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
SECURITY LIFE OF DENVER INSURANCE COMPANY
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 8
VIII. Reductions, Terminations, and Changes 8
IX. Increase in Retention 9
X. Reinstatement 10
XI. Expenses 10
XII. Claims 10
XIII. Extra-Contractual Damages 12
XIV. Inspection of Records 13
XV. DAC Tax -- Section 1.848-2 (g)(8) Election 13
XVI. Insolvency 14
XVII. Offset 15
XVIII. Arbitration 15
XIX. Termination 16
XX. General Provisions 17
XXI. Confidentiality 19
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 26
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
Security Life of Denver Insurance 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.
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. The Ceding Company shall not use the Reinsurer's name
in marketing materials with regard to the Ceding Company's agreements and
transactions.
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. The pre-issue
liability applies up to the maximum temporary insurance amount limit
regardless of how many receipts were issued per a given life. After a policy has
been issued, no reinsurance benefits are payable under this pre-issue coverage
provision.
4
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.
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.
5
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.
The Ceding Company agrees that it will not force termination under the
provisions of this Section 2 solely to avoid the recapture requirements or to
transfer the block of business reinsured to another reinsurer.
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
The Reinsurer reserves the right to increase reinsurance rates only if the
Reinsurer raises rates on all individual life YRT reinsurance assumed for which
the rates are not fully guaranteed. The Reinsurer will not increase these
reinsurance rates more than [Redacted] unless the cumulative claims exceed the
cumulative reinsurance premiums under this Agreement. In the event of this
reinsurance rate increase, the Ceding Company will have the right to recapture
as of the date of notice of this reinsurance rate change without any type of
recapture fee.
If however, the Ceding Company raises the rates to their customers, the
Reinsurer shall have the right to raise rates no more than proportional to the
increase to the policy owners' cost of insurance rates. The recapture option
6
stated above will not be allowed with this rate change.
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 without interest.
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 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
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.
7
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
If there is a contractual change where no underwriting is obtained, the
insurance will continue to be reinsured with the Reinsurer at point-in-scale
rates.
A. Exchanges
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.
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
8
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 (i.e. change from smoker or nicotine to nonsmoker or non-nicotine), the
Reinsurer will accept this reduction.
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.
9
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.
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
10
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.
3. Recapture
Policies reinsured under this Agreement may be eligible for recapture if the
Reinsurer is delinquent on an undisputed net amount due to the Ceding Company
and the Ceding Company has given the Reinsurer sixty (60) days written notice of
its intent to recapture and the Reinsurer has failed to pay the net amount due
by the end of the sixty (60) day notice period. Prior to recapturing the in
force policies, the Ceding Company and the Reinsurer will mutually agree on the
recapture terms. The Ceding Company will not pay a recapture fee.
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
11
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 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
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.
12
The Reinsurer recognizes that circumstances may arise under which the Reinsurer,
in equity, should share, to the extent permitted by law, in paying certain
assessed punitive and/or compensatory damages and/or statutory penalties. Such
circumstances are difficult to define in advance, but by example may involve
those situations in which the Reinsurer was an active party and concurred in
writing to the act, omission, or course of conduct that 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 Net Amount
at Risk (as defined in Schedule B) accepted by each party for the plan of
insurance involved.
ARTICLE XIV
INSPECTION OF RECORDS
The Reinsurer, or its duly authorized representatives, will have the right to
inspect original papers, records, and all documents relating to the business
reinsured under this Agreement including underwriting, claims processing, and
administration. Such access will be provided during regular business hours upon
reasonable notice at the office of the inspected party.
The Ceding Company, or its duly authorized representative, will have the right
to inspect all documents relating to underwriting, claims processing, and
administration of the business reinsured under this Agreement. Such access will
be provided during regular business hours upon reasonable notice at the office
of the inspected party.
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 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.
13
(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
If the Reinsurer becomes insolvent as determined by the Regulatory Agency
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. In addition, upon the Reinsurer's
insolvency, the Ceding Company may cancel this Agreement for future new business
as described in Article XIX. All reinsurance ceded under this Agreement may be
recaptured by the Ceding Company as of the date the Reinsurer fails to meet its
obligations under this Agreement.
B. Insolvency of the Ceding Company
If Hartford Life Insurance Company, Hartford Life and Accident Insurance
Company, or Hartford Life and Annuity Insurance Company should become insolvent,
as determined by the Regulatory Agency responsible for such determination, all
reinsurance under this Agreement covering risks ceded by that particular company
will be payable by the 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
14
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 insolvent 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
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
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 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 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
15
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 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. 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. In
16
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 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.
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).
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.
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 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
17
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.
F. Governing Law
This Agreement shall be governed by the laws of the state of
Connecticut.
