Exhibit 10(ll)
FIRST PROFESSIONALS INSURANCE COMPANY, INC.
NET ACCOUNT QUOTA SHARE REINSURANCE AGREEMENT
2002 FINAL PLACEMENT SLIP
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COMPANY: First Professionals Insurance Company, Inc. a Florida corporation.
INCEPTION: July 1, 2002
EFFECTIVE: July 1, 2002, 12:01 a.m. standard time (as set forth in the
Company's policies), to July 1, 2003, 12:01 a.m. standard time, as
respects claims made on and after July 1, 2002, 12:01 a.m. standard
time, under:
Section A:
Policies written and policies renewed on and after January
1, 2002, 12:01 a.m. standard time, and in force at July 1,
2002, 12:01 a.m. standard time; and
Section B:
Policies written and policies renewed from July 1, 2002,
12:01 a.m. standard time, to July 1, 2003, 12:01 a.m.
standard time.
At expiration, the Reinsurer's liability for each policy in force
at the Agreement expiration date, including any liability under
Extended Reporting Endorsements, will be run off until the policy's
cancellation, natural expiration, or next anniversary date,
whichever first occurs, but in no event for longer than 12 months
plus any extended reporting period.
BUSINESS
COVERED: This Agreement will apply to all policies, except as hereinafter
excluded, written and classified by the Company as Medical
Professional Liability (including Loss of Privileges Coverage) and
ancillary coverages, covering Physicians, Dentists, Chiropractors,
Podiatrists, and other Allied Medical Practitioners, and their
Professional Associations.
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FIRST PROFESSIONALS INSURANCE COMPANY NET ACCOUNT QUOTA SHARE REINS. AGMT.
TERRITORY: As per the Company's policies, but limited to policies issued in
the states of Alabama, Arkansas, Florida, Georgia, and Ohio.
RETENTION
AND LIMIT: The Company will cede and the Reinsurer will accept:
Section A:
A 100% quota share participation of the Company's net
retained liability for loss on Section A policies.
Section B:
A 50% quota share participation of the Company's net
retained liability for loss on Section B policies.
The Company's net retained liability as respects loss will be
subject to a maximum limit of $500,000 any one claim made, any one
insured, or so deemed; the Company's liability for loss expense
will be pro rata and in addition to its liability for loss.
MAXIMUM
CESSION
LIMIT: The maximum amount of gross premium the Company may cede to the
Reinsurers hereunder for the term of this Agreement under Section B
is $102,000,000. In the event the amount of gross premium that
would otherwise be ceded hereunder as respects Section B exceeds
$102,000,000, the amount of the Reinsurers' participation in
Section B will be reduced by the same percentage that the
$102,000,000 would have been exceeded in accordance with the
following formula:
( a )
( - )c=d%
( b )
where:
a = $102,000,000.
b = Actual amount of gross ceded premium that would
otherwise have been ceded hereunder as respects
Section B.
c = Reinsurers' Participation in Section B.
d = Adjusted amount of Reinsurers' participation in
Section B.
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FIRST PROFESSIONALS INSURANCE COMPANY NET ACCOUNT QUOTA SHARE REINS. AGMT.
LOSS
CORRIDOR: The Company will retain 100.0% of the liability for loss and loss
expense above an 81.0% Loss Ratio, up to a 93.0% Loss Ratio. The
Reinsurers will be liable for their proportionate share of any loss
and loss expense above a 93.0% Loss Ratio, up to the Reinsurers'
Loss Cap.
REINSURERS'
LOSS CAP: In the event the Loss Ratio on the Business Covered hereunder
reaches 110%, or the Reinsurers' Aggregate Economic Loss Limit is
exhausted, whichever point is reached first, the Reinsurers will
have no further liability for loss and loss expense. The Company
will retain all further loss and loss expense once the Reinsurers'
Loss Cap has been reached.
If, at any time, the Reinsurers have paid losses in excess of the
Reinsurers' Loss Cap, then the Company is required to reimburse the
Reinsurers for all such excess payments upon discovery of such
overpayment.
