reinsurer have, by their
respective officers, hereby executed this Amendment in duplicate on the dates
indicated below, with an effective date of March 1, 2004.
EMPLOYERS REASSURANCE CORPORATION
By /s/ [ILLEGIBLE] Attest /s/ Xxxxx Xxxxxxx
------------------------------- -------------------------------
Title President Title Treaty Specialist
Date 12/16/05 Date 12/16/05
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
By /s/ Xxxx Xxxxxx Attest /s/ Xxxxxx X. Xxxxxxxx
------------------------------- -------------------------------
Xxxx Xxxxxx, FSA, XXXX Xxxxxx X. Xxxxxxxx, FSA, MAAA
Vice President Assistant Vice President
Individual Life Product Individual Life Product
Development Development
Date 12/19/05 Date 12/19/2005
Single Life 12/01/2002 -- Amendment 4
Between HLAIC and ERAC
1
AUTOMATIC YEARLY RENEWABLE TERM
REINSURANCE AGREEMENT
between
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
and
EMPLOYERS REASSURANCE CORPORATION
Effective Date: December 1, 2002
ARTICLES
I. Parties to the Agreement 3
II. Reinsurance Coverage 3
III. Liability 4
IV. Notification of Reinsurance 5
V. Reinsurance Premiums 5
VI. Reserves 7
VII. Oversights 7
VIII. Reductions, Terminations, and Changes 7
IX. Increase in Retention 9
X. Reinstatement 9
XI. Expenses 10
XII. Claims 10
XII. Extra-Contractual Damages 12
XIV. Inspection of Records 12
XV. DAC Tax - Section 1.848-2 (g)(8) Election 12
XVI. Insolvency 13
XVII. Offset 15
XVIII. Arbitration 15
XIX. Termination 16
XX. General Provisions 16
XXI. Confidentiality 18
XXII. Notices and Communications 19
XXIII. Effective Date 20
XXIV. Execution 20
SCHEDULES
A. Plans Covered under This Agreement 21
B. Basis of Reinsurance 23
EXHIBITS
I. Reinsurance Premium Calculation 24
II. Retention, Binding, and Issue Limits 25
III. Annual per 1000 YRT Reinsurance Rates 36
ALL SCHEDULES AND EXHIBITS ATTACHED WILL BE CONSIDERED PART OF THIS REINSURANCE
AGREEMENT.
2
ARTICLE I
PARTIES TO THE AGREEMENT
This Agreement is between Hartford Life and Annuity Insurance Company (referred
to as the Ceding Company), and Employers Reassurance Corporation (referred to as
the Reinsurer).
The acceptance of risks under this Agreement will create no right or legal
relationship between the Reinsurer and the insured owner or beneficiary of any
insurance policy or contract of the Ceding Company. This Agreement will be
binding upon the Ceding Company and the Reinsurer and their respective
successors and assignees.
ARTICLE II
REINSURANCE COVERAGE
Reinsurance under this Agreement will apply to insurance issued by the Ceding
Company on the Plans of Insurance shown in Schedule A. Such Plans of Insurance
shall be reinsured with the Reinsurer on an automatic basis, subject to the
requirements set forth in Section A below. The specifications for all
reinsurance under this Agreement are provided in Schedule B.
A. Requirements for Automatic Reinsurance
For risks which meet the requirements for Automatic Reinsurance as set forth
below, the Reinsurer will participate in a reinsurance pool whereby the
Reinsurer will automatically reinsure a portion of the insurance risks as
indicated in Schedule B. The requirements for Automatic Reinsurance are as
follows:
1. The individual risk must be a resident of the United States or Canada at the
time of application.
2. The individual risk must be underwritten according to the Ceding Company's
standard underwriting practices and guidelines. This individual risk will be
determined to be a true Table 1,2,3 or 4 based on the Ceding Company's normal
underwriting guidelines and will be issued as a Standard Risk.
3. Any risk offered on a facultative basis other than for size by the Ceding
Company to the Reinsurer or any other company will not qualify for Automatic
Reinsurance under this Agreement for the same risk and same life.
4. The minimum issue age on any risk will be age 5 and the maximum issue age on
any risk will be age 75.
3
B. Basis of Reinsurance
Reinsurance under this Agreement will be on the basis as stated in Schedule B.
C. Policy Forms
When requested, the Ceding Company will furnish the Reinsurer with a copy of
each policy, rider, rate book, and applicable sales or marketing material that
applies to the life insurance reinsured hereunder.
ARTICLE III
LIABILITY
A. The Reinsurer's liability for Automatic Reinsurance will begin
simultaneously with the Ceding Company's liability.
B. In no event shall the reinsurance be in force and binding if the issuance
and delivery of such insurance constituted the doing of business in a
jurisdiction in which the Ceding Company was not properly licensed.
C. The Reinsurer's liability for reinsurance on the individual risk will
terminate when the Ceding Company's liability terminates.
D. The Reinsurer will not be liable for benefits paid under the Ceding
Company's conditional receipt or temporary insurance agreement unless all the
conditions for the conditional receipt or temporary insurance agreement are met.
The Reinsurer's liability under the Ceding Company's conditional receipt or
temporary insurance agreement is limited to the lesser of (1) or (2) below:
1. The Automatic Binding limits with the Reinsurer shown in Exhibit II, or
2. The amount for which the Ceding Company is liable, less its retention shown
in Exhibit II
The pre-issue liability applies provided that the Ceding Company has followed
its normal cash-with-application procedures for such coverage. After a policy
has been issued, no reinsurance benefits are payable under this pre-issue
coverage provision.
E. The liability of each pool member shall be separate and not joint with the
other pool members.
F. The Reinsurer shall establish reserves on the Reinsurer's portion of the
policy on the reserve basis specified in Article VI.
4
ARTICLE IV
NOTIFICATION OF REINSURANCE
A. For Automatic Reinsurance, the Ceding Company will notify the Reinsurer on
the monthly statement as described in Article V.
B. When reinsurance is reduced or changed, the Ceding Company will notify the
Reinsurer on the monthly accounting statement.
ARTICLE V
REINSURANCE PREMIUMS
A. Computation
Premiums for reinsurance under this Agreement will be computed as described in
Exhibit I.
B. Premium Accounting
1. Payment of Reinsurance Premiums
For Automatic Reinsurance, following the close of each calendar month, the
Ceding Company will send the Reinsurer a statement and a listing of new
business, changes, and terminations. The Reinsurer will refund to the Ceding
Company all unearned Annual YRT Reinsurance Premiums not including policy fees,
less applicable allowances, arising from reductions, terminations and changes as
described in Article VIII.
Annual YRT Reinsurance Premiums, as calculated in Exhibit I, based on the
Reinsured Net Amount at Risk, as defined in Schedule B, are paid annual in
advance each month for those policies renewing during that month.
If a net reinsurance premium balance is payable to the Reinsurer, the Ceding
Company will forward this balance within (60) sixty days after the close of each
month.
If a net reinsurance premium balance is payable to the Ceding Company, the
balance due will be subtracted from the reinsurance premium payable by the
Ceding Company for the current month. The Reinsurer shall pay any remaining
balance due the Ceding Company within (60) sixty days after the Ceding Company
submits the statement.
2. Termination Because of Non-Payment of Premium
If undisputed reinsurance premiums are delinquent, the Reinsurer has the right
to terminate the reinsurance risks on those policies listed on the delinquent
monthly statement by giving the Ceding Company (90) ninety days' advance written
notice. If the delinquent premiums have not been paid as of the close of the
(90) ninety-day period, the Reinsurer's liability will terminate for the risks
described in the delinquency notice.
5
Regardless of the termination, the Ceding Company will continue to be liable to
the Reinsurer for all unpaid reinsurance premiums earned up to the date of
termination.
3. Reinstatement of a Delinquent Statement
The Ceding Company may reinstate the terminated risks within (60) sixty days
after the effective date of termination by paying the unpaid reinsurance
premiums for the risks in force prior to the termination. However, the Reinsurer
will not be liable for any claim incurred between the date of termination and
reinstatement. The effective date of reinstatement will be the date the required
back premiums are received.
4. Currency
The reinsurance premiums and benefits payable under this Agreement will be
payable in the lawful money of the United States.
5. Detailed Listing
Before the end of the first quarter, the Ceding Company will send the Reinsurer
a detailed listing of all reinsurance in force as of the close of the
immediately preceding calendar year.
6. Guaranteed Rates
Although the Reinsurer anticipates continuing to accept reinsurance rates at the
current level, the Reinsurer reserves the right to increase the reinsurance
rates but only when the Ceding Company increases the rates to the policy owner.
The increase to the reinsurance rates on a given policy shall be no more than
proportional to the increase to the policy owner's rates.
7. Overpayment of Premium
If the Ceding Company overpays a reinsurance premium and the Reinsurer accepts
the overpayment, the Reinsurer's acceptance will not constitute nor create a
reinsurance liability nor result in any additional reinsurance. Instead, the
Reinsurer will be liable to the Ceding Company for a credit in the amount of the
overpayment.
8. Underpayment of Premium
If the Ceding Company fails to make a full premium payment for a policy or
policies reinsured hereunder, due to an oversight defined in Article VII, the
amount of reinsurance coverage provided by the Reinsurer shall not be reduced.
However, once the underpayment is discovered, the Ceding Company will be
required to pay to the Reinsurer the difference between the full premium amount
and the amount actually paid, without interest. If payment or the full premium
is
6
not made within (60) sixty days after the discovery of the underpayment, the
underpayment shall be treated as a failure to pay premiums and subject to the
conditions of Section B.2, above.
ARTICLE VI
RESERVES
A. Statutory Reserves for the Mortality Risk of the Policy
[Redacted]
B. Representations
The Reinsurer represents to the Ceding Company that the Reinsurer is properly
licensed or accredited so that the Ceding Company may claim statutory reserve
credit on its financial statements filed in all states in which the Ceding
Company is licensed to transact insurance business. In the event that as a
result of a change in the Reinsurer's licensing or accreditation status, the
Ceding Company must obtain security for statutory reserve credits taken with
respect to this reinsurance agreement, the Reinsurer will establish a trust or
letter of credit in a form which meets all applicable standards or law and
regulation to enable the Ceding Company to claim such reserve credit on its
statutory statements. The Reinsurer will bear the expense of establishing any
trusts or letter of credit with respect to this provision.
ARTICLE VII
OVERSIGHTS
If there is an unintentional oversight, misunderstanding, delay or error in the
administration of this Agreement by the Ceding Company or the Reinsurer, it can
be corrected provided the correction takes place within a reasonable time after
the oversight, misunderstanding, delay, or error is first discovered. Both the
Ceding Company and the Reinsurer will be restored to the position they would
have occupied had the oversight or misunderstanding not occurred. Should it not
be possible to restore both parties to such a position, the Ceding Company and
the Reinsurer shall negotiate in good faith to equitably apportion any resulting
liabilities and expenses.
ARTICLE VIII
REDUCTIONS, TERMINATIONS AND CHANGES
A. Replacement or Change
If there is a contractual change, the insurance will continue to be reinsured
with the Reinsurer at point-in-scale rates.
Exchanges from one single life plan reinsured under this Agreement to a
different single life plan will be reinsured at point-in-scale rates. An
exchange is a new policy replacing
7
an existing policy where the new policy is not fully underwritten.
B. Increases or Decreases
1. If the policy face amount of a risk reinsured automatically under this
Agreement increases and:
a. The increase is subject to new underwriting evidence, then the
provisions of Article II, Section A, shall apply to the increase in
reinsurance.
b. The increase is not subject to new underwriting evidence; the
Reinsurer will accept the increase in reinsurance at point-in-scale
rates but not to exceed the Automatic Binding Limit.
2. If the policy face amount increases, the Ceding Company's retention will be
filled first, then any remaining risk of the increase will be ceded to the
Reinsurer as of the effective date of the increase. If the policy face amount is
reduced, the reinsurance will be reduced first, thereby maintaining the Ceding
Company's retention.
C. Reduction in Retained Coverage
If any portion of the aggregate insurance retained by the Ceding Company on an
individual life reduces or terminates, the Ceding Company will recalculate its
retention on any remaining risk(s) inforce on that life with the intent of
holding the appropriate retention under each applicable reinsurance agreement.
The retention limit which was in effect at the time that each remaining risk was
issued will be used. The Ceding Company will not be required to retain an amount
in excess of its regular retention limit for the age, mortality rating, and risk
classification at the time of issue for any policy. The Ceding Company will
first recalculate the retention on the policy(ies) having the same mortality
rating as the terminated policy(ies). Order of recalculation will secondarily be
determined by policy effective date, oldest first.
D. Multiple Reinsurers
If a risk is shared by more than one reinsurer, the Reinsurer's percentage of
any increased or reduced reinsurance will be the same as its initial percentage
of the reinsurance for that risk.
E. Termination
If the policy for a risk reinsured under this Agreement is terminated, the
reinsurance for the risk involved will be terminated on the effective date of
termination.
F. Mortality Rating
On Automatic Reinsurance, if the Ceding Company wishes to reduce the mortality
rating, the Reinsurer will accept this reduction.
8
ARTICLE IX
INCREASE IN RETENTION
A. If the Ceding Company should increase the retention limits as listed in
Exhibit II, prompt written notice of the increase must be given to the
Reinsurer.
B. In the event of an increase in retention, the Ceding Company will have the
option of recapturing the reinsurance up to the increased retention under this
Agreement. The Ceding Company may exercise its option to recapture by giving
written notice to the Reinsurer within (90) ninety days after the effective date
of the increase.
C. If the Ceding Company exercises its option to recapture, then:
1. The Ceding Company must reduce the reinsurance on each individual life on
which the Ceding Company retained the maximum retention limit for the age and
mortality rating that was in effect at the time the reinsurance was ceded to the
Reinsurer.
2. No recapture will be made to reinsurance on an individual life if (a) the
Ceding Company retained a special retention limit less than the maximum
retention limit for the age and mortality rating in effect at the time the
reinsurance was ceded to the Reinsurer, or if (b) the Ceding Company did not
retain insurance on the life.
3. The Ceding Company must increase its total amount of insurance on the
individual life up to the new retention limit by reducing the reinsurance. If an
individual life is shared by more than one reinsurer, the Reinsurer's percentage
of the reduced reinsurance will be the same as the initial reinsurance on the
individual risk.
4. The reduction in reinsurance will become effective on the next annual
premium anniversary after the individual policy has been inforce for at least
ten (10) years.
5. If more than one policy per life is eligible for recapture, then the
eligible policies may be recaptured beginning with the policy with the earliest
issue date and continuing in chronological order according to the remaining
policies' issue dates.
