0001193125-10-122169 Sample Contracts

10% COINSURANCE ECONOMIC TRUST AGREEMENT Dated as of March 29, 2010 among PRIME REINSURANCE COMPANY, INC. as Grantor, PRIMERICA LIFE INSURANCE COMPANY, INC. as Beneficiary and THE BANK OF NEW YORK MELLON as Trustee
Trust Agreement • May 17th, 2010 • Primerica, Inc. • Life insurance • Massachusetts

This 10% COINSURANCE ECONOMIC TRUST AGREEMENT (together with any and all exhibits, this “Agreement”) dated March 29, 2010, made by and among Prime Reinsurance Company, Inc., a Vermont special purpose financial captive insurance company (the “Grantor”), Primerica Life Insurance Company, a Massachusetts-domiciled stock life insurance company (the “Beneficiary”), and The Bank of New York Mellon, a banking corporation organized under the laws of the State of New York, as trustee (in such capacity, the “Trustee”) (the Grantor, the Beneficiary and the Trustee are hereinafter each sometimes referred to individually as a “Party” and collectively as the “Parties”).

Sample 1Sample 2Sample 3See All (4)
AutoNDA by SimpleDocs
INTERCOMPANY AGREEMENT by and between PRIMERICA, INC. (formerly named PUCK HOLDING COMPANY, INC.) and CITIGROUP INC. Dated as of April 7, 2010
Intercompany Agreement • May 17th, 2010 • Primerica, Inc. • Life insurance • New York

INTERCOMPANY AGREEMENT, dated as of April 7, 2010, by and between PRIMERICA, INC. (formerly named Puck Holding Company, Inc.), a Delaware corporation (“Primerica”), and CITIGROUP INC., a Delaware corporation (“Citigroup”).

Sample 1Sample 2
90% COINSURANCE AGREEMENT by and between NATIONAL BENEFIT LIFE INSURANCE COMPANY (the “Ceding Company”) and AMERICAN HEALTH AND LIFE INSURANCE COMPANY (the “Reinsurer”) Dated March 31, 2010
90% Coinsurance Agreement • May 17th, 2010 • Primerica, Inc. • Life insurance • New York

This 90% COINSURANCE AGREEMENT (together with the Exhibits hereto, this “Agreement”) is made on this the 31st day of March, 2010 by and between NATIONAL BENEFIT LIFE INSURANCE COMPANY, a stock life insurance company domiciled in the State of New York (together with its successors and permitted assigns, the “Ceding Company”) and AMERICAN HEALTH AND LIFE INSURANCE COMPANY, a stock life insurance company domiciled in the State of Texas (together with its successors and permitted assigns, the “Reinsurer”).

Sample 1Sample 2
CAPITAL MAINTENANCE AGREEMENT
Capital Maintenance Agreement • May 17th, 2010 • Primerica, Inc. • Life insurance • New York

This CAPITAL MAINTENANCE AGREEMENT (this “Capital Agreement”) dated as of March 31, 2010 (the “Effective Date”) is made by and between CITIGROUP INC., a Delaware corporation (the “Obligor”), and PRIME REINSURANCE COMPANY, INC., a special purpose financial captive insurance company domiciled in the State of Vermont (“Prime Re”).

Sample 1Sample 2
LONG-TERM SERVICES AGREEMENT by and between CITILIFE FINANCIAL LIMITED and PRIMERICA LIFE INSURANCE COMPANY Dated as of April 7, 2010
Long-Term Services Agreement • May 17th, 2010 • Primerica, Inc. • Life insurance • New York

This LONG-TERM SERVICES AGREEMENT (this “Agreement”), dated as of April 7, 2010 (the “Effective Date”), by and between CITILIFE FINANCIAL LIMITED, an Irish life insurance company (“CitiLife”), and PRIMERICA LIFE INSURANCE COMPANY, a Delaware corporation (“Primerica,” together with CitiLife, the “Parties,” and each individually a “Party”).