LOSS RATIO: "Loss Ratio" will mean:
A. Incurred loss and loss expense (including XXXX as carried
on the Company's books) hereunder, divided by
B. Earned premium hereunder.
AGGREGATE
ECONOMIC
LOSS
LIMIT: Unless the Funds Withheld Account is terminated pursuant to the
Termination of Funds Withheld Account Section, then the Aggregate
Economic Loss Limit will be calculated annually as:
A. + B. - D. Interest as referred to in A., B.,
and D. below will be at 5.5% effective
annual interest rate
If the Funds Withheld Account is terminated pursuant to the
Termination of Funds Withheld Account Section, the Aggregate
Economic Loss Limit will be calculated annually as:
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FIRST PROFESSIONALS INSURANCE COMPANY NET ACCOUNT QUOTA SHARE REINS. AGMT.
A. + B. + C. - D. Interest as referred to in A., B., C.,
and D. below will be at the actual
effective annual interest rate accrued
A. A cumulative amount equal to 2.8% of gross ceded
reinsurance premium since inception, plus interest
accrued from the date each amount of gross ceded
reinsurance premium was paid to the Reinsurers.
B. 12.5% of net ceded premiums since inception (gross
ceded premium less ceding commission and less
Reinsurers' margin), plus interest accrued from the
date each amount of net ceded premium was paid to the
Reinsurers.
C. The amount of the Funds Withheld Account Balance as
valued when transferred to the Reinsurers plus the
cumulative amount of premiums subsequently received
per B. 3. d. of the Reports And Remittances Section,
if any, plus interest accrued from the date each
amount was paid to the Reinsurers.
D. The cumulative amount of loss and loss expense paid in
cash by the Reinsurers pursuant to B. 5. of the
Reports And Remittances Section, plus interest accrued
from the date each amount of loss and loss expense
paid in cash by the Reinsurers.
REINSURANCE
PREMIUM: The Company will cede to the Reinsurers their proportionate share
of the gross unearned premium as at June 30, 2002, for Section A
policies. Additionally, the Company will cede to the Reinsurers
their proportionate share of the gross net written premium on all
Section B policies.
CEDING
COMMISSION: The Reinsurer will allow the Company a provisional ceding
commission of 28.50% of gross ceded premium at a loss ratio of
80.00%, to be increased by .75% for every 1.00% decrease in the
loss ratio to a maximum ceding commission of 35.00% at 71.33% loss
ratio, or decreasing by 1.00% for every 1.00% increase in the loss
ratio to a minimum ceding commission of 27.50% at 81.00% loss
ratio.
In the event of commission adjustment downwards, the Company will
pay into the Funds Withheld Account the commission adjustment with
applicable interest from inception date of this Agreement.
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FIRST PROFESSIONALS INSURANCE COMPANY NET ACCOUNT QUOTA SHARE REINS. AGMT.
In the event of commission adjustment upwards, the Reinsurer will
allow the Company to debit the Funds Withheld Account the
commission adjustment plus all applicable interest from the date
the applicable premiums were paid into the Funds Withheld Account.
REINSURERS
MARGIN: 4.2% of gross ceded reinsurance premium.
REPORTS
AND
REMITTANCES: A. Reports
Within 30 days after the end of each calendar quarter,
the Company will report to the Reinsurers:
1. Ceded gross net written premium for the quarter,
plus or minus any adjustments (additional and return
premiums) to Section B policies;
2. Reinsurers' margin, calculated at 4.2% of 1. above;
3. Ceding commission on ceded gross net written premium
for the quarter;
4. Ceded loss and loss expense paid during the quarter;
5. Outstanding loss and loss expense reserve (including
XXXX as carried on the Company's books) as of the
end of the quarter;
6. Unearned premium reserve as of the end of the
quarter;
In addition, on the inception date of this Agreement the
Company will report to the Reinsurers the Reinsurers'
proportionate share of the unearned premium reserve at July
1, 2002, on Section A policies, and ceding commission
thereon.
B. Remittances
1. At inception, the Company will deposit the net
balance of the unearned premium reserve less ceding
commission and less Reinsurers' Margin in a notional
Funds Withheld Account.
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FIRST PROFESSIONALS INSURANCE COMPANY NET ACCOUNT QUOTA SHARE REINS. AGMT.
2. At inception and within 15 days following at the
close of each calendar quarter thereafter, the
Company will pay in cash to the Reinsurers the
Reinsurers' Margin calculated as per A. 2. above.
