Exhibit 10.52


 


Application
Supplement


Conditional Interim Coverage Agreement


Paragon Life Insurance Company (“Company”)


St. Louis, MO 63105


 


Proposed Contractholder (“Employer”) Worldspan L.P.


 


Subject to the following terms and conditions, the Company agrees to
provide insurance coverage on a certain group of the Employer’s full-time
employees (hereafter called “Executive”). 
This coverage is pursuant to the Application for Group Life Insurance
submitted by the Employer.  Attached to
this agreement, and made part of it, is a Minimum Premium Summary listing each
proposed insured’s name, date of birth, social security number, insurance
amount, and minimum monthly premium. 
For coverage to be effective for the following month during this
agreement, the premium must be received by the Company at its Home Office prior
to the first of the month for which coverage is to be provided.  Coverage is subject to the Company’s
underwriting evaluation and there is no guarantee that excess coverage will be
issued.


 


Amount of Interim Binder Coverage


 


If a covered person dies while this binder coverage is in force, the
Company will pay the amount of guaranteed issue coverage plus any guaranteed to
issue coverage shown in the attached Minimum Premium Summary.  The guaranteed issue coverage shall not
exceed the applicable guaranteed issue limit shown in the attachment.  The guaranteed to issue coverage shall not
exceed $1,000,000 less any guaranteed issue coverage and any prepaid pending or
inforce coverage in the Company.


 


When Interim Coverage Begins


 


Interim coverage will begin on June 1, 2003 at 12:01 a.m. Central
Daylight time (which will hereafter be referred to as “Coverage Date”) subject
to the receipt of a premium which is no less than shown on the Minimum Premium
Summary and the signed application(s) referenced above.  Interim Coverage may also apply to new
additions to the Minimum Premium Summary for newly eligible Executives until
termination of the Agreement.  New
additions will have Coverage Date be their respective date of eligibility.


 


When Interim Coverage Ends


 


Interim coverage will end (“Termination Date”) on the earliest of:


 


A.                                   90 days from the inception of Coverage
Date; and


 


 

















 


 


B.                                     Concurrently with the delivery of a
policy certificate to either the Employer or an Executive; and


 


C.                                     Termination of this Agreement.


 


Termination of Agreement


 


This agreement may be terminated by Company or Employer upon 30 days
written notice to either party.


 


Conditions of Interim Coverage


 


1.                                       It is understood that for a period from
Coverage Date until Termination Date and in consideration of an advance premium
which will not be less than shown in the attached Minimum Premium Summary that
the insurance will be in force for the amounts shown on the life of each
Executive which has been named in said summary.


 


2.                                       Coverage for amounts in excess of the
amounts otherwise available within standard underwriting limits not to exceed
$1 million per life are not covered under this agreement and will be effective
only on the policy effective date of issue after underwriting approval by
Paragon Life and the receipt of the premium by the Company.


 


3.                                       It is agreed that should the Employer
decide not to proceed with Group Contract or to accept issued certificates that
the advance premium will be returned without interest and reduced by the cost
of insurance for the term period that coverage was provided by this Agreement.


 


4.                                       The Employer represents that each
Executive named in the Minimum Premium Summary is a full-time employee of the
Employer or affiliate whose normal work week is at least 30 hours a week.  The Employer also represents that none of
the Executives is receiving, or is entitled to receive, disability income from
any of the Employer’s disability income or retirement programs.


 


5.                                       The immediate beneficiary and owner for
each Executive named in the Minimum Premium Summary shall be the same as that
shown on the Employer records for group insurance coverages if being replaced
by the Employer.  If none exists, the
beneficiary shall be the Estate of the named Executive and ownership shall be
the named Executive.  These beneficiary
and ownership provisions will stand until confirmed or changed on the
individual application.  If an
individual application is not received prior to the Termination Date, interim
coverage will cease, and further coverage will be provided on the
Executive.  Any premium for such
coverage will cease accordingly.


 

















 


6.                                       The Company agrees to issue a policy
certificate to each Executive named in the Minimum Premium Summary for the
amount of insurance shown for each Executive in the Summary no later than 60
days after Termination Date provided that monthly premium of at least the
amounts shown in the Minimum Premium Summary and valid signed application on
such Executive have been received.  The
program is subject to the prescribed participation requirement for issue of
certificates.  Nothing contained herein
shall be construed as altering the underwriting parameters established by
us.  The date of issue of such policy
certificate will be as determined in the Group Contract.  Nothing in this agreement shall be construed
as providing for coverage under both this agreement and the applied for
certificate.  Further, the Company is
not obligated to provide temporary insurance coverage under this agreement or
to issue a certificate if a material misrepresentation was made regarding the
fact that none of the Executives listed on the Minimum Premium Summary are
receiving, or are entitled to receive, any disability income from any of the
Employer’s disability income or retirement plans.  Should a policy certificate be issued for a named Executive, the
appropriate minimum premium will be applied to such policy certificate as of
the later of the date of issue or the receipt of such premium.


 


7.                                       This agreement is valid only if
accompanied by the completed Minimum Premium summary and receipt by us of a
premium which is no less than that shown said Summary.  Only an officer of the Company can approve
this Minimum Premium Summary or waive or change any part of this agreement, and
nay such changes must be made a written part of this agreement.


 


8.                                       By executing this agreement the Employer
certifies certify that all information and conditions which are contained
within it are understood, agreed to, and viewed as accurate.


 


	
  For Worldspan L.P.

  	
  Paragon Life Insurance Company

  
	
   

  	
   

  
	
  By:

  	
  /s/ Douglas L. Abramson

  	
   

  	
  By:

  	
  /s/ Craig K. Nordyke

  	
   

  
	
  Title:

  	
  SVP General Counsel

  	
   

  	
  Title:

  	
  Executive VP & Chief Actuary

  	
   

  
	
  Date:

  	
  6/20/03

  	
   

  	
  Date:

  	
  June 23, 2003

  	
   

  



 

















 


Amendment to Application Supplement


Conditional Interim Coverage Agreement


Paragon Life Insurance Company (“Company”)


St. Louis, MO 63105


 


The proposed Application Supplement Conditional Interim Coverage
Agreement for Worldspan L.P. is amended as follows:


 


The following sentence is added to the end of the “When Interim
Coverage Begins” section:


 


The Application Supplement Conditional Interim Coverage Agreement is
valid only if there are no claims between June 1, 2003 and the date the
Application Supplement conditional Interim Coverage Agreement is signed by
Worldspan L.P.


 


All other terms and conditions of the Application Supplement
Conditional Interim Coverage Agreement will remain the same.


 


	
  For Worldspan L.P.

  	
  Paragon Life Insurance Company

  
	
   

  	
   

  
	
  By:

  	
  /s/ Douglas L. Abramson

  	
   

  	
  By:

  	
  /s/ Craig K. Nordyke

  	
   

  
	
  Title:

  	
  SVP General Counsel

  	
   

  	
  Title:

  	
  Executive VP & Chief Actuary

  	
   

  
	
  Date:

  	
  6/20/03

  	
   

  	
  Date:

  	
  June 23, 2003