Exhibit 10.16
STOP LOSS REINSURANCE AGREEMENT
between
ALLSTATE LIFE INSURANCE COMPANY OF NEW YORK
Farmingville, New York
and
ALLSTATE LIFE INSURANCE COMPANY
Northbrook, Illinois
RECITALS
This Insurance Agreement (hereinafter "Agreement") is made and entered into
by and between ALLSTATE LIFE INSURANCE COMPANY OF NEW YORK, a life insurance
company domiciled in the State of New York (hereinafter "ALLSTATE LIFE OF NEW
YORK") and ALLSTATE LIFE INSURANCE COMPANY, a life insurance company
domiciled in the State of Illinois (hereinafter the "ALLSTATE").
WHEREAS, the ALLSTATE LIFE OF NEW YORK desires to cede to the ALLSTATE, and
the ALLSTATE desires to accept on a stop loss basis, 100% of the ALLSTATE
LIFE OF NEW YORK's liabilities as set forth in Article III of this Agreement;
NOW THEREFORE, the ALLSTATE LIFE OF NEW YORK and the ALLSTATE mutually agree
to reinsure on the terms and conditions stated in this Agreement.
ARTICLE I
DEFINITIONS
1. "Effective Date" shall mean the date and time on which this Agreement
takes effect, which shall be December 31, 2001 at 11:59 p.m.
2. "Policy" or Policies" shall mean the policies and contracts described in
Exhibit A as being eligible for reinsurance under this Agreement.
3. "Settlement Period" shall mean the period upon which each reinsurance
settlement is based.
ARTICLE II
PERIOD OF COVERAGE AND TERMINATION
This agreement shall remain in effect and in force for an indefinite period
of time unless and until it is terminated. This agreement may be terminated
with respect to the reinsurance of new business by either party giving the
other party ninety (90) days prior written notification. Non-payment of
premium, as defined in Article IV of this agreement, within ninety (90) days
of its due date constitutes a breach of this agreement and will result in
termination of the agreement.
ARTICLE III
REINSURANCE BENEFIT
The ALLSTATE will pay the ALLSTATE LIFE OF NEW YORK an amount equal to the
annually prorated difference between the Actual Investment Yield and the Stop
Loss Investment Yield multiplied by the reserve balance, with respect to the
ceded Policies in each Settlement Period. This is calculated as the greater
of [(b)-(a)]x(c)x(d) and zero (0).
(a) Actual Investment Yield during the Settlement Period is calculated
with respect to the Policies reinsured as the weighted average
statutory yield of all assets backing the ceded liabilities plus
an IMR adjustment. The weighted average will be determined based on
end of Settlement Period statutory book value of assets. The IMR
adjustment will equal the calculation year's IMR amortization divided
by the end of Settlement Period statutory book value of assets
backing the ceded liabilities. The IMR amortization to be used in this
adjustment is solely associated with post-effective date additions to
IMR from assets backing the ceded liabilities. Assets backing the
ceded liabilities are deemed to be those segmented into the ALNYSSB
portfolio segment of the ALLSTATE LIFE OF NEW YORK or any renamed
successor portfolio covering the ceded liabilities.
(b) Stop Loss Investment Yield equals the weighted average statutory
valuation rate for ceded liabilities. The weighted average will be
determined based on end of Settlement Period aggregate reserve
balances as shown in Annual Statement Exhibit 8, section B and
Exhibit 10.
(c) End of Settlement Period reserve balance as shown in Annual Statement
Exhibit 8, section B and Exhibit 10.
(d) Number of days in settlement period / 365
ARTICLE IV
PREMIUMS
The ALLSTATE LIFE OF NEW YORK shall pay the ALLSTATE a premium at the
beginning of each Settlement Period for the stop loss coverage provided in
this treaty. This premium will be equal to the product of (a) and (b) and (c)
(a) Aggregate Reserves with respect to the policies ceded as shown in
Annual Statement Exhibit 8, section B and Exhibit 10, as of the end of
the previous Settlement Period
(b) 0.15%
(c) Number of days in Settlement Period / 365
ARTICLE V
SETTLEMENT AND REPORTING
1. While this agreement is in effect, the ALLSTATE LIFE OF NEW YORK shall
pay to the ALLSTATE, no less frequently than quarterly, with respect to the
eligible Policies, a reinsurance premium as calculated in ARTICLE IV of
this Agreement.
2. While this agreement is in effect, the ALLSTATE shall pay to the ALLSTATE
LIFE OF NEW YORK, no less frequently than quarterly, with respect to the
eligible Policies, a reinsurance benefit as calculated in ARTICLE III of
this Agreement.
3. THE ALLSTATE LIFE OF NEW YORK will provide the ALLSTATE with accounting
reports within forty-five (45) days following the end of each settlement
period. These reports will contain sufficient information about the
Policies to enable the ALLSTATE to prepare its quarterly and annual
financial reports.
4. Settlements as set out in Article V, Paragraphs 1 and 2 will occur within
ninety (90) days following the end of each settlement period.
ARTICLE VI
NET RETAINED LINES
This Agreement applies only to that portion of ceded Policies which the
ALLSTATE LIFE OF NEW YORK retains net for its own account. In calculating the
stop loss benefits and premiums, only amounts retained by the ALLSTATE LIFE
OF NEW YORK, excluding this Agreement, shall be included.
ARTICLE VII
STATEMENT REFERENCES
All references in this Agreement are to the 2000 NAIC Statutory General and
Separate Account Statements of ALLSTATE LIFE OF NEW YORK, as filed with the
New York Insurance Department. Appropriate adjustments will be made for
changes, if any, in the NAIC Statutory General and Separate Account
Statements on or after the Effective Date.
