REINSURANCE AGREEMENT
THIS AUTOMATIC SELF ADMINISTERED YRT REINSURANCE AGREEMENT
Effective January 1, 2002
(hereinafter referred to as the "Agreement")
is made between
THE LINCOLN LIFE & ANNUITY OF COMPANY NEW YORK
with offices in Syracuse, New York
(hereinafter referred to as "the Company")
and
SCOR LIFE U.S. RE INSURANCE COMPANY
of Addison, Texas
(hereinafter referred to as "the Reinsurer")
TABLE OF CONTENTS
PREAMBLE
ARTICLE 1
1.1 Scope of Coverage
ARTICLE 2
2.1 Automatic Reinsurance
2.2 Facultative Reinsurance
ARTICLE 3
3.1 Automatic Submissions
3.2 Facultative Submissions
ARTICLE 4
4.1 Liability
4.2 Commencement of Automatic Reinsurance Liability
4.3 Commencement of Facultative Reinsurance Liability
4.4 Conditional or Interim Receipt Liability
ARTICLE 5
5.1 Premium Accounting
5.2 Non-Payment of Premiums
ARTICLE 6
6.1 Right of Offset
ARTICLE 7
7.1 Continuations
7.2 Policy Changes
7.3 Reductions
7.4 Lapses
7.5 Reinstatements
7.6 Minimum Reinsurance Limit
7.7 Last Survivor
ARTICLE 8
8.1 Retention Limit Changes
8.2 Recapture
8.3 Changes in Underwriting Rules and Procedures
ARTICLE 9
9.1 Claims Notice
9.2 Claims Payment
9.3 Contested Claims
9.4 Claims Expenses
9.5 Extra Contractual Obligations
9.6 Misstatement of Age or Sex
ARTICLE 10
10.1 Errors and Omissions
10.2 Dispute Resolution
10.3 Arbitration
ARTICLE 11
11.1 Insolvency
ARTICLE 12
12.1 DAC Tax
12.2 Taxes and Expenses
ARTICLE 13
13.1 Entire Agreement
13.2 Inspection of Records
13.3 Good Faith
13.4 Confidentiality
ARTICLE 14
14.1 Duration of Agreement
14.2 Severability
14.3 Construction
14.4 Regulatory Compliance
EXECUTION
EXHIBITS
A Business Covered
A-1 Required Forms, Manuals & Issue Rules - Conditional Receipt Amount
B Reinsurance Application
B-1 Temporary Life Insurance Agreement Form
C General Terms (including Reinsurance Rates and Allowances)
C-1 SpecificTerms
D The Company's Retention Limits
E The Reinsurer's Automatic Acceptance Limits
PREAMBLE
This Agreement is solely between the Company and the Reinsurer. The
acceptance of risks under this Agreement will create no right or legal
relation between the Reinsurer and the insured, owner, or beneficiary of
any insurance policy or other contract of the Company.
This Agreement will be binding upon the parties hereto and their respective
successors and assigns.
ARTICLE 1
1.1 SCOPE OF COVERAGE
This Agreement applies to all insurance policies and supplementary benefits
and riders attached thereto (hereinafter referred to as "policies") listed
in Exhibit A, which have been issued directly by the Company in accordance
with its new business underwriting rules, premium rates and policy forms as
provided to the Reinsurer. The issuance of such business by the Company to
lives resident in the countries stated in Exhibit A, if issued in or issued
for delivery in such country, constitutes the transaction of business in a
jurisdiction in which the Company is properly licensed.
On and after the effective date of this Agreement, the Company will cede,
and the Reinsurer will accept risk on the above referenced policies in
accordance with the terms and conditions of this Agreement. The policies
accepted by the Reinsurer will be hereinafter referred to as "Reinsured
Policies".
This Agreement does not cover the following unless specified elsewhere in
this Agreement:
1.1.1 Non-contractual conversions, rollovers, exchanges or group
conversions; or
1.1.2 Any business issued under a program where full current
evidence of insurability consistent with the amount of
insurance is not obtained, or where conventional selection
criteria are not applied in underwriting the risk; or
1.1.3 Any conversion of a previously issued policy that had been
reinsured with another reinsurer.
Conversions arising from 1.1.1 and 1.1.3 will be covered under this
agreement provided that the conversions are underwritten in accordance with
the attached standards and are treated as new business.
Each policy covered under this Agreement must provide for the maximum
normal periods of suicide and contestability protection permitted in the
state in which the policy is executed.
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ARTICLE 2
2.1 AUTOMATIC REINSURANCE
The Company will automatically cede the Reinsurer's share of the policies,
supplementary benefits and riders covered under this Agreement to the
Reinsurer in accordance with the Automatic Acceptance Limits specified in
Exhibit E, provided that:
2.1.1 the Company has retained the amount stipulated in Exhibit D
according to the age and mortality rating at the time of
underwriting; and
2.1.2 the total of the new reinsurance required and the amount
already reinsured on that life under this Agreement and all
other life agreements between the Reinsurer and the Company,
does not exceed the Automatic Acceptance Limits set out in
Exhibit E; and
2.1.3 the amount of insurance on that life in all companies does not
exceed the Inforce Limits stated in Exhibit E; and
2.1.4 the application is on a life for which an application has not
been submitted by the Company on a facultative basis,
(excluding lives submitted for facultative excess of the
Company's automatic binding capacity), to the Reinsurer or any
other reinsurer within the last 3 years, unless the original
reason for submitting facultatively no longer applies.
2.2 FACULTATIVE REINSURANCE
If the Company receives an application for a policy covered under this
Agreement that does not meet the automatic coverage criteria listed in
section 2.1 above, it may submit the application facultatively to the
Reinsurer for its consideration.
The relevant terms and conditions of this Agreement will apply to those
facultative offers made by the Reinsurer which are accepted by the Company.
ARTICLE 3
3.1 AUTOMATIC SUBMISSIONS
The Company will submit automatic policies to the Reinsurer in an
electronic TAI format.
Upon the request of the Reinsurer, the Company will send to the Reinsurer
copies of the application, underwriting papers and other papers on a life
reinsured automatically under this Agreement.
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3.2 FACULTATIVE SUBMISSIONS
The Company will apply for reinsurance on a facultative basis by sending to
the Reinsurer an Application for Reinsurance, a sample of which is included
as Exhibit B. Unless specified elsewhere in the Agreement, accompanying
this Application for Reinsurance will be copies of all underwriting
evidence that is available for risk assessment including, but not limited
to, copies of the application for insurance, medical examiners' reports,
attending physicians' statements, inspection reports, and other papers
bearing on the insurability of the risk. The Company will also notify the
Reinsurer of any outstanding underwriting requirements at the time of the
facultative submission. Any subsequent information received by the Company
that is pertinent to the risk assessment will be transmitted to the
Reinsurer immediately.
After consideration of the Application for Reinsurance and related papers,
the Reinsurer will promptly inform the Company of its underwriting
decision. The Reinsurer's offer will expire at the end of the period stated
in Exhibit A, unless otherwise specified by the Reinsurer. If the
underwriting decision is acceptable to the Company and the Company's policy
is subsequently placed in force in accordance with the issue rules provided
to the Reinsurer, the Company will duly notify the Reinsurer according to
the terms outlined in Exhibit F.
If any risk is submitted to more than one reinsurer for consideration,
facultative placement is based on the order of the responses received from
the reinsurers, first offer in, taking into consideration the amount and
rating requested by the Company. .