3. Within 15 days at the close of each quarter, the
balance of A. 1. minus A. 2. and minus A. 3. above
as respects that quarter will be:
a. Credited to the Funds Withheld Account
(unless the Funds Withheld Account has been
transferred to the Reinsurers);
b. Debited, if a negative number, to the Funds
Withheld Account to the extent the Funds
Withheld Account Balance is sufficient to
absorb the debit without becoming a negative
number;
c. Paid in cash by the Reinsurers to the extent
the Funds Withheld Account Balance is not
sufficient to absorb the debit without
becoming a negative number;
d. If the Funds Withheld Account has been
transferred to the Reinsurers, paid to or (if
a negative number) collected from the
Reinsurers.
4. At 15 days after December 31, 2002, and at 15 days
after each June 30 and December 31 thereafter so
long as a sufficient balance remains in the Funds
Withheld Account, A. 4. of Reports for the two
quarters ending at the date in question will be
debited to the Funds Withheld Account.
5. If, at any time, the Funds Withheld Account Balance
has been exhausted by payments of loss and loss
expense or if the Funds Withheld Account Balance has
been transferred to the Reinsurers, the Reinsurers
will pay all subject losses and loss expenses as
paid and presented by the Company on a annual basis
within 15 days at each June 30.
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FIRST PROFESSIONALS INSURANCE COMPANY NET ACCOUNT QUOTA SHARE REINS. AGMT.
FUNDS WITHHELD
ACCOUNT AND
FUNDS WITHHELD
ACCOUNT
BALANCE: The Company will establish a notional Funds Withheld Account at
inception hereof, which will then be adjusted quarterly and
maintained until there is a complete and final release of all the
Reinsurers' obligations to the Company under this Agreement. No
sums will be due the Company in cash under this Agreement from the
Reinsurers so long as the Funds Withheld Account Balance is
positive.
The Funds Withheld Account Balance for each calendar quarter will
be calculated 15 days from the ending date for that calendar
quarter, and will be determined as follows:
A. Beginning balance; plus
B. Reinsurance premium ceded during the quarter; less
C. Loss and loss expense due from the Reinsurers during
the quarter, if applicable; less
X. Xxxxxx commission on B. above; less
X. Xxxxxxxxxx Margin on B. above; plus
F. Interest Credit earned during the quarter, if the
Funds Withheld Account Balance is positive.
The beginning balance at inception hereof will be the unearned
premium at inception on Section A business less ceding commission
and less Reinsurers' Margin.
TERMINATION
OF FUNDS
WITHHELD
ACCOUNT: In the event that any one of the following occurs:
A. The Company's statutory policyholders surplus falls
below 75% of its value as at July 1, 2002; or
B. The Company's ownership or senior management changes;
or
C. The Company's rating by A. M. Best falls below B++; or
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FIRST PROFESSIONALS INSURANCE COMPANY NET ACCOUNT QUOTA SHARE REINS. AGMT.
D. The Company is ordered by the insurance department of
any of the states named in the Territory Section to
stop writing business; then
the Reinsurers may, at their sole discretion, demand
either:
A. Immediate transfer of the Funds Withheld Account
Balance to the Reinsurers; or
B. That the Funds Withheld Account Balance be
transferred to a trust funds within 14 days after
such demand is made, in which case the Company will
maintain the trust fund balance to be equal to the
amount called for in the Funds Withheld Account
Balance Section at each quarter end.
If the Reinsurers demand either A. or B. immediately
above and the Company does not fulfill the demand
called for by the Reinsurers, the Reinsurers will have
the right to commutation in accordance with the
Commutation Section.
INTEREST
CREDIT: Commencing at inception and each quarter thereafter, the Company
will credit interest to the Funds Withheld Account Balance at an
annual interest rate of 5.5%. Notwithstanding anything to the
contrary contained elsewhere in this Agreement, if the Funds
Withheld Account Balance is transferred to a trust fund pursuant to
the Termination Of Funds Withheld Account Section, the Company will
make every effort to maintain interest accrued in the trust fund at
a 5.5% annual rate.
