Within thirty (30) days of the last day of each quarter, the Company shall
provide the Reinsurer with such reports as are specified in the Facultative
Certificates.
Losses payable under any Intercompany Facultative Reinsurance shall be paid
within the time period specified in the applicable Facultative Certificate.
ARTICLE IX - ACCESS TO BOOKS AND RECORDS
9.1
THE COMPANY AND THE REINSURER AND THEIR RESPECTIVE DULY AUTHORIZED
REPRESENTATIVES SHALL, AT ALL REASONABLE TIMES, EACH BE PERMITTED ACCESS TO ALL
BOOKS AND RECORDS OF THE OTHER PERTAINING TO THE INTERCOMPANY FACULTATIVE
REINSURANCE WHICH IS ISSUED PURSUANT TO THE PROVISIONS OF THIS AGREEMENT.
9.2
REINSURER SHALL KEEP, IN A MANNER AND FORM APPROVED BY COMPANY, ACCURATE
AND COMPLETE BOOKS OF ACCOUNT, RECORDS AND FILES, IN EITHER WRITTEN OR
ELECTRONIC FORM, OF ALL BUSINESS CONDUCTED UNDER AND PURSUANT TO THIS AGREEMENT
(THE "BOOKS AND RECORDS").
9.3
REINSURER AND COMPANY SHALL MAKE ALL OF THE BOOKS AND RECORDS AVAILABLE TO
THE OTHER FOR EXAMINATION AND INSPECTION BY DULY AUTHORIZED REPRESENTATIVES OF
COMPANY OR REINSURER, UPON REASONABLE NOTICE, AT ANY TIME DURING ORDINARY
BUSINESS HOURS.
9.4
COMPANY SHALL MAKE ALL OF THE BOOKS AND RECORDS AVAILABLE FOR EXAMINATION
AND INSPECTION BY THE SUPERINTENDENT OF INSURANCE OF THE STATE OF NEW YORK OR
HIS DULY AUTHORIZED REPRESENTATIVES, UPON REASONABLE NOTICE, AT ANY TIME DURING
ORDINARY BUSINESS HOURS.
9.5
THE COMPANY AND REINSURER HEREBY ACKNOWLEDGE THAT NOTHING IN THIS AGREEMENT
IS INTENDED TO CHANGE, DIMINISH OR IN ANY WAY MODIFY ITS COMMITMENTS WHICH THE
COMPANY MADE TO THE NEW YORK INSURANCE DEPARTMENT IN CONNECTION WITH ITS
ACQUISITION BY ACE LIMITED, AS SET FORTH IN LETTERS DATED NOVEMBER 14, 1997,
DECEMBER 5, 1997 AND DECEMBER 23, 1997.
ARTICLE X - REGULATORY MATTERS
10.1
NO SERVICES SHALL BE PROVIDED UNDER THIS AGREEMENT UNLESS THE ENTITY OR
NATURAL PERSON WHO PERFORMS SUCH SERVICES POSSESSES ALL LICENSES, PERMITS AND
OTHER QUALIFICATIONS THAT ARE REQUIRED BY LAW TO PERFORM SUCH SERVICES.
ARTICLE XI - SECURITY
11.1
The Reinsurer may enter into a trust agreement with the Company (the
"Trust Agreement") and a Qualified United States Financial Institution (the
"Trustee") in a form acceptable to the Company and establish a trust account
(the "Trust Account") for the benefit of the Company with respect to the
liabilities assumed by the Reinsurer hereunder.
The Trust
5
Agreement shall be in strict compliance with the terms of Regulation 114
promulgated pursuant to the New York Insurance Laws.
11.2
The Reinsurer agrees to deposit and maintain in said Trust Account assets
to be held in trust by the Trustee for the benefit of the Company as security
for the payment of the Reinsurer's obligations to the Company under this
Agreement, as specified in Section 11.8 of this Agreement.
Such assets shall be
maintained in the Trust Account by the Reinsurer as long as the Reinsurer
continues to remain liable for any Policy ceded hereunder as provided in
Section 2.4 of this Agreement.
11.3
The Reinsurer agrees that the assets so deposited shall consist only of
cash (United