ARTICLE 4
4.1 LIABILITY
Unless specified elsewhere in the Agreement, the Reinsurer's liability for
the Reinsured Policies is restricted to its share of the Company's
liability as limited by the terms and conditions of the particular policy
under which the Company is liable.
The Reinsurer's liability to the Company for the reinsurance due shall be
based on the net amount at risk at the time of the Insured Individual
death. The Reinsurer's liability to the Company for the net amount at risk
on a Policy that is reinsured shall be determined based on a ratio of the
Reinsurer's liability to the total net amount at risk under the policy at
the time the reinsurance is placed. The Reinsurer shall share in any
decrease in the net amount at risk in proportion to its share of the
reinsurance on the Policy.
The Reinsurer may terminate its liability for any policies for which
reinsurance premium payments are in arrears, according to the terms set out
in Article 5.2 of this Agreement.
4.2 COMMENCEMENT OF AUTOMATIC REINSURANCE LIABILITY
The Reinsurer's liability for any Reinsured Policy accepted automatically
will begin simultaneously with the Company's contractual liability for that
policy.
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4.3 COMMENCEMENT OF FACULTATIVE REINSURANCE LIABILITY
If a facultative application is submitted by the Company to the Reinsurer
only, then the Reinsurer's liability will begin simultaneously with the
Company's contractual liability for this facultative policy. The amount of
the Reinsurer's liability will be the lesser of the Reinsurer's offer, the
Conditional Receipt Amount set out in Exhibit A-1, the Automatic Acceptance
Limits set out in Exhibit E, or Temporary Reinsurance Agreement. The
Reinsurer's liability ceases when the Reinsurer declines the risk and duly
notifies the Company. The Reinsurer's liability would also cease when the
Company declines the Reinsurer's offer.
If, however, a facultative application is submitted by the Company to any
other reinsurer, in addition to the Reinsurer, the liability of the
Reinsurer will commence when the Reinsurer has received notice from the
Company, during the lifetime of the insured, that the Reinsurer's offer has
been accepted. The Company will have the number of days specified in
Exhibit A from the date of the Reinsurer's final offer in which to place
the policy with the insured/owner, after which time the Reinsurer's offer
will expire unless the Reinsurer explicitly states in writing that the
offer is extended for some further period.
4.4 CONDITIONAL OR INTERIM RECEIPT LIABILITY
Temporary Insurance Agreement coverage applicable to automatic reinsurance
under this Agreement will be limited to amounts accepted within the
company's usual cash-with-application procedures that provide temporary
coverage up to the limits shown in Exhibit A-1.
However, for facultative reinsurance, the Reinsurer's liability will not
commence until the Reinsurer's facultative offer has been accepted by the
Company; and then is limited to the company's usual cash-with-application
procedures, which provide temporary coverage up to the limits shown in
Exhibit A-1.
ARTICLE 5
5.1 PREMIUM ACCOUNTING
The Company will pay the Reinsurer premiums in accordance with the terms
specified in Exhibit C.
The method and requirements for reporting and remitting premiums are
outlined in Exhibit F.
The Reinsurer reserves the right to charge interest on overdue premiums.
The interest will be calculated according to the terms and conditions
specified in Exhibit C.
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5.2 NON-PAYMENT OF PREMIUMS
The payment of reinsurance premiums is a condition precedent to the
liability of the Reinsurer for reinsurance covered by this Agreement. In
the event that reinsurance premiums are not paid within 60 days of the Due
Date stated in Exhibit F, the Reinsurer will have the right to terminate
the reinsurance under all policies having reinsurance premiums in arrears.
If the Reinsurer elects to exercise its right of termination, it will give
the Company 15 days written notice of its intention to terminate said
reinsurance. If all reinsurance premiums in arrears, including any which
may become in arrears during the 15 day period, are not paid before the
expiration of said period, the Reinsurer will be relieved of all liability
under those policies as of the last date for which premiums have been paid
for each policy. This right to terminate reinsurance will not prejudice the
Reinsurer's right to collect premiums for the period during which
reinsurance was in force prior to the expiration of the 15 days notice. The
Company is still obligated to pay such overdue premiums.
The Company will not force termination under the provisions of this Article
solely to avoid the recapture requirements of this Agreement or to transfer
the Reinsured Policies to another reinsurer.
ARTICLE 6
6.1 RIGHT OF OFFSET
The Company and the Reinsurer will have the right to offset any balance or
balances whether on account of premiums, allowances or claims due from one
party to the other, under this Agreement or under any other reinsurance
agreement between the Company and the Reinsurer.
The right of offset will not be affected or diminished because of the
insolvency of either party.
ARTICLE 7
7.1 CONTINUATIONS
If a Reinsured Policy is converted, exchanged or internally replaced the
Company will promptly notify the Reinsurer. Such non-underwritten policy
arising from the conversion, exchange or replacement, will continue to be
reinsured with the Reinsurer. The amount to be reinsured will be determined
on the same basis as used for the original policy but will not exceed the
amount reinsured as of the date of conversion unless mutually agreed
otherwise.
If the policy arising from a conversion, exchange or replacement is on a
plan that is not covered by any reinsurance agreement with the Reinsurer,
reinsurance will be on a YRT basis using the YRT rates specified in Exhibit
C-1, at the attained age and duration of the original policy.
A conversion, exchange or replacement that is fully underwritten shall be
treated as new business.
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The above terms will apply unless specified otherwise in Exhibit C-1.
A policy resulting from a conversion, exchange or replacement of a policy
that was originally underwritten by First-Penn Pacific Life Insurance
Company of Ft. Xxxxx Indiana prior to 1/1/2001 shall be reinsured under
this agreement under the terms of Article 7.1 of this agreement. Unless
mutually agreed otherwise, any other policies that had been reinsured with
another reinsurer and which convert to a plan covered under this Agreement
will not be reinsured with the Reinsurer.
7.2 POLICY CHANGES
If the plan, the amount of reinsurance, or the premiums of a Reinsured
Policy are changed, the Company will promptly inform the Reinsurer.
Whenever a Reinsured Policy is changed and the Company's underwriting rules
do not require that full evidence be obtained, the reinsurance will remain
in effect with the Reinsurer. The suicide, contestability and recapture
periods applicable to the original Reinsured Policy will apply to the
reissued Reinsured Policy and the duration will be measured from the
effective date of the original Reinsured Policy.
Whenever a Reinsured Policy is changed and the Company's underwriting rules
require that full evidence be obtained, the change will be subject to the
Reinsurer's approval, if:
7.2.1 The new amount of the Reinsured Policy would be in excess of
the Automatic Acceptance Limit, in effect at the time of the
change, as set out in Exhibit E; or
7.2.2 The new amount of the policy and the amount already in force
on the same life exceeds the Inforce Limit stated in Exhibit
E; or
7.2.3 The Reinsured Policy is submitted for facultative excess of
Company's automatic binding capacity.
The amount of any non-contractual increase will be subject to the terms
stated in Exhibit C.
The Company will report the details of all changes according to the terms
outlined in Exhibit F, Reinsurance Reports.
For changes not covered under this Agreement, which affect the terms of any
Reinsured Policy, the Company must obtain the Reinsurer's approval before
such changes become effective.
