Section 9.01(d).
SECTION 1.02
OTHER DEFINITIONAL PROVISIONS.
(A)
FOR PURPOSES OF THIS AGREEMENT, THE WORDS "HEREOF," "HEREIN,"
"HEREBY" AND OTHER WORDS OF SIMILAR IMPORT REFER TO THIS AGREEMENT AS A WHOLE,
INCLUDING ALL SCHEDULES AND EXHIBITS TO THIS AGREEMENT, UNLESS OTHERWISE
INDICATED.
(B)
WHENEVER THE SINGULAR IS USED HEREIN, THE SAME SHALL INCLUDE THE
PLURAL, AND WHENEVER THE PLURAL IS USED HEREIN, THE SAME SHALL INCLUDE THE
SINGULAR, WHERE APPROPRIATE.
(C)
THE TERM "INCLUDING" MEANS "INCLUDING BUT NOT LIMITED TO."
(D)
WHENEVER USED IN THIS AGREEMENT, THE MASCULINE GENDER SHALL
INCLUDE THE FEMININE AND NEUTRAL GENDERS AND VICE VERSA.
(E)
THE SCHEDULES AND EXHIBITS HERETO ARE HEREBY INCORPORATED BY
REFERENCE INTO THE BODY OF THIS AGREEMENT.
(F)
ALL REFERENCES HEREIN TO ARTICLES, SECTIONS, SUBSECTIONS,
PARAGRAPHS, EXHIBITS AND SCHEDULES SHALL BE DEEMED REFERENCES TO ARTICLES AND
SECTIONS AND SUBSECTIONS AND PARAGRAPHS OF, AND EXHIBITS AND SCHEDULES TO, THIS
AGREEMENT UNLESS THE CONTEXT SHALL OTHERWISE REQUIRE.
(G)
ALL TERMS DEFINED IN THIS AGREEMENT SHALL HAVE THE DEFINED MEANING
WHEN USED IN ANY SCHEDULE, EXHIBIT, CERTIFICATE, REPORT OR OTHER DOCUMENTS
ATTACHED HERETO OR MADE OR DELIVERED PURSUANT HERETO UNLESS OTHERWISE DEFINED
THEREIN.
7
ARTICLE II
COVERAGE
SECTION 2.01
SCOPE OF COVERAGE.
(A)
THIS AGREEMENT SHALL BE EFFECTIVE AS OF 12:01 A.M. ON THE
EFFECTIVE DATE.
(B)
THIS AGREEMENT IS AN AGREEMENT FOR INDEMNITY REINSURANCE MADE
SOLELY BETWEEN THE CEDING COMPANY AND THE REINSURER.
(C)
SUBJECT TO THE TERMS, CONDITIONS AND LIMITS OF THIS AGREEMENT
(INCLUDING THE EXCLUSION FROM COVERAGE OF EXCLUDED LIABILITIES), THE CEDING
COMPANY SHALL AUTOMATICALLY CEDE AND THE REINSURER SHALL AUTOMATICALLY REINSURE
THE QUOTA SHARE OF THE REINSURED LIABILITIES.
(D)
THE CEDING COMPANY SHALL DELIVER NOTICE TO THE REINSURER TEN
(10) BUSINESS DAYS PRIOR TO ISSUING CONTRACTS ON POLICY FORMS THAT ARE
SUBSTANTIALLY SIMILAR TO THE FORMS SET FORTH ON SCHEDULE I OR ISSUING CONTRACTS
PROVIDING SUBSTANTIALLY SIMILAR ECONOMIC BENEFITS TO POLICYHOLDERS AS TO BE
PROVIDED BY THE REINSURED POLICIES (EACH A "SIMILAR POLICY FORM").
THE
REINSURER SHALL HAVE THE RIGHT TO AMEND SCHEDULE I TO ADD ANY SIMILAR POLICY
FORM TO SCHEDULE I AND INCLUDE CONTRACTS ON ANY SIMILAR POLICY FORM AS REINSURED
POLICIES UNDER THIS AGREEMENT.
THE CEDING COMPANY SHALL PROVIDE TO THE
REINSURER ANY ADDITIONAL INFORMATION RELATING TO ANY SIMILAR POLICY FORM OR
CONTRACTS WRITTEN ON ANY SIMILAR POLICY FORM AS IS REASONABLY REQUESTED BY THE
REINSURER FROM TIME TO TIME.
(E)
SUBJECT TO THE TERMS, CONDITIONS AND LIMITS OF THIS AGREEMENT
(INCLUDING THE EXCLUSION FROM COVERAGE OF EXCLUDED LIABILITIES AND EXCLUDING THE
INVESTMENT PERFORMANCE OF THE ASSETS IN THE FUNDS WITHHELD ACCOUNT), THE
REINSURER SHALL FOLLOW THE FORTUNES OF THE CEDING COMPANY, AND TO THAT END THE
REINSURER'S LIABILITY FOR THE REINSURED POLICIES SHALL BE IDENTICAL TO THAT OF
THE CEDING COMPANY AND SHALL BE SUBJECT TO THE SAME RISKS, TERMS, CONDITIONS,
INTERPRETATIONS, WAIVERS, MODIFICATIONS, ALTERATIONS AND CANCELLATIONS AS THE
RESPECTIVE INSURANCES OF THE CEDING COMPANY, SUBJECT IN EACH CASE TO THE CEDING
COMPANY'S DUTY TO ADHERE TO THE HEDGING PROCEDURES, THE PRICING METHODOLOGY AND
ITS