ARTICLE VIII
OVERSIGHTS
ALLSTATE shall be bound as ALLSTATE LIFE OF NEW YORK is bound, and it is
expressly understood and agreed that if failure to reinsure or failure to
comply with any terms of this Agreement is shown to be unintentional and the
result of misunderstanding or oversight on the part of either ALLSTATE LIFE
OF NEW YORK or ALLSTATE, both ALLSTATE LIFE OF NEW YORK and ALLSTATE shall be
restored to the positions they would have occupied had no such error or
oversight occurred.
ARTICLE IX
INSPECTION OF RECORDS
ALLSTATE LIFE OF NEW YORK and ALLSTATE shall have the right, at any
reasonable time, to examine at the office of the other, any books, documents,
reports or records which pertain in any way to the Policies.
ARTICLE X
INSOLVENCY
1. In the event of insolvency of and the appointment of a conservator,
liquidator or statutory successor of ALLSTATE LIFE OF NEW YORK, all
reinsurance ceded, renewed or otherwise becoming effective under this
Agreement shall be payable by ALLSTATE directly to ALLSTATE LIFE OF NEW
YORK or to its liquidator, receiver, or statutory successor on the basis
of the liability of the ALLSTATE LIFE OF NEW YORK under the contract or
contracts reinsured without diminution because of the insolvency of
ALLSTATE LIFE OF NEW YORK.
2. Further, in the event of the insolvency of ALLSTATE LIFE OF NEW YORK, the
liquidator, receiver or statutory successor of the insolvent ALLSTATE LIFE
OF NEW YORK shall give written notice to ALLSTATE of the pendency of an
obligation of the insolvent ALLSTATE LIFE OF NEW YORK on any Policy,
whereupon ALLSTATE may investigate such claim and interpose at its own
expense, in the proceeding where
such claim is to be adjudicated, any defense or defenses which it may deem
available to ALLSTATE LIFE OF NEW YORK or its liquidator or statutory
successor. The expense thus incurred by ALLSTATE shall be chargeable,
subject to court approval, against the insolvent ALLSTATE LIFE OF NEW YORK
as part of the expenses of liquidation to the extent of a proportionate
share of the benefit that may accrue to ALLSTATE LIFE OF NEW YORK solely as
a result of the defense undertaken by ALLSTATE.
ARTICLE XI
ARBITRATION
Any dispute arising with respect to this Agreement that is not settled by
mutual agreement of the parties shall be referred to arbitration. Within
twenty (20) days from receipt of written notice from one party that an
arbitrator has been appointed, the other party shall also name an arbitrator.
The two arbitrators shall choose a third arbitrator and shall forthwith
notify the contracting parties of such choice. Each arbitrator shall be a
present or former officer of a life insurance company and should have no
present or past affiliation with this Agreement or with either party. The
arbitrators shall consider this Agreement as a honorable engagement rather
than merely as a legal obligation, and shall be relieved of all judicial
formalities. The decision of the arbitrators shall be final and binding upon
the parties hereto. Each party shall bear the expenses of its own arbitrator
and shall jointly and equally bear the expenses of the third arbitrator and
of the arbitration. Any such arbitration shall take place at the Home Office
of ALLSTATE, unless some other location is mutually agreed upon. The decision
of the Arbitrators shall be handed down within 45 days of the date on which
the arbitration is concluded.
ARTICLE XII
PARTIES TO AGREEMENT
This Agreement is solely between ALLSTATE LIFE OF NEW YORK and ALLSTATE. The
acceptance of reinsurance hereunder shall not create any right or legal
relation whatever between ALLSTATE and any party in interest under any
contract of ALLSTATE LIFE OF NEW YORK reinsured hereunder. ALLSTATE LIFE OF
NEW YORK shall be and remain solely liable to any insured, contract owner, or
beneficiary under any contract reinsured hereunder.
ARTICLE XIII
OFFSET
All monies due ALLSTATE LIFE OF NEW YORK or ALLSTATE under this Agreement
shall be offset against each other dollar for dollar.
ARTICLE XIV
ENTIRE AGREEMENT
This Reinsurance Agreement, together with all amendments thereto, constitutes
the entire agreement between ALLSTATE and ALLSTATE LIFE OF NEW YORK with
respect to the subject mater hereof, and there are no written or oral
understandings, agreements, conditions, or qualifications to the terms and
conditions of this Reinsurance Agreement which are not fully expressed herein.
IN WITNESS HEREOF, the parties to this Agreement have caused it to be duly
executed in duplicate by their respective officers on the dates shown below.
ALLSTATE LIFE INSURANCE COMPANY OF NEW YORK
By /s/ XXXXXX X. XXXXXX
----------------------------
Xxxxxx X. Xxxxxx
Title Vice President
-------------------------
Date 8-5-02
-------------------------
ALLSTATE LIFE INSURANCE COMPANY
By /s/ XXXXXX X. XXXXX
----------------------------
Xxxxxx X. Xxxxx
Title Group V.P. & Controller
-------------------------
Group V.P. & Controller
Date 8/13/02
-------------------------
EXHIBIT A
COVERED POLICIES
This Agreement covers all Structured Settlement Annuity contracts in force in
ALLSTATE LIFE OF NEW YORK on the Effective Date of this Agreement, all
Structured Settlement Annuity contracts issued directly by ALLSTATE LIFE OF
NEW YORK after the Effective Date, and all Structured Settlement Annuity
contract reinsurance accepted by ALLSTATE LIFE OF NEW YORK before and after
the Effective Date.