ARTICLE X
REINSTATEMENT
If an insurance policy lapses for nonpayment of premium and is reinstated under
the Ceding Company's terms and rules, the Reinsurer will reinstate the
reinsurance as follows:
A. Automatic Cases
The Ceding Company must pay the Reinsurer all back reinsurance premiums in the
same manner as the Ceding Company received insurance charges under the policy.
When the policy is reinstated by the Ceding Company, the reinsurance will be
automatically reinstated.
9
B. Nonforfeiture Reinsurance Termination
If the Ceding Company has been requested to reinstate a policy that was
reinsured while on extended term or reduced paid-up, then such reinsurance will
terminate and automatic reinstatement procedures will be followed as outlined
above in this Article.
ARTICLE XI
EXPENSES
The Ceding Company must pay the expense of all medical examinations, inspection
fees and other charges in connection with the issuance of the insurance.
ARTICLE XII
CLAIMS
A. Liability
If the Ceding Company is liable for insurance benefits on a policy reinsured
under this Agreement, the Reinsurer shall be liable for its portion of the
reinsurance on that policy, as described in Schedule B. All reinsurance claim
settlements will be subject to the terms and conditions of the particular
contract and statutory requirements under which the Ceding Company is liable.
B. Notification
When the Ceding Company is advised of a claim, the Reinsurer must be notified
promptly.
C. Claim Payment
1. Automatic Reinsurance on a Risk
If a claim is made under insurance reinsured under this Agreement, the Reinsurer
will abide by the issue as it is settled by the Ceding Company. Copies of proofs
or other written matters relating to any claim reimbursements under this
Agreement shall be furnished to the Reinsurer upon written request. The
Reinsurer will pay the Ceding Company the reinsurance proceeds within (15)
fifteen days of final notification of the Ceding Company making the settlement
of the policy proceeds. The Ceding Company will deliver a copy of the proof of
death, check copy or proof of payment, and the claimant's statement to the
Reinsurer.
2. Payment of Reinsurance Proceeds
Payment of life reinsurance proceeds will be made in a single sum regardless of
the Ceding Company's mode of settlement with the payee.
10
3. Recapture
If the Reinsurer is delinquent, (60) sixty days past due, on an undisputed net
amount due to the Ceding Company, the Ceding Company has the right to recapture.
D. Contested Claims
The Ceding Company must promptly notify the Reinsurer of any intent to contest a
claim reinsured under this Agreement or to assert defenses, and if the Ceding
Company's contest of such insurance results in the increase or reduction of
liability, the Reinsurer will share in this increase or reduction. The
Reinsurer's share of the increase or decrease shall be proportional to their
share of the Total Net Amount at Risk, as defined in Schedule B, on the date of
the death of the insured.
If the Reinsurer should decline to participate in the contest or assertion of
defenses, the Reinsurer will then release all of its liability by paying the
Ceding Company the full amount of reinsurance and not sharing in any subsequent
increase or reduction in liability.
The Ceding Company shall operate in good faith and adjudicate claims to policies
reinsured under this Agreement as if there were not reinsurance. The Ceding
Company's decision to pay a claim in accordance with their contractual liability
is binding on the Reinsurer.
E. Misstatement of Age or Sex
If the amount of insurance provided by the policy or policies reinsured under
this Agreement is increased or reduced because of misstatement of age or sex
established after the death of the insured, the Reinsurer will share with the
Ceding Company in this increase or reduction.
F. Routine Expenses
The Ceding Company will pay the routine expenses incurred in connection with
settling claims. These expenses may include compensation of agents and employees
and the cost of routine investigations.
G. Non-Routine Expenses
The Reinsurer will share with the Ceding Company all expenses that are not
routine. Expenses that are not routine are those directly incurred in connection
with the contest or the possibility of a contest of a claim or the assertion of
defenses, including legal expenses. The expenses will be shared in proportion to
the Total Net Amount at Risk, as defined in Schedule B, for the Ceding Company
and the Reinsurer. However, if the Reinsurer has released the liability under
Section D of this Article, the Reinsurer will not share in any expenses incurred
after the date of the Reinsurer's release.
H. Return of Premium for Misrepresentations and Suicides
If a misrepresentation on an application or a death of an insured risk by
suicide results in
11
the Ceding Company returning the policy premiums to the policy owner rather than
paying the policy benefits, the Reinsurer will refund all of the reinsurance
premiums it received on that policy to the Ceding Company. This refund given by
the Reinsurer will be in lieu of all other reinsurance benefits payable on that
policy under this Agreement.
I. Contestable Period
If during the contestable period, Ceding Company is notified of the death of the
insured, the Ceding Company will investigate the case.
ARTICLE XIII
EXTRA-CONTRACTUAL DAMAGES
Except as provided in the next sentence, this Agreement shall not apply to, and
the Reinsurer shall not participate in, Extra Contractual Obligations including
but not limited to punitive and/or compensatory damages and/or statutory
penalties covered under this Agreement. Only in those instances in which (i) the
Reinsurer received advance notice of the Ceding Company's intention to deny a
claim for Benefits under a Policy, (ii) the Reinsurer in writing concurred in
advance with the decision to deny the claims, and (iii) the denial of the claim
was the basis for the Contractual Obligations, shall the Reinsurer reimburse the
Ceding Company for the Reinsurer's pro rata portion of such Extra Contractual
Obligations paid by the Ceding Company. Any liability insurance or other
insurance of the Ceding Company covering such Extra Contractual Obligations
shall inure to the benefit of the Reinsurer in proportion to the Reinsurer's
share of the Total Net Amount at Risk (as defined in Schedule B).
ARTICLE XIV
INSPECTION OF RECORDS
Each party or their authorized representatives will have the right, at any
reasonable time and upon reasonable notice, to inspect the other party's books
and documents that relate to reinsurance under this Agreement.
ARTICLE XV
DAC TAX
SECTION 1.848-2(g) (8) ELECTION
A. The Ceding Company and the Reinsurer jointly agree to the DAC Tax Election
pursuant to Section 1.848-2(g)(8) of the Income Tax Regulations (the "Treasury
Regulations") issued under Section 848 of the Internal Revenue Code of 1986, as
amended (the "Code") whereby:
(i) The party with the net positive consideration for this Agreement for
each taxable year will capitalize specified policy acquisition
expenses with respect to this Agreement without regard to the
general deductions limitation of Code section 848(c)(1); and
(ii) Both parties agree to exchange information pertaining to the amount
of net consideration under this Agreement each year to ensure
consistency.
12
B. As used in this Article XV, the terms "net positive consideration",
"specified policy acquisition expenses" and "general deductions limitation" are
defined by reference to Treasury Regulations Section 1.848-2 and Code Section
848 as of December 1, 2002.
C. The method and timing of the exchange of this information shall be as
follows:
(i) The Ceding Company shall submit a schedule to the Reinsurer by May 1
of each year of its calculation of the net consideration for the
preceding calendar year.
(ii) The Reinsurer shall, in turn, complete the schedule by indicating
acceptance of the Ceding Company's calculation of net consideration
or shall note in writing any discrepancies. The Reinsurer shall
return the completed schedule to the Ceding Company by June 1 of
each year.
(iii) If there are any discrepancies between the Ceding Company's and the
Reinsurer's calculation of net consideration, the parties shall act
in good faith to resolve these discrepancies in a manner that is
acceptable to both parties by July 1 of each year.
(iv) Each party shall attach the final schedule to their respective U.S.
federal income tax returns for each taxable year in which
consideration is transferred under this Agreement. The schedule
shall identify this Agreement and restate the election described in
this Article XV and shall be signed by both parties.
D. This DAC Tax Election shall be effective on the effective date of this
Agreement and shall be effective for all years for which this Agreement remains
in effect.
E. The Ceding Company and the Reinsurer each represent and warrant that they
are subject to U.S. taxation under either the provisions of Subchapter L of
Chapter 1 or Subpart F of Part III of Subchapter N of Chapter 1 of the Code.
F. Should the Reinsurer breach the representation and warranty of tax status
set forth in this Article of this Agreement, the Reinsurer agrees to indemnify
and hold the Ceding Company, its directors, officers, employees, agents, and
shareholders harmless from any liability and all liability, loss, damages,
fines, penalties, interest, and reasonable attorney's fees, which the Ceding
Company, its directors, officers, employees, agents, and shareholders may
sustain by reason of such breach.
ARTICLE XVI
INSOLVENCY
A. Insolvency of the Reinsurer
In the event a formal receivership proceeding is initiated against the Reinsurer
by the insurance department of the Reinsurer's domiciliary state, and if after,
the commencement of such receivership proceeding the Reinsurer defaults as to
its obligation to pay claims hereunder (as described below), the Ceding Company
shall have the right to recapture the Reinsurer's part of all of the Policies by
providing the Reinsurer with advance written notice stating the recapture date,
provided that the
13
Reinsurer continues to be in default on the date such notice is received by the
Reinsurer. If the Reinsurer is no longer in default on the date such notice is
received by the Reinsurer, then the recapture intended by such notice shall not
be effective.
This Agreement shall not apply to claims incurred on and after the recapture
date.
For the purpose of this Article, the Reinsurer shall be considered in default
when:
1. properly payable undisputed claims are not timely paid by the Reinsurer
pursuant to the terms of this Agreement; and
2. the Ceding Company has provided written notice to the Reinsurer, describing
such unpaid claims; and
3. within thirty (30) calendar days of receiving such notice, the Reinsurer has
not made payment to the Ceding Company for such claims.
B. Insolvency of the Ceding Company
If the Ceding Company should become insolvent, as determined by the Regulatory
Agency responsible for such determination, all reinsurance under this Agreement
covering risks ceded by the Ceding Company will be payable by the Reinsurer
directly to the Ceding Company's liquidator, receiver or statutory successor, on
the basis of the liability of the Ceding Company under the policy or policies
reinsured and without diminution because of the insolvency of the Company.
However, in the event of such insolvency, the liquidator, receiver, or statutory
successor will give written notice of a pending claim against the Ceding Company
on the reinsured policy. It will do so within a reasonable time after the claim
is filed in the insolvency proceedings. During the pendency of such a claim, the
Reinsurer may investigate the claim and may, at its own expense, interpose any
defense or defenses which it may deem available to the Ceding Company, its
liquidator, receiver, or statutory successor, in the proceedings where the claim
is to be adjudicated.
The expense thus incurred by the Reinsurer will be chargeable against the Ceding
Company, subject to court approval, as part of the expense of liquidation to the
extent of a proportionate share of the benefit which may accrue to the Ceding
Company solely as a result of the defense undertaken by the Reinsurer.
Where two or more reinsurers are involved in the same claim and a majority in
interest elect to interpose defense to the claim, the expense will be
apportioned in accord with the terms of the reinsurance agreement as though the
expense had been incurred by the Ceding Company.
14
ARTICLE XVII
OFFSET
Any undisputed debts or credits, matured or unmatured, liquidated or
unliquidated, regardless of when they arose or were incurred, in favor of or
against either the Ceding Company or the Reinsurer with respect to this
Agreement, shall be offset, and only the balance shall be allowed or paid. In
the event the Ceding Company becomes insolvent, offsets shall be allowed in
accordance with applicable law.
ARTICLE XVIII
ARBITRATION
The Ceding Company and the Reinsurer mutually understand and agree that the
wording and interpretation of this Agreement is based on the usual customs and
practice of the insurance and reinsurance industry. While both the Ceding
Company and the Reinsurer agree to act in good faith in its dealings with each
other, it is understood and recognized that situations may arise in which they
cannot reach an agreement.
In the event that any dispute cannot be resolved to mutual satisfaction, the
dispute will first be subject to good-faith negotiation as described below in an
attempt to resolve the dispute without the need to institute formal arbitration
proceedings.
Within (10) ten days after one of the parties has given the other the first
written notification of the specific dispute, each of the parties will appoint a
designated officer to attempt to resolve the dispute. The officers will meet at
a mutually agreeable location as early as possible and as often as necessary, in
order to gather and furnish the other with all appropriate and relevant
information concerning the dispute. The officers will discuss the problem and
will negotiate in good faith without the necessity of any formal arbitration
proceedings. During the negotiation process, all reasonable requests made by one
officer to the other for information will be honored. The designated officers
will decide the specific format for such discussions.
If the officers cannot resolve the dispute within (30) thirty days of their
first meeting, both parties agree that they will submit the dispute to formal
arbitration. However, the parties may agree in writing to extend the negotiation
period for an additional (30) thirty days.
No later than (15) fifteen days after the final negotiation meeting, the
officers taking part in the negotiation will give both the Ceding Company and
the Reinsurer written confirmation that they are unable to resolve the dispute
and that they recommend establishment of formal arbitration.
An arbitration panel consisting of (3) three past or present officers of life
insurance or life reinsurance companies not affiliated with either of the
parties in any way will settle the dispute. Each party will appoint one
arbitrator and the two will select a third. If the two arbitrators cannot agree
on the choice of a third within (30) thirty days following their appointment,
each arbitrator shall nominate three candidates within (10) ten days thereafter,
two of whom the other shall decline, and the decision shall be made by drawing
lots.
The Ceding Company and the Reinsurer shall bear the expense of its own
arbitrator and shall jointly bear with the other the expense of the third
arbitrator. In the absence of a decision to the contrary by the arbitration
panel, the Ceding Company and the Reinsurer shall jointly share in all
15
other costs of the arbitration.
The arbitration proceedings will be conducted according to the Commercial
Arbitration Rules of XXXXX-US, which are in effect at the time the arbitration
begins.
The arbitration will take place in Hartford,
Connecticut unless the parties
mutually agree otherwise.
Within (60) sixty days after the beginning of the arbitration proceedings the
arbitrators will issue a written decision on the dispute and a statement of any
award to be paid as a result. The decision will be based on the terms and
conditions of this Agreement as well as the usual customs and practices of the
insurance and reinsurance industry, rather than on strict interpretation of the
law. The decision will be final and binding on both the Ceding Company and the
Reinsurer and there will be no further appeal.
The parties may mutually agree to extend any of the negotiation or arbitration
periods shown in this Article.
Unless otherwise decided by the arbitrators, the parties will share in their
proportion of all expenses resulting from the arbitration, including the fees
and expenses for the arbitrators, except that each party will be responsible for
its own attorneys' fees.
ARTICLE XIX
TERMINATION
A. The Ceding Company and the Reinsurer may terminate this Agreement as it
applies to the new business of each by giving (90) ninety days' written notice
of termination. The day the notice is deposited in the mail addressed to the
Home Office, or to an Officer of each party, will be the first day of the (90)
ninety-day period. In addition, this Agreement may be terminated immediately for
the acceptance of new reinsurance by either party if one of the parties becomes
insolvent as described in Article XVI.
