EXHIBIT 10.1
FLORIDA ONLY EXCESS CATASTROPHE REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2006
issued to
Liberty American Insurance Company
Pinellas Park, Florida
Liberty American Select 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)
FLORIDA ONLY EXCESS CATASTROPHE REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2006
issued to
Liberty American Insurance Company
Pinellas Park, Florida
Liberty American Select 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.
First Excess Catastrophe Reinsurance
REINSURERS PARTICIPATIONS
---------- --------------
Amlin Bermuda Limited 5.00%
Ariel Reinsurance Company Limited 5.00
Aspen Insurance Limited 30.00
Catlin Insurance Company Ltd. 2.50
DaVinci Reinsurance Ltd. 2.75
Flagstone Reinsurance Limited 15.00
Harbor Point Services Inc.
(for Federal Insurance Company) 6.00
Montpelier Reinsurance Limited 5.00
Partner Reinsurance Company 5.00
Platinum Underwriters Reinsurance, Inc. 2.00
Renaissance Reinsurance, Ltd. 14.25
Swiss Reinsurance America Corporation 7.50
TOTAL 100.00%
(BENFIELD LOGO)
Page 1 of 3
Second Excess Catastrophe Reinsurance
REINSURERS PARTICIPATIONS
---------- --------------
ACE Tempest Reinsurance Ltd. 2.00%
Amlin Bermuda Limited 8.75
Ariel Reinsurance Company Limited 5.00
Catlin Insurance Company Ltd. 2.50
Flagstone Reinsurance Limited 15.00
Hannover Re (Bermuda), Ltd. 6.00
Harbor Point Services Inc.
(for Federal Insurance Company) 8.00
Montpelier Reinsurance Limited 5.00
Partner Reinsurance Company 9.00
Platinum Underwriters Reinsurance, Inc. 2.00
Swiss Reinsurance America Corporation 7.50
Transatlantic Reinsurance Company 5.00
THROUGH BENFIELD LIMITED (PLACEMENT ONLY)
AXA RE 6.00
THROUGH BENFIELD LIMITED
Lloyd's Underwriters Per Signing Schedule 18.25
TOTAL 100.00%
(BENFIELD LOGO)
Page 2 of 3
Third Excess Catastrophe Reinsurance
REINSURERS PARTICIPATIONS
---------- --------------
ACE Tempest Reinsurance Ltd. 2.00%
Amlin Bermuda Limited 7.50
Catlin Insurance Company Ltd. 2.50
Flagstone Reinsurance Limited 4.00
Hannover Re (Bermuda), Ltd. 6.00
Harbor Point Services Inc.
(for Federal Insurance Company) 3.25
Montpelier Reinsurance Limited 5.00
Partner Reinsurance Company 14.50
Platinum Underwriters Reinsurance, Inc. 2.00
Swiss Re Underwriters Agency, Inc.
(for Swiss Reinsurance America Corporation) 6.00
Swiss Reinsurance America Corporation 7.50
Transatlantic Reinsurance Company 10.00
XL Re Ltd 1.50
THROUGH BENFIELD LIMITED (PLACEMENT ONLY)
AXA RE 10.00
THROUGH BENFIELD LIMITED
Lloyd's Underwriters Per Signing Schedule 18.25
TOTAL 100.00%
(BENFIELD LOGO)
Page 3 of 3
TABLE OF CONTENTS
ARTICLE PAGE
- ------- ----
I Classes of Business Reinsured 1
II Commencement and Termination 1
III Territory (BRMA 51A) 2
IV Exclusions 2
V Retention and Limit 5
VI Reinstatement 5
VII Premium 5
VIII Definitions 7
IX Loss Occurrence 8
X Loss Notices and Settlements 9
XI Salvage and Subrogation 9
XII Florida Hurricane Catastrophe Fund 10
XIII Late Payments 11
XIV Offset (BRMA 36D) 12
XV Access to Records (BRMA 1D) 12
XVI Liability of the Reinsurer 12
XVII Net Retained Lines (BRMA 32B) 13
XVIII Errors and Omissions (BRMA 14F) 13
XIX Currency (BRMA 12A) 13
XX Taxes (BRMA 50B) 13
XXI Federal Excise Tax 13
XXII Funding Requirements 14
XXIII Insolvency 15
XXIV Arbitration 16
XXV Service of Suit 17
XXVI Agency Agreement 17
XXVII Governing Law 17
XXVIII Confidentiality 18
XXIX Severability 18
XXX Intermediary (BRMA 23A) 18
Schedule A
(BENFIELD LOGO)
FLORIDA ONLY EXCESS CATASTROPHE REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2006
issued to
Liberty American Insurance Company
Pinellas Park, Florida
Liberty American Select 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 - CLASSES OF BUSINESS REINSURED
By this Contract the Reinsurer agrees to reinsure the excess liability which may
accrue to the Company under its policies, contracts and binders of insurance
(hereinafter called "policies") in force at the effective date hereof or issued
or renewed on or after that date, and classified by the Company as Property
business, subject to the terms, conditions and limitations set forth herein and
in Schedule A attached to and forming part of this Contract.
ARTICLE II - COMMENCEMENT AND TERMINATION
A. This Contract shall become effective at 12:01 a.m., Local Standard Time,
June 1, 2006, with respect to losses arising out of loss occurrences
commencing at or after that time and date, and shall remain in force until
12:01 a.m., Local Standard Time, June 1, 2007.
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:
1. The Subscribing Reinsurer's policyholders' surplus or foreign
equivalent thereto after the date lines are bound for this Contract
has been reduced by more than 25.0% of the amount of surplus or
foreign equivalent 12 months prior to that date; or
2. The Subscribing Reinsurer's policyholders' surplus or the foreign
equivalent thereto at any time after the date that lines are bound or
at any time during the term of this
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Contract has been reduced by more than 25.0% of the amount of surplus
or foreign equivalent 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 lines are bound for this
Contract; or
3. The Subscribing Reinsurer's A.M. Best's Financial Strength rating has
been assigned as any rating below "A-" (inclusive of "Not Rated"
ratings) and/or the Subscribing Reinsurer's Standard & Poor's Insurer
Financial Strength rating has been assigned as any rating below "BBB+"
(inclusive of "Not Rated" ratings); 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 to a non-affiliated entity 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.
ARTICLE III - TERRITORY (BRMA 51A)
The territorial limits of this Contract shall be identical with those of the
Company's policies.
ARTICLE IV - EXCLUSIONS
This Contract does not apply to and specifically excludes the following:
1. Financial guarantee and insolvency.
2. Mortgage Impairment insurances and similar kinds of insurances,
however styled.
3. Nuclear risks as defined in the "Nuclear Incident Exclusion Clause -
Physical Damage - Reinsurance" attached to and forming part of this
Contract.
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4. Loss or damage caused by or resulting from war, invasion, hostilities,
acts of foreign enemies, civil war, rebellion, insurrection, military
or usurped power, or martial law or confiscation by order of any
government or public authority.
5. Loss or liability from any Pool, Association or Syndicate and any
assessment or similar demand for payment related to the Florida
Hurricane Catastrophe Fund or Citizens Property Insurance Corporation.
6. All liability of the Company arising by contract, operation of law, or
otherwise, from its participation or membership, whether voluntary or
involuntary, in any insolvency fund. "Insolvency fund" includes any
guaranty fund, insolvency fund, plan, pool, association, fund or other
arrangement, however denominated, established or governed, which
provides for any assessment of or payment or assumption by the Company
of part or all of any claim, debt, charge, fee or other obligation of
an insurer, or its successors or assigns, which has been declared by
any competent authority to be insolvent, or which is otherwise deemed
unable to meet any claim, debt, charge, fee or other obligation in
whole or in part.
7. Losses in respect of overhead transmission and distribution lines and
their supporting structures other than those on or within 1,000 feet
of the insured premises. It is understood and agreed that public
utilities extension and/or suppliers extension and/or contingent
business interruption coverages are not subject to this exclusion,
provided that these are not part of a transmitters' or distributors'
policy.
8. Accident and Health, Casualty, Fidelity and/or Surety business.
9. Loss, damage, cost or expense arising from seepage and/or pollution
and/or contamination, other than contamination from smoke.
Nevertheless, this exclusion does not preclude payment of the cost of
removing debris of property damaged by a loss otherwise covered
hereunder, subject always to a limit of 25.0% of the Company's
property loss under the applicable original policy.
10. Notwithstanding any other provision to the contrary within this
Contract or any amendment thereto, loss, damage, cost or expense
directly or indirectly caused by, contributed to by, resulting from,
or arising out of or in connection with any act of terrorism, as
defined herein, regardless of any other cause or event contributing
concurrently or in any other sequence to the loss.
An "act of terrorism" includes any act, or preparation in respect of
action, or threat of action, designed to influence the government de
jure or de facto of any nation or any political division thereof, or
in pursuit of political, religious, ideological or similar purposes to
intimidate the public or a section of the public of any nation by any
person or group(s) of persons whether acting alone or on behalf of or
in connection with any organization(s) or government(s) de jure or de
facto, and which:
a. Involves violence against one or more persons, or
b. Involves damage to property; or
c. Endangers life other than that of the person committing the
action; or
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d. Creates a risk to health or safety of the public or a section of
the public; or
e. Is designed to interfere with or to disrupt an electronic system.
Loss, damage, cost or expense directly or indirectly caused by,
contributed to by, resulting from, or arising out of or in connection
with any action in controlling, preventing, suppressing, retaliating
against, or responding to any act of terrorism.
Notwithstanding the above and subject otherwise to the terms,
conditions and limitations of this Contract, in respect only of
personal lines this Contract will pay actual loss or damage (but not
related cost or expense) caused by any act of terrorism provided such
act is not directly or indirectly caused by, contributed to by,
resulting from, or arising out of or in connection with biological,
chemical, radioactive, or nuclear pollution or contamination or
explosion.
11. Loss or liability in any way or to any extent arising out of the
actual or alleged presence or actual, alleged or threatened presence
of fungi including, but not limited to, mold, mildew, mycotoxins,
microbial volatile organic compounds or other "microbial
contamination." This includes:
a. Any supervision, instruction, recommendations, warnings, or
advice given or which should have been given in connection with
the above; and
b. Any obligation to share damages with or repay someone else who
must pay damages because of such injury or damage.
For purposes of this exclusion, "microbial contamination" means any
contamination, either airborne or surface, which arises out of or is
related to the presence of fungi, mold, mildew, mycotoxins, microbial
volatile organic compounds or spores, including, without limitation,
Penicillium, Aspergillus, Fusarium, Aspergillus Flavus and
Stachybotrys chartarum.
Losses resulting from the above causes do not in and of themselves
constitute an event unless arising out of one or more of the following
perils, in which case this exclusion does not apply:
Fire, lightning, explosion, aircraft or vehicle impact, falling
objects, windstorm, hail, tornado, cyclone, hurricane,
earthquake, volcano, tsunami, flood, freeze or weight of snow.
Notice of any claims for mold-related losses must be given by the
Company to the Reinsurer, in writing, within 24 months after the
commencement date of the loss occurrence to which such claims relate.
12. Loss or liability excluded under the provisions of the "Electronic
Data Endorsement B (NMA 2915)" attached to and forming part of this
Contract.