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7.3 REDUCTIONS
Unless specified otherwise in this Agreement, if the amount of insurance of
a policy issued by the Company is reduced and
7.3.1 the amount of reinsurance is on excess basis, then the amount
of reinsurance on that life will be reduced effective the same
date by the full amount of the reduction under the original
policy. If the amount of insurance terminated equals or
exceeds the amount of reinsurance, the full amount of
reinsurance is terminated, or
7.3.2 the amount of reinsurance is on a quota share basis, then the
amount of reinsurance on that life will be reduced effective
the same date by the same proportion as the reduction under
the original policy.
The reduction will first apply to any reinsurance on the policy being
reduced and then if applicable in a chronological order according to policy
date ("first in, first out") to any reinsurance on the other policies in
force on the life. However, the Company will not be required to assume a
risk for an amount in excess of its regular retention for the age at issue
and the mortality rating of the policy under which reinsurance is being
terminated.
If the reinsurance for a policy has been placed with more than one
reinsurer, the reduction will be applied to all reinsurers pro rata to the
amounts originally reinsured with each reinsurer.
7.4 LAPSES
When a Reinsured Policy lapses, reinsurance thereon will be terminated
effective the same date.
Unless specified otherwise in this Agreement, if a policy fully retained by
the Company lapses, the terms under the preceding Reductions clause would
apply.
If a Reinsured Policy lapses and extended term insurance is elected under
the terms of the policy, the reinsurance thereon will continue on the same
basis as the original policy until the expiry of the extended term period.
If a Reinsured Policy lapses and reduced paid-up insurance is elected under
the terms of the policy, the amount of reinsurance will be reduced
according to the terms under the preceding Reductions clause.
If the Company allows the Reinsured Policy to remain in force under its
automatic premium loan regulations, the reinsurance will continue unchanged
and in force as long as such regulations remain in effect, except as
provided for otherwise in this Agreement.
The Reinsurer does not participate in policy loans or other forms of
indebtedness on policies reinsured under this Agreement. Therefore, policy
loans do not affect the amount of reinsurance.
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7.5 REINSTATEMENTS
If a policy reinsured on an automatic basis is reinstated in accordance
with its terms or the rules of the Company the Reinsurer will, upon
notification of reinstatement, reinstate the Reinsured Policy
automatically. The Reinsurer's approval is required only for the
reinstatement of a facultative policy when the Company's regular
reinstatement rules indicate that more evidence than a Statement of Good
Health is required.
The Company's liability with respect to the premiums in arrears is set out
in Exhibit F.
7.7 LAST SURVIVOR
With respect to any Last Survivor Policy covered hereunder, the Company's
retention shall be equal to the lowest amount which could have been
retained by the Company as set forth in Exhibit D taking into account
amounts issued and retained on either of the lives insured under the Last
Survivor Policy.
The Company may reinsure the policy automatically if both insureds fall
within the appropriate age limits and underwriting classes as specified in
Exhibit C-1.
The Company shall obtain proof of death upon the death of each Insured
Individual and shall investigate each death and assert any defense against
liability in accordance with its normal claims procedures. The Company
shall notify the Reinsurer of each death.
If the life upon which the Company was most highly retained at the time of
issue dies first, the Company may recapture reinsurance ceded on the
surviving life up to the amount needed for it to retain its retention at
issue of the Last Survivor Policy on the life which survives.
In the event the Last Survivor Policy permits the insureds to split the
Last Survivor Policy into separate policies on the life of each insured
under the Last Survivor Policy, the new policies shall be Continuations as
Defined in Article 7.1 of this agreement. Any substandard or flat extras
assessed a life under the Last Survivor Policy shall be payable under the
appropriate Continuation Policy. The reinsured premiums for the Individual
Policies shall be in accordance with the terms specified in Exhibit C.
In the event one life is determined to be uninsurable, the provisions of
this Article will continue to apply with the following exceptions:
a) The Company may reinsure the policy automatically if the
insurable life falls within the appropriate age limit and
underwriting class as specified in Exhibit C1.
b) The Company need only apply its standard underwriting rules and
practices to the insurable life.
c) The reinsurance premium shall be computed on the age and premium
rates applicable to the insured risk.
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ARTICLE 8
8.1 RETENTION LIMIT CHANGES
If the Company changes its retention limits, it will provide the Reinsurer
with written notice of the new retention limits and the effective date.
A change to the Company's Retention Limits in Exhibit D will not affect the
Reinsured Policies in force at the time of such a change except as
specifically provided for elsewhere in this Agreement. Furthermore, such a
change will not affect the Automatic Acceptance Limits in Exhibit E unless
mutually agreed by the Company and the Reinsurer.
8.2 RECAPTURE
When the Company increases the dollar retention limit the amount of in
force Reinsured Policies may be reduced provided:
8.2.1 The Company gives the Reinsurer written notice of its
intention to recapture within 90 days of the effective date of
the retention increase; and
8.2.2 The amount eligible for recapture will be the difference
between the amount originally retained and the amount the
Ceding Company would have retained on the same 10% quota share
basis had the new retention limit schedule been in effect at
the time of issue.
8.2.3 Such recaptures are made on the next anniversary of each
Reinsured Policy affected unless mutually agreed otherwise by
the Company and the Reinsurer and with no recapture being made
until the Reinsured Policy has been in force for the period
stated in Exhibit C. For a conversion or re-entry, the
recapture terms of the original policy will apply and the
duration for the recapture period will be measured from the
effective date of the original policy; and
8.2.4 The Company has maintained from the time the policy was
issued, its full retention as set out in Exhibit D for the
plan and the insured's classification; and
8.2.5 The Company has applied its increased Retention Limits in a
consistent manner to all categories of its Retention Limits
set out in Exhibit D unless otherwise agreed to by the
Reinsurer.
In applying its increased Retention Limits to Reinsured Policies, the age
and mortality rating at the time of issue will be used to determine the
amount of the Company's increased retention.
Recapture as provided herein is optional with the Company, but if any
Reinsured Policy is recaptured, all Reinsured Policies eligible for
recapture under the provisions of this Article must be recaptured. If there
is reinsurance in other companies on risks eligible for recapture, the
necessary reduction is to be applied pro rata to the total outstanding
reinsurance.
The amount of reinsurance eligible for recapture is based on the
reinsurance net amount at risk as of the date of recapture.
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The Company may not revoke its election to recapture for Reinsured Policies
becoming eligible at future anniversaries.
No recapture of Reinsured Policies will occur if the Company has either
obtained or increased stop loss reinsurance coverage as justification for
the increase in retention.
The Reinsurer will not be liable, after the effective date of recapture,
for any Reinsured Policies or portions of such Reinsured Policies eligible
for recapture that the Company has overlooked. The Reinsurer will be liable
only for a credit of the premiums, received after the recapture date, less
any allowance.
The terms and conditions for the Company to recapture in force Reinsured
Policies due to the insolvency of the Reinsurer are set out in the
Insolvency clause in Article 11.
If the Company transfers business which is reinsured under this Agreement
to a successor company, then the successor company has the option to
recapture the reinsurance, in accordance with the recapture criteria
outlined in this Article, only if the successor company has or adopts a
higher retention limit than the Company.