B. During the (90) ninety-day period, this Agreement will continue to be in
force between the terminating parties.
C. After termination, the terminating parties shall remain liable under the
terms of this Agreement for all Automatic Reinsurance that becomes effective
prior to termination of this Agreement. After termination, the Reinsurer shall
be liable for all Automatic Reinsurance that has an application date on or
before the effective date of the termination.
ARTICLE XX
GENERAL PROVISIONS
A. Entire Contract
This Agreement with any attached Schedules and Exhibits shall constitute the
entire contract between the parties with respect to the business being reinsured
hereunder and there are no understandings between the parties other than as
expressed herein.
16
B. Modifications
Any modification or change to the provisions of this Agreement shall be null and
void unless set forth in a written amendment to the Agreement which is signed by
all parties to the amendment.
C. Severability
In the event that any provision or term of this Agreement shall be held by any
court, arbitrator, or administrative agency to be invalid, illegal or
unenforceable, all of the other terms and provisions shall remain in full force
and effect, but only to the extent that their continuance is practicable and
consistent with the original intent of the parties. In addition, if any
provision or term is held invalid, illegal or unenforceable, the parties will
attempt in good faith to renegotiate the Agreement to carry out the original
intent of the parties.
D. Survival
All provisions of this Agreement shall survive its termination to the extent
necessary to carry out the purposes of this Agreement or to ascertain and
enforce the parties' rights or obligations hereunder existing at the time of
termination.
D. Non-Waiver
No waiver by either party of any violation or default by the other party in the
performance of any promise, term or condition of this Agreement shall be
construed to be a waiver by such party of any other or subsequent default in
performance of the same or any other promise, term or condition of this
Agreement. No prior transactions or dealings between the parties shall be deemed
to establish any custom or usage waiving or modifying any provision hereof. The
failure of either party to enforce any part of this Agreement shall not
constitute a waiver by such party of its right to do so, nor shall it be deemed
to be an act of ratification or consent.
E. Governing Law
This Agreement shall be governed by the laws of the state of
Connecticut.
F. Assignment
Neither party may assign any of its rights, duties or obligations under this
Agreement without the prior written consent of the other party.
G. Counterparts
This Agreement may be executed in one or more counterparts, each of which shall
constitute an original.
17
H. Force Majeure
Neither party shall be liable for any delay or non-performance of any covenant
contained herein nor shall any such delay or non-performance constitute a
default hereunder, or give rise to any liability for damages if such delay or
non-performance is caused by an event of "force majeure." As used herein, the
term "Force Majeure," means an event, explosion, action of the elements, strike
or other labor relations problem, restriction or restraint imposed by law, rule
or regulation of any public authority, whether federal, state or local, and
whether civil or military, act of any military authority, interruption of
transportation facilities or any other cause which is beyond the reasonable
control of such party and which by the exercise of reasonable diligence such
party is unable to prevent. The existence of any event of Force Majeure shall
extend the term of performance on the part of such party to complete performance
in the exercise of reasonable diligence after the event of Force Majeure has
been removed.
I. No Limitation on Disclosure of Tax Treatment
Notwithstanding anything herein to the contrary, except as reasonably necessary
to comply with applicable securities laws, each party to this Agreement (and
each employee, representative, or other agent of such party) may consult any tax
advisor regarding the U.S. federal income tax treatment or tax structure of the
transaction (the "Tax Transaction"), and disclose to any and all persons,
without limitation of any kind, the Tax Treatment and all materials of any kind
(including opinions or other tax analyses) that are provided to such party
relating to the Tax Treatment. The permission to disclose the Tax Treatment is
limited to any facts relevant to the U.S. federal income Tax Treatment and does
not include information relating to the identity of the parties.
ARTICLE XXI
CONFIDENTIALITY
As used herein, "Confidential Information" means all of our confidential,
proprietary, or trade secret information, including, but not limited to, all
information on the Ceding Company's customers and claimants and other
information the Ceding Company discloses to the Reinsurer. The term
"Confidential Information" does not include any information which (i) at the
time of disclosure or thereafter is generally available to and known by the
public other than by way of a wrongful disclosure by a party or its
Representatives; (ii) was available on a non-confidential basis from a source
other than the parties hereto or their Representatives, provided that such
source is not and was not bound by a confidentiality agreement with a party
hereto; or (iii) was independently developed without violating any obligations
under this Agreement and without the use of any Confidential Information.
The Reinsurer shall maintain the confidentiality of the Confidential
Information, shall use it only for purposes for which it was disclosed and shall
not disclose it to any other person except to employees, agents, and other
persons who need to know such Confidential Information to carry out the purposes
for which it was disclosed and who agree to maintain the confidentiality of the
information provided herein.
18
ARTICLE XXII
NOTICES AND COMMUNICATIONS
All notices and communications under this treaty should be sent to:
Individual Life Product Financial Analysis
Hartford Life
000 Xxxxxxxxx Xx.
Xxxxxxxx, XX 00000
With copies to:
Chief Actuary
Hartford Life
000 Xxxxxxxxx Xx.
Xxxxxxxx, XX 00000
General Counsel
Hartford Life
000 Xxxxxxxxx Xx.
Xxxxxxxx, XX 00000
Notices are deemed received when delivered.
19
ARTICLE XXIII
EFFECTIVE DATE
The provisions of this Agreement shall be effective with respect to policies
issued on or after December 1, 2002.
ARTICLE XXIV
EXECUTION
EMPLOYERS REASSURANCE CORPORATION
By: /s/ [ILLEGIBLE] Attest: /s/ Xxxxx Xxxxxxx
----------------------------------- -----------------------------
Title: Vice President & Actuary Title: Treaty Specialist
Date: November 19, 2004 Date: November 19, 2004
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
By: /s/ Xxxxxxx Xxxxxx Attest: /s/ Xxxxxx X. Xxxxxxxx
----------------------------------- -----------------------------
Xxxxxxx Xxxxxx, FSA Xxxxxx X. Xxxxxxxx, FSA, MAAA
Individual Life Product & Marketing Assistant Vice President
Date: 12/15/04 Date: 12/15/2004
20
SCHEDULE A
PLANS COVERED UNDER THIS AGREEMENT
TYPE OF BUSINESS Individual life insurance issued by the Ceding
Company This treaty covers individual risks which
were underwritten according to the Ceding Company's
standard underwriting practices and guidelines.
UPSCALE PRODUCTS RIDERS
--------------------------------------------------------------------------------------------
Stag Protector Variable Universal Life Other Covered Insured
Stag Variable Life Accumulator Term Rider (base or other insured)
Stag Universal Life ADB Benefit (not reinsured)
Stag Whole Life Deduction Amount Waiver Rider
Waiver of Monthly Deduction
Waiver of Specified Amount
Enhanced No Lapse Guarantee Rider
Estate Tax Repeal Benefit Rider
Level Compensation Endorsement
Children's Life Insurance Rider
Maturity Date Extension
Mortality and Expense Risk Rates Rider
DESCRIPTIONS
RIDERS WHERE ADDITIONAL PREMIUM IS DUE TO THE REINSURER:
Other Covered Insured: Provides term coverage for insured other than base
insured.
Term Rider (base or other insured): Provides additional term coverage
Deduction Amount Waiver Rider: Waives monthly deduction amount if insured is
disabled
Waiver of Monthly Deduction: Waives monthly deduction amount if insured is
disabled
Waiver of Specified Amount: Waives specified amount if insured is disabled
Children's Life Insurance Rider: Provides additional term coverage for a child
Waiver of Premium Riders: Waives premium requirement if insured is disabled
21
SCHEDULE A
PLANS COVERED UNDER THIS AGREEMENT
RIDERS THAT ALTER THE POLICY AND IN WHICH NO ADDITIONAL PREMIUM IS PAID TO THE
REINSURER. IF A POLICY HAS THIS RIDER IT IS STILL COVERED UNDER THE AGREEMENT:
Enhanced No Lapse Guarantee Rider: This rider guarantees that the policy will
not lapse, regardless of investment performance, provided cumulative premiums
paid less indebtedness less withdrawals are greater than or equal to the
cumulative no lapse guarantee premiums. There is a life time option and a
limited term option. The limited term option is the lesser of 20 years or to
attained age 80 for issue ages 0 to 70 and the minimum of 10 years or to
attained age 90 for issue ages 71 to 85. Also, at the time when the no lapse
guarantee terminates or defaults, the policyholder may be eligible for an
additional amount of time they have this protection which is based on the then
current account value.
Estate Tax Repeal Benefit Rider: This rider will pay the account value less
indebtedness if the Federal Estate Tax Law is fully repealed by December 31,
2010 and we receive a request for this benefit amount from the insured.
Level Compensation Endorsement: Surrender charges are not assessed for a full
surrender during the first three policy years. There is no charge for this
rider.
Maturity Date Extension Rider: When the policyholder reaches the maturity date
and has elected this rider, the death benefit is dropped to the account value,
no more monthly deductions are taken, interest is credited, no further premiums
are accepted, policy loans continue to accrue interest, and all other riders are
terminated.
Accelerated Benefit Rider: With this rider, the policyholder can receive up to
100% of their death benefit discounted with interest if the life expectancy is
12 months or less.
Specify Monthly Deductions : This rider allows the policyholder to specify to
take monthly deductions out of a particular account in the policy.
Mortality and Expense Risk Rider: This rider guarantees that the mortality and
expense risk rate will be zero for years greater than and equal to 21.
22
SCHEDULE B
BASIS OF REINSURANCE
REINSURANCE POOL SHARE:
[Redacted]
AUTOMATIC REINSURANCE
The Ceding Company will retain its available retention on each risk as
referenced in Exhibit II. The Reinsurance Pool Share of the remainder will be
ceded to the Reinsurer for reinsurance.
NET AMOUNT AT RISK DEFINITION:
[Redacted]
MINIMUM REINSURANCE CESSION:
[Redacted]
23
EXHIBIT I
REINSURANCE PREMIUM CALCULATION
1. REINSURANCE PREMIUM
ANNUAL YRT REINSURANCE PREMIUM
[Redacted]
2. PREMIUM TAX
[Redacted]
Premium tax will not be reimbursed.
3. FLAT EXTRA ALLOWANCES
[Redacted]
4. RIDERS
Term riders, cost of living riders, and other riders providing additional or
increasing coverage will use the same methods and YRT rates as the base plan.
Waiver of premium rates are attached and are per dollar of annualized amount.
Deduction amount waiver rates (also called "waiver of monthly deductions") are
attached, and the charge for this benefit is a rate times the monthly deduction
amount. Our retention on both types of waivers is proportional to our retention
on the death benefit. For both the Waiver of Premium and Waiver of Monthly
Deduction, the reinsurance premium will be net of the following allowances:
FIRST YEAR RENEWAL YEARS
------------------------------------
[Redacted]
24
EXHIBIT II
SINGLE LIFE RETENTION, BINDING, AND ISSUE LIMITS
SINGLE LIFE ENHANCED STANDARD PROGRAM
EFFECTIVE DECEMBER 1, 2002
TOTAL POOL LIMITS
The Ceding Company will retain [Redacted] of each policy up to the below maximum
retention limits:
RETENTION LIMIT
[Redacted]
AUTOMATIC BINDING LIMIT (EXCLUDES RETENTION)
[Redacted]
AUTOMATIC ISSUE LIMIT (INCLUDES RETENTION)
[Redacted]
DEFINITION:
JUMBO LIMIT
[Redacted]
25
EXHIBIT III
Annual per 1000 Yearly Renewable Term reinsurance rates are attached.
These rates are used for both Automatic policies.
PRODUCTS USING MULTI-CLASS RATE TABLES:
Stag Protector Variable Universal Life
Stag Accumulator Variable Universal Life
Stag Universal Life
Stag Whole Life
[Rates - Redated]
26
AMENDMENT NUMBER 1
This Amendment is made by and between HARTFORD LIFE AND ANNUITY INSURANCE
COMPANY (referred to as the Ceding Company) and EMPLOYERS REASSURANCE
CORPORATION (referred to as the Reinsurer). It is attached to and becomes a part
of the Reinsurance Agreement Effective December 1, 2002 (referred to as the
Reinsurance Agreement).
1. Effective February 1, 2003, The parties hereby agree to amend or modify the
Agreement, by amending Exhibit II to reflect the change in Automatic Binding and
Issue Limits from for policies issued on or after the effective date of
this Reinsurance Agreement. The parties agree to remove Exhibit II, in its
entirety and replace it with the attached Exhibit II, effective February 1,
2003.
2. This Amendment does not alter, amend or modify the Reinsurance Agreement
other than as set forth in this Amendment, and it is subject otherwise to all
the terms and conditions of the Reinsurance Agreement together with all
amendments and supplements thereto.
In witness of the foregoing, the Ceding Company and the Reinsurer have, by their
respective officers, hereby executed this Amendment in duplicate on the dates
indicated below, with an effective date of February 1, 2003.
EMPLOYERS REASSURANCE CORPORATION
By /s/ Xxxx X. Xxxxx Attest /s/ Xxxxx Xxxxxxx
------------------------------- -------------------------------
Title US Life leader Title Treaty Leader
Date 9/11/08 Date 9/11/08
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
By /s/ Xxxx Xxxxxx Attest /s/ Xxxxxx X. Xxxxxxxx
------------------------------- -------------------------------
Xxxx Xxxxxx, FSA, XXXX Xxxxxx X. Xxxxxxxx, FSA, MAAA
Vice President Assistant Vice President
Individual Life Product Individual Life Product
Development Development
Date 10/16/2008 Date 10/16/2008
SL Enh Std 12/01/2002 -- Amendment 1
Between HLAIC and ERAC
1
EXHIBIT II
SINGLE LIFE RETENTION, BINDING, AND ISSUE LIMITS
SINGLE LIFE ENHANCED STANDARD PROGRAM
EFFECTIVE FEBRUARY 1, 2003
TOTAL POOL LIMITS
The Ceding Company will retain [Redacted] of each policy up to the below maximum
retention limits:
RETENTION LIMIT
[Redacted]
AUTOMATIC BINDING LIMIT (EXCLUDES RETENTION)
[Redacted]
AUTOMATIC ISSUE LIMIT (INCLUDES RETENTION)
[Redacted]
DEFINITION:
JUMBO LIMIT
SL Enh Std 12/01/2002 -- Amendment 1
Between HLAIC and ERAC
2
AMENDMENT NUMBER 2
This Amendment is made by and between HARTFORD LIFE AND ANNUITY INSURANCE
COMPANY (referred to as the Ceding Company) and EMPLOYERS REASSURANCE
CORPORATION (referred to as the Reinsurer). It is attached to and becomes a part
of the Reinsurance Agreement Effective December 1, 2002 (referred to as the
Reinsurance Agreement).