13. Assumed reinsurance, except for the Company's 25.0% quota share of the
United Surety of Florida Excess Catastrophe Reinsurance Contract
retention of $700,000.
(BENFIELD LOGO)
Page 4
ARTICLE V - RETENTION AND LIMIT
A. As respects each excess layer of reinsurance coverage provided by this
Contract, the Company shall retain and be liable for the first amount of
ultimate net loss, shown as "Company's Retention" for that excess layer in
Schedule A attached hereto, arising out of each loss occurrence. The
Reinsurer shall then be liable, as respects each excess layer, for the
amount by which such ultimate net loss exceeds the Company's applicable
retention, but the liability of the Reinsurer under each excess layer shall
not exceed the amount, shown as "Reinsurer's Per Occurrence Limit" for that
excess layer in Schedule A attached hereto, as respects any one loss
occurrence.
B. No claim shall be made under any excess layer of reinsurance coverage
provided by this Contract as respects any one loss occurrence unless at
least two risks insured or reinsured by the Company are involved in such
loss occurrence. For purposes of this Contract, the Company shall be the
sole judge of what constitutes one risk.
ARTICLE VI - REINSTATEMENT
A. In the event all or any portion of the reinsurance under any excess layer
of reinsurance coverage provided by this Contract is exhausted by loss, the
amount so exhausted shall be reinstated immediately from the time the loss
occurrence commences hereon.
B. Notwithstanding anything stated herein, the liability of the Reinsurer
under any excess layer of reinsurance coverage provided by this Contract
shall not exceed either of the following:
1. The amount, shown as "Reinsurer's Per Occurrence Limit" for that
excess layer in Schedule A attached hereto, as respects loss or losses
arising out of any one loss occurrence; or
2. The amount, shown as "Reinsurer's Term Limit" for that excess layer in
Schedule A attached hereto, in all during the term of this Contract.
ARTICLE VII - PREMIUM
A. As premium for each excess layer of reinsurance coverage provided by this
Contract, the Company shall pay the Reinsurer the greater of the following:
1. The amount, shown as "Minimum Premium" for that excess layer in
Schedule A attached hereto; or
2. The Company's aggregate total insured value for policies that include
wind coverage in force on September 30, 2006, multiplied by the
percentage shown as "Adjustment Rate" for that excess layer in
Schedule A attached hereto.
B. The Company shall pay the Reinsurer a deposit premium for each excess layer
of the amount, shown as "Deposit Premium" for that excess layer in Schedule
A attached hereto, in four equal installments of the amount, shown as
"Quarterly Deposit Premium" for that
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Page 5
excess layer in Schedule A attached hereto, on June 1, September 1 and
December 1 of 2006 and March 1, 2007.
C. Within 45 days after the expiration of this Contract, the Company shall
provide a report to the Reinsurer setting forth the premium due hereunder
for each excess layer, computed in accordance with paragraph A above, and
any additional premium due the Reinsurer or return premium due the Company
for each such excess layer shall be remitted promptly.
D. For each amount of limit reinstated for each excess layer in accordance
with the Reinstatement Article, the Company agrees to pay additional
premium equal to the product of the following:
1. The percentage of the occurrence limit for the excess layer reinstated
(based on the loss paid by the Reinsurer under that excess layer);
times
2. The final adjusted reinsurance premium, as calculated in accordance
with paragraph A above, for the excess layer reinstated for the term
of this Contract (exclusive of reinstatement premium).
E. Whenever the Company requests payment by the Reinsurer of any loss under
any excess layer hereunder, the Company shall submit a statement to the
Reinsurer of reinstatement premium due the Reinsurer for that excess layer.
If the final adjusted reinsurance premium for any excess layer for the term
of this Contract has not been determined as of the date of any such
statement, the calculation of reinstatement premium due for that excess
layer shall be based on the annual deposit premium for that excess layer
and shall be readjusted when the final adjusted reinsurance premium for
that excess layer for the term of this Contract has been determined. Any
reinstatement premium shown to be due the Reinsurer for any excess layer as
reflected by any such statement (less prior payments, if any, for that
excess layer) shall be payable by the Company concurrently with payment by
the Reinsurer of the requested loss for that excess layer. Any return
reinstatement premium shown to be due the Company shall be remitted by the
Reinsurer as promptly as possible after receipt and verification of the
Company's statement.
F. In the event a Subscribing Reinsurer's participation in this Contract is
terminated under the provisions of paragraph B of the Commencement and
Termination Article, no deposit premium shall be due after the effective
date of termination, the minimum premium shall be waived, and the
reinsurance premium and reinstatement premium will be calculated in
accordance with the following formulas:
1. Reinsurance premium shall be the number of days the Subscribing
Reinsurer participated on this Contract divided by the number of days
of the original term of this Contract and the quotient thereof shall
be multiplied by the Subscribing Reinsurer's percentage share of the
final adjusted premium reported in accordance with paragraph C above.
2. Reinstatement premium shall be calculated in accordance with paragraph
D above and shall be considered fully earned.
3. In the event the incurred loss for an excess layer in Schedule A
attached hereto is greater than the sum of the amounts from
subparagraphs 1 and 2 of this paragraph F that are applicable to the
same excess layer, in lieu of the provisions of
(BENFIELD LOGO)
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subparagraphs 1 and 2 of this paragraph F, the Subscribing Reinsurer
will receive premium equal to the lesser of:
a. An amount equal to the Subscribing Reinsurer's percentage share
of the full reinsurance premium calculated in accordance with
paragraph A (without regard to the termination of the Subscribing
Reinsurer's share in accordance with the provisions of paragraph
B of the Commencement and Termination Article) plus any
reinstatement premium calculated in accordance with subparagraph
2 of this paragraph F; or
b. The Subscribing Reinsurer's percentage share of the incurred loss
for the same excess layer.
ARTICLE VIII - DEFINITIONS
A. "Ultimate net loss" as used herein is defined as the sum or sums (including
loss in excess of policy limits, extra contractual obligations and loss
adjustment expense, as hereinafter defined) paid or payable by the Company
in settlement of claims and in satisfaction of judgments rendered on
account of such claims, after deduction of all salvage, all recoveries and
all claims on inuring insurance or reinsurance, whether collectible or not.
Nothing herein shall be construed to mean that losses under this Contract
are not recoverable until the Company's ultimate net loss has been
ascertained.
B. "Loss in excess of policy limits" and "extra contractual obligations" as
used herein shall be defined as follows:
1. "Loss in excess of policy limits" shall mean 90.0% of any amount paid
or payable by the Company in excess of its policy limits, but
otherwise within the terms of its policy, such loss in excess of the
Company's policy limits having been incurred because of, but not
limited to, failure by the Company to settle within the policy limits
or by reason of the Company's alleged or actual negligence, fraud or
bad faith in rejecting an offer of settlement or in the preparation of
the defense or in the trial of any action against its insured or
reinsured or in the preparation or prosecution of an appeal consequent
upon such an action.
2. "Extra contractual obligations" shall mean 90.0% of any punitive,
exemplary, compensatory or consequential damages paid or payable by
the Company, not covered by any other provision of this Contract and
which arise from the handling of any claim on business subject to this
Contract, such liabilities arising because of, but not limited to,
failure by the Company to settle within the policy limits or by reason
of the Company's alleged or actual negligence, fraud or bad faith in
rejecting an offer of settlement or in the preparation of the defense
or in the trial of any action against its insured or reinsured or in
the preparation or prosecution of an appeal consequent upon such an
action. An extra contractual obligation shall be deemed, in all
circumstances, to have occurred on the same date as the loss covered
or alleged to be covered under the policy.
Notwithstanding anything stated herein, the amount included in the ultimate
net loss for any one loss occurrence as respects loss in excess of policy
limits and extra contractual obligations shall not exceed 25.0% of the
Company's indemnity loss hereunder arising out
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of that loss occurrence.
Notwithstanding anything stated herein, this Contract shall not apply to
any loss in excess of policy limits or any extra contractual obligation
incurred by the Company as a result of any fraudulent and/or criminal act
by any officer or director of the Company acting individually or
collectively or in collusion with any individual or corporation or any
other organization or party involved in the presentation, defense or
settlement of any claim covered hereunder.
C. "Loss adjustment expense" as used herein shall mean expenses assignable to
the investigation, appraisal, adjustment, settlement, litigation, defense
and/or appeal of specific claims, regardless of how such expenses are
classified for statutory reporting purposes. Loss adjustment expense shall
include, but not be limited to, declaratory judgments, interest on
judgments, expenses of outside adjusters, and a pro rata share of the
salaries and expenses of the Company's field employees according to the
time occupied adjusting such losses and expenses of the Company's officials
incurred in connection with the losses, but shall not include office
expenses or salaries of the Company's regular employees.
ARTICLE IX - LOSS OCCURRENCE
A. The term "loss occurrence" shall mean the sum of all individual losses
directly occasioned by any one disaster, accident or loss or series of
disasters, accidents or losses arising out of one event which occurs within
the area of one state of the United States and states contiguous thereto
and to one another. However, the duration and extent of any one "loss
occurrence" shall be limited to all individual losses sustained by the
Company occurring during any period of 168 consecutive hours arising out of
and directly occasioned by the same event, except that the term "loss
occurrence" shall be further defined as follows:
1. As regards windstorm, hail, tornado, hurricane, cyclone, including
ensuing collapse and water damage, all individual losses sustained by
the Company occurring during any period of 72 consecutive hours
arising out of and directly occasioned by the same event. However, the
event need not be limited to one state or states contiguous thereto.
2. As regards riot, riot attending a strike, civil commotion, vandalism
and malicious mischief, all individual losses sustained by the Company
occurring during any period of 72 consecutive hours within the area of
one municipality or county and the municipalities or counties
contiguous thereto arising out of and directly occasioned by the same
event. The maximum duration of 72 consecutive hours may be extended in
respect of individual losses which occur beyond such 72 consecutive
hours during the continued occupation of an insured's premises by
strikers, provided such occupation commenced during the aforesaid
period.
3. As regards earthquake (the epicenter of which need not necessarily be
within the territorial confines referred to in the introductory
portion of this paragraph) and fire following directly occasioned by
the earthquake, only those individual fire losses which commence
during the period of 168 consecutive hours may be included in the
Company's "loss occurrence."
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4. As regards "freeze," only individual losses directly occasioned by
collapse, breakage of glass and water damage (caused by bursting
frozen pipes and tanks) may be included in the Company's "loss
occurrence."
5. As regards firestorms, brush fires, and any other fires or series of
fires, irrespective of origin (except as provided in subparagraphs 2
and 3 above), which spread through trees, grassland or other
vegetation, all individual losses sustained by the Company which occur
during any period of 168 consecutive hours within a 100-mile radius of
any fixed point selected by the Company may be included in the
Company's "loss occurrence." However, an individual loss subject to
this subparagraph cannot be included in more than one "loss
occurrence."
B. For all those "loss occurrences," other than those referred to in
subparagraph 2 of paragraph A above, the Company may choose the date and
time when any such period of consecutive hours commences, provided that it
is not earlier than the date and time of the occurrence of the first
recorded individual loss sustained by the Company arising out of that
disaster, accident or loss, and provided that only one such period of 168
consecutive hours shall apply with respect to one event, except for any
"loss occurrence" referred to in subparagraph 1 of paragraph A above where
only one such period of 72 consecutive hours shall apply with respect to
one event, regardless of the duration of the event.