Sample 1Sample 2
COINSURANCE AGREEMENT by and between PRIMERICA LIFE INSURANCE COMPANY OF CANADA (the “Ceding Company”) FINANCIAL REASSURANCE COMPANY 2010, LTD (the “Reinsurer”) DATED March 31, 2010
Coinsurance Agreement • May 17th, 2010 • Primerica, Inc. • Life insurance • Ontario

This COINSURANCE AGREEMENT (together with the Exhibits hereto, this “Agreement”) is made by and between PRIMERICA LIFE INSURANCE COMPANY OF CANADA, a life insurance company incorporated under the Insurance Companies Act (Canada) (together with its successors and permitted assigns, the “Ceding Company”) having its principal business office located at 2000 Argentia Road, Plaza V, Suite 300, Mississauga, Ontario L5N 2R7 and Financial Reassurance Company 2010, Ltd, a reinsurance company incorporated in Bermuda and registered as an insurer pursuant to the Insurance Act 1978 of Bermuda (together with its successors and permitted assigns, the “Reinsurer”) having its registered office located at the Emporium Building, 69 Front Street, Hamilton HM 12, Bermuda.

Sample 1Sample 2
Primerica, Inc. 5.5% Notes due March 31, 2015 Note Agreement Dated April 1, 2010
Note Agreement • May 17th, 2010 • Primerica, Inc. • Life insurance • New York

Primerica, Inc., a Delaware corporation (the “Company”), and each Subsidiary of the Company listed on the signature pages from time to time hereto with respect to Section 18.11 (the “Subsidiary Guarantors”), agrees with Citigroup Insurance Holding Corporation, a Georgia corporation (the “Purchaser””), as follows:

Sample 1Sample 2
REGISTRATION RIGHTS AGREEMENT by and among CITIGROUP INSURANCE HOLDING CORPORATION, WARBURG PINCUS PRIVATE EQUITY X, L.P., WARBURG PINCUS X PARTNERS, L.P. and PRIMERICA, INC. Dated as of April 7, 2010
Registration Rights Agreement • May 17th, 2010 • Primerica, Inc. • Life insurance • New York

REGISTRATION RIGHTS AGREEMENT, dated as of April 7, 2010, by and among Primerica, Inc., a Delaware corporation (the “Company” or “Primerica”), Warburg Pincus Private Equity X, L.P., a Delaware limited partnership, Warburg Pincus X Partners, L.P. , a Delaware limited partnership (together with Warburg Pincus Private Equity X L.P., “Warburg”), and Citigroup Insurance Holding Corporation, a Georgia corporation (“Citi”).

Sample 1Sample 2
TRANSITION SERVICES AGREEMENT by and between CITIGROUP INC. and PRIMERICA, INC. Dated as of April 7, 2010
Transition Services Agreement • May 17th, 2010 • Primerica, Inc. • Life insurance • New York

This TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of April 7, 2010 (the “Effective Date”), by and between CITIGROUP INC., a Delaware corporation (“Citi”), and PRIMERICA, INC., a Delaware corporation (“Primerica,” together with Citi, the “Parties,” and each individually a “Party”).

Sample 1Sample 2
10% COINSURANCE AGREEMENT by and between PRIMERICA LIFE INSURANCE COMPANY (the “Ceding Company”) and PRIME REINSURANCE COMPANY, INC. (the “Reinsurer”) Dated March 31, 2010
10% Coinsurance Agreement • May 17th, 2010 • Primerica, Inc. • Life insurance • Massachusetts

This 10% COINSURANCE AGREEMENT (together with the Exhibits hereto, this “Agreement”) is made on this the 31st day of March, 2010 by and between PRIMERICA LIFE INSURANCE COMPANY, a stock life insurance company domiciled in the Commonwealth of Massachusetts (together with its successors and permitted assigns, the “Ceding Company”) and PRIME REINSURANCE COMPANY, INC., a special purpose financial captive insurance company domiciled in the State of Vermont (together with its successors and permitted assigns, the “Reinsurer”).

Sample 1Sample 2
TAX SEPARATION AGREEMENT
Tax Separation Agreement • May 17th, 2010 • Primerica, Inc. • Life insurance • New York

This agreement, dated as of March 30, 2010 (“Agreement”), is entered into by and between Citigroup Inc., a Delaware corporation (“Citigroup”), and Primerica, Inc. (formerly named Puck Holding Company, Inc.), a Delaware corporation (“Primerica”).

Sample 1Sample 2
MONITORING AND REPORTING AGREEMENT1
Monitoring and Reporting Agreement • May 17th, 2010 • Primerica, Inc. • Life insurance • Massachusetts

This MONITORING AND REPORTING AGREEMENT, dated as of March 31, 2010 (this “Agreement”) is entered into by and among Primerica Life Insurance Company, a Massachusetts life insurance company (“PLIC”) and Prime Reinsurance Company, Inc. a Vermont special purpose financial captive insurance company (“Prime Re”).