ARTICLE 9
9.1 CLAIMS NOTICE
The Company will notify the Reinsurer as soon as reasonably possible after
the Company receives a claim on a Reinsured Policy. Copies of all claims
papers will be sent promptly by the Company to the Reinsurer. The
settlement made by the Company will be binding on the Reinsurer. However,
for claims made during the contestable period or in any case where the
total amount of reinsurance ceded to the Reinsurer is greater than the
amount retained by the Company, or if the Company retained less than, or
none of, its usual retention on the policy, then the Company will seek the
Lead Claim Reinsurer's recommendation before conceding liability or making
settlement to the claimant. The Reinsurer shall not be relieved of its
obligation under this agreement in the event the Company inadvertently
fails to provide notice of a Claim pursuant to this Section.
On claims involving automatic reinsurance, the Lead Claim Reinsurer shall
review any claims submitted in accordance with this Article on behalf of
the Reinsurers, and any recommendations or actions taken by the Lead Claim
Reinsurer, arrived at or taken independently or in consultation with other
Reinsurers, shall be binding on the remaining Reinsurers.
On facultative reinsurance, when the Reinsurers liability on the
contestable portion of any claim exceeds 50% or if the Ceding Company has
held less than, or none of its regular retention, the Reinsurer shall have
the right to review all pertinent documentation before any liability is
admitted. Within five (5) business days of receipt of the final document,
the Reinsurer will make a recommendation. If no recommendation is made in
the five (5) day period, this right is thereby forfeited.
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The Company will provide the Reinsurer with all further reports and papers
required by the Reinsurer for its consideration of the claim.
For Joint Life Last Survivor business, the Company, if notified, will in
turn notify the Reinsurer of the first death.
9.2 CLAIMS PAYMENT
Provided there is no existing material breach of this Agreement by the
Company, the Reinsurer will be liable to the Company for the benefits
reinsured and the reinsurance will not exceed the Company's contractual
liability under the terms of its policies less the amount retained. The
payment of death claims by the Reinsurer will be in one lump sum regardless
of the mode of settlement under the original policy.
If the Company pays interest from a specified date, such as the date of
death of the insured, on the contractual benefit of a policy reinsured
under this agreement, the Reinsurer shall indemnify the Company for the
Reinsurer's share of such interest. Interest paid by the Reinsurer under
this paragraph shall be computed at the same rate and commencing on the
same date as that paid by the Company. The computation of interest paid by
the Reinsurer under this paragraph shall cease the earlier of (1) the date
of payment of the Reinsurer's share of reinsurance liability and (2) the
date of the termination of the period for which the Company has paid
interest.
9.3 CONTESTED CLAIMS
The Company will notify the Reinsurer of its intention to contest,
compromise or litigate a claim involving a Reinsured Policy. The Company
will also provide the Reinsurer prompt notice of any legal proceedings
initiated against the Company in response to its denial of a claim on a
reinsured policy. Should any claim be settled on a reduced compromise
basis, or should a contested claim be settled for a reduced sum, the
Company and the Reinsurer will participate in such reductions in proportion
to their respective liabilities under the policy or policies reinsured.
The Reinsurer may pay its share of the death benefit if it does not deem it
advisable to contest the claim.
9.4 CLAIMS EXPENSES
The Reinsurer will pay its share of reasonable investigation and legal
expenses incurred in adjudicating or litigating the claim in proportion to
the liabilities it assumes hereunder. The Reinsurer will not be liable for
any portion of any routine investigative or administrative expenses
incidental to the settlement of claims (such as compensation of salaried
employees) which are incurred by the Company; nor for any expenses incurred
in connection with a dispute or contest arising out of conflicting claims
of entitlement to policy proceeds or benefits that the Company admits are
payable.
In the event that the Reinsurer pays its share of the death benefit of a
policy for which the Company is contesting the claim, the Reinsurer will
not be liable for any subsequent expenses incurred by the Company.
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9.5 EXTRA CONTRACTUAL OBLIGATIONS
Extra Contractual Obligations are obligations outside of the contractual
obligations and include but are not limited to punitive damages, bad faith
damages, compensatory damages, and other damages or statutory penalties
which may arise from the willful and/or negligent acts or omissions by the
Company.
The Reinsurer is not liable for Extra Contractual Obligations unless it
concurred in writing and in advance with the actions of the Company which
ultimately led to the imposition of the Extra Contractual Obligations. In
such situations, the Company and the Reinsurer will share in Extra
Contractual Obligations, in equitable proportions, but all factors being
equal, the division of any such assessments would be in proportion to the
total risk accepted by each party for the plan of insurance involved.
Notwithstanding anything stated herein, this Agreement will not apply to
any Extra Contractual Obligations incurred by the Company as a result of
any negligence, fraud or wrong doing by any employee or officer of the
Company or an agent representing the Company unless there has been
negligence, fraud or wrong doing by any employee or officer of the
Reinsurer or an agent or representative of the Reinsurer.
9.6 MISSTATEMENT OF AGE OR SEX
In the event of an increase or reduction in the amount payable under a
policy due to a misstatement in age or sex, the proportionate liabilities
under this Agreement will be the basis for determining each party's share
of any increase or reduction. The Reinsured Policy will be rewritten from
commencement on the basis of the adjusted amounts using premiums and
amounts at risk for the correct ages and sex, and the proper adjustment for
the difference in reinsurance premiums, without interest, will be made.
ARTICLE 10
10.1 ERRORS AND OMISSIONS
No delays, errors or omissions on the part of the Company shall relieve the
Reinsurer of liability provided such delays, errors or omissions are
rectified as soon as possible after discovery. However, the Reinsurer shall
not be liable with respect to any reinsurance which may have been
inadvertently included in the premium calculation but which ought to not
have been included by reason of the terms and conditions of this agreement.
Such inadvertent premium payments shall be returned
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10.2 DISPUTE RESOLUTION
If either the Company or the Reinsurer has given written notification of a
dispute to the other party, then within 15 days of such notification both
parties must designate an officer of their respective companies to attempt
to resolve the dispute. The officers will meet at a mutually agreeable
location as soon 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 specific
format for such discussions will be decided by the designated officers.
If these officers are unable to resolve the dispute within 30 days of their
first meeting, the dispute will be submitted to formal arbitration, unless
the parities agree in writing to extend the negotiation period for an
additional 30 days.
10.3 ARBITRATION
If the Company and Reinsurer are unable to mutually resolve a dispute or
controversy relating to policies covered under this Agreement or the breach
thereof, the matter will be referred to arbitration.
To initiate arbitration, either the Company or the Reinsurer will notify
the other party in writing of its desire to arbitrate, stating the nature
of its dispute and the remedy sought. There will be three arbitrators
selected who will be officers of Life Insurance Companies or Life
Reinsurance Companies excluding officers of the parties to this Agreement,
their affiliates or subsidiaries or past employees of any of these
entities. The arbitrators, who will regard this Agreement from the
standpoint of practical business as well as the law, are empowered to
determine the interpretation of the treaty obligation.
Each party will appoint one arbitrator and these two arbitrators will
select a third arbitrator within 2 weeks of the appointment of the second.
If either party refuses or neglects to appoint an arbitrator within 60 days
after receipt of the written request for arbitration, the other party may
appoint a second arbitrator. Should the two arbitrators not agree on the
choice of the third, then each party will name four candidates to serve as
the arbitrator. Beginning with the party who did not initiate arbitration,
each party will eliminate one candidate from the eight listed until one
candidate remains. If this candidate declines to serve as the arbitrator,
the candidate last eliminated will be approached to serve. This process
will be repeated until a candidate has agreed to serve as the third
arbitrator.