C. As respects those "loss occurrences" referred to in subparagraph 2 of
paragraph A above, if the disaster, accident or loss occasioned by the
event is of greater duration than 72 consecutive hours, then the Company
may divide that disaster, accident or loss into two or more "loss
occurrences," provided no two periods overlap and no individual loss is
included in more than one such period and provided that no period commences
earlier than the date and time of the occurrence of the first recorded
individual loss sustained by the Company arising out of that disaster,
accident or loss.
D. No individual losses occasioned by an event that would be covered by 72
hours clauses may be included in any "loss occurrence" claimed under the
168 hours provision.
ARTICLE X - LOSS NOTICES AND SETTLEMENTS
A. Whenever losses sustained by the Company appear likely to result in a claim
hereunder, the Company shall notify the Reinsurer, and the Reinsurer shall
have the right to participate in the adjustment of such losses at its own
expense.
B. All loss settlements made by the Company, provided they are within the
terms of this Contract and the terms of the Company's policies, 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 within 14 days) by the Company.
ARTICLE XI - SALVAGE AND SUBROGATION
The Reinsurer shall be credited with salvage (i.e., reimbursement obtained or
recovery made by the Company, less the actual cost, excluding salaries of
officials and employees of the Company and sums paid to attorneys as retainer,
of obtaining such reimbursement or making
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such recovery) on account of claims and settlements involving reinsurance
hereunder. Salvage thereon shall always be used to reimburse the excess carriers
in the reverse order of their priority according to their participation before
being used in any way to reimburse the Company for its primary loss. The Company
hereby agrees to enforce its rights to salvage or subrogation relating to any
loss, a part of which loss was sustained by the Reinsurer, and to prosecute all
claims arising out of such rights.
ARTICLE XII - FLORIDA HURRICANE CATASTROPHE FUND
A. The Company shall provisionally purchase from the Florida Hurricane
Catastrophe Fund (FHCF) the following limit and retention:
1. As respects Liberty American Insurance Company, 90.0% of $12,554,329
excess of $3,973,167; and
2. As respects Liberty American Select Insurance Company, 90.0% of
$96,011,878 excess of $30,385,634.
The provisional limits and retentions detailed above may increase or
decrease depending on the Company's actual written premium subject to the
FHCF reimbursement coverage during the term of this Contract. The Company
and the Reinsurer agree to accept and be bound by the final determination
of the FHCF.
B. Any loss reimbursement paid or payable to the Company under the FHCF as a
result of loss occurrences commencing during the term of this Contract
shall inure to the benefit of this Contract. Further, any FHCF loss
reimbursement shall be deemed to be paid to the Company in accordance with
the reimbursement contract between the Company and the State Board of
Administration of the State of Florida at the full payout level set forth
therein and will be deemed not to be reduced by any reduction or exhaustion
of the FHCF's claims paying capacity.
C. Prior to the determination of the Company's FHCF retention and payout, if
any, under the reimbursement contract between the Company and the State
Board of Administration of the State of Florida, the Reinsurer's liability
hereunder will be determined provisionally based on the projected payout,
determined in accordance with the provisions of the reimbursement contract.
Following the FHCF's final determination of the payout under the
reimbursement contract, the ultimate net loss under this Contract will be
recalculated. If, as a result of such calculation, the loss to the
Reinsurer under any excess layer of this Contract in any one loss
occurrence is less than the amount previously paid by the Reinsurer under
that excess layer, the Company shall promptly remit the difference to the
Reinsurer. If the loss to the Reinsurer under any excess layer in any one
loss occurrence is greater than the amount previously paid by the
Reinsurer, the Reinsurer shall promptly remit the difference to the
Company.
D. If an FHCF reimbursement amount is based on the Company's losses in more
than one loss occurrence commencing during the term of this Contract, the
total FHCF reimbursement received by the Company shall be allocated to
individual loss occurrences in chronological order of the dates such loss
occurrences commence, beginning with the first such loss occurrence
commencing during the term of this Contract, provided that:
(BENFIELD LOGO)
Page 10
1. The portion of the total FHCF reimbursement amount to be allocated by
the Company to any individual loss occurrence shall be equal to the
lesser of: (a) the amount of FHCF reimbursement to which the Company
would be entitled for that loss occurrence alone, or (b) the remaining
FHCF reimbursement which has not been allocated by the Company to
prior loss occurrences; and
2. The total amount allocated by the Company to all such loss occurrences
shall be equal to the total FHCF reimbursement received by the Company
for such loss occurrences.
ARTICLE XIII - 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 the Intermediary Article (BRMA 23A)
(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.
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 in accordance with the Loss
Notices and Settlements Article, was transmitted to the Reinsurer.
(BENFIELD LOGO)
Page 11
3. As respects any payment, adjustment or return due either party not
otherwise provided for in subparagraphs 1 and 2 above, 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.
ARTICLE XIV - 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 XV - 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 XVI - LIABILITY OF THE REINSURER
A. The liability of the Reinsurer shall follow that of the Company in every
case and be subject in all respects to all the general and specific
stipulations, clauses, waivers and modifications of the Company's policies
and any endorsements thereon. However, in no event shall this be construed
in any way to provide coverage outside the terms and conditions set forth
in this Contract.
(BENFIELD LOGO)
Page 12
B. Nothing herein shall in any manner create any obligations or establish any
rights against the Reinsurer in favor of any third party or any persons not
parties to this Contract.
ARTICLE XVII - NET RETAINED LINES (BRMA 32B)
A. This Contract applies only to that portion of any policy which the Company
retains net for its own account, and in calculating the amount of any loss
hereunder and also in computing the amount or amounts in excess of which
this Contract attaches, only loss or losses in respect of that portion of
any policy which the Company retains net for its own account shall be
included.
B. The amount of the Reinsurer's liability hereunder in respect of any loss or
losses shall not be increased by reason of the inability of the Company to
collect from any other reinsurer(s), whether specific or general, any
amounts which may have become due from such reinsurer(s), whether such
inability arises from the insolvency of such other reinsurer(s) or
otherwise.
ARTICLE XVIII - 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 XIX - 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 XX - 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 XXI - 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
(BENFIELD LOGO)
Page 13
the Internal Revenue Code to the extent such premium is subject to the
Federal Excise Tax.
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 XXII - FUNDING REQUIREMENTS
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 and loss adjustment expense
reserves (including incurred but not reported loss reserves for known loss
occurrences established by the Company) 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 losses and/or loss
adjustment expense paid under the terms of policies reinsured
hereunder, unless paid in cash by the Reinsurer;
(BENFIELD LOGO)
Page 14
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;
3. To fund a cash account in an amount equal to the Reinsurer's share of
ceded outstanding loss and loss adjustment expense reserves (including
incurred but not reported loss reserves for known loss occurrences
established by the Company) 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 and loss adjustment expense reserves
(including incurred but not reported loss reserves for known loss
occurrences established by the Company), 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 XXIII - 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
(BENFIELD LOGO)
Page 15
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.
ARTICLE XXIV - 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.
(BENFIELD LOGO)
Page 16
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.
ARTICLE XXV - 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 the Arbitration Article.)
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 a 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 therefor, 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 XXVI - 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 XXVII - 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 the states shall apply.
(BENFIELD LOGO)
Page 17
ARTICLE XXVIII - CONFIDENTIALITY
The Reinsurer, except with the express prior written consent of the Company,
shall not directly or indirectly communicate, disclose or divulge to any
unaffiliated 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 Contract or disclosures
required upon subpoena or other duly-issued order of a court or other
governmental agency or regulatory authority.
ARTICLE XXIX - 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 XXX - 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 July in the year 2006.
/s/ T. Bruce Meyer
----------------------------------------
Liberty American Insurance Group, Inc.
(for and on behalf of the "Company")
T. BRUCE MEYER, PRES. & CEO
(Print name and title)
(BENFIELD LOGO)
Page 18
SCHEDULE A
FLORIDA ONLY EXCESS CATASTROPHE REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2006
issued to
Liberty American Insurance Company
Pinellas Park, Florida
Liberty American Select 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.
FIRST SECOND THIRD
EXCESS EXCESS EXCESS
----------- ----------- ------------
Company's Retention $17,500,000 $35,000,000 $ 60,000,000
Reinsurer's Per Occurrence Limit $17,500,000 $25,000,000 $ 60,000,000
Reinsurer's Term Limit $35,000,000 $50,000,000 $120,000,000
Minimum Premium $ 7,875,000 $ 7,875,000 $ 14,040,000
Adjustment Rate 0.05154% 0.05154% 0.09188%
Deposit Premium $ 8,750,000 $ 8,750,000 $ 15,600,000
Quarterly Deposit Premium $ 2,187,500 $ 2,187,500 $ 3,900,000
The figures listed above for each excess layer shall apply to each Subscribing
Reinsurer in the percentage share for that excess layer as expressed in its
Interests and Liabilities Agreement attached hereto.
(BENFIELD LOGO)
Schedule A
NUCLEAR INCIDENT EXCLUSION CLAUSE - PHYSICAL DAMAGE - REINSURANCE (U.S.A.)
1. This Reinsurance does not cover any loss or liability accruing to the
Reassured, directly or indirectly and whether as Insurer or Reinsurer, from
any Pool of Insurers or Reinsurers formed for the purpose of covering
Atomic or Nuclear Energy risks.
2. Without in any way restricting the operation of paragraph (1) of this
Clause, this Reinsurance does not cover any loss or liability accruing to
the Reassured, directly or indirectly and whether as Insurer or Reinsurer,
from any insurance against Physical Damage (including business interruption
or consequential loss arising out of such Physical Damage) to:
I. Nuclear reactor power plants including all auxiliary property on the
site, or
II. Any other nuclear reactor installation, including laboratories
handling radioactive materials in connection with reactor
installations, and "critical facilities" as such, or
III. Installations for fabricating complete fuel elements or for processing
substantial quantities of "special nuclear material," and for
reprocessing, salvaging, chemically separating, storing or disposing
of "spent" nuclear fuel or waste materials, or
IV. Installations other than those listed in paragraph (2) III above using
substantial quantities of radioactive isotopes or other products of
nuclear fission.
3. Without in any way restricting the operations of paragraphs (1) and (2)
hereof, this Reinsurance does not cover any loss or liability by
radioactive contamination accruing to the Reassured, directly or
indirectly, and whether as Insurer or Reinsurer, from any insurance on
property which is on the same site as a nuclear reactor power plant or
other nuclear installation and which normally would be insured therewith
except that this paragraph (3) shall not operate
(a) where Reassured does not have knowledge of such nuclear reactor power
plant or nuclear installation, or
(b) where said insurance contains a provision excluding coverage for
damage to property caused by or resulting from radioactive
contamination, however caused. However on and after 1st January 1960
this sub-paragraph (b) shall only apply provided the said radioactive
contamination exclusion provision has been approved by the
Governmental Authority having jurisdiction thereof.
4. Without in any way restricting the operations of paragraphs (1), (2) and
(3) hereof, this Reinsurance does not cover any loss or liability by
radioactive contamination accruing to the Reassured, directly or
indirectly, and whether as Insurer or Reinsurer, when such radioactive
contamination is a named hazard specifically insured against.
5. It is understood and agreed that this Clause shall not extend to risks
using radioactive isotopes in any form where the nuclear exposure is not
considered by the Reassured to be the primary hazard.