1. Effective December 1, 2003, the parties hereby agree to amend or modify the
Agreement, by amending Schedule A to reflect the inclusion of Stag Variable Life
Accumulator II, Stag Protector Variable Universal Life II and the Policy
Continuation Rider as plans to be reinsured under the terms of and at the rates
shown in this Reinsurance Agreement. The parties agree to remove Schedule A in
its entirety and replace it with the attached Schedule A, effective December 1,
2003.
2. This Amendment does not alter, amend or modify the Reinsurance Agreement
other than as set forth in this Amendment, and it is subject otherwise to all
the terms and conditions of the Reinsurance Agreement together with all
amendments and supplements thereto.
In witness of the foregoing, the Ceding Company and the Reinsurer have, by their
respective officers, hereby executed this Amendment in duplicate on the dates
indicated below, with an effective date of December 1, 2003.
EMPLOYERS REASSURANCE CORPORATION
By /s/ Xxxxxxx X. Xxxxxxx Attest /s/ Xxxxx Xxxxxxx
-------------------------------- --------------------------------
Title President Title Treaty Specialist
Date February 24, 2006 Date February 24, 2006
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
By /s/ Xxxx Xxxxxx Xxxxxx /s/ Xxxxxx X. Xxxxxxxx
-------------------------------- --------------------------------
Xxxx Xxxxxx, FSA, XXXX Xxxxxx X. Xxxxxxxx, FSA, MAAA
Vice President Assistant Vice President
Individual Life Product Individual Life Product
Development Development
Date 3/13/2006 Date 3/13/2006
SL Enh Std 12/01/2002 -- Amendment 2
Between HLAIC and ERAC
1
SCHEDULE A
PLANS COVERED UNDER THIS AGREEMENT
EFFECTIVE DECEMBER 1, 2003
TYPE OF BUSINESS Individual life insurance issued by the Ceding Company. This
treaty covers individual risks, which were underwritten
according to the Ceding Company's standard underwriting
practices and guidelines. This individual risk will be
determined to be a true Table 1, 2, 3 or 4 based on the Ceding
Company's normal underwriting guidelines and will be issued as
a Standard Risk (i.e. -- The Ceding Company's Enhanced
Standard program).
UPSCALE PRODUCTS RIDERS
----------------------------------------------------------------------------------------------------------------
Stag Protector Variable Universal Life Other Covered Insured
Stag Variable Life Accumulator Term Rider (base or other insured)
Stag Universal Life ADB Benefit (not reinsured)
Stag Whole Life Deduction Amount Waiver Rider
Stag Protector Variable Universal Life II Waiver of Monthly Deduction
Stag Variable Life Accumulator II Waiver of Specified Amount
Enhanced No Lapse Guarantee Rider
Estate Tax Repeal Benefit Rider
Level Compensation Endorsement
Children's Life Insurance Rider
Maturity Date Extension
Mortality and Expense Risk Rates Rider
Policy Continuation Rider
Descriptions
RIDERS WHERE ADDITIONAL PREMIUM IS DUE TO THE REINSURER:
Other Covered Insured: Provides term coverage for insured other than base
insured.
Term Rider (base or other insured): Provides additional term coverage
Deduction Amount Waiver Rider: Waives monthly deduction amount if insured is
disabled
Waiver of Monthly Deduction: Waives monthly deduction amount if insured is
disabled
Waiver of Specified Amount: Waives specified amount if insured is disabled
Children's Life Insurance Rider: Provides additional term coverage for a child.
Waiver of Premium Riders: Waives premium requirement if insured is disabled
SL Enh Std 12/01/2002 -- Amendment 2
Between HLAIC and ERAC
2
SCHEDULE A
PLANS COVERED UNDER THIS AGREEMENT
EFFECTIVE DECEMBER 1, 2003
RIDERS THAT ALTER THE POLICY AND IN WHICH NO ADDITIONAL PREMIUM IS PAID TO THE
REINSURER. IF A POLICY HAS THIS RIDER IT IS STILL COVERED UNDER THE AGREEMENT:
Enhanced No Lapse Guarantee Rider: This rider guarantees that the policy will
not lapse, regardless of investment performance, provided cumulative premiums
paid less indebtedness less withdrawals are greater than or equal to the
cumulative no lapse guarantee premiums. There is a lifetime option and a limited
term option. The limited term option is the lesser of 20 years or to attained
age 80 for issue ages 0 to 70 and the minimum of 10 years or to attained age 90
for issue ages 71 to 85. Also, at the time when the no lapse guarantee
terminates or [Redacted] defaults, the policyholder may be eligible for an
additional amount of time they have this protection which is based on the then
current account value.
Estate Tax Repeal Benefit Rider: This rider will pay the account value less
indebtedness if the Federal Estate Tax Law is fully repealed by December 31,
2010 and we receive a request for this benefit amount from the insured.
Level Compensation Endorsement: Surrender charges are not assessed for a full
surrender during the first three policy years. There is no charge for this
rider.
Maturity Date Extension Rider: When the policyholder reaches the maturity date
and has elected this rider, the death benefit is dropped to the account value,
no more monthly deductions are taken, interest is credited, no further premiums
are accepted, policy loans continue to accrue interest, and all other riders are
terminated.
Accelerated Benefit Rider: With this rider, the policyholder can receive up to
100% of their death benefit discounted with interest if the life expectancy is
12 months or less.
Specify Monthly Deductions: This rider allows the policyholder to specify to
take monthly deductions out of a particular account in the policy.
Mortality and Expense Risk Rider: This rider guarantees that the mortality and
expense risk rate will be zero for years greater than and equal to 21.
Policy Continuation Rider: This rider is automatically added to the policy at
issue. This rider is intended to prevent the lapse of highly loaned policies.
SL Enh Std 12/01/2002 -- Amendment 2
Between HLAIC and ERAC
3
AMENDMENT NUMBER 3
This Amendment is made by and between HARTFORD LIFE AND ANNUITY INSURANCE
COMPANY (referred to as the Ceding Company) and EMPLOYERS REASSURANCE
CORPORATION (referred to as the Reinsurer). It is attached to and becomes a part
of the Reinsurance Agreement Effective December 1, 2002 (referred to as the
Reinsurance Agreement).
1. Effective March 1, 2004, the parties hereby agree that the Ceding
Company will no longer cede and the Reinsurer will no longer accept
reinsurance under this Agreement for policies issued on or after the
effective date of this Amendment. Reinsurance that is now in force
under this Agreement will continue to be governed by the terms and
conditions of the Agreement until the termination or expiration of
all such reinsurance.
2. This Amendment does not alter, amend or modify the Reinsurance
Agreement other than as set forth in this Amendment, and it is
subject otherwise to all the terms and conditions of the Reinsurance
Agreement together with all amendments and supplements thereto.
In witness of the foregoing, the Ceding Company and the Reinsurer have, by their
respective officers, hereby executed this Amendment in duplicate on the dates
indicated below, with an effective date of March 1, 2004.
EMPLOYERS REASSURANCE CORPORATION
By /s/ [ILLEGIBLE] Attest /s/ [ILLEGIBLE]
------------------------------ ------------------------------
Title President Title Treaty specialist
Date 12/16/05 Date 12/16/05
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
By /s/ Xxxx Xxxxxx Attest /s/ Xxxxxx X. Xxxxxxxx
------------------------------ ------------------------------
Xxxx Xxxxxx, FSA, XXXX Xxxxxx X. Xxxxxxxx, FSA, MAAA
Vice President Assistant Vice President
Individual Life Product Individual Life Product
Development Development
Date 12/19/05 Date 12/19/2005
SL Enh Std 12/01/2002 -- Amendment 3
Between HLAIC and ERAC
1
AUTOMATIC YEARLY RENEWABLE TERM
REINSURANCE AGREEMENT
between
HARTFORD LIFE AND ACCIDENT INSURANCE COMPANY
HARTFORD LIFE INSURANCE COMPANY
and
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
and
EMPLOYERS REASSURANCE COMPANY
Effective: June 15, 2001
ARTICLES
I. Parties to the Agreement 3
II. Reinsurance Coverage 3
III. Liability 4
IV. Notification of Reinsurance 4
V. Reinsurance Premiums 5
VI. Oversights 6
VIII. Reductions, Terminations, and Changes 6
IX. Increase in Retention 7
X. Reinstatement 8
XI. Expenses 8
XII. Claims 8
XIII. Extra-Contractual Damages 10
XIV. Inspection of Records 10
XV. DAC Tax - Section 1.848-2 (g)(8) Election 11
XVI. Insolvency 12
XVII. Offset 13
XVIII. Arbitration 13
XIX. Termination 14
XX. Entire Agreement and Amendments 14
XXI. Confidentiality 15
XXII. Notices and Communications 15
XXIII. Effective Date 16
XXIV. Execution 16
SCHEDULES
A. Specifications 17
B. Basis of Reinsurance 18
EXHIBITS
I. Reinsurance Premium Calculation 19
II. Retention, Binding, and Issue Limits 20
III. Premium Rates 21
ALL SCHEDULES AND EXHIBITS ATTACHED WILL BE CONSIDERED PART OF THIS REINSURANCE
AGREEMENT.
2
ARTICLE I
PARTIES TO THE AGREEMENT
This Agreement is between three Hartford Life Companies, Hartford Life Insurance
Company, Hartford Life and Accident Insurance Company, and Hartford Life and
Annuity Insurance Company (collectively referred to as the Ceding Company) and
Employers Reassurance Company (referred to as the Reinsurer). The Reinsurer
agrees that the terms and conditions of this Agreement shall apply to each of
the Hartford Life Companies individually, unless otherwise set forth herein.
ARTICLE II
REINSURANCE COVERAGE
Reinsurance under this Agreement will apply to insurance issued by Ceding
Company on the Plans of Insurance shown in Schedule A. Such Plans of Insurance
shall be reinsured with the Reinsurer on an automatic basis, subject to the
requirements set forth in Section A below. The specifications for all
reinsurance under this Agreement are provided in Schedule A.
A. Requirements for Automatic Reinsurance
For risks which meet the requirements for automatic reinsurance as set forth
below, Reinsurer will participate in a reinsurance Pool whereby Reinsurer will
automatically reinsure a portion of the insurance risks as indicated in Schedule
A. The requirements for automatic reinsurance are as follows:
1. The individual risk must be a resident of the United States or Canada at the
time of application.
2. The individual risk must be underwritten according to the Ceding Company's
standard underwriting practices and guidelines.
3. Any risk offered on a facultative basis by the Ceding Company to the
Reinsurer or any other company will not qualify for automatic reinsurance under
this Agreement for the same risk and same life.
4. The minimum issue age on any risk will be age 5 and the maximum issue age on
any risk will be age 75.
5. The total face amount of insurance for the Plans of Insurance in Schedule A
to be reinsured on an automatic basis on a life must not exceed the Automatic
Issue Limits in Exhibit II.
6. The total amount of insurance issued and applied for in all companies on
each risk must not exceed the jumbo limits as stated in Exhibit II.
3
7. Continuations will not be ceded on an automatic basis.
8. Ceding company will retain of each risk up to the Ceding Company's available
retention on that risk. Ceding Company's Retention Limits are shown in Exhibit
II.
B. Basis of Reinsurance
Reinsurance under this Agreement will be on the basis as stated in Schedule B.
C. Policy Forms
When requested, the Ceding Company will furnish the Reinsurer with a copy of
each policy, rider, rate book, and applicable sales or marketing material that
applies to the life insurance reinsured hereunder.
ARTICLE III
LIABILITY
A. The Reinsurer's liability for automatic reinsurance will begin
simultaneously with the Ceding Company's liability.
B. In no event shall the reinsurance be in force and binding if the issuance
and delivery of such insurance constituted the doing of business in a
jurisdiction in which the Ceding Company was not properly licensed.
C. The Reinsurer's liability for reinsurance on the individual risk will
terminate when the Ceding Company's liability terminates.
D. Each pool member's liability shall be separate and not joint liability with
the other pool members.
E. Payment of reinsurance premiums is a condition precedent to the Reinsurer's
liability.
F. The Reinsurer shall establish reserves on Reinsurer's position of the policy
on the reserve basis specified in Schedule B.
ARTICLE IV
NOTIFICATION OF REINSURANCE
A. For automatic reinsurance, the Ceding Company will notify the Reinsurer on
the monthly statement as described in Article V.
B. When reinsurance is reduced or changed, the Ceding Company will notify the
Reinsurer on the monthly accounting statement.
4
ARTICLE V
REINSURANCE PREMIUMS
A. Computation
Premiums for reinsurance under this Agreement will be computed as described in
Exhibit I.
B. Premium Accounting
1. Payment of Reinsurance Premiums
For automatic reinsurance, following the close of each calendar month, the
Ceding Company will send the Reinsurer a statement and a listing of new
business, changes and terminations.
If a net reinsurance premium balance is payable to the Reinsurer, the Ceding
Company will forward this balance within (60) sixty days after the close of each
month.
If a net reinsurance premium balance is payable to the Ceding Company, the
balance due will be subtracted from the reinsurance premium payable by Ceding
Company for the current month and any remaining balance due the Ceding Company
shall be paid by the Reinsurer within (60) sixty days after the Ceding Company
submits the statement.
2. Termination Because of Non-Payment of Premium
If reinsurance premiums are delinquent, the Reinsurer has the right to terminate
the reinsurance risks on the monthly statement by giving the Ceding Company
ninety days' advance written notice. If the delinquent premiums have not been
paid as of the close of the ninety-day period, the Reinsurer's liability will
terminate for:
a. The risks described in the preceding sentence, and
b. The risks where the reinsurance premiums became delinquent during the
ninety day period.
Regardless of the termination, the Ceding Company will continue to be liable to
the Reinsurer for all unpaid reinsurance premiums earned.
3. Reinstatement of a Delinquent Statement
The Ceding Company may reinstate the terminated risks within sixty days after
the effective date of termination by paying the unpaid reinsurance premiums for
the risks in force prior to the termination. However, the Reinsurer will not be
liable for any claim incurred between the date of termination and reinstatement.
The effective date of reinstatement will be the date the required back premiums
are received.
5
4. Currency
The reinsurance premiums and benefits payable under this Agreement will be
payable in the lawful money of the United States.