G. Assignment
Neither party may assign any of its rights, duties or obligations under this
Agreement without the prior written consent of the other party. Such consent
shall not be unreasonably withheld.
H. Counterparts
This Agreement may be executed in one or more counterparts, each of which shall
constitute an original.
I. 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.
J. 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.
18
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.
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 copies to:
Chief Actuary
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
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
SECURITY LIFE OF DENVER INSURANCE COMPANY
By: /s/ [ILLEGIBLE] Attest: /s/ [ILLEGIBLE]
------------------------------ ------------------------------
Title: Vice President Title: [ILLEGIBLE]
Date: June 15, 2004 Date: June 15, 2004
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: 6/7/04 Date: 6/10/2004
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. 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
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 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 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. This rider is currently available on Stag Variable Life
Accumulator and Stag Protector Variable Universal Life.
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]
23
EXHIBIT I
REINSURANCE PREMIUM CALCULATION
1. REINSURANCE PREMIUM
ANNUAL YRT REINSURANCE PREMIUM [Redacted]
2. PREMIUM TAX
Premium tax will not be reimbursed.
3. FLAT EXTRA ALLOWANCES
The flat extra premium paid to the Reinsurer will be the annual flat extra rate
which the Ceding Company charges the insured less the allowances below times the
Reinsured Net Amount at Risk.
DURATION OF FLAT EXTRA FIRST YEAR RENEWAL YEARS
-------------------------------------------------------------------------------
Less than 5 years [Redacted]
5 years or more
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 20% 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: [Redacted]
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: [Redacted]
Stag Protector Variable Universal Life [Redacted]
Stag Accumulator Variable Universal Life [Redacted]
Stag Universal Life [Redacted]
Stag Whole Life [Redacted]
26
SINGLE LIFE 2002 MULTICLASS ANNUAL YRT PER 1000 REINSURANCE RATES
[Redacted]
1
Accumulator Monthly Per 1000
Waiver of Monthly Deduction Amount
Age Male Female
[Redacted]
1
AMENDMENT NUMBER 1
This is an amendment to the Automatic Yearly Renewable Term
Reinsurance
Agreement between Hartford Life and Accident Insurance Company, Hartford Life
Insurance Company and Hartford Life and Annuity Insurance Company (collectively
referred to as the Ceding Company), and Security Life of Denver Insurance
Company, (referred to as the Reinsurer), dated December 1, 2002. The parties
agree to the following:
Effective December 1, 2003, Schedule A shall be amended 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
this
Reinsurance Agreement.
The Attached Schedule A shall replace the existing Schedule A.
EXECUTION
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. It is executed in duplicate by:
SECURITY LIFE OF DENVER INSURANCE COMPANY
By /s/ [ILLEGIBLE] Attest /s/ [ILLEGIBLE]
---------------------------- ----------------------------
Title Vice President Title [ILLEGIBLE]
Date July 26, 2004 Date July 21, 2004
HARTFORD LIFE INSURANCE COMPANY
HARTFORD LIFE AND ACCIDENT INSURANCE COMPANY
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
By /s/ Xxxxxxx X. Xxxxx Attest /s/ Xxx Xxxxxxxx
---------------------------- ----------------------------
Xxxxxxx X. Xxxxx, FSA, CLU Xxx Xxxxxxxx, FSA, MAAA
Senior Vice President Assistant Vice President
Individual Life Product &
Marketing
Date 6/7/04 Date 6/10/2004
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. 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
1
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 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 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. This rider is currently available on Stag Variable Life
Accumulator and Stag Protector Variable Universal Life.
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.
2
AMENDMENT NUMBER 2
This is an amendment to the Automatic Yearly Renewable Term
Reinsurance
Agreement between Hartford Life and Accident Insurance Company, Hartford Life
Insurance Company and Hartford Life and Annuity Insurance Company (collectively
referred to as the Ceding Company), and Security Life of Denver Insurance
Company, (referred to as the Reinsurer), dated December 1, 2002. The parties
agree to the following:
Effective February 1, 2003, Exhibit II shall be amended to reflect the change in
Automatic Binding and Issue Limits from 5 million to 10 million.
The Attached Exhibit II shall replace the existing Exhibit II.