6. The term "special nuclear material" shall have the meaning given it in the
Atomic Energy Act of 1954 or by any law amendatory thereof.
7. Reassured to be sole judge of what constitutes:
(a) substantial quantities, and
(b) the extent of installation, plant or site.
Note.-Without in any way restricting the operation of paragraph (1) hereof, it
is understood and agreed that
(a) all policies issued by the Reassured on or before 31st December 1957
shall be free from the application of the other provisions of this
Clause until expiry date or 31st December 1960 whichever first occurs
whereupon all the provisions of this Clause shall apply.
(b) with respect to any risk located in Canada policies issued by the
Reassured on or before 31st December 1958 shall be free from the
application of the other provisions of this Clause until expiry date
or 31st December 1960 whichever first occurs whereupon all the
provisions of this Clause shall apply.
ELECTRONIC DATA ENDORSEMENT B
1. ELECTRONIC DATA EXCLUSION
Notwithstanding any provision to the contrary within the Contract or any
endorsement thereto, it is understood and agreed as follows:-
a) This Contract does not insure loss, damage, destruction, distortion,
erasure, corruption or alteration of ELECTRONIC DATA from any cause
whatsoever (including but not limited to COMPUTER VIRUS) or loss of
use, reduction in functionality, cost, expense of whatsoever nature
resulting therefrom, regardless of any other cause or event
contributing concurrently or in any other sequence to the loss.
ELECTRONIC DATA means facts, concepts and information converted to a
form useable for communications, interpretation or processing by
electronic and electromechanical data processing or electronically
controlled equipment and includes programs, software and other coded
instructions for the processing and manipulation of data or the
direction and manipulation of such equipment.
COMPUTER VIRUS means a set of corrupting, harmful or otherwise
unauthorized instructions or code including a set of maliciously
introduced unauthorized instructions or code, programmatic or
otherwise, that propagate themselves through a computer system or
network of whatsoever nature. COMPUTER VIRUS includes but is not
limited to "Trojan Horses," "worms" and "time or logic bombs."
b) However, in the event that a peril listed below results from any of
the matters described in paragraph a) above, this Contract, subject to
all its terms, conditions and exclusions, will cover physical damage
occurring during the Contract period to property insured by this
Contract directly caused by such listed peril.
Listed Perils
Fire
Explosion
2. ELECTRONIC DATA PROCESSING MEDIA VALUATION
Notwithstanding any provision to the contrary within the Contract or any
endorsement thereto, it is understood and agreed as follows:-
Should electronic data processing media insured by this Contract suffer
physical loss or damage insured by this Contract, then the basis of
valuation shall be the cost of the blank media plus the costs of copying
the ELECTRONIC DATA from back-up or from originals of a previous
generation. These costs will not include research and engineering nor any
costs of recreating, gathering or assembling such ELECTRONIC DATA. If the
media is not repaired, replaced or restored the basis of valuation shall be
the cost of the blank media. However this Contract does not insure any
amount pertaining to the value of such ELECTRONIC DATA to the Assured or
any other party, even if such ELECTRONIC DATA cannot be recreated, gathered
or assembled.
INTERESTS AND LIABILITIES AGREEMENT
of
ACE Tempest Reinsurance Ltd.
Hamilton, Bermuda
(hereinafter referred to as the "Subscribing Reinsurer")
with respect to the
FLORIDA ONLY EXCESS CATASTROPHE REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2006
issued to and duly executed by
Liberty American Insurance Company
Pinellas Park, Florida
Liberty American Select 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 First Excess Catastrophe Reinsurance
2.00% of the Second Excess Catastrophe Reinsurance
2.00% of the Third Excess Catastrophe Reinsurance
This Agreement shall become effective at 12:01 a.m., Local Standard Time, June
1, 2006, and shall continue in force until 12:01 a.m., Local Standard Time, June
1, 2007, 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 July in the year 2006.
/s/ Paula Lewin
----------------------------------------
ACE Tempest Reinsurance Ltd
PAULA LEWIN, (VP US Underwriting)
(Print name and title)
Our Reference Number 06/PX2947B-C
(BENFIELD LOGO)
INTERESTS AND LIABILITIES AGREEMENT
of
Amlin Bermuda Limited
Hamilton, Bermuda
(hereinafter referred to as the "Subscribing Reinsurer")
with respect to the
FLORIDA ONLY EXCESS CATASTROPHE REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2006
issued to and duly executed by
Liberty American Insurance Company
Pinellas Park, Florida
Liberty American Select 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:
5.00% of the First Excess Catastrophe Reinsurance
8.75% of the Second Excess Catastrophe Reinsurance
7.50% of the Third Excess Catastrophe Reinsurance
This Agreement shall become effective at 12:01 a.m., Local Standard Time, June
1, 2006, and shall continue in force until 12:01 a.m., Local Standard Time, June
1, 2007, 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 23rd day of August in the year 2006.
/s/ B. Savill (SEAL)
---------------------------------
Amlin Bermuda Limited
B. SAVILL, Property treaty underwriters
(Print name and title)
(BENFIELD LOGO)
INTERESTS AND LIABILITIES AGREEMENT
of
Ariel Reinsurance Company Ltd.
Hamilton, Bermuda
(hereinafter referred to as the "Subscribing Reinsurer")
with respect to the
FLORIDA ONLY EXCESS CATASTROPHE REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2006
issued to and duly executed by
Liberty American Insurance Company
Pinellas Park, Florida
Liberty American Select 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:
5.00% of the First Excess Catastrophe Reinsurance
5.00% of the Second Excess Catastrophe Reinsurance
0% of the Third Excess Catastrophe Reinsurance
This Agreement shall become effective at 12:01 a.m., Local Standard Time, June
1, 2006, and shall continue in force until 12:01 a.m., Local Standard Time, June
1, 2007, 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 July in the year 2006.
/s/ Stephen Velotti
----------------------------------------
Ariel Reinsurance Company Ltd.
Stephen Velotti
(Print name and title)
(BENFIELD LOGO)
INTERESTS AND LIABILITIES AGREEMENT
of
Aspen Insurance Limited
Hamilton, Bermuda
(hereinafter referred to as the "Subscribing Reinsurer")
with respect to the
FLORIDA ONLY EXCESS CATASTROPHE REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2006
issued to and duly executed by
Liberty American Insurance Company
Pinellas Park, Florida
Liberty American Select 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:
30.00% of the First Excess Catastrophe Reinsurance
0% of the Second Excess Catastrophe Reinsurance
0% of the Third Excess Catastrophe Reinsurance
This Agreement shall become effective at 12:01 a.m., Local Standard Time, June
1, 2006, and shall continue in force until 12:01 a.m., Local Standard Time, June
1, 2007, 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 31st day of July in the year 2006.
/s/ James Few (SEAL)
---------------------------------
Aspen Insurance Limited
JAMES FEW, CUO
(Print name and title)
P00784506A03
(BENFIELD LOGO)
INTERESTS AND LIABILITIES AGREEMENT
of
AXA RE
Paris, France
(hereinafter referred to as the "Subscribing Reinsurer")
with respect to the
FLORIDA ONLY EXCESS CATASTROPHE REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2006
issued to and duly executed by
Liberty American Insurance Company
Pinellas Park, Florida
Liberty American Select 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 First Excess Catastrophe Reinsurance
6.00% of the Second Excess Catastrophe Reinsurance
10.00% of the Third Excess Catastrophe Reinsurance
This Agreement shall become effective at 12:01 a.m., Local Standard Time, June
1, 2006, and shall continue in force until 12:01 a.m., Local Standard Time, June
1, 2007, 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:
Paris, France, this 24th day of August in the year 2006.
----------------------------------------
AXA RE
----------------------------------------
(Print name and title)
AXA RE
39, rue du Colisee - 75008 PARIS
Tel.: 33(0)1 56 43 90 00
(BENFIELD LOGO)
INTERESTS AND LIABILITIES AGREEMENT
of
Catlin Insurance Company Ltd.
Hamilton, Bermuda
(hereinafter referred to as the "Subscribing Reinsurer")
with respect to the
FLORIDA ONLY EXCESS CATASTROPHE REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2006
issued to and duly executed by
Liberty American Insurance Company
Pinellas Park, Florida
Liberty American Select 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:
2.50% of the First Excess Catastrophe Reinsurance GA4000112974
2.50% of the Second Excess Catastrophe Reinsurance GA8000112973
2.50% of the Third Excess Catastrophe Reinsurance GA1000112975
This Agreement shall become effective at 12:01 a.m., Local Standard Time, June
1, 2006, and shall continue in force until 12:01 a.m., Local Standard Time, June
1, 2007, 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 25th day of July in the year 2006.
/s/ Andy Crichton
----------------------------------------
Catlin Insurance Company Ltd.
Andy Crichton, Property Underwriter
(Print name and title)
(BENFIELD LOGO)
INTERESTS AND LIABILITIES AGREEMENT
of
DaVinci Reinsurance Ltd.
Hamilton, Bermuda
(hereinafter referred to as the "Subscribing Reinsurer")
with respect to the
FLORIDA ONLY EXCESS CATASTROPHE REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2006
issued to and duly executed by
Liberty American Insurance Company
Pinellas Park, Florida
Liberty American Select 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:
2.75% of the First Excess Catastrophe Reinsurance
0% of the Second Excess Catastrophe Reinsurance
0% of the Third Excess Catastrophe Reinsurance
This Agreement shall become effective at 12:01 a.m., Local Standard Time, June
1, 2006, and shall continue in force until 12:01 a.m., Local Standard Time, June
1, 2007, 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 1 day of August in the year 2006.
/s/ Justin O. O'Keefe
----------------------------------------
DaVinci Reinsurance Ltd.
Justin O. O'Keefe, VP
(Print name and title)
DAVINCI REINSURANCE LTD.
UNDERWRITTEN BY RENAISSANCE U/W MGRS.
3-10367-01
(BENFIELD LOGO)
INTERESTS AND LIABILITIES AGREEMENT
of
Flagstone Reinsurance Limited
Hamilton, Bermuda
(hereinafter referred to as the "Subscribing Reinsurer")
with respect to the
FLORIDA ONLY EXCESS CATASTROPHE REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2006
issued to and duly executed by
Liberty American Insurance Company
Pinellas Park, Florida
Liberty American Select 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:
15.00% of the First Excess Catastrophe Reinsurance
15.00% of the Second Excess Catastrophe Reinsurance
4.00% of the Third Excess Catastrophe Reinsurance
This Agreement shall become effective at 12:01 a.m., Local Standard Time, June
1, 2006, and shall continue in force until 12:01 a.m., Local Standard Time, June
1, 2007, 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 25th day of July in the year 2006.
/s/ Kevin M. Madigan
----------------------------------------
Flagstone Reinsurance Limited
Kevin M. Madigan, Deputy Underwriting
Officer North America
(Print name and title)
FLAGSTONE
REINSURANCE LIMITED
(BENFIELD LOGO)
INTERESTS AND LIABILITIES AGREEMENT
of
Hannover Re (Bermuda), Ltd.
