Exhibit 10.37
REINSURANCE AGREEMENT
BETWEEN THE
ALLSTATE INSURANCE COMPANY, NORTHBROOK, ILLINOIS
(HEREINAFTER "ALLSTATE")
AND
ALLSTATE LIFE INSURANCE COMPANY, NORTHBROOK, ILLINOIS
(HEREINAFTER "ALLSTATE LIFE")
ARTICLE I
BASIS OF REINSURANCE
1. One-hundred percent (100%) of the net benefits (defined in Article II,
Paragraph 1), under all eligible policies (defined in Schedule A) of
ALLSTATE, will be reinsured with ALLSTATE LIFE.
2. This reinsurance will be ceded to ALLSTATE LIFE on an automatic coinsurance
basis.
3. In no event will reinsurance under this Agreement be in force unless the
corresponding coverage issued by ALLSTATE, or the reinsurance accepted by
ALLSTATE, as the case may be, is in force.
ARTICLE II
REINSURANCE BENEFITS
1. Net benefits are defined as follows:
For coverage issued directly by ALLSTATE and reinsured under this
Agreement, net benefits are the actual benefits payable by ALLSTATE to
insureds, less any amounts payable to ALLSTATE by another reinsurer
with respect to the policy. These payments include credit disability
and credit hospitalization benefits.
2. With respect to coverage issued directly or reinsured by ALLSTATE after the
Effective Date of this Agreement, ALLSTATE LIFE'S liability for net
benefits will begin simultaneously with that of ALLSTATE.
3. ALLSTATE LIFE'S liability under this Agreement will continue as long as
ALLSTATE remains liable on the underlying coverage, and will terminate
simultaneously with ALLSTATE'S termination of liability.
ARTICLE III
SETTLEMENTS
1. While this Agreement is in effect, ALLSTATE shall pay to ALLSTATE LIFE no
less frequently than weekly, with respect to coverage reinsured under this
Agreement, a reinsurance premium equal to (or the accounting equivalent
of).
Gross premiums (direct and reinsurance assumed) collected by ALLSTATE.
Less
Gross premiums refunded by ALLSTATE to insureds.
2. While this Agreement is in effect, ALLSTATE LIFE shall pay to ALLSTATE no
less frequently than weekly a benefit and expense allowance equal to (or
the accounting equivalent of) the sum of Items (a), (b), (c) and (d) below,
with respect to the policies reinsured under this Agreement, as applicable
for the period since the date of ALLSTATE LIFE'S last payment to ALLSTATE.
(a) Net benefits (as defined in Article II) paid by ALLSTATE.
(b) Commissions and other sales compensation paid by ALLSTATE.
(c) General insurance expenses paid by ALLSTATE.
(d) Insurance taxes, licenses and fees (excluding Federal Income Tax)
paid by ALLSTATE.
ARTICLE IV
OVERSIGHTS
ALLSTATE LIFE shall be bound as ALLSTATE is bound, and it is expressly
understood and agreed that if failure to reinsure or failure to comply with any
terms of this Agreement is shown to be unintentional and the result of
misunderstanding or oversight on the part of either ALLSTATE or ALLSTATE LIFE,
both ALLSTATE and ALLSTATE LIFE shall be restored to the positions they would
have occupied had no such error or oversight occurred.
ARTICLE V
POLICY CHANGES
If any change is made in coverage reinsured under this Agreement ALLSTATE shall
notify ALLSTATE LIFE.
ARTICLE VI
INSPECTION OF RECORDS
ALLSTATE and ALLSTATE LIFE shall have the right, at any reasonable time, to
examine at the office of the other, any books, documents, reports or records
which pertain in any way to the policies reinsured under this Agreement.
ARTICLE VII
INSOLVENCY
1. In the event of the insolvency of ALLSTATE, reinsurance under this
Agreement is payable by ALLSTATE LIFE on the basis of its liability
hereunder without diminution because of the insolvency of ALLSTATE.
2. Further, in the event of the insolvency of ALLSTATE, the liquidator,
receiver or statutory successor of the statutory successor of the insolvent
ALLSTATE shall give written notice to ALLSTATE LIFE of the pendency of an
obligation of the insolvent ALLSTATE on any policy reinsured, whereupon
ALLSTATE LIFE may investigate such claim and interpose at its own expense,
in the proceeding where such claim is to be adjudicated, any defense or
defenses which it may deem available to ALLSTATE or its liquidator or
statutory successor. The expense thus incurred by ALLSTATE LIFE shall be
chargeable, subject to court approval, against the insolvent ALLSTATE as
part of the expenses of liquidation to the extent of a proportionate share
of the benefit which may accrue to ALLSTATE solely as a result of the
defense undertaken by ALLSTATE LIFE.
3. All monies due ALLSTATE or ALLSTATE LIFE under this Agreement shall be
offset against each other, dollar for dollar, regardless of any insolvency
of either party.
ARTICLE VIII
ARBITRATION
Any dispute arising with respect to this Agreement, which is not settled by
mutual agreement of the parties shall be referred to arbitration. Within twenty
(20) days from receipt of written notice from one party that an arbitrator has
been appointed, the other party will also name an arbitrator. The two
arbitrators will choose a third arbitrator and will forthwith notify the
contracting parties of such choice. Each arbitrator should be a present of
former officer of a life insurance company and should have no present or past
affiliation with this Agreement or with either party. The arbitrators will
consider this Agreement as an honorable engagement rather than merely as a legal
obligation, and will be relieved of all judicial formalities. The decision of
the arbitrators will be final and binding upon the parties hereto. Each party
shall bear the expenses of its own arbitrator and shall jointly and equally bear
the expenses of the third arbitrator and of the arbitration. Any such
arbitration will take place at the Home Office of ALLSTATE, unless some other
location is mutually agreed upon.
ARTICLE IX
PARTIES TO AGREEMENT
This Agreement is solely between ALLSTATE and ALLSTATE LIFE. The acceptance of
reinsurance hereunder does not create any right or legal relation whatever
between ALLSTATE LIFE and any party in interest under any policy reinsured
hereunder. ALLSTATE shall be and remain solely liable to any such party under
any policy reinsured hereunder.
ARTICLE X
DURATION OF AGREEMENT
This Agreement will be effective as of June 1, 1992, and will be unlimited as to
its duration; provided, however, it may be terminated with respect to the
reinsurance of new business by either party giving sixty (60) days prior written
notice of termination to the other party.
IN WITNESS WHEREOF, the parties to this Agreement have caused it to be duly
executed in duplicate by their respective officers on the date shown below.
ALLSTATE INSURANCE COMPANY OF Northbrook, Illinois
By /s/ Xxxx X. Xxxxxxxxx
---------------------
Title Xxxx X. Xxxxxxxxx, Assistant Vice President
Date July 20, 1992
ALLSTATE LIFE INSURANCE COMPANY of Northbrook, Illinois
By /s/ Xxxxxxx X. Xxxxxxxxxx
-------------------------
Title Xxxxxxx X. Xxxxxxxxxx, Assistant Vice President
Date July 02, 1992
REINSURANCE AGREEMENT
BETWEEN
ALLSTATE INSURANCE COMPANY, NORTHBROOK, ILLINOIS
(HEREAFTER "ALLSTATE")
AND
ALLSTATE LIFE INSURANCE COMPANY, NORTHBROOK, ILLINOIS
(HEREAFTER "ALLSTATE LIFE")
SCHEDULE A
ELIGIBLE AND INELIGIBLE POLICIES
This Agreement covers all hospitalization and disability insurance issued
directly by ALLSTATE under Master Policy Number LGU 10041 after the Effective
Date of this Agreement.