5. Detailed Listing
Upon request only, the Ceding Company will send the Reinsurer a detailed listing
of all automatic reinsurance in force as of the close of the immediately
preceding calendar year.
6. Guaranteed Rates
Although the Reinsurer anticipates continuing to accept reinsurance rates at the
current level, the Reinsurer reserves the right to increase the reinsurance
rates but only when the Ceding Company increases the rates to the policy owner.
The increase to the reinsurance rates on a given policy shall be no more than
proportional to the increase to the policy owner's rates.
ARTICLE VI
OVERSIGHTS
If there is an unintentional oversight, misunderstanding, delay or error in the
administration of this Agreement by Ceding Company or Reinsurer, it can be
corrected provided the correction takes place within a reasonable time after the
oversight, misunderstanding, delay or error is first discovered. Both Ceding
Company and the Reinsurer will be restored to the position they would have
occupied had the oversight or misunderstanding not occurred.
ARTICLE VIII
REDUCTIONS, TERMINATIONS AND CHANGES
A. Replacement or Change
If there is a contractual change, or non-contractual replacement of the
insurance reinsured under this Agreement where full underwriting evidence
according to the Ceding Company's regular underwriting rules is not required,
the insurance may continue to be reinsured with the Reinsurer at point in scale
rates provided it meets the minimum reinsurance cession amount stated in
Schedule A.
B. Increases or Decreases
1. If the policy face amount of a risk reinsured automatically under this
Agreement increases and:
a. The increase is subject to new underwriting evidence, then the
provisions of Article II, Section A, shall apply to the increase in
reinsurance.
6
b. The increase is not subject to new underwriting evidence, then Reinsurer
will accept automatically the increase in reinsurance but not to exceed
the automatic binding limit.
C. Reduction in Retained Coverage
If any portion of the aggregate insurance retained by Ceding Company on an
individual life reduces or terminates, Ceding Company will recalculate its
retention on any remaining risk(s) inforce on that life with the intent of
holding the appropriate retention under each applicable reinsurance agreement.
The retention limit which was in effect at the time that each remaining risk was
issued will be used. The Ceding Company will not be required to retain an amount
in excess of its regular retention limit for the age, mortality rating, and risk
classification at the time of issue for any policy. Ceding Company will first
recalculate the retention on the policy(ies) having the same mortality rating as
the terminated policy(ies). Order of recalculation will secondarily be
determined by policy effective date, oldest first.
D. Termination
If the policy for a risk reinsured under this Agreement is terminated, the
reinsurance for the risk involved will be terminated on the effective date of
termination.
E. Multiple Reinsurers
If a risk is shared by more than one Reinsurer, Reinsurer's percentage of any
increased or reduced reinsurance will be the same as its initial percentage of
the reinsurance for that risk.
ARTICLE IX
INCREASE IN RETENTION
A. If the Ceding Company should increase the retention limits as listed in
Exhibit II, prompt written notice of the increase must be given to the
Reinsurer.
B. In the event of an increase in retention, the Ceding Company will have the
option of recapturing the reinsurance under this Agreement when the retention
limit increases. The Ceding Company may exercise it's option to recapture by
giving written notice to the Reinsurer within ninety days after the effective
date of the increase.
C. If the Ceding Company exercises its option to recapture, then
1. The Ceding Company must reduce the reinsurance on each individual life on
which the Ceding Company retained the maximum retention limit for the age and
mortality rating that was in effect at the time the reinsurance was ceded to the
Reinsurer.
7
2. No recapture will be made to reinsurance on an individual life if (a) the
Ceding Company retained a special retention limit less than the maximum
retention limit for the age and mortality rating in effect at the time the
reinsurance was ceded to the Reinsurer, or if (b) the Ceding Company did not
retain insurance on the life.
3. The Ceding Company must increase its total amount of insurance on the
individual life up to the new retention limit by reducing the reinsurance. If an
individual life is shared by more than one reinsurer, the Reinsurer's percentage
of the reduced reinsurance will be the same percentage as the initial
reinsurance on the individual risk.
4. The reduction in reinsurance will become effective on the next annual
premium anniversary after the individual policy has been inforce for at least
ten (10) years.
ARTICLE X
REINSTATEMENT
If an insurance policy lapses for nonpayment of premium and is reinstated under
the Ceding Company's terms and rules, the Reinsurer will reinstate the
reinsurance as follows:
A. Automatic Cases
The Ceding Company must pay the Reinsurer all back reinsurance premiums in the
same manner as the Ceding Company received insurance premiums under the policy.
When the policy is reinstated by the Ceding Company, the reinsurance will be
automatically reinstated.
ARTICLE XI
EXPENSES
The Ceding Company must pay the expense of all medical examinations, inspection
fees and other charges in connection with the issuance of the insurance.
ARTICLE XII
CLAIMS
A. Liability
The Reinsurer's liability for the insurance benefits reinsured under this
Agreement will be the same as the Ceding Company's liability for such benefits.
All reinsurance claim settlements will be subject to the terms and conditions of
the particular contract under which the Ceding Company is liable.
B. Notification
When the Ceding Company is advised of a claim, the Reinsurer must be notified
promptly.
8
C. Claim Payment
If a claim is made under insurance reinsured under this Agreement, Reinsurer
will abide by the issue as it is settled by the Ceding Company. Copies of proofs
or other written matters relating to any claim reimbursements under this
Agreement shall be furnished to the Reinsurer upon written request. The Ceding
Company will receive payment of the reinsurance proceeds when the Ceding Company
makes the settlement of the policy proceeds. The Ceding Company will deliver a
copy of the proof of death, check copy or proof of payment and the claimant's
statement to the Reinsurer.
Payment of life reinsurance proceeds will be made in a single sum regardless of
the Ceding Company's mode of settlement with the payee.
D. Contested Claims
The Ceding Company must promptly notify the Reinsurer of any intent to contest
insurance reinsured under this Agreement or to assert defenses, and if the
Ceding Company's contest of such insurance results in the increase or reduction
of liability, the Reinsurer will share in this increase or reduction. The
Reinsurer's percentage of the increase or reduction will be the net amount at
risk on the individual life as it relates to the total net amount at risk on the
date of the death of the insured.
If the Reinsurer should decline to participate in the contest or assertion of
defenses, the Reinsurer will then release all of its liability by paying the
Ceding Company the full amount of reinsurance and not sharing in any subsequent
increase or reduction in liability.
If the Reinsurer should recommend that the Ceding Company contest any claim
during the contestable period and this decision is not agreed to by the Ceding
Company, the Reinsurer shall indemnify the Ceding Company for any expenses,
liabilities, judgements, awards and costs the Ceding Company may incur from the
denial of the claim.
E. Misstatement of Age or Sex
If the amount of insurance provided by the policy or policies reinsured under
this Agreement is increased or reduced because of misstatement of age or sex
established after the death of the insured, the Reinsurer will share with the
Ceding Company in this increase or reduction.
F. Routine Expenses
The Ceding Company will pay the routine expenses incurred in connection with
settling claims. These expenses may include compensation of agent and employees
and the cost of routine investigations such as inspection reports.
G. Non-Routine Expenses
The Reinsurer will share with the Ceding Company all expenses that are not
routine. Expenses that are not routine are those directly incurred in connection
with the contest or the possibility of a contest of insurance or the assertion
of defenses, including legal
9
expenses. The expenses will be shared in proportion to the net amount at risk
for both companies. However, if the Reinsurer has released the liability under
Section D of this Article, the Reinsurer will not share in any expenses incurred
after the date of the Reinsurer's release.
X. Xxxxxxxxxxx Period
If, during the contestable period, Ceding Company is notified of the death of
the insured, the Ceding Company will investigate the case.
I. Return of Premium for Misrepresentations and Suicides
If a misrepresentation or misstatement on an application or a death of an
insured risk by suicide results in the Ceding Company returning the policy
premiums to the policy owner rather than paying the policy benefits, the
Reinsurer will refund all of the reinsurance premiums it received on that policy
to the Ceding Company. This refund given by the Reinsurer will be in lieu of all
other reinsurance benefits payable on that policy under this Agreement.
ARTICLE XIII
EXTRA-CONTRACTUAL DAMAGES
In no event will the Reinsurer have any liability for any extra-contractual
damages which are awarded against the Ceding Company as a result of acts,
omissions or course of conduct committed solely by the Ceding Company with no
involvement of the Reinsurer in connection with the insurance reinsured under
this Agreement.
The Reinsurer does recognize that circumstances may arise under which the
Reinsurer, in equity, should share, to the extent permitted by law, in paying
certain assessed damages. Such circumstances are difficult to define in advance,
but involve those situations in which the Reinsurer was a party in the act,
omission or course of conduct which ultimately results in the assessment of such
damages. The extent of such sharing is dependent on good faith assessment of
culpability in each case, but all factors being equal, the division of any such
assessment would be in the proportion of total risk accepted by each party for
the plan of insurance involved.
ARTICLE XIV
INSPECTION OF RECORDS
Each party will have the right, at any reasonable time, to inspect the other
party's books and documents that relate to reinsurance under this Agreement.
10
ARTICLE XV
DAC TAX
SECTION 1.848-2(g)(8) ELECTION
A. The Ceding Company and the Reinsurer jointly agree to the DAC Tax Election
pursuant to Section 1.848-2(g)(8) of the Income Tax Regulations (the "Treasury
Regulations") issued under Section 848 of the Internal Revenue Code of 1986, as
amended (the "Code") whereby:
(i) The party with the net positive consideration for this Agreement for each
taxable year will capitalize specified policy acquisition expenses with respect
to this Agreement without regard to the general deductions limitation of Code
section 848(c)(1); and
(ii) Both parties agree to exchange information pertaining to the amount of net
consideration under this Agreement each year to ensure consistency.
B. As used in this Article XV, the terms "net positive consideration",
"specified policy acquisition expenses" and "general deductions limitation" are
defined by reference to Treasury Regulations Section 1.848-2(g)(8) and Code
Section 848 as of June 15, 2001.
C. The method and timing of the exchange of this information shall be as
follows:
(i) The Ceding Company shall submit a schedule to the Reinsurer by May 1 of
each year of its calculation of the net consideration for the preceding calendar
year.
(ii) The Reinsurer shall, in turn, complete the schedule by indicating
acceptance of the Ceding Company's calculation of net consideration or shall
note in writing any discrepancies. The Reinsurer shall return the completed
schedule to the Ceding Company by June 1 of each year.
(iii) If there are any discrepancies between the Ceding Company's and the
Reinsurer's calculation of net consideration, the parties shall act in good
faith to resolve these discrepancies in a manner that is acceptable to both
parties by July 1 of each year.
(iv) Each party shall attach the final schedule to their respective U.S.
federal income tax returns for each taxable year in which consideration is
transferred under this Agreement. The schedule shall identify this Agreement and
restate the election described in this Article XV and shall be signed by both
parties.
D. This DAC Tax Election shall be effective on the effective date of this
Agreement and shall be effective for all years for which this Agreement remains
in effect.
E. The Ceding Company and the Reinsurer each represent and warrant that they
are subject to U.S. taxation under either the provisions of Subchapter L of
Chapter 1 or Subpart F of Part III of Subchapter N of Chapter 1 of the Code.
11
F. Should the Reinsurer breach the representation and warranty of tax status
set forth in Article XV of this Agreement, the Reinsurer agrees to indemnify and
hold the Ceding Company, its directors, officers, employees, agents and
shareholders, harmless from any liability and all liability, loss, damages,
fines, penalties, interest and reasonable attorney's fees, which the Ceding
Company, its directors, officers, employees, agents and shareholders, may
sustain by reason of such breach.
ARTICLE XVI
INSOLVENCY
A. Insolvency of Reinsurer
If the Reinsurer becomes insolvent as determined by the Department of Insurance
responsible for such determination, amounts due the Reinsurer will be paid net
of the terms of this Agreement and directly to the liquidator, receiver, or
statutory successor without decrease. All reinsurance ceded under this Agreement
may be recaptured by the Ceding Company without charge or penalty as of the date
Reinsurer fails to meet its obligations under this Agreement.
B. Insolvency of Ceding Company
If Hartford Life Insurance Company, Hartford Life and Accident Insurance Company
or Hartford Life and Annuity Insurance Company should become insolvent, all
reinsurance under this Agreement covering risks ceded by that particular company
will be payable by Reinsurer directly to that Company's liquidator, receiver or
statutory successor, on the basis of the liability of that Company under the
policy or policies reinsured and without diminution because of the insolvency of
the Company. However, in the event of such insolvency, the liquidator, receiver
or statutory successor will give written notice of a pending claim against
Ceding Company on the reinsured policy. It will do so within a reasonable time
after the claim is filed in the insolvency proceedings. During the pendency of
such a claim, Reinsurer may investigate the claim and may, at its own expense,
interpose any defense or defenses which it may deem available to the insolvent
Company, its liquidator, receiver or statutory successor, in the proceedings
where the claim is to be adjudicated.
The expense thus incurred by Xxxxxxxxx will be chargeable against the insolvent
Company, subject to court approval, as part of the expense of liquidation to the
extent of a proportionate share of the benefit which may accrue to the insolvent
Company solely as a result of the defense undertaken by Reinsurer.
Where two or more reinsurers are involved in the same claim and a majority in
interest elect to interpose defense to the claim, the expense will be
apportioned in accord with the terms of the reinsurance agreement as though the
expense had been incurred by the insolvent Company.
It is agreed that the insolvency of any one of the Hartford Life Companies shall
not affect this Agreement as it applies to the remaining solvent companies.
12
ARTICLE XVII
OFFSET
Any debts or credits, matured or unmatured, liquidated or unliquidated,
regardless of when they arose or were incurred, in favor of or against either
the Ceding Company or the Reinsurer with respect to this Agreement shall be
offset, and only the balance shall be allowed or paid. In the event the Ceding
Company becomes insolvent, offsets shall be allowed in accordance with
applicable law.
ARTICLE XVIII
ARBITRATION
The Ceding Company and the Reinsurer mutually understand and agree that the
wording and interpretation of this Agreement is based on the usual customs and
practice of the insurance and reinsurance industry. While both the Ceding
Company and the Reinsurer agree to act in good faith in its dealings with each
other, it is understood and recognized that situations may arise in which they
cannot reach an Agreement.
In the event that any dispute cannot be resolved to mutual satisfaction, the
dispute will first be subject to good-faith negotiation as described below in an
attempt to resolve the dispute without the need to institute formal arbitration
proceedings.