EXECUTION
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. It is executed in duplicate by:
SECURITY LIFE OF DENVER INSURANCE COMPANY
By [ILLEGIBLE] Attest [ILLEGIBLE]
---------------------------- ----------------------------
Title Vice President Title [ILLEGIBLE]
Date July 8, 2004 Date July 8, 2004
HARTFORD LIFE INSURANCE COMPANY
HARTFORD LIFE AND ACCIDENT INSURANCE COMPANY
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
By /s/ Xxxxxxx X. Xxxxx Attest /s/ Xxx Xxxxxxxx
---------------------------- ----------------------------
Xxxxxxx X. Xxxxx, FSA, CLU Xxx Xxxxxxxx, FSA, MAAA
Senior Vice President Assistant Vice President
Individual Life Product &
Marketing
Date 6/7/04 Date 6/10/2004
EXHIBIT II
SINGLE LIFE RETENTION, BINDING, AND ISSUE LIMITS
SINGLE LIFE ENHANCED STANDARD PROGRAM
TOTAL POOL LIMITS [Redacted]
RETENTION LIMIT [Redacted]
AUTOMATIC BINDING LIMIT (EXCLUDES RETENTION) [Redacted]
AUTOMATIC ISSUE LIMIT (INCLUDES RETENTION) [Redacted]
DEFINITION:
JUMBO LIMIT [Redacted]
AMENDMENT 3
EFFECTIVE MARCH 1, 2004
TO THE
REINSURANCE AGREEMENT
EFFECTIVE DECEMBER 1, 2002
BETWEEN
HARTFORD LIFE INSURANCE COMPANY
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
HARTFORD LIFE AND ACCIDENT INSURANCE COMPANY
("CEDING COMPANY")
AND
SECURITY LIFE OF DENVER INSURANCE COMPANY
("REINSURER")
RECITALS
WHEREAS, the Reinsurer currently reinsures the Ceding Company's plans or
policies under the Agreement; and
WHEREAS, the Ceding Company and the Reinsurer wish to amend or modify Exhibit II
under the Agreement.
NOW, THEREFORE for good and valuable considerations, receipt of which is hereby
acknowledged, the Ceding Company and the Reinsurer hereby agree as follows:
AMENDMENT
The parties hereby agree to amend or modify the Agreement, by amending Exhibit
II to reflect the change in the percentage retained of each policy from
[Redacted] for policies issued on or after the effective date.
The parties agree to remove Exhibit II, in its entirety and replace it with the
attached Exhibit II, effective March 1, 2004.
Except as herein amended, all other terms and conditions of this Agreement shall
remain unchanged.
SL Enh Std 12/01/2002 -- Amendment 3
Between HLIC, XXX and HLAIC and Security Life
1
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.
SECURITY LIFE OF DENVER INSURANCE COMPANY
By: /s/ Xxx Xxxxx Attest: /s/ Xxx Xxxx
---------------------------- ----------------------------
Name: Xxx Xxxxx Name: Xxx Xxxx
Title: Regional Head of Pricing Title: President, Individual Life
Date: 4/28/05 Date: 4/28/05
HARTFORD LIFE INSURANCE COMPANY
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
HARTFORD LIFE AND ACCIDENT INSURANCE COMPANY
By: /s/ Xxxxxx X. Xxxxxxxx Attest: /s/ Xxxxxxx X. Xxxxxx
---------------------------- ----------------------------
Name: Xxxxxx X. Xxxxxxxx Name: Xxxxxxx X. Xxxxxx
Title: Assistant Vice President, Title: Vice President
Individual Life Product
Financial
Date: 5/4/2005 Date: 5/5/2005
SL Enh Std 12/01/2002 -- Amendment 3
Between HLIC, XXX and HLAIC and Security Life
2
EXHIBIT II
SINGLE LIFE RETENTION, BINDING, AND ISSUE LIMITS
SINGLE LIFE ENHANCED STANDARD PROGRAM
EFFECTIVE MARCH 1, 2004
TOTAL POOL LIMITS
RETENTION LIMIT [Redacted]
AUTOMATIC BINDING LIMIT (EXCLUDES RETENTION) [Redacted]
AUTOMATIC ISSUE LIMIT (INCLUDES RETENTION) [Redacted]
DEFINITION: [Redacted]
JUMBO LIMIT [Redacted]
SL Enh Std 12/01/2002 -- Amendment 3
Between HLIC, XXX and HLAIC and Security Life
3
AMENDMENT 4
EFFECTIVE JANUARY 18, 2005
TO THE
REINSURANCE AGREEMENT
EFFECTIVE DATE: DECEMBER 1, 2002
BETWEEN
HARTFORD LIFE AND ACCIDENT INSURANCE COMPANY
HARTFORD LIFE INSURANCE COMPANY
AND
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
("CEDING COMPANY")
AND
SECURITY LIFE OF DENVER INSURANCE COMPANY
("REINSURER")
RECITALS
WHEREAS, Xxxxxxxxx currently reinsures Ceding Company's plans or policies under
the Agreement; and
WHEREAS, Ceding Company and Reinsurer wish to amend or modify the Agreement.
AMENDMENT
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
applied for on or after January 18, 2005. 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.