The place of meeting of the arbitrators will be decided by a majority vote
of the arbitrators. The written decision of a majority of the arbitrators
will be final and binding on both parties and their respective successors
and assigns.
14
The arbitrators will render a decision within 4 months of the appointment
of the third arbitrator, unless both parties agree otherwise. In the event
no decision is rendered within 4 months, new arbitrators will be selected
as above. There will be no appeal from the decision. Either party to the
arbitration may petition any court having jurisdiction over the parties to
reduce the decision to judgment. Alternatively, if both parties consent,
any controversy may be settled by arbitration in accordance with the rules
of the American Arbitration Association.
Unless the Arbitrators decide otherwise, each party will bear the expense
of its own arbitration, including its appointed arbitrator and any outside
attorney and witness fees. The parties will jointly and equally bear the
expense of the third arbitrator and other costs of the arbitration.
It is specifically the intent of both parties that these arbitration
provisions will replace and be in lieu of any statutory arbitration
provision, if the law so permits.
ARTICLE 11
11.1 INSOLVENCY
A party to this Agreement will be deemed "insolvent" when it:
11.1.1 Applies for or consents to the appointment of a receiver,
rehabilitator, conservator, liquidator or statutory successor
(hereinafter referred to as the Authorized Representative) of
its properties or assets; or
11.1.2 Is adjudicated as bankrupt or insolvent; or
11.1.3 Files or consents to the filing of a petition in bankruptcy,
seeks reorganization or an arrangement with creditors or takes
advantage of any bankruptcy, dissolution, liquidation, or
similar law or statute; or
11.1.4 Becomes the subject of an order to rehabilitate or an order to
liquidate as defined by the insurance code of the jurisdiction
of the party's domicile.
In the event of the insolvency of the Company, all reinsurance made, ceded,
renewed or otherwise becoming effective under this Agreement will be
payable by the Reinsurer directly to the Company or to its Authorized
Representative, on the basis of the liability of the Company under the
Reinsured Policies without diminution because of the insolvency of the
Company.
The Reinsurer will be liable only for the amounts reinsured and will not be
or become liable for any amounts or reserves to be held by the Company on
policies reinsured under this Agreement. The Authorized Representative will
give written notice to the Reinsurer of all pending claims against the
Company on any policies reinsured within a reasonable time after such
claims are filed in the insolvency proceedings. While a claim is pending,
the Reinsurer may investigate such claim and interpose, at its own expense,
in the proceedings where the claim is to be adjudicated, any defense or
defenses which it may deem available to the Company or the Authorized
Representative.
15
The expense incurred by the Reinsurer will be chargeable, subject to court
approval, against the Company as part of the expense of conservation or
liquidation to the extent of a proportionate share of the benefit which may
accrue to the 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 a defense to such claim, the
expense will be apportioned in accordance with the terms of the Agreement
as though such expense had been incurred by the Company.
In the event of insolvency, the Right of Offset afforded under Article 6-1
will remain in full force and effect to the extent permitted by applicable
law.
In the event of the insolvency of the Reinsurer, the Company may cancel
this Agreement for new business by promptly providing the Reinsurer, its
receiver, rehabilitator, conservator, liquidator or statutory successor
with written notice of the cancellation effective the date on which the
Reinsurer's insolvency is established by the authority responsible for such
determination. Any requirement for a notification period prior to the
cancellation of the Agreement would not apply under such circumstances.
In addition, the Company may provide the Reinsurer, its receiver,
rehabilitator, conservator, liquidator or statutory successor with written
notice of its intent to recapture all reinsurance in force under this
Agreement regardless of the duration the reinsurance has been in force or
the amount retained by the Company on the policies reinsured hereunder. The
effective date of a recapture due to insolvency would be at the election of
the Company and would not be earlier than the date on which the Reinsurer's
insolvency is established by the authority responsible for such
determination. Any Recapture Fee applicable will be mutually agreed upon by
the Company and the Reinsurer, its rehabilitator, conservator, liquidator
or statutory successor.
ARTICLE 12
12.1 DAC TAX
The Company and the Reinsurer agree to the DAC Tax Election pursuant to
Section 1.848-2(g)(8) of the Income Tax Regulations effective December 29,
1992, under Section 848 of the Internal Revenue code of 1986, as amended,
whereby:
12.1.1 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 Section
848(c)(1); and
16
12.1.2 Both parties agree to exchange information pertaining to the
amount of net consideration under this Agreement each year to
ensure consistency. To achieve this, the Company shall provide
the Reinsurer with a schedule of its calculation of the net
considerations for all reinsurance agreements in force between
them for a taxable year by no later than May 1 of the
succeeding year. The Reinsurer shall advise the Company no
later than May 31, otherwise the amounts will be presumed
correct and shall be reported by both parties in their
respective tax returns for such tax year. If the Reinsurer
contests the Company's calculation of net consideration, the
parties agree to act in good faith to resolve any differences
within thirty (30) days of the date the Reinsurer submits its
alternative calculation and report the amounts agreed upon in
their respective tax returns for such year.
The term "net consideration" will refer to the net consideration as defined
in Regulation Section 1.848-2(f).
The Company and the Reinsurer will report the amount of net consideration
in their respective federal income tax returns for the previous calendar
year.
The Company and the Reinsurer will also attach a schedule to their
respective federal income tax returns which identifies the Agreement as a
reinsurance agreement for which the DAC Tax Election under Regulation
Section 1.848.2 (g) (8) has been made.
This DAC Tax Election will be effective for all years for which this
Agreement remains in effect.
The Company and the Reinsurer represent and warrant that they are subject
to U.S. taxation under either the provisions of subchapter L of Chapter 1
or the provisions of subpart F of subchapter N of Chapter 1 of the Internal
Revenue Code of 1986, as amended.
12.2 TAXES AND EXPENSES
Apart from any taxes, allowances, refunds, and expenses specifically
referred to elsewhere in this Agreement, no taxes, allowances, or
proportion of any expense will be paid by the Reinsurer to the Company in
respect of any Reinsured Policy.
ARTICLE 13
13.1 ENTIRE AGREEMENT
This Agreement constitutes the entire agreement between the parties with
respect to the business reinsured hereunder. There are no understandings
between the Company and the Reinsurer with respect to the business
reinsured hereunder other than as expressed in this Agreement.
Any alteration to this Agreement will be null and void unless made by
written amendment, attached to the Agreement and signed by both parties.
17
13.2 INSPECTION OF RECORDS
The Reinsurer, or its duly appointed representatives, will have access to
the records of the Company concerning the business reinsured hereunder for
the purpose of inspecting, auditing and photocopying those records. Such
access will be provided at the office of the Company and will be during
reasonable business hours.
Provided there is business in force under this Agreement, the Reinsurer's
right of access as specified above will survive the term of the Agreement.
13.3 GOOD FAITH
All matters with respect to this Agreement require the utmost good faith of
both parties.
Each party represents and warrants to the other party that it is solvent on
a statutory basis in all states in which it does business or is licensed.
Each party will promptly notify the other if it is subsequently financially
impaired.
The Reinsurer has entered into this Agreement in reliance upon the
Company's representations and warranties. The Company affirms that it has
and will continue to disclose all matters material to this Agreement.
Examples of such matters are a change in underwriting or issue practices or
philosophy, a change in underwriting or claims management personnel, or a
change in the Company's ownership or control.
