will forward promptly to the CORPORATION copies of such pleadings and
reports of investigation as may be requested by the CORPORATION.
The CORPORATION may, at its own expense, participate with the REINSURED
in the investigation, adjustment or defense of claims to which, in the judgment
of the CORPORATION, it is or might become exposed.
Should the right of subrogation or reimbursement arise out of a loss, a
part of which was sustained by the CORPORATION hereunder, the REINSURED agrees
to enforce such right and to prosecute the claim arising therefrom.
The CORPORATION shall reimburse the REINSURED or its legal
representative promptly for loss against which indemnity is herein provided,
upon receipt in the home office of the CORPORATION of satisfactory evidence of
payment of such loss.
The REINSURED shall furnish to the CORPORATION prior to the 20th day of
December of each year a report and statement showing the estimated value of each
outstanding claim subject to excess reinsurance hereunder.
ARTICLE XII
LIABILITY OF THE CORPORATION.
The liability of the CORPORATION shall
follow that of the REINSURED in every case and shall be subject in all respects
to all the general and special stipulations, clauses, waivers and modifications
of the REINSURED'S policy or policies and any
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endorsements thereon; provided however, that nothing herein shall be construed
to extend any rights or obligations to any person not a party to this agreement.
Subject to the terms of the policies, the REINSURED shall be the sole
judge as to what shall constitute a claim or loss covered under the REINSURED'S
original policy and as to the REINSURED'S liability thereunder and as to the
amount or amounts which it shall be proper for the REINSURED to pay thereunder,
and the CORPORATION shall be bound by the judgment of the REINSURED as to the
liability and obligation of the REINSURED.
No error or omission in reporting any risk or loss reinsured hereunder
shall invalidate the liability of the CORPORATION, provided such error or
omission is corrected promptly by the REINSURED after discovery thereof, but the
reporting of reinsurance not authorized by this agreement or by special
acceptance hereunder shall not bind the CORPORATION, except for the return of
premium paid therefor.
ARTICLE XIII
OFFSET.
The REINSURED or the CORPORATION may offset any balance,
whether on account of premiums, commissions, loss or claim expenses due from one
party to the other under this agreement or under any other reinsurance agreement
heretofore or hereafter entered into between the REINSURED and the CORPORATION,
whether acting as assuming reinsurer or ceding company.
ARTICLE XIV
INSPECTION OF RECORDS.
The CORPORATION may inspect the records of the
REINSURED pertaining to the risks reinsured hereunder.
ARTICLE XV
ASSIGNMENTS AND CHANGES OF INTEREST.
No assignment or change of the
REINSURED'S interest hereunder, whether voluntary or involuntary and whether by
merger or reinsurance of its entire business with another company or otherwise,
shall be binding upon the CORPORATION.
ARTICLE XVI
TERMINATION.
This agreement shall continue in effect until terminated
by mutual