Except as herein amended, all other terms and conditions of this Agreement shall
remain unchanged.
SL Enh. Std. Reinsurance Agreement -- Amendment 4
Between HLA, HLIC, HLAIC and Security Life of Denver
Effective Date: December 1, 2002
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 January 18, 2005.
SECURITY LIFE OF DENVER INSURANCE COMPANY
Scottish Re (U.S.), Inc. By Power
of Attorney
By: /s/ Xxx Xxxx Attest: /s/ Xxxxx Xxxxxx
------------------------------- -------------------------------
Name: Xxx Xxxx Name: Xxxxx Xxxxxx
Title: President, Individual Title: Senior Vice President,
Reinsurance Treasurer Head of Denver
Business
Date: 8/15/05 Date: 8/17/05
HARTFORD LIFE AND ACCIDENT INSURANCE COMPANY
HARTFORD LIFE INSURANCE COMPANY AND
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
By: /s/ Xxxxxx X. Xxxxxxxx Attest: /s/ Xxxx Xxxxxx
------------------------------- -------------------------------
Name: Xxxxxx X. Xxxxxxxx Name: Xxxx Xxxxxx
Title: Assistant Vice President, IL Title: Vice President, IL Prod Dev
Prod Dev
Date: 8/29/2005 Date: 8/29/2005
SL Enh. Std. Reinsurance Agreement -- Amendment 4
Between HLA, HLIC, HLAIC and Security Life of Denver
Effective Date: December 1, 2002
2
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
SECURITY LIFE OF DENVER INSURANCE 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 7
VIII. Reductions, Terminations, and Changes 7
IX. Increase in Retention 8
X. Reinstatement 9
XI. Expenses 9
XII. Claims 9
XIII. Extra-Contractual Damages 11
XIV. Inspection of Records 11
XV. DAC Tax -- Section 1.848-2 (g)(8) Election 11
XVI. Insolvency 12
XVII. Offset 13
XVIII. Arbitration 13
XIX. Termination 15
XX. Entire Agreement and Amendments 15
XXI. Confidentiality 16
XXII. Notices and Communications 17
XXIII. Effective Date 18
XXIV. Execution 18
SCHEDULES
A. Specifications 19
B. Basis of Reinsurance 20
EXHIBITS
I. Reinsurance Premium Calculation 21
II. Retention, Binding, and Issue Limits 22
III. Premium Rates 23
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
Security Life of Denver Insurance 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.
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. Ceding Company shall not use Reinsurer's name in
marketing materials with regard to Ceding Company's agreements and transactions.
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. 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 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. 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.
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 Article VIII.
Life Reinsurance Premiums, as calculated in Exhibit I, 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 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.
The Ceding Company agrees that it will not force termination under the
5
provisions of this Section 2 solely to avoid the recapture requirements or to
transfer the block of business reinsured to another reinsurer.
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.
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 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.
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 VI, 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 not made within 60 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.
6
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. 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, 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.
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.
7
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 up to the increased retention under this
Agreement. 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.
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.
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.
8
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
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. 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.
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.
9
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 share of the increase or decrease will be proportional to their
share of the net amount at risk on the individual life as of 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.
Ceding Company shall operate in good faith and adjudicate claims for 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 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 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
10
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 by example may 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 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.
11
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.
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 Regulatory Agency
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. In addition, upon the Reinsurer's
Insolvency, the Ceding Company may cancel this Agreement for future new business
as described in Article XIX. All
12
reinsurance ceded under this Agreement may be recaptured by the Ceding Company
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, as
determined by the Regulatory Agency responsible for such determination, 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.
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
13
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 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 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 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.
14
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 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 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.
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 to the extent that their continuance is practicable and consistent
with the original intent of the parties. In
15
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.
B. 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.
C. 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.
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 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.
16
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:
Chief Actuary
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
17
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
SECURITY LIFE OF DENVER INSURANCE COMPANY
By: /s/ [ILLEGIBLE] Attest: /s/ [ILLEGIBLE]
------------------------------ ------------------------------
Title: [ILLEGIBLE] Title: Vice President
Date: 12/16/02 Date: 12/16/02
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: 12/6/02 Date: 12/6/2002
18
SCHEDULE A
SPECIFICATIONS
TYPE OF BUSINESS Individual life insurance issued by the
Ceding Company
REINSURER'S POOL SHARE Reinsurer shall automatically reinsure of
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]
19
SCHEDULE B
BASIS OF REINSURANCE
LIFE PRODUCTS [Redacted]
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]
20
EXHIBIT I
REINSURANCE PREMIUM CALCULATION
1. LIFE REINSURANCE PREMIUM [Redacted]
2. FLAT EXTRA PREMIUMS
The flat extra premium will be the annual flat extra premium which the Ceding
Company charges the insured on that amount of the insurance reinsured less the
following allowances:
DURATION OF FLAT EXTRA PREMIUM FIRST YEAR RENEWAL YEARS
----------------------------------------------------------------------------
Less than 5 years [Redacted] [Redacted]
5 years or more [Redacted] [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.