The Company affirms that the underwriting, administration and claims
practices it employs are consistent with the customary and usual practices
of the insurance industry as a whole. Should the Company engage in
exceptional or uncustomary practices, it will inform the Reinsurer of such
action and obtain its written consent before assigning any liability to the
Reinsurer with respect to any policies covered under this Agreement.
13.4 CONFIDENTIALITY
Both the Company and the Reinsurer will hold confidential and not disclose
or make competitive use of any shared client and proprietary information
unless otherwise agreed to in writing, or unless the information otherwise
becomes publicly available or the disclosure of which is required for
retrocession purposes or has been mandated by law or is duly required by
external auditors.
Client information includes medical, financial and other personal
information about proposed, current and former policyowners, insureds,
applicants, and beneficiaries of policies issued by the Company.
Proprietary Information includes but is not limited to underwriting manuals
and guidelines, applications and contract forms and premium rates and
allowances of the Reinsurer and the Company.
In addition, the Company and the Reinsurer will comply with relevant
privacy legislation.
18
ARTICLE 14
14.1 DURATION OF AGREEMENT
This Agreement is unlimited as to its duration. The Reinsurer or the
Company may terminate this Agreement with respect to the reinsurance of new
business by giving at least 90 days written notice of termination to the
other party.
During the 90-day notification period, the Company will continue to cede
and the Reinsurer will continue to accept policies covered under the terms
of this Agreement.
Further, the Reinsurer remains liable for all Reinsured Policies in force
at the date of the termination stated in the notice of termination, until
their natural expiration, unless the parties mutually decide otherwise or
as specified otherwise in this Agreement.
The Company shall have the option of terminating this agreement for new
business at anytime, upon delivery of written notice to the Reinsurer of at
least 30 days prior to such termination of any of the following events:
14.1.1 The Reinsurer's rating by A.M. Best is reduced from the rating which
existed at the time this agreement became effective to a Best's rating
below A-;
14.1.2 The Reinsurer is placed on a "watch list" by its domiciliary state's
insurance regulators;
14.1.3 The regulatory authority of any state in which the Reinsurer is
authorized to do business revokes the Reinsurer's right to continue
conducting business in that state for financial reasons;
14.1.4 An order appointing a receiver or trustee for management of the
Reinsurer is entered or a proceeding is commenced for rehabilitation,
liquidation, supervision, or conservation of the Reinsurer;
14.1.5 The Reinsurer is merged, purchased or in any manner has new
ownership;
14.1.6 The Reinsurer notifies the Company of a request for increase in
premium.
14.2 SEVERABILITY
If any provision of this Agreement is determined to be invalid or
unenforceable, such determination will not affect or impair the validity or
the enforceability of the remaining provisions of this Agreement.
14.3 CONSTRUCTION
The rights and obligations under this Agreement will be construed and
administered in accordance with the laws of the Company's state of domicile
stated in Exhibit A.
19
14.4 Regulatory Compliance
Each party hereto warrants that it has secured all necessary federal and
state licenses and approvals and that it is operating in compliance with
federal and state insurance laws and regulations.
The parties intend that the Company will receive full statutory reserve
credit for the Reinsured Policies in its state of domicile. The parties
agree to make all reasonable efforts to ensure that this is accomplished.
EXECUTION
This Agreement has been made in duplicate and hereby executed by both parties.
Signed for and on behalf of LINCOLN LIFE & ANNUITY OF COMPANY NEW YORK
By: _______________________________ By: _______________________________
Title: _______________________________ Title: _______________________________
Date: _______________________________ Date: _______________________________
Place: _______________________________ Place: _______________________________
Signed for and on behalf of SCOR LIFE U.S. RE INSURANCE COMPANY
By: _______________________________ By: _______________________________
Title: _______________________________ Title: _______________________________
Date: _______________________________ Date: _______________________________
Place: _______________________________ Place: _______________________________
EXHIBIT A
BUSINESS COVERED
AGREEMENT EFFECTIVE DATE:
January 1, 2002. The commencement dates for specific plans are shown below.
COVERAGE:
The policies on the plans shown below which have policy issue dates falling in
the period that begins with the Commencement Date and ends with the Termination
Date and that qualify for automatic reinsurance are covered according to the
Basis specified below provided:
1. The policies are on lives resident in the United States or Foreign
Nationals in accordance with Ceding Companies guidelines.
2. The policies are on lives with surnames commencing with the letters A
to Z inclusive.
BASIS:
1. 15.0% on a First Dollar Quota Share basis to the maximum Automatic
Acceptance Limits stated in Exhibit E.
CURRENCY: US$
COMPANY'S STATE OF DOMICILE: Connecticut
PLANS, RIDERS AND BENEFITS:
PLAN EXHIBIT REFERENCE . COMMENCEMENT TERMINATION
IDENTIFICATION FOR RATES DATE DATE
All Life Policies Individually C-1 January 1,2002 N/A
Underwritten at the Company's
Connecticut office.
Contingent Option Rider C-1 January 1,2002 N/A
Retirement Option Rider C-1 January 1,2002 N/A
EXHIBIT A
PAGE 2
FACULTATIVE SUBMISSIONS:
The Company may submit, on a facultative basis, to the Reinsurer any application
for a policy on a plan or rider listed above which qualifies for automatic
reinsurance.
The Company will submit on a facultative basis to the Reinsurer any application
for a policy on a plan or rider listed above which does not meet the criteria
listed in Article 2 under Automatic Reinsurance.
The Reinsurer's facultative offer will expire at the end of 120 days, unless
otherwise specified by the REINSURER.
Facultative cessions will be accepted at the automatic rates.
The minimum facultative cession size is $20,000.
EXHIBIT A-1
REQUIRED FORMS, MANUALS AND ISSUE RULES
The Company affirms that its retention schedule, underwriting guidelines, issue
rules, premium rates and policy forms applicable to the Reinsured Policies and
in use as of the effective date of this Agreement have been supplied to the
Reinsurer. This includes:
1. Policy Application Form(s)
2. Underwriting Manual and Agent's Guide
3. Policy Delivery Rules and Reinstatement Rules
4. Non-medical and Medical Requirements
5. Financial Questionnaires
6. Tobacco Use Guidelines and Questionnaires
7. Preferred Underwriting Guidelines
8. Premium Rates
9. Retention Schedule
10. Allocation Rules for Facultative Cases Among Reinsurers
The Company will promptly notify the Reinsurer of any proposed material changes
to the above underwriting guidelines, issue rules, premium rates, retention
schedule and policy forms. The Reinsurer shall be entitled to thirty (30)
calendar days following the receipt of such notice in which to review such
revisions. If the Reinsurer fails to provide written notice within the thirty
(30) days calendar review period that the revisions are not acceptable the
revisions shall be deemed acceptable to the Reinsurer. This Agreement will not
extend to policies issued pursuant to such changes unless the Reinsurer has
accepted such changes.
It is the Company's responsibility to ensure that the applicable forms are in
compliance with current Medical Information Bureau (M.I.B.) regulations.
CONDITIONAL RECEIPT AMOUNT
The amount of coverage provided by the Reinsurer under a Conditional Receipt (or
Interim Receipt) will not exceed the lesser of:
1. The Reinsurer's share of $500,000; or
2. The Automatic Acceptance Limits; or
3. The Reinsurer's share of the difference between the
amount of insurance provided by the Conditional Receipt (or
Interim Receipt) and the Company's maximum retention assuming
the life had been underwritten as standard. The Company's
retention will include any amounts retained under any in force
policies on the life.