Hamilton, Bermuda
(hereinafter referred to as the "Subscribing Reinsurer")
with respect to the
FLORIDA ONLY EXCESS CATASTROPHE REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2006
issued to and duly executed by
Liberty American Insurance Company
Pinellas Park, Florida
Liberty American Select 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:
Ref's: U8 347320206-0306
0% of the First Excess Catastrophe Reinsurance
6.00% of the Second Excess Catastrophe Reinsurance
6.00% of the Third Excess Catastrophe Reinsurance
This Agreement shall become effective at 12:01 a.m., Local Standard Time, June
1, 2006, and shall continue in force until 12:01 a.m., Local Standard Time, June
1, 2007, 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 31st day of August in the year 2006.
/s/ Schuenemann
----------------------------------------
Hannover Re (Bermuda), Ltd.
SCHUENEMANN, Sen. Underwriter
(Print name and title)
hannover re (R)
Hannover Re (Bermuda) Ltd
(BENFIELD LOGO)
INTERESTS AND LIABILITIES AGREEMENT
of
Federal Insurance Company
Indianapolis, Indiana
through
Harbor Point Insurance Services Inc.
Bernardsville, New Jersey
(hereinafter referred to as the "Subscribing Reinsurer")
with respect to the
FLORIDA ONLY EXCESS CATASTROPHE REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2006
issued to and duly executed by
Liberty American Insurance Company
Pinellas Park, Florida
Liberty American Select 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:
6.00% of the First Excess Catastrophe Reinsurance T935
8.00% of the Second Excess Catastrophe Reinsurance T936
3.25% of the Third Excess Catastrophe Reinsurance T937
This Agreement shall become effective at 12:01 a.m., Local Standard Time, June
1, 2006, and shall continue in force until 12:01 a.m., Local Standard Time, June
1, 2007, 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:
Bernardsville, New Jersey, this 14th day of August in the year 2006.
/s/ Joscelin Burrer
----------------------------------------
Harbor Point Insurance Services Inc.
(for and on behalf of Federal Insurance
Company)
JOSCELIN BURRER
(Print name and title)
(BENFIELD LOGO)
INTERESTS AND LIABILITIES AGREEMENT
of
Montpelier Reinsurance Limited
Hamilton, Bermuda
(hereinafter referred to as the "Subscribing Reinsurer")
with respect to the
FLORIDA ONLY EXCESS CATASTROPHE REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2006
issued to and duly executed by
Liberty American Insurance Company
Pinellas Park, Florida
Liberty American Select 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:
5.00% of the First Excess Catastrophe Reinsurance
5.00% of the Second Excess Catastrophe Reinsurance
5.00% of the Third Excess Catastrophe Reinsurance
This Agreement shall become effective at 12:01 a.m., Local Standard Time, June
1, 2006, and shall continue in force until 12:01 a.m., Local Standard Time, June
1, 2007, 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 31st day of July in the year 2006.
MONTPELIER REINSURANCE LTD.
/s/ BAJ Locke
-------------------------------------------
Montpelier Reinsurance Limited
BAJ Locke, V.P. - Contracts Administrator
(Print name and title)
our ref: CAW3X 30660/61/62
(BENFIELD LOGO)
INTERESTS AND LIABILITIES AGREEMENT
of
Partner Reinsurance Company
Pembroke Parish, Bermuda
(hereinafter referred to as the "Subscribing Reinsurer")
with respect to the
FLORIDA ONLY EXCESS CATASTROPHE REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2006
issued to and duly executed by
Liberty American Insurance Company
Pinellas Park, Florida
Liberty American Select 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:
5.00% of the First Excess Catastrophe Reinsurance T 309861
9.00% of the Second Excess Catastrophe Reinsurance T 309862
14.50% of the Third Excess Catastrophe Reinsurance T 312358
This Agreement shall become effective at 12:01 a.m., Local Standard Time, June
1, 2006, and shall continue in force until 12:01 a.m., Local Standard Time, June
1, 2007, 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 Parish, Bermuda, this 26th day of July in the year 2006.
/s/ Brian Secrett
----------------------------------------
Partner Reinsurance Company
BRIAN SECRETT ILLEGIBLE CATHIE LOMBARDI
(Print name and title)
(BENFIELD LOGO)
INTERESTS AND LIABILITIES AGREEMENT
of
Platinum Underwriters Reinsurance, Inc.
Baltimore, Maryland
(hereinafter referred to as the "Subscribing Reinsurer")
with respect to the
FLORIDA ONLY EXCESS CATASTROPHE REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2006
issued to and duly executed by
Liberty American Insurance Company
Pinellas Park, Florida
Liberty American Select 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:
2.00% of the First Excess Catastrophe Reinsurance
2.00% of the Second Excess Catastrophe Reinsurance
2.00% of the Third Excess Catastrophe Reinsurance
This Agreement shall become effective at 12:01 a.m., Local Standard Time, June
1, 2006, and shall continue in force until 12:01 a.m., Local Standard Time, June
1, 2007, 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:
New York, New York, this 28th day of July in the year 2006.
/s/ Andrew Hegal
----------------------------------------
Platinum Underwriters Reinsurance, Inc.
Andrew Hegal, Assistant Vice President
(Print name and title)
(BENFIELD LOGO)
INTERESTS AND LIABILITIES AGREEMENT
of
Renaissance Reinsurance, Ltd.
Hamilton, Bermuda
(hereinafter referred to as the "Subscribing Reinsurer")
with respect to the
FLORIDA ONLY EXCESS CATASTROPHE REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2006
issued to and duly executed by
Liberty American Insurance Company
Pinellas Park, Florida
Liberty American Select 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:
14.25% of the First Excess Catastrophe Reinsurance
0% of the Second Excess Catastrophe Reinsurance
0% of the Third Excess Catastrophe Reinsurance
This Agreement shall become effective at 12:01 a.m., Local Standard Time, June
1, 2006, and shall continue in force until 12:01 a.m., Local Standard Time, June
1, 2007, 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 1 day of August in the year 2006.
/s/ Justin P. O'Keefe
----------------------------------------
Renaissance Reinsurance, Ltd.
Justin P. O'Keefe
(Print name and title)
(RENAISSANCE REINSURANCE, LTD. LOGO)
S-11648-01
(BENFIELD LOGO)
INTERESTS AND LIABILITIES AGREEMENT
of
Swiss Reinsurance America Corporation
Armonk, New York
through
Swiss Re Underwriters Agency, Inc.
Calabasas, California
(hereinafter referred to as the "Subscribing Reinsurer")
with respect to the
FLORIDA ONLY EXCESS CATASTROPHE REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2006
issued to and duly executed by
Liberty American Insurance Company
Pinellas Park, Florida
Liberty American Select 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 First Excess Catastrophe Reinsurance
0% of the Second Excess Catastrophe Reinsurance
6.00% of the Third Excess Catastrophe Reinsurance
This Agreement shall become effective at 12:01 a.m., Local Standard Time, June
1, 2006, and shall continue in force until 12:01 a.m., Local Standard Time, June
1, 2007, 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:
Calabasas, California, this 31st day of July in the year 2006.
/s/ Daniel S. McElvany
----------------------------------------
Swiss Re Underwriters Agency, Inc.
(for Swiss Reinsurance America
Corporation)
Daniel S. McElvany, Senior Vice
President
(Print name and title)
(BENFIELD LOGO)
INTERESTS AND LIABILITIES AGREEMENT
of
Transatlantic Reinsurance Company
New York, New York
(hereinafter referred to as the "Subscribing Reinsurer")
with respect to the
FLORIDA ONLY EXCESS CATASTROPHE REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2006
issued to and duly executed by
Liberty American Insurance Company
Pinellas Park, Florida
Liberty American Select 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 First Excess Catastrophe Reinsurance
5.00% of the Second Excess Catastrophe Reinsurance
10.00% of the Third Excess Catastrophe Reinsurance
This Agreement shall become effective at 12:01 a.m., Local Standard Time, June
1, 2006, and shall continue in force until 12:01 a.m., Local Standard Time, June
1, 2007, 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:
New York, New York, this 3rd day of October in the year 2006.
/s/ William L. Orendorf
----------------------------------------
Transatlantic Reinsurance Company
William L. Orendorf, Underwriter
(Print name and title)
910230401 & 910230402
(BENFIELD LOGO)
INTERESTS AND LIABILITIES AGREEMENT
of
XL Re Ltd
Hamilton, Bermuda
(hereinafter referred to as the "Subscribing Reinsurer")
with respect to the
FLORIDA ONLY EXCESS CATASTROPHE REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2006
issued to and duly executed by
Liberty American Insurance Company
Pinellas Park, Florida
Liberty American Select 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 First Excess Catastrophe Reinsurance
0% of the Second Excess Catastrophe Reinsurance
1.50% of the Third Excess Catastrophe Reinsurance
This Agreement shall become effective at 12:01 a.m., Local Standard Time, June
1, 2006, and shall continue in force until 12:01 a.m., Local Standard Time, June
1, 2007, 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 12th day of September in the year 2006.
/s/ Gino & Smith
----------------------------------------
XL Re Ltd
Gino & Smith, A. V. P
(Print name and title)
(BENFIELD 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
FLORIDA ONLY EXCESS CATASTROPHE REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2006
issued to and duly executed by
Liberty American Insurance Company
Pinellas Park, Florida
Liberty American Select 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 First Excess Catastrophe Reinsurance
18.25% of the Second Excess Catastrophe Reinsurance
18.25% of the Third Excess Catastrophe Reinsurance
This Agreement shall become effective at 12:01 a.m., Local Standard Time, June
1, 2006, and shall continue in force until 12:01 a.m., Local Standard Time, June
1, 2007, 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.
(BENFIELD LOGO)
[Illegible] that we the underwriters, members of the syndicates whose
definitive numbers in the after mentioned list of underwriting members of lloyds
are set out in the attached table, hereby bind ourselves each for his own part
and not one for another, our executors and administrators, and in respect of
[illegible] proportion only, to pay or make good to the assured or to the
assured's executors or administrators or to indemnity him or them against all
such loss, damage or liability as herein provided, such payment to be made after
such loss, damage or liability is proved and the due proportion for which each
of us, the underwriters, is liable shall be ascertained by reference to his
share, as shown in the said list, of the amount, percentage or proportion of the
total sum insured hereunder which is in the table set opposite the definitive
number of the syndicate of which such underwriter is a member and further that
the list of underwriting members of lloyd's referred to above shows their
respective syndicates and shares therein, is deemed to be incorporated in and to
form part of this policy, bears the numbers specified in the attached table and
is available for inspection at lloyd's policy signing office by the assured or
his or their representatives and a true copy of the material parts of the said
list certified by the general manager of lloyd's policy signing office will be
furnished to the assured on application.
In witness where of the general manager of lloyd's policy signing office
has subscribed list [illegible].
LLOYD'S POLICY SIGNING OFFICE.
