OF
SERVICES UNDER THIS AGREEMENT.
2.4
TERMINATION OF THIS AGREEMENT SHALL NOT RELIEVE EITHER PARTY OF ITS
OBLIGATIONS UNDER THIS AGREEMENT UP TO THE EFFECTIVE DATE OF TERMINATION.
FURTHER, TERMINATION OF THIS AGREEMENT SHALL NOT RELIEVE EITHER PARTY OF ITS
OBLIGATIONS WITH RESPECT TO POLICIES CEDED HEREUNDER PRIOR TO THE EFFECTIVE DATE
OF TERMINATION OF THIS AGREEMENT.
2.5
NOTWITHSTANDING THE FOREGOING, IF ANY LAW OR REGULATION OF THE FEDERAL OR
STATE OR LOCAL GOVERNMENT OF ANY JURISDICTION IN WHICH THE COMPANY OR REINSURER
IS DOING BUSINESS SHOULD RENDER THE ENFORCEMENT OF THIS AGREEMENT, IN WHOLE OR
IN PART, ILLEGAL WITHIN A GIVEN JURISDICTION, THE AFFECTED PARTY MAY, UPON
WRITTEN NOTICE TO THE OTHER PARTY, SUSPEND, ABROGATE, OR AMEND THIS AGREEMENT
INSOFAR AS IT APPLIES TO SUCH JURISDICTION, TO THE EXTENT NECESSARY TO COMPLY
WITH SUCH LAW OR REGULATION.
SUCH CANCELLATION, SUSPENSION, ABROGATION OR
AMENDMENT OF THIS AGREEMENT SHALL IN NO WAY AFFECT ANY OTHER PORTION THEREOF.
2
ARTICLE III - OTHER REINSURANCE
The Company is permitted, but not required, to purchase facultative and/or
treaty reinsurance on business subject to this Agreement.
ARTICLE IV - DEFINITIONS
The following terms have the respective meanings set forth below.
Other terms
are defined elsewhere in this Agreement.
4.1
"ALLOCATED LOSS EXPENSE" MEANS EXPENSES ALLOCABLE TO THE INVESTIGATION,
DEFENSE, RESISTANCE TO AND/OR SETTLEMENT OF CLAIMS AND LOSSES, INCLUDING
LITIGATION EXPENSES, INTEREST ON JUDGMENTS AND LEGAL EXPENSES INCURRED IN
CONNECTION WITH COVERAGE QUESTIONS AND LEGAL ACTIONS, INCLUDING DECLARATORY
JUDGMENT ACTIONS, CONNECTED THERETO, BUT EXCLUDING THE NORMAL OFFICE EXPENSES
AND SALARY CHARGES OF REGULAR EMPLOYEES OR OFFICIALS OF THE COMPANY EXCEPT IN
THE CASE OF CLAIM ADJUSTERS OR STAFF ATTORNEYS, AND THEN ONLY WHEN THE TIME
SPENT AND ANY EXPENSES OF THE ADJUSTER OR STAFF ATTORNEY IS DEFINITELY ALLOCABLE
TO A SPECIFIC CLAIM.
4.2
"COMPANY" MEANS WESTCHESTER FIRE INSURANCE COMPANY, A NEW YORK DOMESTICATED
INSURANCE COMPANY.
4.3
"EFFECTIVE DATE" MEANS THE DATE THIS AGREEMENT TOOK EFFECT AS DESIGNATED IN
THE TITLE ON PAGE 1.
4.4
"FACULTATIVE CERTIFICATE" MEANS THE CERTIFICATE TO BE EXECUTED AND
DELIVERED BY THE REINSURER AND THE COMPANY TO EVIDENCE EACH INTERCOMPANY
FACULTATIVE REINSURANCE, WHICH CERTIFICATE SHALL BE SUBSTANTIALLY IN THE FORM OF
EXHIBIT "A" HERETO.
4.5
"LOSS" AND "LOSSES" MEANS THE AMOUNT PAID BY THE COMPANY OR FOR WHICH THE
COMPANY HAS BECOME LIABLE TO PAY FOR ANY CLAIM, SETTLEMENT, AWARD, OR JUDGMENT
UNDER A POLICY CEDED HEREUNDER, AFTER MAKING DEDUCTIONS FOR ALL RECOVERIES,
SALVAGES AND SUBROGATIONS ACTUALLY COLLECTED, AND INURING REINSURANCE, WHETHER
COLLECTED OR NOT.
4.6
"POLICY" AND "POLICIES" MEAN ANY POLICIES, CONTRACTS, BINDERS OF INSURANCE
OR REINSURANCE ISSUED OR RENEWED BY THE COMPANY.
4.7
"REINSURER" MEANS ACE CAPITAL RE OVERSEAS LTD., A BERMUDA INSURANCE
COMPANY.
4.8
"REQUIRED AMOUNT" MEANS THE MARKET VALUE OF ASSETS THE REINSURER IS
REQUIRED TO MAINTAIN IN THE TRUST ACCOUNT TO SATISFY PURPOSES (A) THROUGH (C) IN
SECTION 11.8.
ARTICLE V - CLAIMS AND LOSS ADJUSTMENT EXPENSES
5.1
IN THE EVENT OF A LOSS WHICH IN THE COMPANY'S OPINION IS LIKELY TO GIVE
RISE TO A