21
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 (INCLUDES RETENTION)
[Redacted]
JUMBO LIMIT
[Redacted]
22
EXHIBIT III
PREMIUM RATES
[Redacted]
The rates to be used to calculate premium for automatic issues are attached.
23
10/15/1999 Single Life Pool -- Reinsurance Base Rates -- Multiclass (M/F Non/Nic
P/S)
Male Nonnicotine Preferred
Multiclass 10/15/1999 Single Life Reinsurance Pool Bass Rates 12/06/2002
AMENDMENT 1
This is an amendment to the Automatic Renewable Term Reinsurance Agreement
between Hartford Life and Accident Insurance Company, Hartford Life Insurance
Company, and Hartford Life and Annuity Insurance Company (collectively referred
to as Ceding Company) and Security Life of Denver Insurance Company (referred to
as Reinsurer), dated June 15, 2001. The parties agree to the following:
Effective June 1, 2002, the reinsurance rates per thousand for Protector
Variable Life and Accumulator Variable Life are replaced by the ALB annual
premium rates attached for both new business and in force policies. These ALB
annual premium rates replace the ALB annual premium rates for Protector Variable
Life and Accumulator Variable Life attached to Exhibit I.
In all other respects, said Agreement shall remain unchanged.
SECURITY LIFE OF DENVER INSURANCE COMPANY
By: /s/ [ILLEGIBLE] Attest: /s/ [ILLEGIBLE]
------------------------------ ------------------------------
Title: [ILLEGIBLE] Title: Vice President
Date: 12/14/02 Date: 12/14/02
HARTFORD LIFE INSURANCE COMPANY
HARTFORD LIFE AND ACCIDENT INSURANCE COMPANY
ARTFORD LIFE AND ANNUITY INSURANCE COMPANY
By: /s/ Xxxxxx X. Xxxxxxxx Attest: /s/ [ILLEGIBLE]
------------------------------ ------------------------------
Title: Assistant Vice President Title: Senior Vice President
Date: 12/6/2002 Date: 12/6/02
Amendment
to ING
Enh. Std.
Single Life
10/15/1999 SINGLE LIFE POOL -- REINSURANCE BASE RATES -- MULTICLASS (M/F NON/NIC
P/S)
Accumulator and Protector Rates Revised as of April 2002
Male Nonnicotine Preferred
[ILLEGIBLE]
AMENDMENT NUMBER 2
This is an amendment to the Automatic Yearly Renewable Term Reinsurance
Agreement between Hartford Life and Accident Insurance Company, Hartford Life
Insurance Company and Hartford Life and Annuity Insurance Company (collectively
referred to as the Ceding Company), and Security Life of Denver Insurance
Company, (referred to as the Reinsurer), dated June 15, 2001. The parties agree
to the following:
Effective December 1, 2002, the Ceding Company will no longer cede and Reinsurer
will no longer accept reinsurance under this Agreement. 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.
EXECUTION
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. It is executed in duplicate by:
SECURITY LIFE OF DENVER INSURANCE COMPANY
By /s/ [ILLEGIBLE] Attest /s/ [ILLEGIBLE]
------------------------------ ------------------------------
Title Vice President Title [ILLEGIBLE]
Date June 15, 2004 Date June 15, 2004
HARTFORD LIFE INSURANCE COMPANY
HARTFORD LIFE AND ACCIDENT INSURANCE COMPANY
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
By /s/ Xxxxxxx X. Xxxxx Attest /s/ Xxx Xxxxxxxx
------------------------------ ------------------------------
Xxxxxxx X. Xxxxx, FSA, CLU Xxx Xxxxxxxx, FSA, MAAA
Senior Vice President Assistant Vice President
Individual Life Product &
Marketing
Date 6/7/04 Date 6/10/2004
AUTOMATIC AND FACULTATIVE YEARLY RENEWABLE TERM
REINSURANCE AGREEMENT
between
HARTFORD LIFE AND ACCIDENT INSURANCE COMPANY
HARTFORD LIFE INSURANCE COMPANY
and
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
and
SECURITY LIFE OF DENVER INSURANCE COMPANY
Effective: October 15, 1999
ARTICLES
I. Parties to the Agreement 2
II. Reinsurance Coverage 2
III. Liability 4
IV. Reinsurance Premiums 5
V. Oversights 8
VI. Conversions 8
VII. Changes, Reductions and Terminations 8
VIII. Increase in Retention 10
IX. Reinstatement 11
X. Expenses 11
XI. Claims 12
XII. Extra-Contractual Damages 14
XIII. Inspection of Records 14
XIV. DAC Tax - Section 1.848-2 (g)(8) Election 14
XV. Insolvency 15
XVI. Offset 16
XVII. Arbitration 17
XVIII. Termination 17
XIX. Entire Agreement and Amendments 18
XX. Effective Date 19
XXI. Execution 19
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
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
Security Life of Denver Insurance 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. Ceding Company agrees that it will not make Reinsurer a party to any
litigation between Ceding Company and any insured, policyowner, agent,
beneficiary or assign. Ceding Company shall not use Reinsurer's name with regard
to Ceding Company's agreements or transactions with such third parties unless
Reinsurer gives prior written approval of the use of its name.