DEFINITIONS: A. "Claims made" will mean those claims first made against the
insured during the policy period and occurring on or after
the retroactive date, if any. The date on which a claim is
made or reported will be understood to be the earlier of
the date on which a written notice of claim is received by
the Company, or a report by telephone is made to the
Company by the insured or its representative. Claim made
dates for claims made during any extended reporting period
for which the Reinsurers are liable hereunder will be
deemed to be the last in-force day of the original policy
period.
B. "Extended reporting endorsement" will mean the endorsement
or other document issued by the Company on a claims made
policy that grants extended reporting period coverage, and
will include:
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FIRST PROFESSIONALS INSURANCE COMPANY NET ACCOUNT QUOTA SHARE REINS. AGMT.
1. Optional extended reporting endorsements purchased
at the expiration of modified claims made policies;
and
2. Coverage granted under the Company's policies for
deceased, disabled, and retired insureds, and other
withdrawing insureds.
The obligations of the Reinsurers under this Agreement will
follow that of the Company as respects all extended
reporting endorsements.
C. "Extended reporting period" will mean a time period after
a claims made policy's termination date within which claims
may be made with respect to occurrences happening between
the original retroactive date, if any, and the original
termination date of the policy.
D. "Gross net written premium" will mean the gross written
premium of the Company for the business covered hereunder,
plus additions, less return premium for cancellations and
less premium for reinsurance that inures to the benefit
of this Agreement.
E. "Insured" will mean each person or group subject to a
separate limit of liability under the Company's policy.
F. "Loss" will mean the amount of any settlement, award, or
judgment the Company has paid or has become liable to
pay under policies reinsured hereunder, including:
plaintiff's attorney fees to the extent that such fees
are included within the limit of the Company's policy; and
interest accrued prior to final judgment if included as
part of loss on reinsured policies.
Loss will not include loss expense, which will be
apportioned between the Company and the Reinsurers in
proportion to their respective interests in the loss as
such interests finally appear.
All inuring reinsurance whether recovered or not, and all
other recoveries and subrogations which are actually
received by the Company, will be first deducted to arrive
at the amount of the loss hereunder. All salvages,
recoveries, or reinsurance received subsequent to any loss
settlement hereunder will be applied as if received prior
to the settlement, and all necessary adjustments will be
made by the parties hereto. Nothing, however, in this
definition will be construed as meaning that
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FIRST PROFESSIONALS INSURANCE COMPANY NET ACCOUNT QUOTA SHARE REINS. AGMT.
losses are not recoverable hereunder until the final
amount of the Company's loss has been ascertained.
G. "Loss expense" will mean all expenses incurred by the
Company in the investigation, appraisal, adjustment,
litigation, and defense of claims under policies reinsured
hereunder, including court costs, interest accrued prior to
judgment if included as part of expense on reinsured
policies, and interest accrued after final judgment, but
excluding internal office expenses, salaries, per diem,
and other remuneration of regular Company employees.
H. "Retroactive date" will mean the date prescribed in the
Company's claims made policy, which is the earliest date
losses can actually occur for which an insured can claim
coverage.
COMMUTATION: The Company has the option, upon 30 days prior written notice to
the Reinsurers, to commute this Agreement at the end of any
calendar quarter thereafter, provided the Funds Withheld Account
Balance is positive.
The Reinsurers have the option, without prior notice to the
Company, to commute this Agreement in its entirety at any time if
the provisions of the final paragraph of the Termination Of Funds
Withheld Account Section become operative.
At Commutation, if the Funds Withheld Account Balance is positive,
the Reinsurers will release to the Company a return premium equal
to the Funds Withheld Account Balance.
In consideration of the above-mentioned release of the return
premium, the Reinsurers will be released from all current and
future liabilities under this Agreement.
MAINTENANCE
FEE: In the event this Agreement is not commuted by July 1, 2007, the
Company will pay the Reinsurer an annual fee of $150,000 for each
year (or fraction thereof) this Agreement is not commuted.
WARRANTIES: The Company warrants that:
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FIRST PROFESSIONALS INSURANCE COMPANY NET ACCOUNT QUOTA SHARE REINS. AGMT.
A. All Professional Liability coverage subject to this
Agreement will be issued on a claims made form.
