Exhibit 10.79
REINSTATEMENT PREMIUM PROTECTION
REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2005
issued to
Liberty American Insurance Company
Pinellas Park, Florida
Mobile USA Insurance Company
Pinellas Park, Florida
and
any and all other companies which are now
or may hereafter become member companies of
Liberty American Insurance Group, Inc.
(BENFIELD LOGO)
REINSTATEMENT PREMIUM PROTECTION
REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2005
issued to
Liberty American Insurance Company
Pinellas Park, Florida
Mobile USA Insurance Company
Pinellas Park, Florida
and
any and all other companies which are now
or may hereafter become member companies of
Liberty American Insurance Group, Inc.
Second Reinstatement Premium Protection Reinsurance
REINSURERS PARTICIPATIONS
---------- --------------
ACE Tempest Reinsurance Ltd. 15.0%
Aspen Insurance Limited 13.5
AXIS Specialty Limited 25.0
Rosemont Reinsurance Limited 6.5
THROUGH BENFIELD LIMITED
Lloyd's Underwriters Per Signing Schedules 40.0
TOTAL 100.0%
Third Reinstatement Premium Protection Reinsurance
REINSURERS PARTICIPATIONS
---------- --------------
ACE Tempest Reinsurance Ltd. 15.0%
Aspen Insurance Limited 13.5
AXIS Specialty Limited 25.0
Rosemont Reinsurance Limited 6.5
THROUGH BENFIELD LIMITED
Lloyd's Underwriters Per Signing Schedules 40.0
TOTAL 100.0%
(BENFIELD LOGO)
Page 1 of 2
Fourth Reinstatement Premium Protection Reinsurance
REINSURERS PARTICIPATIONS
---------- --------------
ACE Tempest Reinsurance Ltd. 15.0%
Aspen Insurance Limited 13.5
AXIS Specialty Limited 25.0
Rosemont Reinsurance Limited 6.5
THROUGH BENFIELD LIMITED
Lloyd's Underwriters Per Signing Schedules 40.0
TOTAL 100.0%
Fifth Reinstatement Premium Protection Reinsurance
REINSURERS PARTICIPATIONS
---------- --------------
ACE Tempest Reinsurance Ltd. 15.0%
AXIS Specialty Limited 25.0
Hannover Re (Bermuda), Ltd. 13.5
Rosemont Reinsurance Limited 6.5
THROUGH BENFIELD LIMITED
Lloyd's Underwriters Per Signing Schedules 40.0
TOTAL 100.0%
Sixth Reinstatement Premium Protection Reinsurance
REINSURERS PARTICIPATIONS
---------- --------------
ACE Tempest Reinsurance Ltd. 15.0%
AXIS Specialty Limited 25.0
Hannover Re (Bermuda), Ltd. 13.5
Rosemont Reinsurance Limited 6.5
THROUGH BENFIELD LIMITED
Lloyd's Underwriters Per Signing Schedules 40.0
TOTAL 100.0%
(BENFIELD LOGO)
Page 2 of 2
TABLE OF CONTENTS
ARTICLE PAGE
- ------- ----
I Coverage 1
II Commencement and Termination 1
III Concurrency of Conditions 2
IV Premium 3
V Loss Notices and Settlements 3
VI Late Payments 3
VII Offset (BRMA 36D) 5
VIII Access to Records (BRMA 1D) 5
IX Errors and Omissions (BRMA 14F) 5
X Currency (BRMA 12A) 5
XI Taxes (BRMA 50B) 5
XII Federal Excise Tax 5
XIII Reserves 6
XIV Insolvency 7
XV Arbitration 8
XVI Service of Suit 9
XVII Agency Agreement 9
XVIII Governing Law 9
XIX Confidentiality 9
XX Severability 10
XXI Intermediary (BRMA 23A) 10
Schedule A
(BENFIELD LOGO)
REINSTATEMENT PREMIUM PROTECTION
REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2005
issued to
Liberty American Insurance Company
Pinellas Park, Florida
Mobile USA Insurance Company
Pinellas Park, Florida
and
any and all other companies which are now
or may hereafter become member companies of
Liberty American Insurance Group, Inc.
(hereinafter referred to collectively as the "Company")
by
The Subscribing Reinsurer(s) Executing the
Interests and Liabilities Agreement(s)
Attached Hereto
(hereinafter referred to as the "Reinsurer")
ARTICLE I - COVERAGE
By this Contract the Reinsurer agrees to indemnify the Company for 100% of any
reinstatement premium which the Company pays or becomes liable to pay as a
result of loss occurrences commencing during the term of this Contract under the
provisions of the second through sixth excess layers of the Company's Florida
Only Excess Catastrophe Reinsurance Contract, effective June 1, 2005
(hereinafter referred to as the "Underlying Contract" and described in Schedule
A attached to and forming part of this Contract), subject to the terms and
conditions set forth herein. However, the liability of the Reinsurer shall not
exceed $21,175,000 during the term of this Contract.