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.
2
4. The maximum issue age on any risk will be age 90.
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
3
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 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
4
qualify for automatic reinsurance but are submitted on a facultative basis.
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.
H. 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 automatic reinsurance 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 Acceptance limits with the Reinsurer shown in Schedule A, or
2. The amount for which the Ceding Company is liable, less its retention shown
in Schedule A, less any amount of reinsurance with other Reinsurers.
The pre-issue liability applies only once on any given life regardless of how
many receipts were issued or the Ceding Company accepted initial premiums. After
a policy has been issued, no reinsurance benefits are payable under this
pre-issue coverage provision.
ARTICLE IV
REINSURANCE PREMIUMS
A. Computation.
Premiums for reinsurance under this Agreement will be computed as described in
5
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 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.
The Ceding Company agrees that it will not force termination under the
provisions of this paragraph solely to avoid the recapture requirements or to
transfer the block of business reinsured to another reinsurer.
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.
6
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 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.
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. If a reinsured policy terminates, the Reinsurer will refund the
reinsurance premium. This refund will be on a prorated basis without interest
from the date of termination of the policy to the date to which a reinsurance
premium has been paid.
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 error of omission as defined below in
Article V, 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 not made within 60 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.
7
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. 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 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.
8
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.
9
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.
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
10
issue date and continuing in chronological order according to the remaining
policies' issue dates.
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.
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.
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.
11
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.
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 will abide by the
issue as it is settled by the Ceding Company. 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.
12
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, 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
13
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 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
14
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).
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
15
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 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.
16
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. To initiate arbitration, one of the parties will
notify the other, in writing, of its desire to arbitrate. The notice will state
the nature of the dispute and the desired remedies. The party to which the
notice is sent will respond to the notification in writing within 10 days of
receipt of the notice. At that time, the responding party will state any
additional dispute it may have regarding the subject of 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 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 life insurance and life 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. In addition, this Agreement may be terminated
immediately for the acceptance of new reinsurance by either party if one of the
17
parties materially breaches this Agreement, or becomes insolvent or financially
impaired.
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).
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.
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 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.
18
ARTICLE XX
EFFECTIVE DATE
The provisions of this Agreement shall be effective with respect to policies
issued on or after October 15, 1999.
ARTICLE XXI
EXECUTION
SECURITY LIFE OF DENVER INSURANCE COMPANY
By /s/ [ILLEGIBLE] Attest /s/ [ILLEGIBLE]
------------------------------ ------------------------------
Title [ILLEGIBLE] Title Vice President of Business
Operations
Date August 25, 2000 Date 9/12/00
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 July 24, 2000 Date July 25, 2000
19
SCHEDULE A
SPECIFICATIONS
TYPE OF BUSINESS Individual life insurance issued by the Ceding Company
REINSURANCE POOL SHARE Reinsurer shall a [Redacted] the amount at risk
on a policy reinsured by the Pool.
FACULTATIVE OBLIGATORY [Redacted]
FACULTATIVE SHOPPING
POLICY SIZE [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 II
SINGLE LIFE RETENTION, BINDING, AND ISSUE LIMITS
Effective 10/15/99
RETENTION LIMIT
[ILLEGIBLE]
AUTOMATIC BINDING LIMIT (EXCLUDES RETENTION)
[ILLEGIBLE]
AUTOMATIC ISSUE LIMIT (INCLUDES RETENTION)
[ILLEGIBLE]
AUTOMATIC PROCESSING LIMIT (INCLUDES RETENTION)
[ILLEGIBLE]
FACULTATIVE OBLIGATORY AUTOMATIC BINDING LIMIT (EXCLUDES RETENTION)
[ILLEGIBLE]
FACULTATIVE OBLIGATORY AUTOMATIC ISSUE LIMIT (INCLUDES RETENTION)
[ILLEGIBLE]
JUMBO LIMIT
Issue Age Standard -- Table F Table G -- Table P
[Redacted]
AMENDMENT NUMBER I
This Amendment, effective October 15, 1999, 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.