Within ten days after one of the parties has given the other the first written
notification of the specific dispute, each of the parties will appoint a
designated officer to attempt to resolve the dispute. The officers will meet at
a mutually agreeable location as early as possible and as often as necessary, in
order to gather and furnish the other with all appropriate and relevant
information concerning the dispute. The officers will discuss the problem and
will negotiate in good faith without the necessity of any formal arbitration
proceedings. During the negotiation process, all reasonable requests made by one
officer to the other for information will be honored. The designated officers
will decide the specific format for such discussions.
If the officers cannot resolve the dispute within thirty days of their first
meeting, both parties agree that they will submit the dispute to formal
arbitration. However, the parties may agree in writing to extend the negotiation
period for an additional thirty days.
No later than fifteen days after the final negotiation meeting, the officers
taking part in the negotiation will give both the Ceding Company and the
Reinsurer written confirmation that they are unable to resolve the dispute and
that they recommend establishment of formal arbitration.
An arbitration panel consisting of three past or present officers of life
insurance and reinsurance companies not affiliated with either of the parties in
any way will settle the dispute. Each party will appoint one arbitrator and the
two will select a third. If the two arbitrators cannot agree on the choice of a
third within 30 days following their appointment, each arbitrator shall nominate
three candidates within 10 days thereafter, two of whom the other shall decline,
and the decision shall be made by drawing lots.
The Ceding Company and the Reinsurer shall bear the expense of its own
arbitrator and shall jointly bear with the other the expense of the third
arbitrator. In the absence of a decision to the
13
contrary by the arbitration panel, the Ceding Company and the Reinsurer shall
jointly share in all other costs of the arbitration.
The arbitration proceedings will be conducted according to the Commercial
Arbitration Rules of XXXXX-US, which are in effect at the time the arbitration
begins.
The arbitration will take place in Hartford,
Connecticut unless the parties
mutually agree otherwise.
Within sixty days after the beginning of the arbitration proceedings the
arbitrators will issue a written decision on the dispute and a statement of any
award to be paid as a result. The decision will be based on the terms and
conditions of this Agreement as well as the usual customs and practices of the
insurance and reinsurance industry, rather than on strict interpretation of the
law. The decision will be final and binding on both the Ceding Company and the
Reinsurer and there will be no further appeal.
The parties may mutually agree to extend any of the negotiation or arbitration
periods shown in this Article.
Unless otherwise decided by the arbitrators, the parties will share in their
proportion of all expenses resulting from the arbitration, including the fees
and expenses for the arbitrators, except that each Party will be responsible for
its own attorneys' fees.
ARTICLE XIX
TERMINATION
A. Each Hartford Life Insurance Company and the Reinsurer may terminate this
Agreement as it applies to the business of each by giving (90) ninety days'
written notice of termination. The day the notice is deposited in the mail
addressed to the Home Office, or to an Officer of each party, will be the first
day of the (90) ninety-day period.
B. During the (90) ninety-day period, this Agreement will continue to be in
force between the terminating parties.
C. After termination, the terminating parties shall remain liable under the
terms of this Agreement for all automatic reinsurance that becomes effective
prior to termination of this Agreement. After termination the terminating
parties shall be liable for all automatic reinsurance which has an application
date on or before the effective date of the termination.
ARTICLE XX
ENTIRE AGREEMENT AND AMENDMENTS
A. Entire Contract
This Agreement with any attached Schedules and Exhibits shall constitute the
entire contract between the parties with respect to the business being reinsured
hereunder and there are no understandings between the parties other than as
expressed herein.
14
B. Modifications
Any modification or change to the provisions of this Agreement shall be null and
void unless set forth in a written amendment to the Agreement which is signed by
all parties to the amendment.
ARTICLE XXI
CONFIDENTIALITY
As used herein, "Confidential Information" means all of our confidential,
proprietary or trade secret information, including, but not limited to, all
information on Ceding Company's customers and claimants and other information
the Ceding Company discloses to the Reinsurer.
The Reinsurer shall maintain the confidentiality of the Confidential
Information, shall use it only for purposes for which it was disclosed and shall
not disclose it to any other person except to employees, agents and other
persons who need to know such Confidential Information to carry out the purposes
for which it was disclosed and who agree to maintain the confidentiality of the
information provided herein.
ARTICLE XXII
NOTICES AND COMMUNICATIONS
All notices and communications under this treaty should be sent to:
Individual Life Product Financial Analysis
Hartford Life
000 Xxxxxxxxx Xx.
Xxxxxxxx, XX 00000
(currently) Attn: Xxxxxx X. Xxxxxxxx, FSA, MAAA
Assistant Vice President
With a copies to:
Hartford Life
000 Xxxxxxxxx Xx.
Xxxxxxxx, XX 00000
(currently) Attn: Xxxxx Xxxxxxx, FSA, MAAA
Executive Vice President
General Counsel
Hartford Life
000 Xxxxxxxxx Xx.
Xxxxxxxx, XX 00000
(currently) Attn: Xxxxxxxxx Xxxxxx
Senior Vice President
15
ARTICLE XXIII
EFFECTIVE DATE
The provisions of this Agreement shall be effective with respect to policies
issued on or after June 15, 2001.
ARTICLE XXIV
EXECUTION
EMPLOYERS REASSURANCE COMPANY
By: /s/ [ILLEGIBLE] Attest: /s/ [ILLEGIBLE]
-------------------------------- ------------------------------
Title: Assistant Vice President Title: 2nd Vice President
Date: 1/28/03 Date: 1-31-03
HARTFORD LIFE INSURANCE COMPANY
HARTFORD LIFE AND ACCIDENT INSURANCE COMPANY
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
By: /s/ [ILLEGIBLE] Attest: /s/ [ILLEGIBLE]
-------------------------------- ------------------------------
Xxxxxxx X. Xxxxx, FSA, CLU Xxxxxx X. Xxxxxxxx, FSA, MAAA
Senior Vice President Assistant Vice President
Individual Life Product &
Marketing
Date: 12/19/2002 Date: 12/19/2002
16
SCHEDULE A
SPECIFICATIONS
Type of Business Individual life insurance issued by the Ceding
Company falling under Enhanced Standard Program
REINSURER'S POOL Reinsurer shall automatically reinsure [Redacted] of
SHARE the amount at risk on a policy reinsured by the Pool.
PLANS OF INSURANCE
POLICY TYPES RIDERS
---------------------------------------------------------------------------------------------------
Stag Universal Life Other Covered Insured (UL)
Artisan Variable Life Term Rider (on base or other insured)
Protector Variable Life ADB Benefit (not reinsured)
Accumulator Variable Life Deduction Amount Waiver Rider
Waiver of Monthly Deduction
Waiver of Specified Amount
Enhanced No Lapse Guarantee Rider
Estate Tax Repeal Benefit Rider
Level Compensation Endorsement
Terrorism Exclusion Rider
War Exclusion Rider
Disintermediated Endorsement
Children's Life Insurance Rider
Maturity Date Extension
MINIMUM FACE AMOUNT: [Redacted]
MAX FACE AMOUNT: [Redacted]
17
SCHEDULE B
BASIS OF REINSURANCE
LIFE PRODUCTS Life reinsurance will be on the yearly renewable term (YRT)
basis for the amount at risk on the portion of the policy
reinsured by Reinsurer. The amount at risk on a policy shall
be the death benefit of the policy less the amount retained
by the Ceding Company, less the cash value under the policy.
The basis for determining Reinsurer's liability shall be the
amount at risk used for computation of the reinsurance
premium.
EXCHANGES Exchanges from one single life plan reinsured under this
agreement to a different single life plan, for the purpose of
allowing the policyowner premium flexibility (UL) or
potentially higher investment return (VL), will be reinsured
hereunder as new business at first year reinsurance rates if
the new plan has been fully underwritten and has new
contestable and suicide exclusion periods. Otherwise, the
reinsurance rates will be point-in-scale.
RESERVE BASIS [Redacted]
18
EXHIBIT I
REINSURANCE PREMIUM CALCULATION
1. LIFE REINSURANCE PREMIUM [Redacted]
2. FLAT EXTRA PREMIUMS [Redacted]
3. PREMIUM TAX
Premium tax will not be reimbursed.
4. RIDERS
Term riders, cost of living riders, and other riders providing additional or
increasing coverage will use the same methods and YRT rates as the base plan.
Waiver of premium rates are attached and are per dollar of annualized amount.
Deduction amount waiver rates (also called "waiver of monthly deductions") are
attached, and the charge for this benefit is a rate times the monthly deduction
amount. Our retention on both types of waivers is proportional to our retention
on the death benefit.
19
EXHIBIT II
SINGLE LIFE RETENTION, BINDING, AND ISSUE LIMITS
(Applicable to Single Life Pool Business -- NOT LS and NOT SST)
Effective 6/15/01
RETENTION LIMITS [Redacted]
AUTOMATIC BINDING LIMIT (EXCLUDES RETENTION) [Redacted]
AUTOMATIC ISSUE LIMIT [Redacted]
JUMBO LIMIT [Redacted]
20
EXHIBIT III
PREMIUM RATES
The rates to be used to calculate premium for automatic issues are attached.
[Redacted]
21
AUTOMATIC YEARLY RENEWABLE TERM
REINSURANCE AGREEMENT
between
HARTFORD LIFE AND ACCIDENT INSURANCE COMPANY
HARTFORD LIFE INSURANCE COMPANY
and
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
and
EMPLOYERS REASSURANCE CORPORATION
Effective: October 15, 1999
ARTICLES
I. Parties to the Agreement 2
II. Reinsurance Coverage 2
III. Liability 4
IV. Reinsurance Premiums 5
V. Oversights 7
VI. Conversions 7
VII. Changes, Reductions and Terminations 7
VIII. Increase in Retention 9
IX. Reinstatement 10
X. Expenses 10
XI. Claims 10
XII. Extra-Contractual Damages 13
XIII. Inspection of Records 13
XIV. DAC Tax - Section 1.848-2 (g)(8) Election 13
XV. Insolvency 14
XVI. Offset 15
XVII. Arbitration 15
XVIII. Termination 16
XIX. Entire Agreement and Amendments 17
XX. Effective Date 17
XXI. Execution 18
SCHEDULES
A. Specifications
B. Basis of Reinsurance
EXHIBITS
I. Reinsurance Premiums
II. Retention, Binding, and Issue Limits
AMENDMENTS
Number 1
Number 2
FOREIGN NATIONAL EXHIBITS
I. Underwriting Guidelines for Foreign National Business
II. Foreign National Loadings
TABLE TWO TO STANDARD PROGRAM EXHIBIT
I. Eligibility Requirements
All Schedules and Exhibits attached will be considered part of this Reinsurance
Agreement.
1
ARTICLE I
PARTIES TO THE AGREEMENT
This Agreement is between three Hartford Life Companies, Hartford Life Insurance
Company, Hartford Life and Accident Insurance Company, and Hartford Life and
Annuity Insurance Company (collectively referred to as the Ceding Company) and
Employers Reassurance Corporation (referred to as the Reinsurer). The Reinsurer
agrees that the terms and conditions of this Agreement shall apply to each of
the Hartford Life Companies individually, unless otherwise set forth herein.
ARTICLE II
REINSURANCE COVERAGE
Reinsurance under this Agreement will apply to insurance issued by Ceding
Company on the Plans of Insurance shown in Schedule A. Such Plans of Insurance
shall be reinsured with the Reinsurer on an automatic basis, subject to the
requirements set forth in Section A below or on a facultative basis, subject to
the requirements set forth in Section B below, or on a facultative obligatory
basis subject to the requirements set forth in Section C below. The
specifications for all reinsurance under this Agreement are provided in Schedule
A.
A. Requirements for Automatic Reinsurance
For risks which meet the requirements for automatic reinsurance as set forth
below, Reinsurer will participate in a reinsurance pool whereby Reinsurer will
automatically reinsure a portion of the insurance risks as indicated in Schedule
A. The requirements for automatic reinsurance are as follows:
1. The individual must be a resident of the United States or Canada at the time
of application.
2. The individual risk must be underwritten according to the Ceding Company's
standard underwriting practices and guidelines. Any risk falling into the
category of special underwriting programs will be excluded from this Agreement
unless previously agreed to by the Reinsurer via a written amendment.
3. Any risk offered on a facultative basis by the Ceding Company to the
Reinsurer or any other company will not qualify for automatic reinsurance under
this Agreement for the same risk and same life.
4. The maximum issue age on any risk will be age 90.
5. The mortality rating on each individual risk must not exceed
2
6. [Redacted]
7. [Redacted]
B. Requirements for Facultative Reinsurance
1. If the requirements for automatic reinsurance are met, but the Ceding
Company prefers to apply for facultative reinsurance with the Reinsurer, or if
the requirements for automatic reinsurance are not met and the Ceding Company
applies for facultative reinsurance with the Reinsurer, then the Ceding Company
must submit to the Reinsurer all the papers relating to the insurability of the
individual risk for facultative reinsurance.
2. For applications for facultative reinsurance, Ceding Company will send
copies of all of the papers relating to the insurability of the individual risk
to the Reinsurer. After the Reinsurer has examined the request, the Reinsurer
will promptly notify the Ceding Company of the underwriting offer subject to
additional requirements or the final underwriting offer. The final underwriting
offer on the individual risk will automatically terminate upon the earlier of
the withdrawal of the application or 120 days from the date of the final offer,
unless accepted earlier.
3. Notwithstanding the above, if the requirements for automatic reinsurance are
met except that the face amount of insurance applied for is greater than the
Automatic Issue Limit, but does not exceed the Auto Process Limit, then the
Ceding Company will submit to the Lead Reinsurer, (as designated in Schedule A),
all papers relating to the insurability of the individual risk. The Lead
Reinsurer shall review the papers to determine if the Pool should reinsure the
risk, and, if so, on what basis. The Lead Reinsurer shall provide Ceding Company
with a response within 24 hours of receipt of the papers. Approval of the Lead
Reinsurer shall be binding on all other Pool members. This process shall be
known as Automatic Processing and subject to the limitations in Exhibit II.
3
C. Requirements for Facultative Obligatory Reinsurance
The Reinsurer agrees to a facultative obligatory arrangement whereby the Ceding
Company may cede a risk to the Reinsurer and the Reinsurer agrees to accept the
risk using the Ceding Company's underwriting evaluation, subject to the
following conditions:
1. The requirements for automatic reinsurance specified in Article II
must be met except that the total amount of insurance issued and
applied for in all companies on each risk has exceeded the jumbo
limits set forth in Exhibit II.
2. The arrangement is available on all policy forms covered under this
Reinsurance Agreement except for term life insurance products.
3. The ceded risk is subject to the Facultative Obligatory Automatic
Binding Limits as stated in Exhibit II.