ARTICLE II - COMMENCEMENT AND TERMINATION
A. This Contract shall become effective on June 1, 2005, with respect to
reinstatement premium payable by the Company under the provisions of the
Underlying Contract as a result of losses arising out of loss occurrences
commencing on or after that date, and shall remain in force until May 31,
2006, both days inclusive.
B. Notwithstanding the provisions of paragraph A above, the Company may
terminate a Subscribing Reinsurer's percentage share in this Contract by
giving written notice to the Subscribing Reinsurer in the event any of the
following circumstances occur as clarified by public announcement for
subparagraphs 1 through 6 below and upon discovery for subparagraphs 7 and
8 below:
(BENFIELD LOGO)
Page 1
1. The Subscribing Reinsurer's policyholders' surplus subsequent to the
date that lines are bound for this Contract has been reduced by more
than 20.0% of the amount of surplus 12 months prior to that date; or
2. The Subscribing Reinsurer's policyholders' surplus at any time between
the date that lines are bound and the effective date of termination of
this Contract has been reduced by more than 20.0% of the amount of
surplus at the date of the Subscribing Reinsurer's most recent
financial statement filed with regulatory authorities and available to
the public as of the date that lines are bound for this Contract; or
3. The Subscribing Reinsurer's A.M. Best's rating has been assigned or
downgraded below A- (inclusive of "Not Rated" ratings) and/or Standard
& Poor's rating has been assigned or downgraded below BBB+ at any time
between the date that lines are bound and the date of termination of
this Contract; or
4. The Subscribing Reinsurer has become merged with, acquired by or
controlled by any other company, corporation or individual(s) not
controlling the Subscribing Reinsurer's operations previously; or
5. A State Insurance Department or other legal authority has ordered the
Subscribing Reinsurer to cease writing business; or
6. The Subscribing Reinsurer has become insolvent or has been placed into
liquidation or receivership (whether voluntary or involuntary) or
proceedings have been instituted against the Subscribing Reinsurer for
the appointment of a receiver, liquidator, rehabilitator, conservator
or trustee in bankruptcy, or other agent known by whatever name, to
take possession of its assets or control of its operations; or
7. The Subscribing Reinsurer has reinsured its entire liability under
this Contract without the Company's prior written consent; or
8. The Subscribing Reinsurer has ceased assuming new or renewal property
or casualty treaty reinsurance business.
C. If this Contract is terminated or expires while a loss occurrence covered
hereunder is in progress, the Reinsurer's liability hereunder shall,
subject to the other terms and conditions of this Contract, be determined
as if the entire loss occurrence had occurred prior to the termination or
expiration of this Contract, provided that no part of such loss occurrence
is claimed against any renewal or replacement of this Contract.
D. The Reinsurer shall have no liability hereunder with respect to losses
arising out of loss occurrences commencing after the effective date of
termination or expiration.
ARTICLE III - CONCURRENCY OF CONDITIONS
A. It is agreed that this Contract will follow the terms, conditions,
exclusions, definitions, warranties and settlements of the Company under
the Underlying Contract which are not inconsistent with the provisions of
this Contract.
(BENFIELD LOGO)
Page 2
B. The Company shall advise the Reinsurer of any material changes in the
Underlying Contract which may affect the liability of the Reinsurer under
this Contract.
ARTICLE IV - PREMIUM
A. As premium for the reinsurance provided hereunder, the Company shall pay
the Reinsurer $1,950,000 for the second excess layer, $1,150,000 for the
third excess layer, $525,000 for the fourth excess layer, $600,000 for the
fifth excess layer and $400,000 for the sixth excess layer of the
Underlying Contract.
B. The Company shall pay the Reinsurer the amount set forth in paragraph A
above for each excess layer in four equal installments on June 1, September
1 and December 1 of 2005 and March 1, 2006.
ARTICLE V - LOSS NOTICES AND SETTLEMENTS
A. Whenever reinstatement premium settlements made by the Company under the
Underlying Contract appear likely to result in a claim hereunder, the
Company shall notify the Reinsurer. The Company will advise the Reinsurer
of all subsequent developments relating to such claims that, in the opinion
of the Company, may materially affect the position of the Reinsurer.
B. All reinstatement premium settlements made by the Company under the
Underlying Contract, provided they are within the terms of the Underlying
Contract and within the terms of this Contract, shall be binding upon the
Reinsurer, and the Reinsurer agrees to pay all amounts for which it may be
liable upon receipt of reasonable evidence of the amount paid (or scheduled
to be paid) by the Company.
ARTICLE VI - LATE PAYMENTS
A. The provisions of this Article shall not be implemented unless specifically
invoked, in writing, by one of the parties to this Contract.
