Examples of Assuming company in a sentence
Such filings will include, without limitation, filings related to the establishment by the Assuming Company of the Assuming Company Separate Accounts to mirror the existing Ceding Company Separate Accounts for the Novation Subject Contracts that constitute Variable Annuity Reinsured Contracts, new registration statements, prospectus supplements and/or disclosures relating to the Novation.
On and after the date hereof, the Ceding Company and the Assuming Company shall, and shall cause their respective Affiliates to, take all reasonably appropriate action and execute any additional documents, instruments or conveyances of any kind which may be reasonably necessary to carry out any of the provisions of this Agreement and consummate any of the transactions contemplated by this Agreement.
Prior to any such filing or response, the Ceding Company shall afford the Assuming Company the opportunity to review such filing or response, as applicable, and shall incorporate any reasonable input received from the Assuming Company.
Neither the Ceding Company nor the Assuming Company will assess any fee or charge in connection with the transfer of Fund shares.
Any out-of-pocket expenses associated with obtaining the Investment Agreement Arrangements shall be borne by the Assuming Company.
The Assuming Company substitutes itself as of the applicable Effective Time in the place and stead of the Ceding Company and the Policyholder may thereafter disregard the Ceding Company as a party thereto and treat the Assuming Company as if it had been originally obligated thereunder.
If any act or failure to act by a Party results in delays in the transfer of Fund shares or otherwise results in adjustments having to be made to Separate Account Assets transferred to the Assuming Company Separate Accounts, such Party shall bear all costs related to such adjustments.
The Policyholder Notice shall clearly identify the Assuming Company as the party making the exchange offer to the Policyholders.
On the date during which the applicable Effective Time for such Novated Contracts occurs, the Ceding Company shall transfer to the Assuming Company assets with a Statutory Book Value equal to the Funds Withheld Account Balance or NI Modco Accounts Balance, as applicable, with respect to such Novated Contracts.
Upon the terms and subject to the conditions and other provisions of this Agreement (including the exception process set forth in Section 2.7 hereof), as of the applicable Effective Times for the Novations, the Ceding Company shall cede, assign, transfer and sell to the Assuming Company, by way of assumption reinsurance, all rights and benefits under the Novated Contracts, and the Assuming Company shall accept thereunder and assume, by way of assumption reinsurance, all such rights and benefits.