4. The ceded risk is subject to the Facultative Obligatory Automatic
Issue Limit is as stated in Exhibit II.
5. The Reinsurer provides the minimum facultative obligatory capacity
as stated in Schedule A. However, to the extent that Reinsurer has
already filled its available capacity on the risk, the Reinsurer may
reduce the provided capacity by notifying the Ceding Company of the
reduced capacity. Such notification must occur within 2 business
days of the Ceding Company's request for facultative obligatory
capacity on that risk.
D. Basis of Reinsurance
Reinsurance under this Agreement will be on the basis as stated in Schedule B.
E. Policy Forms.
When requested, the Ceding Company will furnish the Reinsurer with a copy of
each policy, rider, rate book, and applicable sales or marketing material that
applies to the life insurance reinsured hereunder.
ARTICLE III
LIABILITY
A. The Reinsurer's liability for automatic reinsurance coverage will begin
simultaneously with the Ceding Company's liability except for those risks which
qualify for automatic reinsurance but are submitted on a facultative basis.
4
B. The Reinsurer's liability for facultative reinsurance coverage on the
individual risk will begin simultaneously with the Ceding Company's liability
once the Reinsurer has accepted the application for facultative reinsurance and
the Ceding Company has accepted the offer.
C. In no event shall the reinsurance be in force and binding if the issuance
and delivery of such insurance constituted the doing of business in a
jurisdiction in which the Ceding Company was not properly licensed.
D. The Reinsurer's liability for reinsurance coverage on each risk will
terminate when the Ceding Company's liability terminates.
E. The liability of each pool member shall be separate and not joint with the
other pool members.
F. Payment of reinsurance premiums is a condition precedent to reinsurance
coverage.
G. The Reinsurer shall establish reserves on Reinsurer's portion of the policy
on the reserve basis specified in Schedule B.
ARTICLE IV
REINSURANCE PREMIUMS
A. Computation.
Premiums for reinsurance under this Agreement will be computed as described in
Exhibit I.
B. Premium Accounting.
1. Payment of Reinsurance Premiums.
For automatic and facultative reinsurance, following the close of each calendar
month, the Ceding Company will send the Reinsurer a statement and a listing of
new business, changes and terminations.
If a net reinsurance premium balance is payable to the Reinsurer, the Ceding
Company will forward this balance within (60) sixty days after the close of each
month.
If a net reinsurance premium balance is payable to the Ceding Company, the
balance due will be subtracted from the reinsurance premium payable
5
by Ceding Company for the current month. The Reinsurer shall pay any remaining
balance due the Ceding Company sixty days after the Ceding Company submits the
statement.
2. Non-Payment of Premium
If reinsurance premiums are delinquent, the Reinsurer has the right to terminate
the reinsurance risks on those policies listed on the delinquent monthly
statement by giving the Ceding Company ninety days' advance written notice. If
the delinquent premiums have not been paid as of the close of the ninety-day
period, the Reinsurer's liability will terminate for the risks described in the
delinquency notice.
Regardless of the termination, the Ceding Company will continue to be liable to
the Reinsurer for all unpaid reinsurance premiums earned.
3. Reinstatement
The Ceding Company may reinstate the risks terminated due to non-payment of
reinsurance premium within sixty days after the effective date of termination by
paying the unpaid reinsurance premiums for the risks in force prior to the
termination. However, the Reinsurer will not be liable for any claim incurred
between the date of termination and reinstatement. The effective date of
reinstatement will be the date the required back premiums are received.
4. Currency
The reinsurance premiums and benefits payable under this Agreement will be
payable in the lawful money of the United States.
5. Detailed Listing
The Ceding Company will send the Reinsurer a detailed listing of all reinsurance
in force as of the close of the immediately preceding calendar year.
6. Guaranteed Rates
Although the Reinsurer anticipates continuing to accept reinsurance premiums at
the current level, the Reinsurer reserves the right to increase the reinsurance
premiums but only when the Ceding Company increases the cost of insurance rates
to the policyowner. The increase to the reinsurance premium shall be no more
than proportional to the increase to the policy owner's cost of insurance rates.
6
ARTICLE V
OVERSIGHTS
If there is an unintentional oversight or misunderstanding in the administration
of this Agreement by Ceding Company or Reinsurer, it can be corrected provided
the correction takes place within a reasonable time after the oversight or
misunderstanding is first discovered. Both Ceding Company and the Reinsurer will
be restored to the position they would have occupied had the oversight or
misunderstanding not occurred.
ARTICLE VI
CONVERSIONS
Conversions from existing term plans of insurance reinsured under this Agreement
will be reinsured using the YRT premiums attached as Exhibit I on a
point-in-scale basis up to the original face amount. The converted policy will
be reinsured with the Reinsurer in the same proportion as was determined for the
original term policy.
ARTICLE VII
CHANGES, REDUCTIONS AND TERMINATIONS
A. Replacement or Change
If there is a contractual change or non-contractual replacement of the insurance
reinsured under this Agreement where full underwriting evidence according to the
Ceding Company's regular underwriting rules is not required, the insurance may
continue to be reinsured with the Reinsurer provided it meets the minimum
reinsurance cession amount stated in Schedule A. If a non-contractual change is
requested on a facultatively reinsured policy, the Reinsurer must consent to the
change.
B. Increases or Decreases
1. If the policy face amount of a risk reinsured automatically under this
Agreement increases and:
a. The increase is subject to new underwriting evidence, then the
provisions of Article II, Section A, shall apply to the increase in
reinsurance.
7
b. The increase is not subject to new underwriting evidence, then
Reinsurer will accept automatically the increase in reinsurance but
not to exceed the automatic binding limit.
2. If the policy face amount increases, the Ceding Company's retention will be
filled first, then any remaining risk of the increase will be ceded to the
Reinsurer as of the effective date of the increase. If the policy face amount is
reduced, the reinsurance will be reduced first, thereby maintaining the Ceding
Company's retention. Reinsurer will refund to Ceding Company all unearned
reinsurance premiums not including policy fees, less applicable allowances,
arising from reductions, terminations and changes as described in this Article.
3. In the event of a reduction in the face amount of a policy which was ceded
facultatively, the Reinsurer's percentage of the reduced face amount should be
the same percentage of the initial reinsurance ceded.
4. Increases in face amount of policies reinsured on a facultative basis, will
be submitted to the Reinsurer for acceptance.
C. Reduction in Retained Coverage
If any portion of the aggregate insurance retained by Ceding Company on an
individual life reduces or terminates any reinsurance under this Agreement based
on the same life may also be reduced or terminated. Ceding Company will reduce
the reinsurance by applying the retention limits that were in effect at the time
each policy was issued. Ceding Company will not be required to retain an amount
in excess of its regular retention limit for the age, mortality rating and risk
classification at the time of issue for any policy on which reinsurance is being
reduced.
The reinsurance to be terminated or reduced will be determined by chronological
order in which the reinsurance was first reinsured, thereby reducing or
terminating the oldest risks first.
D. Multiple Reinsurers
If a risk is shared by more than one Reinsurer, Reinsurer's percentage of any
increased or reduced reinsurance will be the same as its initial percentage of
the reinsurance for that risk.
E. Termination
If the policy for a risk reinsured under this Agreement is terminated, the
reinsurance for the risk involved will be terminated on the effective date of
termination.
8
F. Facultative
On facultative reinsurance, if Ceding Company wishes to reduce the mortality
rating, this reduction will be subject to and reinsured under the facultative
provisions of this Agreement.
ARTICLE VIII
INCREASE IN RETENTION
A. If the Ceding Company should increase the retention limits as listed in
Exhibit II, prompt written notice of the increase must be given to the
Reinsurer.
B. In the event of an increase in retention, the Ceding Company will have the
option of recapturing the reinsurance under this Agreement when the retention
limit increases. The Ceding Company may exercise its option to recapture by
giving written notice to the Reinsurer within ninety days after the effective
date of the increase.
C. If the Ceding Company exercises its option to recapture, then
1. The Ceding Company must reduce the reinsurance on each individual life on
which the Ceding Company retained the maximum retention limit for the age and
mortality rating that was in effect at the time the reinsurance was ceded to the
Reinsurer.
2. No recapture will be made to reinsurance on an individual life if (a) the
Ceding Company retained a special retention limit less than the maximum
retention limit in effect at the time the reinsurance was ceded to the
Reinsurer, or if (b) the Ceding Company did not retain insurance on the risk.
3. The Ceding Company must increase its total amount of insurance on the risk
up to the new retention limit by reducing the reinsurance. If a risk is shared
by more than one Reinsurer, the Reinsurer's percentage of the reduced
reinsurance will be the same as the initial percentage on the individual risk.
4. Upon increasing the retention limit, the reduction in reinsurance will
become effective on the next annual premium anniversary of those policies that
have been inforce for at least ten (10) years.
9
ARTICLE IX
REINSTATEMENT
If an insurance policy lapses for nonpayment of premium and is reinstated under
the Ceding Company's terms and rules, the Reinsurer will reinstate the
reinsurance as follows:
A. Automatic Cases:
The Ceding Company must pay the Reinsurer all back reinsurance premiums in the
same manner as the Ceding Company received insurance premiums under the policy.
When the Ceding Company reinstates the policy, the reinsurance will be
automatically reinstated.
B. Facultative Cases:
If the Ceding Company requires reinstatement evidence of insurability, the
Ceding Company will submit it to the Reinsurer for approval. In such cases, the
Reinsurer's approval is required for the reinsurance to be reinstated. Upon the
Reinsurer's approval, the Ceding Company must pay the Reinsurer all back
reinsurance premiums in the same manner as the Ceding Company received insurance
premium under the policy.
ARTICLE X
EXPENSES
The Ceding Company must pay the expense of all medical examinations, inspection
fees and other charges in connection with the issuance of the insurance.
ARTICLE XI
CLAIMS
A. Liability
If the Ceding Company is liable for insurance benefits on a policy reinsured
under this Agreement, the Reinsurer shall be liable for its portion of the
reinsurance on that policy, as described in Schedule A. All reinsurance claim
settlements will be subject to the terms and conditions of the particular
contract under which the Ceding Company is liable.
10
B. Notification
When the Ceding Company is advised of a claim, the Reinsurer must be notified
promptly.
C. Claim Payment
1. Automatic Reinsurance on a Risk
If a claim is made on a risk reinsured automatically under this Agreement and is
not contested by the Ceding Company, Reinsurer will abide by the issue as the
Ceding Company settles it. Copies of proofs or other written matters relating to
any claim reimbursements under this Agreement shall be furnished to the
Reinsurer upon written request. The Ceding Company will receive payment of the
reinsurance proceeds from the Reinsurer when the Ceding Company makes the
settlement of the policy proceeds and delivers a copy of the proof of death,
check copy or proof of payment and the claimant's statement to the Reinsurer.
2. Facultative Reinsurance on a Risk
If a claim is made on a risk reinsured facultatively under this Agreement, the
Ceding Company shall submit to Reinsurer all relevant and/or requested documents
and papers related to the claim along with Ceding Company's recommendation.
Ceding Company shall then wait five days from the date of mailing during which
time Reinsurer shall have the opportunity to advise Ceding Company of its
consent or disagreement with the recommendation. In the event Reinsurer does not
contact Ceding Company within the five-day period, Reinsurer shall be deemed to
have approved the recommendation and Ceding Company shall be authorized to act
accordingly. The Ceding Company will receive payment of the reinsurance proceeds
from Reinsurer when Ceding Company makes the settlement of the policy proceeds
and delivers proof of payment to the Reinsurer.
3. Payment of Reinsurance Proceeds
Payment of life reinsurance proceeds will be made in a single sum regardless of
the Ceding Company's mode of settlement with the payee.
D. Contested Claims
The Ceding Company must promptly notify the Reinsurer of any intent to contest a
claim reinsured under this Agreement or to assert defenses. If the Ceding
Company's contest of such claim results in the increase or reduction of
liability,
11
the Reinsurer will share in this increase or reduction. The Reinsurer's share of
the increase or decrease shall be proportional to their share of the net amount
at risk on the date of death of the insured.
If the Reinsurer should decline to participate in the contest or assertion of
defenses, the Reinsurer will then release all of the liability by paying the
Ceding Company the full amount of reinsurance and not sharing in any subsequent
increase or reduction in liability.
E. Misstatement of Age or Sex
If the amount of insurance provided by the policy or policies reinsured under
this Agreement is increased or reduced because of misstatement of age or sex
established after the death of the insured, the Reinsurer will share with the
Ceding Company in this increase or reduction.
F. Routine Expenses
The Ceding Company will pay the routine expenses incurred in connection with
settling claims. These expenses may include compensation of agent and employees
and the cost of routine investigations such as inspection reports.
G. Non-Routine Expenses
The Reinsurer will share with the Ceding Company all expenses that are not
routine. Expenses that are not routine are those directly incurred in connection
with the contest or the possibility of a contest of a claim or the assertion of
defenses, including legal expenses. The expenses will be shared in proportion to
the net amount at risk for the Ceding Company and Reinsurer. However, if the
Reinsurer has released the liability under Section D of this Article, the
Reinsurer will not share in any expenses incurred after the date of the
Reinsurer's release.
X. Xxxxxxxxxxx Period
If, during the contestable period, Ceding Company is notified of the death of
the insured, the Ceding Company will investigate the case.
I. Return of Premium for Misrepresentations and Suicides
If a misrepresentation or misstatement on an application or a death of an
insured risk by suicide results in the Ceding Company returning the policy
premiums to the policy owner rather than paying the policy benefits, the
Reinsurer will refund all of the reinsurance premiums it received on that policy
to the Ceding Company. This refund given by the Reinsurer will be in lieu of all
other reinsurance benefits payable on that policy under this Agreement.
12
ARTICLE XII
EXTRA-CONTRACTUAL DAMAGES
In no event will the Reinsurer have any liability for any extra-contractual
damages which are awarded against the Ceding Company as a result of acts,
omissions or course of conduct committed by the Ceding Company in connection
with the insurance reinsured under this Agreement.
The Reinsurer does recognize that circumstances may arise under which the
Reinsurer, in equity, should share, to the extent permitted by law, in paying
certain assessed damages. Such circumstances are difficult to define in advance,
but involve those situations in which the Reinsurer was an active party in the
act, omission or course of conduct which ultimately results in the assessment of
such damages. The extent of such sharing is dependent on good faith assessment
of culpability in each case, but all factors being equal, the division of any
such assessment would be in the proportion of total risk accepted by each party
for the plan of insurance involved.
ARTICLE XIII
INSPECTION OF RECORDS
Each party will have the right, at any reasonable time and upon reasonable
notice, to inspect the other party's books and documents that relate to
reinsurance under this Agreement.