FACULTATIVE LIFE REINSURANCE - INDIVIDUAL Please check below (send to:)
|_| All Companies OR
TO: Reinsurance Administration - MRM1 |_| Allianz |_| Annuity |_| Cologne |_| Munich
|_| RGA |_| Scor Life |_| Swiss Re
INSTRUCTIONS: Complete all sections of form, printing clearly. Indicate any papers in the file that you do not want sent
to the outlets by putting a RED "X" in the left lower corner of each page. Bring the form and the file to
Reinsurance Administration to photocopy. The file will be returned to the underwriter.
Full Name of Insured:
----------------------------------------- ------------------------- -----------
Last First MI
Date of Birth:
/ /
------------------------------------------
Month Day Year
Social Security Number: - -
------------------------------------------
TOTAL Line of Insurance inforce
and applied for in all companies:
(include group only if known)
---------------------------------------------------------------------------------------
Policy Number(s) to be reinsured:
---------------------------------------------------------------------------------------
Plan of Insurance:
---------------------------------------------------------------------------------------
IN FORCE
1. Prior Inforce with Lincoln:*
------------------------------------------
2. 1st Layer on Prior Inforce:
------------------------------------------
3. Additional Retention on Prior Inforce:
------------------------------------------
NEW Increasing Risk: |_| Yes |_| No
4. Amount Applied for Currently:
------------------------------------------
5. 1st Layer on Current:
------------------------------------------
6. Additional Retention on Current:**
------------------------------------------
7. FACULTATIVE REINSURANCE APPLIED FOR:
------------------------------------------
If this is a replacement of prior Lincoln coverage, list the old policy numbers:
-------------------------------------------------
If this is an Exchange Case, does the underwriting evidence used for the exchange constitute current medical evidence?
|_| Yes |_|No
Retention: |_| Full Limited due
-----------------------------------------------------------------------------
RISK CLASSIFICATION
|_| Standard |_| Preferred |_| Smoker |_| Non-Smoker
Rating:
-----------------------------------------------------------------------------------------
Reason for Rating:
-----------------------------------------------------------------------------------------
Outstanding Requirement(s):
-----------------------------------------------------------------------------------------
1. Are the Outstanding Requirements Subject to: |_| Lincoln Approval |_| Outlet Approval
2. Is there underwriting evidence from prior files to be sent with this case? |_| Yes |_| No
Notes:
-----------------------------------------------------------------------------------------------------------------------------
-----------------------------------------------------------------------------------------------------------------------------
------------------------------------------------------------------ -------------------- --------------------------
Underwriter Signature Ext. Date
By:
---------------------------------- -----------------------------------------------------------------------------
Date Received in Reinsurance Unit Reinsurance Analyst Signature
* Include any concurrently issued policies which are not being reinsured. ** 2 + 3 + 5 + 6 = Retention
FACULTATIVE LIFE REINSURANCE - JOINT Please check below (send to:)
|_| All Companies OR
TO: Reinsurance Administration - MRM1 |_| Allianz |_| Annuity |_| Cologne |_| Munich
|_| RGA |_| Scor Life |_| Swiss Re
INSTRUCTIONS: Complete all sections of form, printing clearly. Indicate any papers in the file that you do not want sent
to the outlets by putting a RED "X" in the left lower corner of each page. Bring the form and the file to
Reinsurance Administration to photocopy. The file will be returned to the underwriter.
HUSBAND WIFE
Full Name of Insured:
----------------------------------------- ---------------------------------------
(Last, First, MI) (Last, First, MI)
Date of Birth:
/ / / /
----------------------------------------- ---------------------------------------
Month Day Year Month Day Year
Social Security Number: - - - -
----------------------------------------- ---------------------------------------
TOTAL Line of Insurance inforce
and applied for in all companies:
(include group only if known)
----------------------------------------- ---------------------------------------
Policy Number(s) to be reinsured:
---------------------------------------------------------------------------------------
Plan of Insurance:
---------------------------------------------------------------------------------------
IN FORCE
1. Prior Inforce with Lincoln: *
----------------------------------------- ---------------------------------------
2. 1st Layer on Prior Inforce:
----------------------------------------- ---------------------------------------
3. Additional Retention on Prior Inforce:
----------------------------------------- ---------------------------------------
NEW Increasing Risk: |_| Yes |_| No
4. Amount Applied for Currently:
---------------------------------------------------------------------------------------
5. 1st Layer on Current:
---------------------------------------------------------------------------------------
6. Additional Retention on Current:**
---------------------------------------------------------------------------------------
7. FACULTATIVE REINSURANCE APPLIED FOR:
---------------------------------------------------------------------------------------
If this is a replacement of prior Lincoln coverage, list the old policy numbers:
---------------------------------------------------
If this is an Exchange Case, does the underwriting evidence used for the exchange constitute current medical evidence?
|_| Yes |_|No
RISK CLASSIFICATION HUSBAND WIFE
|_| Standard |_| Preferred |_| Standard |_| Preferred
|_| Smoker |_| Non-Smoker |_| Smoker |_| Non-Smoker
Rating:
----------------------------------------- ---------------------------------------
Reason for Rating:
----------------------------------------- ---------------------------------------
Outstanding Requirement(s):
----------------------------------------- ---------------------------------------
1. Are the Outstanding Requirements Subject to: |_| Lincoln Approval |_| Outlet Approval
2. Is there underwriting evidence from prior files to be sent with this case? |_| Yes |_| No
Notes:
-----------------------------------------------------------------------------------------------------------------------------
-----------------------------------------------------------------------------------------------------------------------------------
------------------------------------------------------------------ -------------------- --------------------------------
Underwriter Signature Ext. Date
By:
---------------------------------- -------------------------------------------------------------------------
Date Received in Reinsurance Unit Reinsurance Analyst Signature
* Include any concurrently issued policies which are not being reinsured. **2 + 3 + 5 + 6 = Retention
EXHIBIT B-1
TEMPORARY LIFE INSURANCE AGREEMENT
Variations of the Temporary Life Insurance Agreement forms exist for some
states. The generic U.S. version is attached to this treaty.
EXHIBIT C
GENERAL TERMS
1. REINSURANCE RATES: The Company will pay the Reinsurer premiums based on the
rates and terms set out in the sub-section(s) of Exhibit C for the
Reinsured Policies.
2. PREMIUM TAX: The Reinsurer will not reimburse the Company for premium
taxes.
3. DIVIDEND PAYMENTS: The Reinsurer will not reimburse the Company for
dividends paid to policyholders.
4. POLICY LOANS: The Reinsurer will not participate in policy loans or other
forms of indebtedness on policies reinsured under this Agreement.
5. CASH SURRENDER VALUES: The Reinsurer will not reimburse the company for
cash surrender values paid to the policyholder.
6. RATES APPLICABLE TO INCREASES: First year reinsurance premium rates and
allowances will apply to the amount normally underwritten of a
non-contractual increase.
EXHIBIT C-1
SPECIFIC TERMS
1. REINSURANCE BASIS: YRT
2. AGE BASIS: Nearest
3. PREMIUMS: The Company will pay to the Reinsurer a basic premium calculated
by multiplying the net amount at risk of the Reinsured Policy by the
appropriate rate from THE SET OF RATES INCLUDED AT THE END OF THIS
SUB-SECTION. Premiums will be payable on a policy year basis, regardless of
the premium payment mode under the original insurance, and the Company will
continue to pay the appropriate premium to the Reinsurer as long as the
Reinsured Policy is in force.