B. The inuring reinsurance in place at the inception of this
Agreement will be deemed to be in effect during the Term of
this Agreement, unless prior written consent of the
Reinsurers is obtained.
RESERVES AND
FUNDING: Letter of credit and/or trust agreements required from unauthorized
Reinsurers for outstanding losses and loss expenses, recoverables,
XXXX as carried on the Company's books, and unearned premium. The
cost of any such funding will be paid by the Company.
EXCLUSIONS: As attached.
OTHER
CONDITIONS: Access to Records
Amendments
Aon Re Inc. Intermediary Clause
Arbitration
Currency-- U.S. dollars
Delays, Errors, or Omissions
Insolvency
Offset-- All agreements between the Company and the Reinsurers
(and affiliated companies) where Aon Re Inc. is the
Intermediary
Service of Suit
Settlements
Subrogation
Taxes (Federal Excise Tax; if any, to be paid by the Company)
ESTIMATED
GROSS
NET WRITTEN
PREMIUM: Estimated subject gross unearned premium reserve at July 1, 2002:
$48,543,003
Estimated 2002 subject Gross Net Written Premium: $66,645,015
Estimated 2003 subject Gross Net Written Premium: $84,372,509
In accordance with your instructions, we have placed reinsurance with the
Reinsurers listed hereon, subject to the terms and conditions hereinabove
stated. We ask that you promptly advise
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FIRST PROFESSIONALS INSURANCE COMPANY NET ACCOUNT QUOTA SHARE REINS. AGMT.
us if the terms, conditions, or Reinsurers vary in any respect from your
instructions. Aon Re Inc. will not be responsible for the financial or other
obligations of any Reinsurers. Should you desire financial information regarding
the Reinsurers listed hereon, please contact us and we will furnish it.
The Reinsurer's obligations under this Agreement are several and not joint and
are limited solely to the extent of their individual participations. The
Reinsurers are not responsible for the participation of any co-subscribing
Reinsurer who for any reason does not satisfy all or part of its obligations.
REINSURED WITH:
COMPANY NAME FEIN# SECTION A SECTION B
Non-Domestic Companies
E+S Reinsurance (Ireland) Limited AA-1780017 20.00% 20.00%
Hannover Reinsurance (Ireland) Ltd. AA-1780023 80.00% 80.00%
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Total Non-Domestic Companies 100.00% 100.00%
Total All Participants 100.00% 100.00%
Assuming that you find everything in order, please indicate your acceptance and
approval by signing and returning this Final Placement Slip to Aon Re Inc.
ACCEPTED &
APPROVED: /s/ Xxxxx X. Xxxxx
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REFERENCE
NUMBER: DATED: August 1, 2002
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(For processing purposes it is important that you provide your Company's
reference number for this program.)
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FIRST PROFESSIONALS INSURANCE COMPANY NET ACCOUNT QUOTA SHARE REINS. AGMT.
EXCLUSIONS
This Agreement does not apply to and specifically excludes the
following:
A. Any reinsurance assumed by the Company.
B. Notwithstanding any other provision of this Agreement, the Reinsurers
will not be liable to the Company for any extra contractual obligations
or losses in excess of policy limits as defined hereinbelow.
"Extra contractual obligations" as used in this Agreement will mean those
liabilities of the Company together with any legal costs and expenses
incurred in connection therewith, paid or payable by the Company as a
result of an action against it or its reinsured, by any insured or
reinsured, the assignee of any insured or reinsured, or a third party
claimant, which arise from the handling of any claim on any insurance
contract, such liabilities arising because of, but not limited to, the
following: failure by the Company or its reinsured to settle within the
policy limit, or by reason of alleged or actual negligence, fraud, or bad
faith in rejecting an offer of settlement or in the preparation of the
defense or in the trial of any action against its insured or reinsured or
in the preparation or prosecution of an appeal consequent upon such
action.
"Losses in excess of policy limits" as used in this Agreement will mean
those losses of the Company or its reinsured in excess of the limit of
any contract of insurance or reinsurance hereunder, such loss in excess
of the limit having been incurred because of failure by the Company or
its reinsured to settle within the policy limit or by reason of alleged
or actual negligence, fraud, or bad faith in rejecting an offer of
settlement or in the preparation of the defense or in the trial of any
action against its insured or reinsured or in the preparation or
prosecution of an appeal consequent upon such action.