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:
EXECUTION
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. It is executed in duplicate by:
EMPLOYERS REASSURANCE CORPORATION
By /s/ [ILLEGIBLE] Attest /s/ [ILLEGIBLE]
------------------------------ ------------------------------
Title [ILLEGIBLE] Title [ILLEGIBLE]
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/ Xxx Xxxxxxxx
------------------------------ ------------------------------
Xxxxxxx X. Xxxxx, FSA, CLU Xxx Xxxxxxxx, FSA, MAAA
Vice President Individual Life Director Individual Life
Product & Marketing Product Development
Date 4/27/2000 Date 4/27/2000
FOREIGN NATIONAL EXHIBIT I
UNDERWRITING GUIDELINES FOR FOREIGN NATIONAL BUSINESS
[Redacted]
FOREIGN NATIONAL EXHIBIT II
FOREIGN NATIONAL LOADINGS PER $1,000 OF FACE AMOUNT
[Redacted]
REGION COUNTRIES LOADINGS
--------------------------------------------------------------------------------
Latin America & Argentina
Caribbean Brazil
Chile
Costa Rica
Dominican Republic
Mexico
Panama
Paraguay
Uruguay
Venezuela
Cayman Islands
Belize
Virgin Islands
Western Europe Austria
Belgium
Denmark
Finland
France
Germany (Reunified)
Greece
Ireland
Italy
Netherlands
Norway
Portugal
Spain
Sweden
Switzerland
United Kingdom
Far East Hong Kong
Japan
Malaysia
Philippines
Singapore
Taiwan
South Korea
Australia
AMENDMENT NUMBER 2
This Amendment, effective October 15, 1999, 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 SECURITY LIFE OF DENVER
INSURANCE COMPANY (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.
EXECUTION
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. It is executed in duplicate by:
SECURITY LIFE OF DENVER INSURANCE COMPANY
By /s/ [ILLEGIBLE] Attest /s/ [ILLEGIBLE]
---------------------------- ----------------------------
Title [ILLEGIBLE] Title Vice President of Business
Operations
Date August 31, 2000 Date 9/11/00
HARTFORD LIFE INSURANCE COMPANY
HARTFORD LIFE AND ACCIDENT INSURANCE COMPANY
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
By /s/ Xxxxxxx X. Xxxxx Attest /s/ Xxx Xxxxxxxx
---------------------------- ----------------------------
Xxxxxxx X. Xxxxx, FSA, CLU Xxx Xxxxxxxx, FSA, MAAA
Vice President Individual Director Individual Life
Life Product & Marketing Product Development
Date July 24, 2000 Date July 25, 2000
EXHIBIT I
TABLE 2 TO STANDARD PROGRAM EFFECTIVE MARCH 15, 2000
(SECURITY LIFE OF DENVER INSURANCE COMPANY WILL NOT BE PARTICIPATING IN THIS
PROGRAM)
ELIGIBILITY REQUIREMENTS
[Redacted]
ALLOCATION OF CASES AMONG THE PROGRAM, CEDING COMPANY'S RETENTION, AND THE POOL
[Redacted]
AMENDMENT NUMBER 3
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 SECURITY LIFE OF DENVER INSURANCE COMPANY (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. This Rider shall be
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.
SECURITY LIFE OF DENVER INSURANCE COMPANY
By /s/ [ILLEGIBLE] Attest /s/ Xxxxx Xxxxx
------------------------------ ------------------------------
Title Executive Director & Senior Title Vice President of Business
Actuary Operations
Date January 8, 2002 Date 1/11/02
HARTFORD LIFE INSURANCE COMPANY
HARTFORD LIFE AND ACCIDENT INSURANCE COMPANY
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
By /s/ Xxxxxxx X. Xxxxx Attest /s/ Xxx Xxxxxxxx
------------------------------ ------------------------------
Xxxxxxx X. Xxxxx, FSA, CLU Xxx Xxxxxxxx, FSA, MAAA
Vice President Director
Individual Life Product & Individual Life Product
Marketing Development
Date 2/13/2001 Date 2/16/2001
SCHEDULE A
SPECIFICATIONS
(OCTOBER 1, 2000)
TYPE OF BUSINESS Individual life insurance issued by
the Ceding Company
REINSURANCE POOL SHARE Reinsurer shall automatically of
the amount at risk on a policy
reinsured by the Pool.
FACULTATIVE OBLIGATORY [Redacted]
FACULTATIVE SHOPPING
POLICY SIZE [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]
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 SECURITY LIFE OF DENVER INSURANCE COMPANY (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).
In all other respects, said Agreement shall remain unchanged.