B. In the event any premium, loss or other payment due either party is not
received by the intermediary named in Article XXI (hereinafter referred to
as the "Intermediary") by the payment due date, the party to whom payment
is due may, by notifying the Intermediary in writing, require the debtor
party to pay, and the debtor party agrees to pay, an interest penalty on
the amount past due calculated for each such payment on the last business
day of each month as follows:
1. The number of full days which have expired since the due date or the
last monthly calculation, whichever the lesser, times
2. 1/365ths of the six-month United States Treasury Bill Rate as quoted
in The Wall Street Journal on the first business day of the month for
which the calculation is made; times
3. The amount past due, including accrued interest.
(BENFIELD LOGO)
Page 3
It is agreed that interest shall accumulate until payment of the original
amount due plus interest penalties have been received by the Intermediary.
C. The establishment of the due date shall, for purposes of this Article, be
determined as follows:
1. As respects the payment of routine deposits and premiums due the
Reinsurer, the due date shall be as provided for in the applicable
section of this Contract. In the event a due date is not specifically
stated for a given payment, it shall be deemed due 30 days after the
date of transmittal by the Intermediary of the initial billing for
each such payment.
2. Any claim or loss payment due the Company hereunder shall be deemed
due 10 business days after the proof of loss or demand for payment is
transmitted to the Reinsurer. If such loss or claim payment is not
received within the 10 days, interest will accrue on the payment or
amount overdue in accordance with paragraph B above, from the date the
proof of loss or demand for payment was transmitted to the Reinsurer.
3. As respects any payment, adjustment or return due either party not
otherwise provided for in subparagraphs 1 and 2 of this paragraph C,
the due date shall be as provided for in the applicable section of
this Contract. In the event a due date is not specifically stated for
a given payment, it shall be deemed due 10 business days following
transmittal of written notification that the provisions of this
Article have been invoked.
For purposes of interest calculations only, amounts due hereunder shall be
deemed paid upon receipt by the Intermediary.
D. Nothing herein shall be construed as limiting or prohibiting a Subscribing
Reinsurer from contesting the validity of any claim, or from participating
in the defense of any claim or suit, or prohibiting either party from
contesting the validity of any payment or from initiating any arbitration
or other proceeding in accordance with the provisions of this Contract. If
the debtor party prevails in an arbitration or other proceeding, then any
interest penalties due hereunder on the amount in dispute shall be null and
void. If the debtor party loses in such proceeding, then the interest
penalty on the amount determined to be due hereunder shall be calculated in
accordance with the provisions set forth above unless otherwise determined
by such proceedings. If a debtor party advances payment of any amount it is
contesting, and proves to be correct in its contestation, either in whole
or in part, the other party shall reimburse the debtor party for any such
excess payment made plus interest on the excess amount calculated in
accordance with this Article.
E. Interest penalties arising out of the application of this Article that are
$100 or less from any party shall be waived unless there is a pattern of
late payments consisting of three or more items over the course of any
12-month period.
(BENFIELD LOGO)
Page 4
ARTICLE VII - OFFSET (BRMA 36D)
The Company and the Reinsurer, each at its option, may offset any balance or
balances, whether on account of premiums, claims and losses, loss expenses or
salvages due from one party to the other under this Contract; provided, however,
that in the event of the insolvency of a party hereto, offsets shall only be
allowed in accordance with applicable statutes and regulations.
ARTICLE VIII - ACCESS TO RECORDS (BRMA 1D)
The Reinsurer or its designated representatives shall have access at any
reasonable time to all records of the Company which pertain in any way to this
reinsurance.
ARTICLE IX - ERRORS AND OMISSIONS (BRMA 14F)
Inadvertent delays, errors or omissions made in connection with this Contract or
any transaction hereunder shall not relieve either party from any liability
which would have attached had such delay, error or omission not occurred,
provided always that such error or omission is rectified as soon as possible
after discovery.
ARTICLE X - CURRENCY (BRMA 12A)
A. Whenever the word "Dollars" or the "$" sign appears in this Contract, they
shall be construed to mean United States Dollars and all transactions under
this Contract shall be in United States Dollars.
B. Amounts paid or received by the Company in any other currency shall be
converted to United States Dollars at the rate of exchange at the date such
transaction is entered on the books of the Company.
ARTICLE XI - TAXES (BRMA 50B)
In consideration of the terms under which this Contract is issued, the Company
will not claim a deduction in respect of the premium hereon when making tax
returns, other than income or profits tax returns, to any state or territory of
the United States of America or the District of Columbia.
ARTICLE XII - FEDERAL EXCISE TAX
A. The Reinsurer has agreed to allow for the purpose of paying the Federal
Excise Tax the applicable percentage of the premium payable hereon as
imposed under Section 4371 of the Internal Revenue Code to the extent such
premium is subject to the Federal Excise Tax.
(BENFIELD LOGO)
Page 5
B. In the event of any return of premium becoming due hereunder the Reinsurer
will deduct the applicable percentage from the return premium payable
hereon and the Company or its agent should take steps to recover the tax
from the United States Government.