No inference will be drawn from the foregoing exclusion of liabilities
that this Agreement or any portion of this Agreement otherwise covers
such liabilities in the absence of said exclusion.
C. Declaratory judgment expense. "Declaratory judgment expense" will mean
all expenses which are incurred by the Company in direct connection with
declaratory judgment actions brought to determine the Company's policy
obligations, and which are allocable to specific claims alleged against
policies subject to this Agreement. Declaratory judgment expense will be
deemed to have been incurred by the Company on the date of the actual or
alleged claim giving rise to the declaratory judgment action.
D. Ex gratia payments. "Ex gratia payments" will mean all settlements of
losses tendered but not covered under the Company's policies, which
policies are
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FIRST PROFESSIONALS INSURANCE COMPANY NET ACCOUNT QUOTA SHARE REINS. AGMT.
otherwise reinsured hereunder. Ex gratia payments will not include
settlements of losses that arguably are within the contemplation of
coverage under the Company's policies reinsured hereunder, nor
settlements made to avoid costs that could be incurred in connection with
potential or actual litigation relating to coverage issues arising under
the Company's policies reinsured hereunder.
E. All business classified by the Company as Health Care Facilities
Liability, including Hospital Liability.
F. Business classified by the Company as Non-Standard Risks.
G. All claims arising from wrongful or unauthorized disclosure of patient
confidential or privileged medical information.
H. All claims made under the Broad Form Investigation Defense Coverage Part
of the Medical Professional Liability Insurance Policy.
I. Non-owned Auto and Owners, Landlords, and Tenants Coverage.
J. Managed Care Errors & Omissions.
X. Directors' & Officers' Liability.
L. All liability of the Company arising by contract, operation of law, or
otherwise, from its participation or membership, whether voluntary or
involuntary, in any insolvency fund. "Insolvency fund" includes any
guaranty fund, insolvency fund, plan, pool, association, fund, or other
arrangement, howsoever denominated, established, or governed, that
provides for any assessment of or payment or assumption by the Company of
part or all of any claim, debt, charge, fee, or other obligation of an
insurer, or its successors or assigns, which has been declared by any
competent authority to be insolvent, or which is otherwise deemed unable
to meet any claim, debt, charge, fee, or other obligation in whole or in
part.
M. Any liability accruing to the Company as a member of any pool,
association, or syndicate.
N. No liability will attach hereto in respect of any loss which is
occasioned by war, invasion, hostilities, acts of foreign enemies, civil
war, rebellion, insurrection, military or usurped power, or martial law
or confiscation by order of any government or public authority.
This War Exclusion will not, however, apply to losses which occur within
the territorial limits of the United States of America (comprising the
fifty states of the Union and the District of Columbia and including
Bridges between the U.S.A. and Mexico provided they are under United
States ownership), Canada, St. Pierre
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FIRST PROFESSIONALS INSURANCE COMPANY NET ACCOUNT QUOTA SHARE REINS. AGMT.
and Miquelon, provided such losses are insured under policies,
endorsements, or binders containing a war or hostilities or warlike
operations exclusion clause.
O. Nuclear Incident as per the Nuclear Incident Exclusion Clause--
Liability-- U.S.A. attaching to and forming a part of this Agreement.
P. The Company's liability for any dividends.
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FIRST PROFESSIONALS INSURANCE COMPANY NET ACCOUNT QUOTA SHARE REINS.AGMT
Please indicate your desired participation by signing and returning one (1) copy
of this Placement Slip to Aon Re Inc. at 000 Xxxxxxx Xxxxxx, 00xx Xxxxx, Xxx
Xxxxxxxxx, Xxxxxxxxxx 00000.
REINSURER: Hannover Reinsurance (Ireland) Limited E+S Reinsurance (Ireland)
Limited
THRU:
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AUTHORIZED 100% Split 80%, 20% REFERENCE
PERCENTAGE: Respectively, as below NUMBER:
-------------------------
BY: /s/ DATED: 31 July 2002
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(For processing purposes it is important that you provide your Company's
reference number for this program)
SEAL: Hannover Reinsurance (Ireland) Limited E+S Reinsurance (Ireland) Limited
80% 20%
