Examples of Reinsurance Manager in a sentence
None of the services to be provided under this Agreement nor any other matter shall give rise to any fiduciary or equitable duties (to the fullest extent permitted by Applicable Requirements) which would prevent or hinder the Reinsurance Manager, its Affiliates or their respective directors, officers, employees and agents (each an “Interested Party”) from providing services to or entering into transactions with or for Parent and its subsidiaries.
Parent and its subsidiaries waive any claim based on any conflict of interest on the part of the Reinsurance Manager or its employees arising from any Affiliate of the Reinsurance Manager carrying on business similar to that of Parent and its subsidiaries or providing similar services to any other Persons, including competitors of Parent or its subsidiaries.
The Parties agree that if the Reinsurance Manager is requested by Parent or Blue Capital Re to continue to manage Blue Capital Re upon the termination of this Agreement, the Reinsurance Manager will continue to be compensated in accordance with the terms of Article VI hereof for the provision of run-off management services by the Reinsurance Manager following the termination of this Agreement.
Within 45 calendar days following the last day of each fiscal quarter, the Reinsurance Manager shall make available the quarterly calculation of the Management Fee to Parent with respect to such quarter, and Parent shall pay the Reinsurance Manager the Performance Fee for such quarter in cash within 15 Business Days thereafter.
The Reinsurance Manager shall not be responsible for and shall have no duty to provide legal counsel, investment management or advice (other than with respect to cash and collateral accounts), tax advice or independent auditing services under this Agreement.
The panel shall be composed of three arbitrators, one arbitrator shall be chosen by Parent, one arbitrator shall be chosen by the Reinsurance Manager and one arbitrator shall be chosen by the mutual agreement of the two arbitrators selected by each of Parent and the Reinsurance Manager.
The Reinsurance Manager or Parent may elect not to renew this Agreement at the expiration of the initial term or any renewal term for any or no reason, upon not less than nine, but not more than 12, months’ written notice to the other prior to the end of such initial term or renewal term, as applicable.
If the Parties have not resolved such dispute in writing within 45 days of receipt of such written notice by the other Parties, Parent and the Reinsurance Manager shall each select an arbitrator within 30 days after the expiration of such 45-day period.
If either Parent or the Reinsurance Manager fails to appoint its arbitrator within such 30-day period, Parent or the Reinsurance Manager, as applicable, shall also appoint such Party’s arbitrator.
The Reinsurance Manager shall take reasonable steps to ensure fair treatment for Parent and its subsidiaries, and shall ensure that any such transactions are effected on terms which are not materially less favorable to Parent and its subsidiaries than if the potential conflict had not existed.