ARTICLE XIII - RESERVES
A. The Reinsurer agrees to fund, within 30 days of the Company's request,
subject to receipt of satisfactory information from the Company, its share
of the Company's ceded outstanding loss reserves (being the sum of all
reinstatement premiums paid by the Company under the Underlying Contract
but not yet recovered from the Reinsurer, plus the Company's reserves for
reinstatement premiums due under the Underlying Contract, if any) by:
1. Clean, irrevocable and unconditional letters of credit issued and
confirmed, if confirmation is required by the insurance regulatory
authorities involved, by a bank or banks meeting the NAIC Securities
Valuation Office credit standards for issuers of letters of credit and
acceptable to said insurance regulatory authorities; and/or
2. Escrow accounts for the benefit of the Company; and/or
3. Cash advances;
if the Reinsurer is unauthorized in any state of the United States of
America or the District of Columbia having jurisdiction over the Company
and if, without such funding a penalty would accrue to the Company on any
financial statement, including but not limited to quarterly filings, it is
required to file with the insurance regulatory authorities involved.
The Reinsurer, at its sole option, may fund in other than cash if its
method of funding is acceptable to the Company and to the insurance
regulatory authorities involved.
For the purpose of this Contract, the Lloyd's U.S. Credit for Reinsurance
Trust Fund shall be considered an acceptable funding instrument.
B. With regard to funding in whole or in part by letters of credit, it is
agreed that each letter of credit will be in a form acceptable to insurance
regulatory authorities involved, will be issued for a term of at least one
year and will include an "evergreen clause," which automatically extends
the term for at least one additional year at each expiration date unless
written notice of non-renewal is given to the Company not less than 30 days
prior to said expiration date or longer where required by insurance
regulatory authorities. The Company and the Reinsurer further agree,
notwithstanding anything to the contrary in this Contract, that said
letters of credit may be drawn upon by the Company or its successors in
interest at any time, without diminution because of the insolvency of the
Company or the Reinsurer, but only for one or more of the following
purposes:
1. To reimburse itself for the Reinsurer's share of reinstatement
premiums paid by the Company under the terms of the Underlying
Contract, unless paid in cash by the Reinsurer;
2. To reimburse itself for the Reinsurer's share of any other amounts
claimed to be due hereunder, unless paid in cash by the Reinsurer;
(BENFIELD LOGO)
Page 6
3. To fund a cash account in an amount equal to the Reinsurer's share of
ceded outstanding loss reserves funded by means of a letter of credit
which is under non-renewal notice, if said letter of credit has not
been renewed or replaced by the Reinsurer 10 days prior to its
expiration date;
4. To refund to the Reinsurer any sum in excess of the actual amount
required to fund the Reinsurer's share of the Company's ceded
outstanding loss reserves if so requested by the Reinsurer.
In the event the amount drawn by the Company on any letter of credit is in
excess of the actual amount required for B(1) or B(3), or in the case of
B(2), the actual amount determined to be due, the Company shall promptly
return to the Reinsurer the excess amount so drawn.
ARTICLE XIV - INSOLVENCY
A. In the event of the insolvency of one or more of the reinsured companies,
this reinsurance shall be payable directly to the company or to its
liquidator, receiver, conservator or statutory successor on the basis of
the liability of the company without diminution because of the insolvency
of the company or because the liquidator, receiver, conservator or
statutory successor of the company has failed to pay all or a portion of
any claim. It is agreed, however, that the liquidator, receiver,
conservator or statutory successor of the company shall give written notice
to the Reinsurer of the pendency of a claim against the company indicating
the policy or bond reinsured which claim would involve a possible liability
on the part of the Reinsurer within a reasonable time after such claim is
filed in the conservation or liquidation proceeding or in the receivership,
and that during the pendency of such claim, the Reinsurer may investigate
such claim and interpose, at its own expense, in the proceeding where such
claim is to be adjudicated, any defense or defenses that it may deem
available to the company or its liquidator, receiver, conservator or
statutory successor. The expense thus incurred by the Reinsurer shall be
chargeable, subject to the approval of the Court, against the company as
part of the expense of conservation or liquidation to the extent of a pro
rata share of the benefit which may accrue to the company solely as a
result of the defense undertaken by the Reinsurer.
B. Where two or more reinsurers are involved in the same claim and a majority
in interest elect to interpose defense to such claim, the expense shall be
apportioned in accordance with the terms of this Contract as though such
expense had been incurred by the company.
C. It is further understood and agreed that, in the event of the insolvency of
one or more of the reinsured companies, the reinsurance under this Contract
shall be payable directly by the Reinsurer to the company or to its
liquidator, receiver or statutory successor, except as provided by Section
4118(a) of the New York Insurance Law or except (1) where this Contract
specifically provides another payee of such reinsurance in the event of the
insolvency of the company or (2) where the Reinsurer with the consent of
the direct insured or insureds has assumed such policy obligations of the
company as direct obligations of the Reinsurer to the payees under such
policies and in substitution for the obligations of the company to such
payees.