BUREAU REFERENCE 61300 07/07/06 BROKER NUMBER 1108
PROPORTION % SYNDICATE UNDERWRITER'S REFERENCE
- ------------ --------- -----------------------
2.50 2020 P532192A0X
4.50 566 K8074ABCXX00
1.00 2010 N06B6890A001
7.50 2001 CAC2102306VB
1.50 626 X1823A0ALKHE
0.50 727 HA333F0AAKHE
0.75 33
TOTAL LINE NO. OF SYNDICATES
- ---------- -----------------
18.25 7
THE LIST OF UNDERWRITING MEMBERS
OF LLOYDS IS IN RESPECT OF 2006
YEAR OF ACCOUNT
Page 1 of 1
[Illegible] that we the underwriters, members of the syndicates whose
definitive numbers in the after mentioned list of underwriting members of lloyds
are set out in the attached table, hereby bind ourselves each for his own part
and not one for another, our executors and administrators, and in respect of
[illegible] proportion only, to pay or make good to the assured or to the
assured's executors or administrators or to indemnity him or them against all
such loss, damage or liability as herein provided, such payment to be made after
such loss, damage or liability is proved and the due proportion for which each
of us, the underwriters, is liable shall be ascertained by reference to his
share, as shown in the said list, of the amount, percentage or proportion of the
total sum insured hereunder which is in the table set opposite the definitive
number of the syndicate of which such underwriter is a member and further that
the list of underwriting members of lloyd's referred to above shows their
respective syndicates and shares therein, is deemed to be incorporated in and to
form part of this policy, bears the numbers specified in the attached table and
is available for inspection at lloyd's policy signing office by the assured or
his or their representatives and a true copy of the material parts of the said
list certified by the general manager of lloyd's policy signing office will be
furnished to the assured on application.
In witness where of the general manager of lloyd's policy signing office
has subscribed list [illegible].
LLOYD'S POLICY SIGNING OFFICE.
BUREAU REFERENCE 61300 07/07/06 BROKER NUMBER 1108
PROPORTION % SYNDICATE UNDERWRITER'S REFERENCE
- ------------ --------- -----------------------
5.00 566 F7620ZBCXX00
1.75 2010 N06B6880A001
8.75 2001 CAC0848406KF
1.50 382 X372XA2338AX
0.75 33 58547Q0AAKHE
0.50 727 5N920X5170MQ
TOTAL LINE No. OF SYNDICATES
- ---------- -----------------
18.25 6
THE LIST OF UNDERWRITING MEMBERS
OF LLOYDS IS IN RESPECT OF 2006
YEAR OF ACCOUNT
Page 1 of 1
FLORIDA ONLY EXCESS CATASTROPHE REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2006
issued to
Liberty American Insurance Company
Pinellas Park, Florida
Liberty American Select 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)
TABLE OF CONTENTS
ARTICLE PAGE
- ------- ----
I Classes of Business Reinsured 1
II Commencement and Termination 1
III Territory (BRMA 51A) 2
IV Exclusions 2
V Retention and Limit 5
VI Reinstatement 5
VII Premium 5
VIII Definitions 7
IX Loss Occurrence 8
X Loss Notices and Settlements 9
XI Salvage and Subrogation 9
XII Florida Hurricane Catastrophe Fund 10
XIII Late Payments 11
XIV Offset (BRMA 36D) 12
XV Access to Records (BRMA 1D) 12
XVI Liability of the Reinsurer 12
XVII Net Retained Lines (BRMA 32B) 13
XVIII Errors and Omissions (BRMA 14F) 13
XIX Currency (BRMA 12A) 13
XX Taxes (BRMA 50B) 13
XXI Federal Excise Tax 13
XXII Funding Requirements 14
XXIII Insolvency 15
XXIV Arbitration 16
XXV Service of Suit 17
XXVI Agency Agreement 17
XXVII Governing Law 17
XXVIII Confidentiality 18
XXIX Severability 18
XXX Intermediary (BRMA 23A) 18
Schedule A
(BENFIELD LOGO)
FLORIDA ONLY EXCESS CATASTROPHE REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2006
issued to
Liberty American Insurance Company
Pinellas Park, Florida
Liberty American Select 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 - CLASSES OF BUSINESS REINSURED
By this Contract the Reinsurer agrees to reinsure the excess liability which may
accrue to the Company under its policies, contracts and binders of insurance
(hereinafter called "policies") in force at the effective date hereof or issued
or renewed on or after that date, and classified by the Company as Property
business, subject to the terms, conditions and limitations set forth herein and
in Schedule A attached to and forming part of this Contract.
ARTICLE II - COMMENCEMENT AND TERMINATION
A. This Contract shall become effective at 12:01 a.m., Local Standard Time,
June 1, 2006, with respect to losses arising out of loss occurrences
commencing at or after that time and date, and shall remain in force until
12:01 a.m., Local Standard Time, June 1, 2007.
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:
1. The Subscribing Reinsurer's policyholders' surplus or foreign
equivalent thereto after the date lines are bound for this Contract
has been reduced by more than 25.0% of the amount of surplus or
foreign equivalent 12 months prior to that date; or
2. The Subscribing Reinsurer's policyholders' surplus or the foreign
equivalent thereto at any time after the date that lines are bound or
at any time during the term of this
(BENFIELD LOGO)
Page 1
Contract has been reduced by more than 25.0% of the amount of surplus
or foreign equivalent 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 lines are bound for this
Contract; or
3. The Subscribing Reinsurer's A.M. Best's Financial Strength rating has
been assigned as any rating below "A-" (inclusive of "Not Rated"
ratings) and/or the Subscribing Reinsurer's Standard & Poor's Insurer
Financial Strength rating has been assigned as any rating below "BBB+"
(inclusive of "Not Rated" ratings); 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 to a non-affiliated entity 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.
ARTICLE III - TERRITORY (BRMA 51A)
The territorial limits of this Contract shall be identical with those of the
Company's policies.
ARTICLE IV - EXCLUSIONS
This Contract does not apply to and specifically excludes the following:
1. Financial guarantee and insolvency.
2. Mortgage Impairment insurances and similar kinds of insurances,
however styled.
3. Nuclear risks as defined in the "Nuclear Incident Exclusion Clause -
Physical Damage - Reinsurance" attached to and forming part of this
Contract.
(BENFIELD LOGO)
Page 2
4. Loss or damage caused by or resulting from war, invasion, hostilities,
acts of foreign enemies, civil war, rebellion, insurrection, military
or usurped power, or martial law or confiscation by order of any
government or public authority.
5. Loss or liability from any Pool, Association or Syndicate and any
assessment or similar demand for payment related to the Florida
Hurricane Catastrophe Fund or Citizens Property Insurance Corporation.
6. All liability of the Company arising by contract, operation of law, or
otherwise, from its participation or membership, whether voluntary or
involuntary, in any insolvency fund. "Insolvency fund" includes any
guaranty fund, insolvency fund, plan, pool, association, fund or other
arrangement, however denominated, established or governed, which
provides for any assessment of or payment or assumption by the Company
of part or all of any claim, debt, charge, fee or other obligation of
an insurer, or its successors or assigns, which has been declared by
any competent authority to be insolvent, or which is otherwise deemed
unable to meet any claim, debt, charge, fee or other obligation in
whole or in part.
7. Losses in respect of overhead transmission and distribution lines and
their supporting structures other than those on or within 1,000 feet
of the insured premises. It is understood and agreed that public
utilities extension and/or suppliers extension and/or contingent
business interruption coverages are not subject to this exclusion,
provided that these are not part of a transmitters' or distributors'
policy.
8. Accident and Health, Casualty, Fidelity and/or Surety business.
9. Loss, damage, cost or expense arising from seepage and/or pollution
and/or contamination, other than contamination from smoke.
Nevertheless, this exclusion does not preclude payment of the cost of
removing debris of property damaged by a loss otherwise covered
hereunder, subject always to a limit of 25.0% of the Company's
property loss under the applicable original policy.
10. Notwithstanding any other provision to the contrary within this
Contract or any amendment thereto, loss, damage, cost or expense
directly or indirectly caused by, contributed to by, resulting from,
or arising out of or in connection with any act of terrorism, as
defined herein, regardless of any other cause or event contributing
concurrently or in any other sequence to the loss.
An "act of terrorism" includes any act, or preparation in respect of
action, or threat of action, designed to influence the government de
jure or de facto of any nation or any political division thereof, or
in pursuit of political, religious, ideological or similar purposes to
intimidate the public or a section of the public of any nation by any
person or group(s) of persons whether acting alone or on behalf of or
in connection with any organization(s) or government(s) de jure or de
facto, and which:
a. Involves violence against one or more persons, or
b. Involves damage to property; or
c. Endangers life other than that of the person committing the
action; or
(BENFIELD LOGO)
Page 3
d. Creates a risk to health or safety of the public or a section of
the public; or
e. Is designed to interfere with or to disrupt an electronic system.
Loss, damage, cost or expense directly or indirectly caused by,
contributed to by, resulting from, or arising out of or in connection
with any action in controlling, preventing, suppressing, retaliating
against, or responding to any act of terrorism.
Notwithstanding the above and subject otherwise to the terms,
conditions and limitations of this Contract, in respect only of
personal lines this Contract will pay actual loss or damage (but not
related cost or expense) caused by any act of terrorism provided such
act is not directly or indirectly caused by, contributed to by,
resulting from, or arising out of or in connection with biological,
chemical, radioactive, or nuclear pollution or contamination or
explosion.
11. Loss or liability in any way or to any extent arising out of the
actual or alleged presence or actual, alleged or threatened presence
of fungi including, but not limited to, mold, mildew, mycotoxins,
microbial volatile organic compounds or other "microbial
contamination." This includes:
a. Any supervision, instruction, recommendations, warnings, or
advice given or which should have been given in connection with
the above; and
b. Any obligation to share damages with or repay someone else who
must pay damages because of such injury or damage.
For purposes of this exclusion, "microbial contamination" means any
contamination, either airborne or surface, which arises out of or is
related to the presence of fungi, mold, mildew, mycotoxins, microbial
volatile organic compounds or spores, including, without limitation,
Penicillium, Aspergillus, Fusarium, Aspergillus Flavus and
Stachybotrys chartarum.
Losses resulting from the above causes do not in and of themselves
constitute an event unless arising out of one or more of the following
perils, in which case this exclusion does not apply:
Fire, lightning, explosion, aircraft or vehicle impact, falling
objects, windstorm, hail, tornado, cyclone, hurricane,
earthquake, volcano, tsunami, flood, freeze or weight of snow.
Notice of any claims for mold-related losses must be given by the
Company to the Reinsurer, in writing, within 24 months after the
commencement date of the loss occurrence to which such claims relate.
12. Loss or liability excluded under the provisions of the "Electronic
Data Endorsement B (NMA 2915)" attached to and forming part of this
Contract.
13. Assumed reinsurance, except for the Company's 25.0% quota share of the
United Surety of Florida Excess Catastrophe Reinsurance Contract
retention of $700,000.
(BENFIELD LOGO)
Page 4
ARTICLE V - RETENTION AND LIMIT
A. As respects each excess layer of reinsurance coverage provided by this
Contract, the Company shall retain and be liable for the first amount of
ultimate net loss, shown as "Company's Retention" for that excess layer in
Schedule A attached hereto, arising out of each loss occurrence. The
Reinsurer shall then be liable, as respects each excess layer, for the
amount by which such ultimate net loss exceeds the Company's applicable
retention, but the liability of the Reinsurer under each excess layer shall
not exceed the amount, shown as "Reinsurer's Per Occurrence Limit" for that
excess layer in Schedule A attached hereto, as respects any one loss
occurrence.
B. No claim shall be made under any excess layer of reinsurance coverage
provided by this Contract as respects any one loss occurrence unless at
least two risks insured or reinsured by the Company are involved in such
loss occurrence. For purposes of this Contract, the Company shall be the
sole judge of what constitutes one risk.