Sample 1Sample 2
COMMON STOCK EXCHANGE AGREEMENT
Common Stock Exchange Agreement • May 17th, 2010 • Primerica, Inc. • Life insurance • Delaware

COMMON STOCK EXCHANGE AGREEMENT (the “Agreement”), dated as of April 15, 2010, by and among Primerica, Inc., a Delaware corporation (the “Company”), Warburg Pincus LLC, a Delaware limited liability company (“Warburg LLC”), and Warburg Pincus & Co., a Delaware corporation (together with Warburg LLC, “Warburg”).

Sample 1Sample 2
80% COINSURANCE AGREEMENT by and between PRIMERICA LIFE INSURANCE COMPANY (the “Ceding Company”) and PRIME REINSURANCE COMPANY, INC. (the “Reinsurer”) Dated March 31, 2010
80% Coinsurance Agreement • May 17th, 2010 • Primerica, Inc. • Life insurance • Massachusetts

This 80% COINSURANCE AGREEMENT (together with the Exhibits hereto, this “Agreement”) is made on this the 31st day of March, 2010 by and between PRIMERICA LIFE INSURANCE COMPANY, a stock life insurance company domiciled in the Commonwealth of Massachusetts (together with its successors and permitted assigns, the “Ceding Company”) and PRIME REINSURANCE COMPANY, INC., a special purpose financial captive insurance company domiciled in the State of Vermont (together with its successors and permitted assigns, the “Reinsurer”).

Sample 1Sample 2
MONITORING AND REPORTING AGREEMENT
Monitoring and Reporting Agreement • May 17th, 2010 • Primerica, Inc. • Life insurance • Ontario

This MONITORING AND REPORTING AGREEMENT, dated as of March 31, 2010 (this “Agreement”) is entered into by and among Primerica Life Insurance Company of Canada, a life insurance company incorporated under the Insurance Companies Act (Canada) (“PLICC”) and Financial Reassurance Company 2010 Ltd, a reinsurance company incorporated in Bermuda and registered as an insurer pursuant to the Insurance Act 1978 of Bermuda (“FRAC”).

Sample 1
80% COINSURANCE TRUST AGREEMENT Dated as of March 29, 2010 among PRIME REINSURANCE COMPANY, INC. as Grantor, PRIMERICA LIFE INSURANCE COMPANY as Beneficiary and THE BANK OF NEW YORK MELLON as Trustee
80% Coinsurance Trust Agreement • May 17th, 2010 • Primerica, Inc. • Life insurance • Massachusetts

This 80% COINSURANCE TRUST AGREEMENT (together with any and all exhibits, this “Agreement”) dated March 29, 2010, made by and among Prime Reinsurance Company, Inc., a Vermont special purpose financial captive insurance company (the “Grantor”), Primerica Life Insurance Company, a Massachusetts-domiciled stock life insurance company (the “Beneficiary”), and The Bank of New York Mellon, a banking corporation organized under the laws of the State of New York, as trustee (in such capacity, the “Trustee”) (the Grantor, the Beneficiary and the Trustee are hereinafter each sometimes referred to individually as a “Party” and collectively as the “Parties”).

Sample 1
MONITORING AND REPORTING AGREEMENT
Monitoring and Reporting Agreement • May 17th, 2010 • Primerica, Inc. • Life insurance • New York

This MONITORING AND REPORTING AGREEMENT, dated as of March 31, 2010 (this “Agreement”) is entered into by and among National Benefit Life Insurance Company, a New York life insurance company (“NBLIC”) and American Health and Life Insurance Company, a Texas life insurance company (“AHL”).

Sample 1
INDEX
Trust Agreement • May 17th, 2010 • Primerica, Inc. • Life insurance • Ontario

NOW THEREFORE in consideration of the premises and the mutual covenants and agreements contained in the Agreement, the parties hereto agree with one another as follows:

Sample 1
Note
Note Agreement • May 17th, 2010 • Primerica, Inc. • Life insurance • New York

THIS NOTE HAS BEEN ACQUIRED WITHOUT A VIEW TO DISTRIBUTION AND HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (AS AMENDED, THE “ACT”), OR UNDER STATE SECURITIES LAWS. NO TRANSFER, SALE, ASSIGNMENT, PLEDGE, HYPOTHECATION OR OTHER DISPOSITION OF THIS NOTE MAY BE MADE UNLESS (A) REGISTERED OR EXEMPT FROM REGISTRATION UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS AND (B) THE CONDITIONS CONTAINED IN THE NOTE AGREEMENT REFERRED TO BELOW ARE SATISFIED.

Sample 1
Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!