(BENFIELD LOGO)
Page 7
ARTICLE XV - ARBITRATION
A. As a condition precedent to any right of action hereunder, any dispute or
difference between the Company and any Reinsurer relating to the
interpretation or performance of this Contract, including its formation or
validity, or any transaction under this Contract, whether arising before or
after termination, shall be submitted to arbitration.
B. If more than one reinsurer is involved in the same dispute, all such
reinsurers shall constitute and act as one party for purposes of this
Article provided that communication shall be made by the Company to each of
the reinsurers constituting the one party, and provided, however, that
nothing therein shall impair the rights of such reinsurers to assert
several, rather than joint, defenses or claims, nor be construed as
changing the liability of the Reinsurer under the terms of this Contract
from several to joint.
C. Upon written request of any party, each party shall choose an arbitrator
and the two chosen shall select a third arbitrator. If either party refuses
or neglects to appoint an arbitrator within 30 days after receipt of the
written request for arbitration, the requesting party may appoint a second
arbitrator. If the two arbitrators fail to agree on the selection of a
third arbitrator within 30 days of their appointment, the Company shall
petition the American Arbitration Association to appoint the third
arbitrator. If the American Arbitration Association fails to appoint the
third arbitrator within 30 days after it has been requested to do so,
either party may request a justice of a court of general jurisdiction of
the state in which the arbitration is to be held to appoint the third
arbitrator. All arbitrators shall be active or retired officers of
insurance or reinsurance companies, or Lloyd's London Underwriters, and
disinterested in the outcome of the arbitration. Each party shall submit
its case to the arbitrators within 30 days of the appointment of the third
arbitrator.
D. The parties hereby waive all objections to the method of selection of the
arbitrators, it being the intention of both sides that all the arbitrators
be chosen from those submitted by the parties.
E. The arbitrators shall have the power to determine all procedural rules for
the holding of the arbitration including but not limited to inspection of
documents, examination of witnesses and any other matter relating to the
conduct of the arbitration. The arbitrators shall interpret this Contract
as an honorable engagement and not as merely a legal obligation; they are
relieved of all judicial formalities and may abstain from following the
strict rules of law. The arbitrators may award interest and costs. Each
party shall bear the expense of its own arbitrator and shall share equally
with the other party the expenses of the third arbitrator and of the
arbitration.
F. The decision in writing of the majority of the arbitrators shall be final
and binding upon both parties. Judgment may be entered upon the final
decision of the arbitrators in any court having jurisdiction. The
arbitration shall take place in Pinellas Park, Florida, unless otherwise
mutually agreed between the Company and the Reinsurer.
G. This Article shall remain in full force and effect in the event any other
provision of this Contract shall be found invalid or non-binding.
H. All time limitations stated in this Article may be amended by mutual
consent of the parties, and will be amended automatically to the extent
made necessary by any circumstances beyond the control of the parties.
(BENFIELD LOGO)
Page 8
ARTICLE XVI - SERVICE OF SUIT
(Applicable if the Reinsurer is not domiciled in the United States of America,
and/or is not authorized in any State, Territory or District of the United
States where authorization is required by insurance regulatory authorities. This
Article is not intended to conflict with or override the parties' obligations to
arbitrate their disputes in accordance with Article XV).
A. It is agreed that in the event the Reinsurer fails to pay any amount
claimed to be due hereunder, the Reinsurer, at the request of the Company,
will submit to the jurisdiction of any court of competent jurisdiction
within the United States. Nothing in this Article constitutes or should be
understood to constitute a waiver of the Reinsurer's rights to commence an
action in any court of competent jurisdiction in the United States, to
remove an action to a United States District Court, or to seek a transfer
of a case to another court as permitted by the laws of the United States or
of any state in the United States.
B. Further, pursuant to any statute of any state, territory or district of the
United States which makes provision therefore, the Reinsurer hereby
designates the party named in its Interests and Liabilities Agreement, or
if no party is named therein, the Superintendent, Commissioner or Director
of Insurance or other officer specified for that purpose in the statute, or
his successor or successors in office, as its true and lawful attorney upon
whom may be served any lawful process in any action, suit or proceeding
instituted by or on behalf of the Company or any beneficiary hereunder
arising out of this Contract.
ARTICLE XVII - AGENCY AGREEMENT
If more than one reinsured company is named as a party to this Contract, the
first named company shall be deemed the agent of the other reinsured companies
for purposes of sending or receiving notices required by the terms and
conditions of this Contract, and for purposes of remitting or receiving any
monies due any party.
ARTICLE XVIII - GOVERNING LAW
This Contract shall be governed as to performance, administration and
interpretation by the laws of the State of Florida exclusive of the rules with
respect to conflicts of law, except as to rules with respect to credit for
reinsurance in which case the applicable rules of all states shall apply.
