OCI Approval Standard definition

OCI Approval Standard shall be satisfied with respect to any matter, action or transaction if OCI has determined in its sole and absolute discretion that such matter, action or transaction does not violate the law, is reasonable and fair to the interests of AAC, and protects and is equitable to the interests of AAC policyholders generally. Matters, actions or transactions that require cash payments or asset transfers by AAC or one of its Subsidiaries of amounts less than $15,000,000 in any twelve-month period and involve the incurrence of obligations or commitments of less than $15,000,000 (in each case, measured per matter, action or transaction or, in the case of related matters, actions or transactions, in the aggregate) and, in the case of Section 3.04(e)(iii), less than $50,000,000 in any twelve-month period, shall be deemed to have satisfied such standard.

Examples of OCI Approval Standard in a sentence

  • In addition, if at any time fewer than two members of the board of directors of AAC are Unaffiliated Qualified Directors, those actions specified in this Agreement as requiring the approval of the Unaffiliated Qualified Directors may be taken (i) upon the approval of the remaining Unaffiliated Qualified Director (if any) and (ii) if they satisfy the OCI Approval Standard.

  • Section 3.04(h)(ii) of the BSA shall be amended and restated in its entirety to read as follows: solely with respect to AAC, merge, consolidate or amalgamate with any other Person (except for where AAC is the surviving entity, between AAC and its wholly-owned Subsidiaries); and solely with respect to Everspan Financial Guarantee Corp., merge, consolidate or amalgamate with any Person other than AAC or a wholly-owned Subsidiary thereof unless such merger meets with the OCI Approval Standard.