ARTICLE VI - REINSTATEMENT
A. In the event all or any portion of the reinsurance under any excess layer
of reinsurance coverage provided by this Contract is exhausted by loss, the
amount so exhausted shall be reinstated immediately from the time the loss
occurrence commences hereon.
B. Notwithstanding anything stated herein, the liability of the Reinsurer
under any excess layer of reinsurance coverage provided by this Contract
shall not exceed either of the following:
1. The amount, shown as "Reinsurer's Per Occurrence Limit" for that
excess layer in Schedule A attached hereto, as respects loss or losses
arising out of any one loss occurrence; or
2. The amount, shown as "Reinsurer's Term Limit" for that excess layer in
Schedule A attached hereto, in all during the term of this Contract.
ARTICLE VII - PREMIUM
A. As premium for each excess layer of reinsurance coverage provided by this
Contract, the Company shall pay the Reinsurer the greater of the following:
1. The amount, shown as "Minimum Premium" for that excess layer in
Schedule A attached hereto; or
2. The Company's aggregate total insured value for policies that include
wind coverage in force on September 30, 2006, multiplied by the
percentage shown as "Adjustment Rate" for that excess layer in
Schedule A attached hereto.
B. The Company shall pay the Reinsurer a deposit premium for each excess layer
of the amount, shown as "Deposit Premium" for that excess layer in Schedule
A attached hereto, in four equal installments of the amount, shown as
"Quarterly Deposit Premium" for that
(BENFIELD LOGO)
Page 5
excess layer in Schedule A attached hereto, on June 1, September 1 and
December 1 of 2006 and March 1, 2007.
C. Within 45 days after the expiration of this Contract, the Company shall
provide a report to the Reinsurer setting forth the premium due hereunder
for each excess layer, computed in accordance with paragraph A above, and
any additional premium due the Reinsurer or return premium due the Company
for each such excess layer shall be remitted promptly.
D. For each amount of limit reinstated for each excess layer in accordance
with the Reinstatement Article, the Company agrees to pay additional
premium equal to the product of the following:
1. The percentage of the occurrence limit for the excess layer reinstated
(based on the loss paid by the Reinsurer under that excess layer);
times
2. The final adjusted reinsurance premium, as calculated in accordance
with paragraph A above, for the excess layer reinstated for the term
of this Contract (exclusive of reinstatement premium).
E. Whenever the Company requests payment by the Reinsurer of any loss under
any excess layer hereunder, the Company shall submit a statement to the
Reinsurer of reinstatement premium due the Reinsurer for that excess layer.
If the final adjusted reinsurance premium for any excess layer for the term
of this Contract has not been determined as of the date of any such
statement, the calculation of reinstatement premium due for that excess
layer shall be based on the annual deposit premium for that excess layer
and shall be readjusted when the final adjusted reinsurance premium for
that excess layer for the term of this Contract has been determined. Any
reinstatement premium shown to be due the Reinsurer for any excess layer as
reflected by any such statement (less prior payments, if any, for that
excess layer) shall be payable by the Company concurrently with payment by
the Reinsurer of the requested loss for that excess layer. Any return
reinstatement premium shown to be due the Company shall be remitted by the
Reinsurer as promptly as possible after receipt and verification of the
Company's statement.
F. In the event a Subscribing Reinsurer's participation in this Contract is
terminated under the provisions of paragraph B of the Commencement and
Termination Article, no deposit premium shall be due after the effective
date of termination, the minimum premium shall be waived, and the
reinsurance premium and reinstatement premium will be calculated in
accordance with the following formulas:
1. Reinsurance premium shall be the number of days the Subscribing
Reinsurer participated on this Contract divided by the number of days
of the original term of this Contract and the quotient thereof shall
be multiplied by the Subscribing Reinsurer's percentage share of the
final adjusted premium reported in accordance with paragraph C above.
2. Reinstatement premium shall be calculated in accordance with paragraph
D above and shall be considered fully earned.
3. In the event the incurred loss for an excess layer in Schedule A
attached hereto is greater than the sum of the amounts from
subparagraphs 1 and 2 of this paragraph F that are applicable to the
same excess layer, in lieu of the provisions of
(BENFIELD LOGO)
Page 6
subparagraphs 1 and 2 of this paragraph F, the Subscribing Reinsurer
will receive premium equal to the lesser of:
a. An amount equal to the Subscribing Reinsurer's percentage share
of the full reinsurance premium calculated in accordance with
paragraph A (without regard to the termination of the Subscribing
Reinsurer's share in accordance with the provisions of paragraph
B of the Commencement and Termination Article) plus any
reinstatement premium calculated in accordance with subparagraph
2 of this paragraph F; or
b. The Subscribing Reinsurer's percentage share of the incurred loss
for the same excess layer.
ARTICLE VIII - DEFINITIONS
A. "Ultimate net loss" as used herein is defined as the sum or sums (including
loss in excess of policy limits, extra contractual obligations and loss
adjustment expense, as hereinafter defined) paid or payable by the Company
in settlement of claims and in satisfaction of judgments rendered on
account of such claims, after deduction of all salvage, all recoveries and
all claims on inuring insurance or reinsurance, whether collectible or not.
Nothing herein shall be construed to mean that losses under this Contract
are not recoverable until the Company's ultimate net loss has been
ascertained.
B. "Loss in excess of policy limits" and "extra contractual obligations" as
used herein shall be defined as follows:
1. "Loss in excess of policy limits" shall mean 90.0% of any amount paid
or payable by the Company in excess of its policy limits, but
otherwise within the terms of its policy, such loss in excess of the
Company's policy limits having been incurred because of, but not
limited to, failure by the Company to settle within the policy limits
or by reason of the Company's alleged or actual negligence, fraud or
bad faith in rejecting an offer of settlement or in the preparation of
the defense or in the trial of any action against its insured or
reinsured or in the preparation or prosecution of an appeal consequent
upon such an action.
2. "Extra contractual obligations" shall mean 90.0% of any punitive,
exemplary, compensatory or consequential damages paid or payable by
the Company, not covered by any other provision of this Contract and
which arise from the handling of any claim on business subject to this
Contract, such liabilities arising because of, but not limited to,
failure by the Company to settle within the policy limits or by reason
of the Company's alleged or actual negligence, fraud or bad faith in
rejecting an offer of settlement or in the preparation of the defense
or in the trial of any action against its insured or reinsured or in
the preparation or prosecution of an appeal consequent upon such an
action. An extra contractual obligation shall be deemed, in all
circumstances, to have occurred on the same date as the loss covered
or alleged to be covered under the policy.
Notwithstanding anything stated herein, the amount included in the ultimate
net loss for any one loss occurrence as respects loss in excess of policy
limits and extra contractual obligations shall not exceed 25.0% of the
Company's indemnity loss hereunder arising out
(BENFIELD LOGO)
Page 7
of that loss occurrence.
Notwithstanding anything stated herein, this Contract shall not apply to
any loss in excess of policy limits or any extra contractual obligation
incurred by the Company as a result of any fraudulent and/or criminal act
by any officer or director of the Company acting individually or
collectively or in collusion with any individual or corporation or any
other organization or party involved in the presentation, defense or
settlement of any claim covered hereunder.
C. "Loss adjustment expense" as used herein shall mean expenses assignable to
the investigation, appraisal, adjustment, settlement, litigation, defense
and/or appeal of specific claims, regardless of how such expenses are
classified for statutory reporting purposes. Loss adjustment expense shall
include, but not be limited to, declaratory judgments, interest on
judgments, expenses of outside adjusters, and a pro rata share of the
salaries and expenses of the Company's field employees according to the
time occupied adjusting such losses and expenses of the Company's officials
incurred in connection with the losses, but shall not include office
expenses or salaries of the Company's regular employees.
ARTICLE IX - LOSS OCCURRENCE
A. The term "loss occurrence" shall mean the sum of all individual losses
directly occasioned by any one disaster, accident or loss or series of
disasters, accidents or losses arising out of one event which occurs within
the area of one state of the United States and states contiguous thereto
and to one another. However, the duration and extent of any one "loss
occurrence" shall be limited to all individual losses sustained by the
Company occurring during any period of 168 consecutive hours arising out of
and directly occasioned by the same event, except that the term "loss
occurrence" shall be further defined as follows:
1. As regards windstorm, hail, tornado, hurricane, cyclone, including
ensuing collapse and water damage, all individual losses sustained by
the Company occurring during any period of 72 consecutive hours
arising out of and directly occasioned by the same event. However, the
event need not be limited to one state or states contiguous thereto.
2. As regards riot, riot attending a strike, civil commotion, vandalism
and malicious mischief, all individual losses sustained by the Company
occurring during any period of 72 consecutive hours within the area of
one municipality or county and the municipalities or counties
contiguous thereto arising out of and directly occasioned by the same
event. The maximum duration of 72 consecutive hours may be extended in
respect of individual losses which occur beyond such 72 consecutive
hours during the continued occupation of an insured's premises by
strikers, provided such occupation commenced during the aforesaid
period.
3. As regards earthquake (the epicenter of which need not necessarily be
within the territorial confines referred to in the introductory
portion of this paragraph) and fire following directly occasioned by
the earthquake, only those individual fire losses which commence
during the period of 168 consecutive hours may be included in the
Company's "loss occurrence."
(BENFIELD LOGO)
Page 8
4. As regards "freeze," only individual losses directly occasioned by
collapse, breakage of glass and water damage (caused by bursting
frozen pipes and tanks) may be included in the Company's "loss
occurrence."
5. As regards firestorms, brush fires, and any other fires or series of
fires, irrespective of origin (except as provided in subparagraphs 2
and 3 above), which spread through trees, grassland or other
vegetation, all individual losses sustained by the Company which occur
during any period of 168 consecutive hours within a 100-mile radius of
any fixed point selected by the Company may be included in the
Company's "loss occurrence." However, an individual loss subject to
this subparagraph cannot be included in more than one "loss
occurrence."
B. For all those "loss occurrences," other than those referred to in
subparagraph 2 of paragraph A above, the Company may choose the date and
time when any such period of consecutive hours commences, provided that it
is not earlier than the date and time of the occurrence of the first
recorded individual loss sustained by the Company arising out of that
disaster, accident or loss, and provided that only one such period of 168
consecutive hours shall apply with respect to one event, except for any
"loss occurrence" referred to in subparagraph 1 of paragraph A above where
only one such period of 72 consecutive hours shall apply with respect to
one event, regardless of the duration of the event.
C. As respects those "loss occurrences" referred to in subparagraph 2 of
paragraph A above, if the disaster, accident or loss occasioned by the
event is of greater duration than 72 consecutive hours, then the Company
may divide that disaster, accident or loss into two or more "loss
occurrences," provided no two periods overlap and no individual loss is
included in more than one such period and provided that no period commences
earlier than the date and time of the occurrence of the first recorded
individual loss sustained by the Company arising out of that disaster,
accident or loss.
D. No individual losses occasioned by an event that would be covered by 72
hours clauses may be included in any "loss occurrence" claimed under the
168 hours provision.
ARTICLE X - LOSS NOTICES AND SETTLEMENTS
A. Whenever losses sustained by the Company appear likely to result in a claim
hereunder, the Company shall notify the Reinsurer, and the Reinsurer shall
have the right to participate in the adjustment of such losses at its own
expense.