ARTICLE XIX - CONFIDENTIALITY
The Reinsurer, except with the express prior written consent of the Company,
shall not directly or indirectly, communicate, disclose or divulge to any third
party, any knowledge or information that may be acquired either directly or
indirectly as a result of the inspection of the Company's books, records and
papers. The restrictions as outlined in this Article shall not apply to
communication or disclosures that the Reinsurer is required to make to its
statutory auditors, retrocessionaires, legal counsel, arbitrators involved in
any arbitration procedures under this
(BENFIELD LOGO)
Page 9
Contract or disclosures required upon subpoena or other duly-issued order of a
court or other governmental agency or regulatory authority.
ARTICLE XX - SEVERABILITY
If any provision of this Contract should be invalid under applicable laws, the
latter shall control but only to the extent of the conflict without affecting
the remaining provisions of this Contract.
ARTICLE XXI - INTERMEDIARY (BRMA 23A)
Benfield, Inc. is hereby recognized as the Intermediary negotiating this
Contract for all business hereunder. All communications (including but not
limited to notices, statements, premium, return premium, commissions, taxes,
losses, loss adjustment expense, salvages and loss settlements) relating thereto
shall be transmitted to the Company or the Reinsurer through Benfield, Inc.
Payments by the Company to the Intermediary shall be deemed to constitute
payment to the Reinsurer. Payments by the Reinsurer to the Intermediary shall be
deemed to constitute payment to the Company only to the extent that such
payments are actually received by the Company.
IN WITNESS WHEREOF, the Company by its duly authorized representative has
executed this Contract as of the date undermentioned at:
Pinellas Park, Florida, this 21st day of SEPTEMBER in the year 2005.
/s/ Bruce Meyer, Senior Vice President and Treasurer
- ----------------------------------------------------
Liberty American Insurance Group, Inc.
(for and on behalf of the "Company")
(BENFIELD LOGO)
Page 10
SCHEDULE A
REINSTATEMENT PREMIUM PROTECTION
REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2005
issued to
Liberty American Insurance Company
Pinellas Park, Florida
Mobile USA Insurance Company
Pinellas Park, Florida
and
any and all other companies which are now
or may hereafter become member companies of
Liberty American Insurance Group, Inc.
SECOND THIRD FOURTH FIFTH SIXTH
EXCESS EXCESS EXCESS EXCESS EXCESS
----------- ----------- ----------- ------------ ------------
Company's $ 7,000,000 $20,000,000 $35,000,000 $ 60,000,000 $120,000,000
Retention
Reinsurer's $13,000,000 $15,000,000 $25,000,000 $ 60,000,000 $ 65,000,000
Per Occurrence
Limit
Reinsurer's $26,000,000 $30,000,000 $50,000,000 $120,000,000 $130,000,000
Term Limit
Minimum $ 3,640,000 $ 2,940,000 $ 2,400,000 $ 4,320,000 $ 3,640,000
Premium
Condominium, 5.358% 4.327% 3.532% 6.358% 5.358%
Dwelling and
Homeowners
Premium Rate
Manufactured 10.526% 8.502% 6.940% 12.492% 10.526%
Homeowners
Premium Rate
Deposit $ 4,550,000 $ 3,675,000 $ 3,000,000 $ 5,400,000 $ 4,550,000
Premium
Quarterly $ 1,137,500 $ 918,750 $ 750,000 $ 1,350,000 $ 1,137,500
Deposit
Premium
(BENFIED LOGO)
Schedule A
INTERESTS AND LIABILITIES AGREEMENT
of
ACE Tempest Reinsurance Ltd.
Hamilton, Bermuda
(hereinafter referred to as the "Subscribing Reinsurer")
with respect to the
REINSTATEMENT PREMIUM PROTECTION
REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2005
issued to and duly executed by
Liberty American Insurance Company
Pinellas Park, Florida
Mobile USA Insurance Company
Pinellas Park, Florida
and
any and all other companies which are now
or may hereafter become member companies of
Liberty American Insurance Group, Inc.
The Subscribing Reinsurer hereby accepts the following percentage shares in the
interests and liabilities of the "Reinsurer" as set forth in the attached
Contract captioned above:
15.0% of the Second Reinstatement Premium Protection Reinsurance
15.0% of the Third Reinstatement Premium Protection Reinsurance
15.0% of the Fourth Reinstatement Premium Protection Reinsurance
15.0% of the Fifth Reinstatement Premium Protection Reinsurance
15.0% of the Sixth Reinstatement Premium Protection Reinsurance
This Agreement shall become effective on June 1, 2005, and shall continue in
force until May 31, 2006, both days inclusive, unless earlier terminated in
accordance with the provisions of the attached Contract.
The Subscribing Reinsurer's share in the attached Contract shall be separate and
apart from the shares of the other reinsurers, and shall not be joint with the
shares of the other reinsurers, it being understood that the Subscribing
Reinsurer shall in no event participate in the interests and liabilities of the
other reinsurers.
