WITHHELD OR DELAYED.
IN THE EVENT THAT ANY SUCH CHANGES,
AMENDMENTS OR MODIFICATIONS ARE MADE IN ANY SUCH RELEVANT RISK WITHOUT THE PRIOR
WRITTEN APPROVAL OF THE REINSURER, THIS AGREEMENT WILL COVER LIABILITY INCURRED
BY THE COMPANY FOR RELEVANT RISKS AS IF THE UNAPPROVED CHANGES, AMENDMENTS OR
MODIFICATIONS HAD NOT BEEN MADE.
2.3
TERRITORY.
THE TERRITORIAL LIMITS OF THE
AGREEMENT SHALL BE IDENTICAL TO THOSE OF THE RELEVANT LIABILITIES.
2.4
COMMUTATION OF CEDED REINSURANCE.
THE
COMPANY SHALL NOT, WITHOUT THE REINSURER'S PRIOR WRITTEN APPROVAL, IN ITS SOLE
DISCRETION, TAKE ANY ACTION TO AMEND OR TERMINATE ANY CEDED REINSURANCE UNDER
ANY CEDED REINSURANCE AGREEMENT OR ENTER INTO ANY COMMUTATION OF CEDED
REINSURANCE.
2.5
NEW REINSURANCE COVERS.
SUBSEQUENT TO THE
INCEPTION DATE, THE COMPANY SHALL NOT ENTER INTO ANY REINSURANCE ARRANGEMENTS
WITH RESPECT TO THE RELEVANT LIABILITIES WITHOUT THE PRIOR WRITTEN CONSENT OF
THE REINSURER, IN ITS SOLE DISCRETION.
FOR THESE PURPOSES, THE REINSURER
CONSENTS TO THE COMPANY HAVING ENTERED INTO THE REINSURANCE ARRANGEMENTS
SPECIFIED IN SCHEDULE D.
ARTICLE III
ADMINISTRATION: GENERAL PROVISIONS
3.1
CONTRACT ADMINISTRATION.
THE COMPANY SHALL
PROCURE THAT THE RELEVANT RISKS ARE ADMINISTERED IN ACCORDANCE WITH THEIR TERMS
AND THE TERMS OF ANY APPLICABLE DISTRIBUTOR AGREEMENT, INCLUDING, BUT NOT
LIMITED TO, THE COLLECTION OF PREMIUMS AND OTHER AMOUNTS DUE FROM POLICYHOLDERS,
THE PAYMENT OF ALL RELEVANT LIABILITIES AND THE ADMINISTRATION OF CLAIMS AND
DISBURSEMENTS.
ALL BENEFITS UNDER THE CONTRACTS AND POLICIES CONSTITUTING THE
5
RELEVANT RISKS PAID BY THE COMPANY SHALL BE BINDING UPON THE REINSURER,
PROVIDED, HOWEVER, THAT SUCH PAYMENTS ARE WITHIN THE TERMS, CONDITIONS AND
LIMITATIONS OF THE CONTRACTS AND POLICIES CONSTITUTING THE RELEVANT RISKS.
THE
COMPANY SHALL PROCURE THAT THE RELEVANT RISKS ARE ADMINISTERED IN GOOD FAITH AND
WITH THE CARE, SKILL, PRUDENCE, AND DILIGENCE OF A PERSON EXPERIENCED IN
ADMINISTERING PAYMENT PROTECTION INSURANCE BUSINESS.
THE COMPANY SHALL PROCURE
THAT THE RELEVANT RISKS ARE ADMINISTERED IN COMPLIANCE WITH APPLICABLE LAW AND
THE CURRENT SERVICE PROVIDER'S ADMINISTRATIVE PERFORMANCE STANDARDS IN EFFECT ON
THE DATE HEREOF, WITH SUCH REVISIONS TO SUCH STANDARDS AS ARE NO LESS FAVOURABLE
TO THE REINSURER THAN SUCH STANDARDS.
NOTWITHSTANDING THE FOREGOING, THE
PARTIES MAY, FROM TIME TO TIME, MUTUALLY DEVELOP SPECIFIC AND/OR DIFFERENT
STANDARDS FOR THE ADMINISTRATION OF THE RELEVANT RISKS.
3.2
SUB-CONTRACTING OF CONTRACT ADMINISTRATION.
THE COMPANY MAY SUBCONTRACT THE PERFORMANCE OF ANY SERVICE OR SERVICES WHICH THE
COMPANY IS REQUIRED TO PROCURE IN CONNECTION WITH THE ADMINISTRATION OF THE
RELEVANT RISKS TO (I) AN AFFILIATE, (II) A SERVICE PROVIDER UTILISED BY THE
COMPANY WITH RESPECT TO THE RELEVANT RISKS OR ITS OTHER BUSINESS AS OF THE DATE
HEREOF, (III) ANY PERSON TO WHOM SUCH SUBCONTRACTING IS REQUIRED TO BE EFFECTED
UNDER THE TERMS OF ANY DISTRIBUTOR AGREEMENT OR (IV) WITH THE PRIOR WRITTEN
CONSENT OF THE REINSURER, ANY OTHER PERSON, SUCH CONSENT NOT TO BE UNREASONABLY
WITHHELD; PROVIDED, THAT NO SUCH SUBCONTRACTING SHALL RELIEVE THE COMPANY FROM
ANY OF ITS OBLIGATIONS OR LIABILITIES HEREUNDER, AND THE COMPANY SHALL REMAIN
RESPONSIBLE FOR ALL OBLIGATIONS OR LIABILITIES OF SUCH SUBCONTRACTOR WITH REGARD