ARTICLE XIV
DAC TAX
SECTION 1.848-2(g)(8) ELECTION
A. The Reinsurer and the Ceding Company hereby agree to the following pursuant
to section 1.848-2(g)(8) of the Income Tax Regulations issued December 1992
under Section 848 of the Internal Revenue Code of 1986, as amended. This
election shall be effective for 1993 and for all subsequent taxable years for
which this Agreement remains in effect.
B. The terms used in this Article are defined by reference to Regulation
Section 1.848-2 in effect December 1992.
C. The party with net positive consideration for this Agreement for each
taxable year will capitalize specified policy acquisition expenses with respect
to this Agreement without regard to the general deduction limitation of section
848(c)(1).
13
D. Both parties agree to exchange information pertaining to the amount of net
consideration under this Agreement each year to ensure consistency or as
otherwise required by the Internal Revenue Service.
E. The Ceding Company will submit to the Reinsurer by May 1st of each year a
schedule of the calculation of the net consideration for the preceding calendar
year. This schedule of calculations will be accompanied by a statement signed by
an officer of the Ceding Company stating that such net consideration will be
reported in the tax return for the preceding calendar year.
F. The Reinsurer may contest such calculation by providing an alternative
calculation to the Ceding Company in writing within 30 days of receipt of Ceding
Company's calculation. If the Reinsurer does not notify the Ceding Company,
Reinsurer will report the net consideration as determined by the Ceding Company
in the tax return for the preceding calendar year.
G. If the Reinsurer contests the Ceding Company's calculation of the net
consideration, both parties will act in good faith to reach an agreement as to
the correct amount within thirty (30) days of the date the Reinsurer submits
their alternative calculation. If both parties reach agreement on an amount of
net consideration, both parties shall report such amount in their respective tax
returns for the previous calendar year.
ARTICLE XV
INSOLVENCY
A. Insolvency of Reinsurer
If the Reinsurer becomes insolvent as determined by the Department of Insurance
responsible for such determination, amounts due the Reinsurer will be paid net
of the terms of this Agreement and directly to the liquidator, receiver, or
statutory successor without decrease. The Ceding Company may recapture all
reinsurance ceded under this Agreement without charge or penalty as of the date
Reinsurer fails to meet its obligations under this Agreement.
B. Insolvency of Ceding Company
If Hartford Life Insurance Company, Hartford Life and Accident Insurance Company
or Hartford Life and Annuity Insurance Company should become insolvent, all
reinsurance under this Agreement covering risks ceded by that particular company
will be payable by Reinsurer directly to that Company's liquidator, receiver or
statutory successor, on the basis of the liability of that Company under the
policy or policies reinsured and without diminution because of the insolvency of
the Company. However, in the event of such insolvency, the liquidator, receiver
or statutory successor will give written notice of a pending
14
claim against Ceding Company on the reinsured policy. It will do so within a
reasonable time after the claim is filed in the insolvency proceedings. During
the pendency of such a claim, Reinsurer may investigate the claim and may, at
its own expense, interpose any defense or defenses which it may deem available
to the insolvent Company, its liquidator, receiver or statutory successor, in
the proceedings where the claim is to be adjudicated.
The expense thus incurred by Xxxxxxxxx will be chargeable against the insolvent
Company, subject to court approval, as part of the expense of liquidation to the
extent of a proportionate share of the benefit which may accrue to the insolvent
Company solely as a result of the defense undertaken by Reinsurer.
Where two or more Reinsurers are involved in the same claim and a majority in
interest elect to interpose defense to the claim, the expense will be
apportioned in accord with the terms of the reinsurance agreement as though the
expense had been incurred by the insolvent Company.
It is agreed that the insolvency of any one of the Hartford Life Companies shall
not affect this Agreement as it applies to the remaining solvent companies.
ARTICLE XVI
OFFSET
Any debts or credits, matured or unmatured, liquidated or unliquidated,
regardless of when they arose or were incurred, in favor of or against either
the Ceding Company or the Reinsurer with respect to this Agreement or with
respect to any other claim of one party against the other are deemed mutual
debts or credits, as the case may be, and shall be set off, and only the balance
shall be allowed or paid. In the event the Ceding Company becomes insolvent,
offsets shall be allowed in accordance with applicable law.
ARTICLE XVII
ARBITRATION
Any disagreement, controversy, or claim arising out of or relating to this
Agreement between the Reinsurer and any one of the Hartford Life Companies will
be settled by arbitration. There will be three arbitrators chosen among current
or retired officers of life insurance companies other than parties or their
affiliates. Each party to the dispute will appoint one of the arbitrators and
these two arbitrators will select the third arbitrator. In the event that either
party should fail to choose an arbitrator within 30 days following a written
request by the other party to do so, the requesting party may choose two
arbitrators who shall in turn choose a third arbitrator before entering upon
arbitration. If the two arbitrators fail to agree upon the selection of a third
arbitrator within 30 days following their appointment, each arbitrator shall
nominate three candidates within 10
15
days thereafter, two of whom the other shall decline, and the decision shall be
made by drawing lots.
Arbitration will be conducted in accordance with the Commercial Arbitration
Rules of the American Arbitration Association that will be in effect on the date
of delivery of demand for arbitration. The arbitrators will base their decision
on the terms and conditions of this Agreement plus, as necessary, on the customs
and practices of the insurance and reinsurance industry rather than solely on a
strict interpretation of the applicable law. The site of any arbitration will be
determined by a majority vote of the arbitrators. All expenses and fees of the
arbitration will be borne equally by the parties unless otherwise decreed by the
arbitrators.
The award agreed to by a majority of the arbitrators will be final and binding
and there will be no appeal from their decision. Judgment may be entered upon it
in any court having jurisdiction.
ARTICLE XVIII
TERMINATION
A. Each Hartford Life Insurance Company and the Reinsurer may terminate this
Agreement as it applies to the new business of each by giving (90) ninety days'
written notice of termination. The day the notice is deposited in the mail
addressed to the Home Office, or to an Officer of each party, will be the first
day of the (90) ninety-day period.
B. During the (90) ninety-day period, this Agreement will continue to be in
force between the terminating parties.
C. After termination, the terminating parties shall remain liable under the
terms of this Agreement for all automatic reinsurance that becomes effective
prior to termination of this Agreement. After termination the terminating
parties shall be liable for all automatic and facultative reinsurance which has
an application date on or before the effective date of the termination.
D. Termination by one or two of the Hartford Life Companies shall not affect
this Agreement as it relates to the non-terminating Hartford Life Company (ies).
16
ARTICLE XIX
ENTIRE AGREEMENT AND AMENDMENT
A. Entire Contract
This Agreement with any attached Schedules and Exhibits, shall constitute the
entire agreement between the parties with respect to the business being
reinsured hereunder and there are no understandings between the parties other
than as expressed herein.
B. Modifications
Any modification or change to the provisions of this Agreement shall be null and
void unless set forth in a written amendment to the Agreement which is signed by
all parties to the amendment.
ARTICLE XX
EFFECTIVE DATE
The provisions of this Agreement shall be effective with respect to policies
issued on or after October 15, 1999.
17
ARTICLE XXI
EXECUTION
EMPLOYERS REASSURANCE CORPORATION
By /s/ [ILLEGIBLE] Attest /s/ [ILLEGIBLE]
------------------------------ ------------------------------
Title Vice President Title Assistant Secretary
Date 8-8-00 Date August 8, 2000
HARTFORD LIFE INSURANCE COMPANY
HARTFORD LIFE AND ACCIDENT INSURANCE COMPANY
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
By /s/ Xxxxxxx X. Xxxxx Attest /s/ Xxxxxx X. Xxxxxxxx
------------------------------ ------------------------------
Xxxxxxx X. Xxxxx, FSA, CLU Xxxxxx X. Xxxxxxxx, FSA, MAAA
Vice President Individual Life Director, Individual Life
Product & Marketing Pricing
Date 4/27/2000 Date 4/27/2000
18
SCHEDULE A
SPECIFICATIONS
TYPE OF BUSINESS Individual life insurance issued by the Ceding
Company
REINSURANCE POOL SHARE Reinsurer shall automatically [Redacted] of the
amount at risk on a policy reinsured by the
Pool.
FACULTATIVE OBLIGATORY [Redacted]
PLANS OF INSURANCE
POLICY TYPES RIDERS
--------------------------------------------------------------------------------
Interest Sensitive Whole Life Other Covered Insured (UL)
Stag Universal Life Term Rider (on base or other insured)
ART, 5, and 10 Yr Term (NY) Additional Insurance Benefit Rider (ISWL)
Stag Variable Life Increase in Coverage Option Rider (VL)
Artisan Variable Life Cost of Living Rider (UL)
Protector Variable Life Waiver of Premium
One Year Term ADB Benefit (not reinsured)
Accumulator Variable Life Deduction Amount Waiver Rider
Life Solutions I UL Waiver of Monthly Deduction
Life Solutions II UL Additional Purchase Option Rider
LBS I UL
Universal Life V
20 Year Term
Single Premium Variable Life
(fully underwritten only)
MINIMUM REINSURANCE
CESSION [Redacted]
LEAD REINSURER [Redacted]
SCHEDULE B
BASIS OF REINSURANCE
LIFE PRODUCTS
Life reinsurance will be on the yearly renewable term (YRT) basis for the amount
at risk on the portion of the policy reinsured by Reinsurer. The amount at risk
on a policy shall be the death benefit of the policy less the amount retained by
the Ceding Company, less the cash value under the policy. The basis for
determining Reinsurer's liability shall be the amount at risk used for
computation of the reinsurance premium.
EXCHANGES
Exchanges from one single life plan reinsured under this agreement to a
different single life plan, for the purpose of allowing the policyowner premium
flexibility (UL) or potentially higher investment return (VL), will be reinsured
hereunder as new business at first year reinsurance rates if the new plan has
been fully underwritten and has new contestable and suicide exclusion periods.
Otherwise, the reinsurance rates will be point-in-scale.
RESERVE BASIS [Redacted]
EXHIBIT I
REINSURANCE PREMIUMS
1. LIFE REINSURANCE PREMIUM
[Redacted]
2. FLAT EXTRA PREMIUMS
[Redacted]
3. PREMIUM TAX
Premium tax will not be reimbursed.
4. RIDERS
Term riders, cost of living riders, and other riders providing additional or
increasing coverage will use the same methods and YRT rates as the base plan.
Waiver of premium rates are attached and are per dollar of annualized amount.
Deduction amount waiver rates (also called "waiver of monthly deductions") are
attached, and the charge for this benefit is a rate times the monthly deduction
amount. Our retention on both types of waivers is proportional to our retention
on the death benefit.
EXHIBIT II
SINGLE LIFE RETENTION, BINDING, AND ISSUE LIMITS
EFFECTIVE 10/15/99
RETENTION LIMIT [Redacted]
AUTOMATIC BINDING LIMIT (EXCLUDES RETENTION) [Redacted]
AUTOMATIC ISSUE LIMIT (INCLUDES RETENTION) [Redacted]
AUTOMATIC PROCESSING LIMIT (INCLUDES RETENTION) [Redacted]
FACULTATIVE OBLIGATORY AUTOMATIC BINDING LIMIT (EXCLUDES RETENTION) [Redacted]
FACULTATIVE OBLIGATORY AUTOMATIC ISSUE LIMIT (INCLUDES RETENTION) [Redacted]
JUMBO LIMIT [Redacted]
AMENDMENT NUMBER 4
This Amendment is made by and between the three Hartford Life Companies,
HARTFORD LIFE INSURANCE COMPANY, HARTFORD LIFE AND ACCIDENT INSURANCE COMPANY,
and HARTFORD LIFE AND ANNUITY INSURANCE COMPANY (collectively referred to as the
Ceding Company) AND EMPLOYERS REASSURANCE CORPORATION (referred to as the
Reinsurer). It is attached to and becomes a part of the Automatic Yearly
Renewable Term Reinsurance Agreement dated October 15, 1999 (referred to as the
Reinsurance Agreement).
1. Effective October 1, 2000, Schedule A of the Reinsurance Agreement shall be
amended to reflect the inclusion of the Guaranteed Cost of Insurance Benefit
Rider.
A revised Schedule A is attached and shall replace the existing Schedule A.
2. This Amendment does not alter, amend or modify the Reinsurance Agreement
other than as set forth in this Amendment, and it is subject otherwise to all
the terms and conditions of the Reinsurance Agreement together with all
amendments and supplements thereto.
EMPLOYERS REASSURANCE CORPORATION
By /s/ [ILLEGIBLE] Attest /s/ [ILLEGIBLE]
------------------------- ------------------------------
Title Vice President Title Treaty Specialist
Date June 26, 2003 Date June 26, 2003
HARTFORD LIFE INSURANCE COMPANY
HARTFORD LIFE AND ACCIDENT INSURANCE COMPANY
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
By /s/ Xxxxxxx X. Xxxxx Attest /s/ Xxxxxx X. Xxxxxxxx
------------------------------ ------------------------------
Xxxxxxx X. Xxxxx, FSA, CLU Xxxxxx X. Xxxxxxxx, FSA, MAAA
Senior Vice President Assistant Vice President
Individual Life Product &
Marketing
Date 6/30/03 Date 6/30/2003
SCHEDULE A
SPECIFICATIONS
(OCTOBER 1, 2000)
TYPE OF BUSINESS Individual life insurance issued by the
Ceding Company
REINSURANCE POOL SHARE Reinsurer shall automatically [Redacted]
of the amount at risk on a policy
reinsured by the Pool.
FACULTATIVE OBLIGATORY [Redacted]
PLANS OF INSURANCE POLICY TYPES RIDERS
--------------------------------------------------------------------------
Interest Sensitive Whole Life Other Covered Insured (UL)
Stag Universal Life Term Rider (on base or other insured)
ART, 5, and 10 Yr Term (NY) Additional Insurance Benefit Rider
(ISWL)
Stag Variable Life Increase in Coverage Option Rider (VL)
Artisan Variable Life Cost of Living Rider (UL)
Protector Variable Life Waiver of Premium
One Year Term ADB Benefit (not reinsured)
Accumulator Variable Life Deduction Amount Waiver Rider
Life Solutions I UL Waiver of Monthly Deduction
Life Solutions II UL Additional Purchase Option Rider
LBS I UL Guaranteed COI Benefit Rider
Universal Life V
20 Year Term
Single Premium Variable Life
(fully underwritten only)
MINIMUM REINSURANCE
CESSION
[Redacted]
LEAD REINSURER
[Redacted]