IN WITNESS WHEREOF, the Subscribing Reinsurer by its duly authorized
representative has executed this Agreement as of the date undermentioned at:
Hamilton, Bermuda, this 27th day of September in the year 2005.
/s/ Michael Clarke, Underwriter
- ------------------------------------
ACE Tempest Reinsurance Ltd.
(BENFIED LOGO)
INTERESTS AND LIABILITIES AGREEMENT
of
Aspen Insurance Limited
Hamilton, Bermuda
(hereinafter referred to as the "Subscribing Reinsurer")
with respect to the
REINSTATEMENT PREMIUM PROTECTION
REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2005
issued to and duly executed by
Liberty American Insurance Company
Pinellas Park, Florida
Mobile USA Insurance Company
Pinellas Park, Florida
and
any and all other companies which are now
or may hereafter become member companies of
Liberty American Insurance Group, Inc.
The Subscribing Reinsurer hereby accepts the following percentage shares in the
interests and liabilities of the "Reinsurer" as set forth in the attached
Contract captioned above:
13.5% of the Second Reinstatement Premium Protection Reinsurance
13.5% of the Third Reinstatement Premium Protection Reinsurance
13.5% of the Fourth Reinstatement Premium Protection Reinsurance
0% of the Fifth Reinstatement Premium Protection Reinsurance
0% of the Sixth Reinstatement Premium Protection Reinsurance
This Agreement shall become effective on June 1, 2005, and shall continue in
force until May 31, 2006, both days inclusive, unless earlier terminated in
accordance with the provisions of the attached Contract.
The Subscribing Reinsurer's share in the attached Contract shall be separate and
apart from the shares of the other reinsurers, and shall not be joint with the
shares of the other reinsurers, it being understood that the Subscribing
Reinsurer shall in no event participate in the interests and liabilities of the
other reinsurers.
IN WITNESS WHEREOF, the Subscribing Reinsurer by its duly authorized
representative has executed this Agreement as of the date undermentioned at:
Hamilton, Bermuda, this 29th day of September in the year 2005.
/s/ Piers Vacher, Underwriter
- ------------------------------------
Aspen Insurance Limited
(BENFIED LOGO)
INTERESTS AND LIABILITIES AGREEMENT
of
AXIS Specialty Limited
Pembroke, Bermuda
(hereinafter referred to as the "Subscribing Reinsurer")
with respect to the
REINSTATEMENT PREMIUM PROTECTION
REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2005
issued to and duly executed by
Liberty American Insurance Company
Pinellas Park, Florida
Mobile USA Insurance Company
Pinellas Park, Florida
and
any and all other companies which are now
or may hereafter become member companies of
Liberty American Insurance Group, Inc.
The Subscribing Reinsurer hereby accepts the following percentage shares in the
interests and liabilities of the "Reinsurer" as set forth in the attached
Contract captioned above:
25.0% of the Second Reinstatement Premium Protection Reinsurance
25.0% of the Third Reinstatement Premium Protection Reinsurance
25.0% of the Fourth Reinstatement Premium Protection Reinsurance
25.0% of the Fifth Reinstatement Premium Protection Reinsurance
25.0% of the Sixth Reinstatement Premium Protection Reinsurance
This Agreement shall become effective on June 1, 2005, and shall continue in
force until May 31, 2006, both days inclusive, unless earlier terminated in
accordance with the provisions of the attached Contract.
The Subscribing Reinsurer's share in the attached Contract shall be separate and
apart from the shares of the other reinsurers, and shall not be joint with the
shares of the other reinsurers, it being understood that the Subscribing
Reinsurer shall in no event participate in the interests and liabilities of the
other reinsurers.
IN WITNESS WHEREOF, the Subscribing Reinsurer by its duly authorized
representative has executed this Agreement as of the date undermentioned at:
Pembroke, Bermuda, this 11th day of October in the year 2005.
/s/ Christian Dunleavy, Vice President
- --------------------------------------
AXIS Specialty Limited
(BENFIED LOGO)
INTERESTS AND LIABILITIES AGREEMENT
of
Hannover Re (Bermuda), Ltd.
Hamilton, Bermuda
(hereinafter referred to as the "Subscribing Reinsurer")
with respect to the
REINSTATEMENT PREMIUM PROTECTION
REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2005
issued to and duly executed by
Liberty American Insurance Company
Pinellas Park, Florida
Mobile USA Insurance Company
Pinellas Park, Florida
and
any and all other companies which are now
or may hereafter become member companies of
Liberty American Insurance Group, Inc.