SECURITY LIFE OF DENVER INSURANCE COMPANY
By /s/ [ILLEGIBLE] Attest /s/ [ILLEGIBLE]
------------------------------ ------------------------------
Title Executive Director & Senior Title Senior Vice President
Actuary
Date May 6, 2003 Date 5/6/03
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 3/4/2003 Date 2/28/2003
AMENDMENT NUMBER 5
This is an amendment to the Automatic and Facultative Yearly Renewable Term
Reinsurance Agreement between Hartford Life and Accident Insurance Company,
Hartford Life Insurance Company and Hartford Life and Annuity Insurance Company
(collectively referred to as the Ceding Company), and Security Life of Denver
Insurance Company, (referred to as the Reinsurer), dated October 15, 1999. The
parties agree to the following:
Effective November 1, 2002 for Facultative business and December 1, 2002 for
Automatic business, the Ceding Company will no longer cede and Reinsurer will no
longer accept reinsurance under this Agreement, except for policies with
facultative coverage wherein the original reinsurance application was submitted
prior to November 1, 2002 and the policy was actually issued after that date.
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.
EXECUTION
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. It is executed in duplicate by:
SECURITY LIFE OF DENVER INSURANCE COMPANY
By: /s/ [ILLEGIBLE] Attest: /s/ [ILLEGIBLE]
------------------------------ ------------------------------
Title: Vice President Title: [ILLEGIBLE]
Date: June 15, 2004 Date: June 15, 2004
HARTFORD LIFE INSURANCE COMPANY
HARTFORD LIFE AND ACCIDENT INSURANCE COMPANY
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
By: /s/ Xxxxxxx X. Xxxxx Attest: /s/ Xxx Xxxxxxxx
------------------------------ ------------------------------
Xxxxxxx X. Xxxxx, FSA, CLU Xxx Xxxxxxxx, FSA, MAAA
Senior Vice President Assistant Vice President
Individual Life Product &
Marketing
Date: 6/7/04 Date: 6/10/2004
AMENDMENT 6
EFFECTIVE JUNE 25, 2002
TO THE
AUTOMATIC AND FACULTATIVE YEARLY RENEWABLE TERM REINSURANCE AGREEMENT
EFFECTIVE OCTOBER 15, 1999
BETWEEN
HARTFORD LIFE AND ACCIDENT INSURANCE COMPANY
HARTFORD LIFE INSURANCE COMPANY
AND
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
("CEDING COMPANY")
AND
SECURITY LIFE OF DENVER INSURANCE COMPANY
("REINSURER")
("AGREEMENT")
WHEREAS, the Reinsurer currently reinsures the Ceding Company's plans or
policies under the Agreement; and
WHEREAS, the Reinsurer has agreed to automatically reinsure a policy that did
not otherwise qualify for Automatic Reinsurance when it was issued.
NOW, THEREFORE, for good and valuable consideration, receipt of which is hereby
acknowledged, the Ceding Company and the Reinsurer hereby agree as follows:
1. The above recitals are true and accurate and are incorporated
herein.
2. The policy listed below shall be reinsured, on an Automatic
Reinsurance basis, under the terms of the Agreement.
3. Capitalized terms not defined in this Amendment shall have the
meaning set forth in the Agreement.
4. Except as herein amended, all other terms and conditions of the
Agreement shall remain unchanged.
Single Life Excess Treaty -- Effective 10/15/1999
Between HLA, HLIC, HLAIC and Security Life of Denver
Amendment #6 - Effective 06/25/2002
1
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.
SECURITY LIFE OF DENVER INSURANCE COMPANY
By Hannover Life Reassurance Company of America by Power of Attorney
By: /s/ [ILLEGIBLE] Attest: /s/ Xxxx Xxxxxxx
------------------------------ ------------------------------
Name: [ILLEGIBLE] Name: Xxxx Xxxxxxx
Title: Senior Vice President Title: Vice President
Date: 11/30/11 Date: 11/30/11
HARTFORD LIFE INSURANCE COMPANY
HARTFORD LIFE AND ACCIDENT INSURANCE COMPANY
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
By: /s/ Xxxx Xxxxxxx Attest: /s/ Xxxxxxx Xxxxxx
------------------------------ ------------------------------
Name: Xxxx Xxxxxxx, FSA, MAAA Name: Xxxxxxx Xxxxxx, FSA, MAAA
Title: Assistant Vice President and Title: Senior Vice President
Actuary Individual Life Individual Life Product
Product Management Management
Date: 10/28/2011 Date: 11/14/2011
Single Life Excess Treaty -- Effective 10/15/1999
Between HLA, HLIC, HLAIC and Security Life of Denver
Amendment #6 - Effective 06/25/2002
2