4. PERCENTAGES:
ON BASIC PREMIUM(S)
Reinsurance premiums will be based on the following percentages of the
Society of Actuaries 1990-1995 ANB table, attached to this Exhibit C-1:
FIRST YEAR RENEWAL YEARS
Preferred Non-Smoker 0% 43%
Standard Non-Smoker 0% 61%
Standard Smoker 0% 125%
Aggregate Non-Smoker 0% 58%
(For use where no Preferred
class, e.g. ages 81-90)
For policies/riders with intended durations of less than 10 years, the
following level YRT rates will apply.
FIRST YEAR RENEWAL YEARS
Preferred Non-Smoker 41% 41%
Standard Non-Smoker 58% 58%
Standard Smoker 120% 120%
Aggregate Non-Smoker 55% 55%
(For use where no Preferred
class, e.g. ages 81-90)
EXHIBIT C-1
PAGE 2
ON LAST SURVIVOR POLICIES
To calculate premium rates for last survivor policies, first determine the
appropriate single life rate for each Insured Individual. If the first year
percentage, as stated in 4. of this Exhibit, is 0% use the 2nd year
percentage for the first year. Then combine the rates using the Frasiar
calculation. If the first year percentage, as stated in 4. of this Exhibit,
for each individual is 0%, then multiply the resulting frasiarized rate by
0. A minimum rate of $.11 per $1,000 of Net Amount at risk shall apply in
renewal years.
ON TABLE EXTRA SUBSTANDARD RISKS
Substandard table extra will be reinsured using 25% per table rating
multiplied by the appropriate YRT rate. Substandard extras will be based
upon the underwriter's assessment regardless of how the policy is issued.
Substandard table ratings for a reinsured policy are applicable for the
first 20 years after issue or until the policyholder reaches attained age
65, whichever occurs last.
ON FLAT EXTRA PREMIUMS
When a flat extra premium is payable for 5 years or less, an allowance of
10% of the gross flat extra charged by the Company will be made each year.
When a flat extra premium is payable for more than 5 years, an allowance of
100% of the gross flat extra charged by the Company will be made in the
first year and an allowance of 10% in each year thereafter.
ON MULTIPLE EXTRA PREMIUMS
The same allowances as those payable on the basic policy.
ON TERM PLANS
An 80% increase in rates will apply for term policies that are renewed at
very high premium levels (e.g. years 11 and later for the 10-year term plan
and years 16 and later for the 15-year term plan).
EXHIBIT C-1
PAGE 3
5. NET AMOUNTS AT RISK:
a) For Fixed Benefit Plans, the reinsured net amount at risk will be the
difference between the reinsured face amount and the cash values
applicable to the face amount reinsured. The reinsured face amount is
the initial amount reinsured under this Agreement, or as reset by
subsequent scheduled or fully underwritten increases. Commuted values,
if applicable, or any comparable approximation agreed to between the
Company and the Reinsurer, may be used to determine the net amount at
risk.
b) For term plans the net amount at risk will be based on the reinsured
face amount.
c) For VUL and UL Life type plans, if the death benefit is Option A, the
reinsured net amount at risk will be the difference between the
reinsured face amount and the account values applicable to the face
amount reinsured. If the death benefit is Option B, the reinsured net
amount at risk will be the reinsured face amount. For other Options,
such as the specified amount plus return of premium, the net amount at
risk equals the difference between the share of the death benefit
reinsured and the applicable cash or fund value.
Increases in the amount at risk due to contractual provisions contained
within the reinsured policies, Cost of Living Rider increases or
fluctuations in the amount at risk caused by the normal workings of the
cash value fund in Universal Life type plans will be shared by the Company
and the Reinsurer using the same retention method as for the base policy.
6. RATE LIMIT: The rates set out in this sub-section will be applicable,
provided the total of the new reinsurance amount and the amount already
reinsured on the life under this Agreement, and all other Agreements with
the Reinsurer, does not exceed the reinsurers quota share of the amount
shown in the table below. Individual consideration will be given to the
rates for any amounts over the limit shown in the table below:
Issue Age Classification Amount
0-80 Preferred - 500% $25,000,000
81-85 Standard-200% $25,000,000
86-90 Standard Only $5,000,000
EXHIBIT C-1
PAGE 4
7. RATE GUARANTEE:
The YRT reinsurance rates set out in this sub-section are guaranteed to the
extent that in the 2nd year and later the Reinsurer reserves the right to
increase the premiums for reinsurance but not above the statutory net
premium. Any change in rates will be based solely on a change in
anticipated mortality.
If the Reinsurer exercises this right and the Company has not increased its
rates to the policy owner, the Company may recapture the Reinsured Policies
on which the rates have been increased regardless of the Reinsured
Policies' duration in force. Such a recapture would not be subject to a
recapture fee.
8. DEFICIENCY RESERVES:
No Deficiency Reserves will be held by the Reinsurer for the Reinsured
policies.
9. RECAPTURE:
Any policy recaptured due to an increase in the Company's retention limit
must be reinsured for a minimum of ten years.
If the Reinsurer becomes insolvent, the Reinsured Policies may be
recaptured.
If this treaty is terminated due to the occurrence of any event described
in Article 14 subsections 14.1.1 -14.1.6, the Reinsured policies may be
recaptured,
10. REDUCTIONS:
Reductions will be shared proportionately between the Company and its
reinsurers.
11. YRT RATES FOR CONVERSIONS TO NON-REINSURED PLANS: The YRT rates applicable
will be based on the following percentages of the Society of Actuaries
1975-1980 Select and Ultimate table rates (with Manulife's Extensions for
Issue Ages 71 and above), age nearest birthday:
Nonsmoker policies: 50%
Smoker policies: 110%
Insert Copy of Rates Here
EXHIBIT D
THE COMPANY'S RETENTION LIMITS
The company will retain the following:
Percentage Retention Limit: 10%
Dollar Retention Limit:
ISSUE AGE CLASSIFICATION AMOUNT
----------------------------------------------------------------------------------
0 - 80 Preferred - 500% $2,500,000
81 - 85 Standard - 200% $2,500,000
86 - 90 Standard Only $ 500,000
The company will retain 10% of the liability associated with the rate limits set
forth in Exhibit C-1
It is understood that the amount retained by the Company includes its retention
under any inforce policies.
PROPORTIONATE RISK RETENTION
Any change in the net amount at risk due to changes in the cash value applicable
to the policy will be shared proportionately between the Company and its
reinsurers.
EXHIBIT E
THE REINSURER'S AUTOMATIC ACCEPTANCE LIMITS
The Reinsurer will automatically accept the First Dollar Quota Share of each
policy, as specified in Exhibit A, up to the following maximum limits on a per
life basis as set forth in Exhibit C-1:
ISSUE AGE CLASSIFICATION AMOUNT
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0 - 80 Preferred - 500% $3,750,000
81 - 85 Standard - 200% $3,750,000
86 - 90 Standard Only $750,000
INFORCE LIMITS
The are no inforce limits for U.S. and Canadian Residents. For Foreign Nationals
a $20,000,000 inforce limit will apply.