The Subscribing Reinsurer hereby accepts the following percentage shares in the
interests and liabilities of the "Reinsurer" as set forth in the attached
Contract captioned above:
0% of the Second Reinstatement Premium Protection Reinsurance
0% of the Third Reinstatement Premium Protection Reinsurance
0% of the Fourth Reinstatement Premium Protection Reinsurance
13.5% of the Fifth Reinstatement Premium Protection Reinsurance
13.5% of the Sixth Reinstatement Premium Protection Reinsurance
This Agreement shall become effective on June 1, 2005, and shall continue in
force until May 31, 2006, both days inclusive, unless earlier terminated in
accordance with the provisions of the attached Contract.
The Subscribing Reinsurer's share in the attached Contract shall be separate and
apart from the shares of the other reinsurers, and shall not be joint with the
shares of the other reinsurers, it being understood that the Subscribing
Reinsurer shall in no event participate in the interests and liabilities of the
other reinsurers.
In any action, suit or proceeding to enforce the Subscribing Reinsurer's
obligations under the attached Contract, service of process may be made upon
Mendes & Mount, 750 Seventh Avenue, New York, New York 10019.
IN WITNESS WHEREOF, the Subscribing Reinsurer by its duly authorized
representative has executed this Agreement as of the date undermentioned at:
Hamilton, Bermuda, this 11th day of October in the year 2005.
/s/ Joerg Schuenemann, Underwriter
- ------------------------------------
Hannover Re (Bermuda), Ltd.
(BENFIED LOGO)
INTERESTS AND LIABILITIES AGREEMENT
of
Rosemont Reinsurance Limited
Hamilton, Bermuda
(hereinafter referred to as the "Subscribing Reinsurer")
with respect to the
REINSTATEMENT PREMIUM PROTECTION
REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2005
issued to and duly executed by
Liberty American Insurance Company
Pinellas Park, Florida
Mobile USA Insurance Company
Pinellas Park, Florida
and
any and all other companies which are now
or may hereafter become member companies of
Liberty American Insurance Group, Inc.
The Subscribing Reinsurer hereby accepts the following percentage shares in the
interests and liabilities of the "Reinsurer" as set forth in the attached
Contract captioned above:
6.5% of the Second Reinstatement Premium Protection Reinsurance
6.5% of the Third Reinstatement Premium Protection Reinsurance
6.5% of the Fourth Reinstatement Premium Protection Reinsurance
6.5% of the Fifth Reinstatement Premium Protection Reinsurance
6.5% of the Sixth Reinstatement Premium Protection Reinsurance
This Agreement shall become effective on June 1, 2005, and shall continue in
force until May 31, 2006, both days inclusive, unless earlier terminated in
accordance with the provisions of the attached Contract.
The Subscribing Reinsurer's share in the attached Contract shall be separate and
apart from the shares of the other reinsurers, and shall not be joint with the
shares of the other reinsurers, it being understood that the Subscribing
Reinsurer shall in no event participate in the interests and liabilities of the
other reinsurers.
IN WITNESS WHEREOF, the Subscribing Reinsurer by its duly authorized
representative has executed this Agreement as of the date undermentioned at:
Hamilton, Bermuda, this 28th day of September in the year 2005.
/s/ Steve Velotti, Senior Vice President
- ------------------------------------------
Rosemont Reinsurance Limited
(BENFIED LOGO)
INTERESTS AND LIABILITIES AGREEMENT
of
Certain Underwriting Members of Lloyd's
shown in the Signing Schedules attached hereto
(hereinafter referred to as the "Subscribing Reinsurer")
with respect to the
REINSTATEMENT PREMIUM PROTECTION
REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2005
issued to and duly executed by
Liberty American Insurance Company
Pinellas Park, Florida
Mobile USA Insurance Company
Pinellas Park, Florida
and
any and all other companies which are now
or may hereafter become member companies of
Liberty American Insurance Group, Inc.
The Subscribing Reinsurer hereby accepts the following percentage shares in the
interests and liabilities of the "Reinsurer" as set forth in the attached
Contract captioned above:
40.0% of the Second Reinstatement Premium Protection Reinsurance
40.0% of the Third Reinstatement Premium Protection Reinsurance
40.0% of the Fourth Reinstatement Premium Protection Reinsurance
40.0% of the Fifth Reinstatement Premium Protection Reinsurance
40.0% of the Sixth Reinstatement Premium Protection Reinsurance
This Agreement shall become effective on June 1, 2005, and shall continue in
force until May 31, 2006, both days inclusive, unless earlier terminated in
accordance with the provisions of the attached Contract.
The Subscribing Reinsurer's share in the attached Contract shall be separate and
apart from the shares of the other reinsurers, and shall not be joint with the
shares of the other reinsurers, it being understood that the Subscribing
Reinsurer shall in no event participate in the interests and liabilities of the
other reinsurers.
In any action, suit or proceeding to enforce the Subscribing Reinsurer's
obligations under the attached Contract, service of process may be made upon
Mendes & Mount, 750 Seventh Avenue, New York, New York 10019.
Signed for and on behalf of the Subscribing Reinsurer in the Signing Schedules
attached hereto. Signed on behalf of K.C., General Manager
(BENFIED LOGO)