B. All loss settlements made by the Company, provided they are within the
terms of this Contract and the terms of the Company's policies, 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 within 14 days) by the Company.
ARTICLE XI - SALVAGE AND SUBROGATION
The Reinsurer shall be credited with salvage (i.e., reimbursement obtained or
recovery made by the Company, less the actual cost, excluding salaries of
officials and employees of the Company and sums paid to attorneys as retainer,
of obtaining such reimbursement or making
(BENFIELD LOGO)
Page 9
such recovery) on account of claims and settlements involving reinsurance
hereunder. Salvage thereon shall always be used to reimburse the excess carriers
in the reverse order of their priority according to their participation before
being used in any way to reimburse the Company for its primary loss. The Company
hereby agrees to enforce its rights to salvage or subrogation relating to any
loss, a part of which loss was sustained by the Reinsurer, and to prosecute all
claims arising out of such rights.
ARTICLE XII - FLORIDA HURRICANE CATASTROPHE FUND
A. The Company shall provisionally purchase from the Florida Hurricane
Catastrophe Fund (FHCF) the following limit and retention:
1. As respects Liberty American Insurance Company, 90.0% of $12,554,329
excess of $3,973,167; and
2. As respects Liberty American Select Insurance Company, 90.0% of
$96,011,878 excess of $30,385,634.
The provisional limits and retentions detailed above may increase or
decrease depending on the Company's actual written premium subject to the
FHCF reimbursement coverage during the term of this Contract. The Company
and the Reinsurer agree to accept and be bound by the final determination
of the FHCF.
B. Any loss reimbursement paid or payable to the Company under the FHCF as a
result of loss occurrences commencing during the term of this Contract
shall inure to the benefit of this Contract. Further, any FHCF loss
reimbursement shall be deemed to be paid to the Company in accordance with
the reimbursement contract between the Company and the State Board of
Administration of the State of Florida at the full payout level set forth
therein and will be deemed not to be reduced by any reduction or exhaustion
of the FHCF's claims paying capacity.
C. Prior to the determination of the Company's FHCF retention and payout, if
any, under the reimbursement contract between the Company and the State
Board of Administration of the State of Florida, the Reinsurer's liability
hereunder will be determined provisionally based on the projected payout,
determined in accordance with the provisions of the reimbursement contract.
Following the FHCF's final determination of the payout under the
reimbursement contract, the ultimate net loss under this Contract will be
recalculated. If, as a result of such calculation, the loss to the
Reinsurer under any excess layer of this Contract in any one loss
occurrence is less than the amount previously paid by the Reinsurer under
that excess layer, the Company shall promptly remit the difference to the
Reinsurer. If the loss to the Reinsurer under any excess layer in any one
loss occurrence is greater than the amount previously paid by the
Reinsurer, the Reinsurer shall promptly remit the difference to the
Company.
D. If an FHCF reimbursement amount is based on the Company's losses in more
than one loss occurrence commencing during the term of this Contract, the
total FHCF reimbursement received by the Company shall be allocated to
individual loss occurrences in chronological order of the dates such loss
occurrences commence, beginning with the first such loss occurrence
commencing during the term of this Contract, provided that:
(BENFIELD LOGO)
Page 10
1. The portion of the total FHCF reimbursement amount to be allocated by
the Company to any individual loss occurrence shall be equal to the
lesser of: (a) the amount of FHCF reimbursement to which the Company
would be entitled for that loss occurrence alone, or (b) the remaining
FHCF reimbursement which has not been allocated by the Company to
prior loss occurrences; and
2. The total amount allocated by the Company to all such loss occurrences
shall be equal to the total FHCF reimbursement received by the Company
for such loss occurrences.
ARTICLE XIII - 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 the Intermediary Article (BRMA 23A)
(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.
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 in accordance with the Loss
Notices and Settlements Article, was transmitted to the Reinsurer.
(BENFIELD LOGO)
Page 11
3. As respects any payment, adjustment or return due either party not
otherwise provided for in subparagraphs 1 and 2 above, 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.
ARTICLE XIV - 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 XV - 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 XVI - LIABILITY OF THE REINSURER
A. The liability of the Reinsurer shall follow that of the Company in every
case and be subject in all respects to all the general and specific
stipulations, clauses, waivers and modifications of the Company's policies
and any endorsements thereon. However, in no event shall this be construed
in any way to provide coverage outside the terms and conditions set forth
in this Contract.
(BENFIELD LOGO)
Page 12
B. Nothing herein shall in any manner create any obligations or establish any
rights against the Reinsurer in favor of any third party or any persons not
parties to this Contract.
ARTICLE XVII - NET RETAINED LINES (BRMA 32B)
A. This Contract applies only to that portion of any policy which the Company
retains net for its own account, and in calculating the amount of any loss
hereunder and also in computing the amount or amounts in excess of which
this Contract attaches, only loss or losses in respect of that portion of
any policy which the Company retains net for its own account shall be
included.
B. The amount of the Reinsurer's liability hereunder in respect of any loss or
losses shall not be increased by reason of the inability of the Company to
collect from any other reinsurer(s), whether specific or general, any
amounts which may have become due from such reinsurer(s), whether such
inability arises from the insolvency of such other reinsurer(s) or
otherwise.
ARTICLE XVIII - 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 XIX - 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 XX - 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 XXI - 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
(BENFIELD LOGO)
Page 13
the Internal Revenue Code to the extent such premium is subject to the
Federal Excise Tax.
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 XXII - FUNDING REQUIREMENTS
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 and loss adjustment expense
reserves (including incurred but not reported loss reserves for known loss
occurrences established by the Company) 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 losses and/or loss
adjustment expense paid under the terms of policies reinsured
hereunder, unless paid in cash by the Reinsurer;
(BENFIELD LOGO)
Page 14
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;
3. To fund a cash account in an amount equal to the Reinsurer's share of
ceded outstanding loss and loss adjustment expense reserves (including
incurred but not reported loss reserves for known loss occurrences
established by the Company) 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 and loss adjustment expense reserves
(including incurred but not reported loss reserves for known loss
occurrences established by the Company), 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 XXIII - 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
(BENFIELD LOGO)
Page 15
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.
ARTICLE XXIV - 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.
(BENFIELD LOGO)
Page 16
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.
ARTICLE XXV - 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 the Arbitration Article.)
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 a 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 therefor, 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 XXVI - 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 XXVII - 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 the states shall apply.
(BENFIELD LOGO)
Page 17
ARTICLE XXVIII - CONFIDENTIALITY
The Reinsurer, except with the express prior written consent of the Company,
shall not directly or indirectly communicate, disclose or divulge to any
unaffiliated 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 Contract or disclosures
required upon subpoena or other duly-issued order of a court or other
governmental agency or regulatory authority.
ARTICLE XXIX - 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 XXX - 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 July in the year 2006.
/s/ T. Bruce Meyer
----------------------------------------
Liberty American Insurance Group, Inc.
(for and on behalf of the "Company")
T. BRUCE MEYER, PRES. & CEO
(Print name and title)
(BENFIELD LOGO)
Page 18
SCHEDULE A
FLORIDA ONLY EXCESS CATASTROPHE REINSURANCE CONTRACT
EFFECTIVE: JUNE 1, 2006
issued to
Liberty American Insurance Company
Pinellas Park, Florida
Liberty American Select 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.
FIRST SECOND THIRD
EXCESS EXCESS EXCESS
----------- ----------- ------------
Company's Retention $17,500,000 $35,000,000 $ 60,000,000
Reinsurer's Per Occurrence Limit $17,500,000 $25,000,000 $ 60,000,000
Reinsurer's Term Limit $35,000,000 $50,000,000 $120,000,000
Minimum Premium $ 7,875,000 $ 7,875,000 $ 14,040,000
Adjustment Rate 0.05154% 0.05154% 0.09188%
Deposit Premium $ 8,750,000 $ 8,750,000 $ 15,600,000
Quarterly Deposit Premium $ 2,187,500 $ 2,187,500 $ 3,900,000
The figures listed above for each excess layer shall apply to each Subscribing
Reinsurer in the percentage share for that excess layer as expressed in its
Interests and Liabilities Agreement attached hereto.
(BENFIELD LOGO)
Schedule A
NUCLEAR INCIDENT EXCLUSION CLAUSE - PHYSICAL DAMAGE - REINSURANCE (U.S.A.)
1. This Reinsurance does not cover any loss or liability accruing to the
Reassured, directly or indirectly and whether as Insurer or Reinsurer, from
any Pool of Insurers or Reinsurers formed for the purpose of covering
Atomic or Nuclear Energy risks.
2. Without in any way restricting the operation of paragraph (1) of this
Clause, this Reinsurance does not cover any loss or liability accruing to
the Reassured, directly or indirectly and whether as Insurer or Reinsurer,
from any insurance against Physical Damage (including business interruption
or consequential loss arising out of such Physical Damage) to:
I. Nuclear reactor power plants including all auxiliary property on the
site, or
II. Any other nuclear reactor installation, including laboratories
handling radioactive materials in connection with reactor
installations, and "critical facilities" as such, or
III. Installations for fabricating complete fuel elements or for processing
substantial quantities of "special nuclear material," and for
reprocessing, salvaging, chemically separating, storing or disposing
of "spent" nuclear fuel or waste materials, or
IV. Installations other than those listed in paragraph (2) III above using
substantial quantities of radioactive isotopes or other products of
nuclear fission.
3. Without in any way restricting the operations of paragraphs (1) and (2)
hereof, this Reinsurance does not cover any loss or liability by
radioactive contamination accruing to the Reassured, directly or
indirectly, and whether as Insurer or Reinsurer, from any insurance on
property which is on the same site as a nuclear reactor power plant or
other nuclear installation and which normally would be insured therewith
except that this paragraph (3) shall not operate
(a) where Reassured does not have knowledge of such nuclear reactor power
plant or nuclear installation, or
(b) where said insurance contains a provision excluding coverage for
damage to property caused by or resulting from radioactive
contamination, however caused. However on and after 1st January 1960
this sub-paragraph (b) shall only apply provided the said radioactive
contamination exclusion provision has been approved by the
Governmental Authority having jurisdiction thereof.
4. Without in any way restricting the operations of paragraphs (1), (2) and
(3) hereof, this Reinsurance does not cover any loss or liability by
radioactive contamination accruing to the Reassured, directly or
indirectly, and whether as Insurer or Reinsurer, when such radioactive
contamination is a named hazard specifically insured against.
5. It is understood and agreed that this Clause shall not extend to risks
using radioactive isotopes in any form where the nuclear exposure is not
considered by the Reassured to be the primary hazard.
6. The term "special nuclear material" shall have the meaning given it in the
Atomic Energy Act of 1954 or by any law amendatory thereof.
7. Reassured to be sole judge of what constitutes:
(a) substantial quantities, and
(b) the extent of installation, plant or site.
Note.-Without in any way restricting the operation of paragraph (1) hereof, it
is understood and agreed that
(a) all policies issued by the Reassured on or before 31st December 1957
shall be free from the application of the other provisions of this
Clause until expiry date or 31st December 1960 whichever first occurs
whereupon all the provisions of this Clause shall apply.
(b) with respect to any risk located in Canada policies issued by the
Reassured on or before 31st December 1958 shall be free from the
application of the other provisions of this Clause until expiry date
or 31st December 1960 whichever first occurs whereupon all the
provisions of this Clause shall apply.
ELECTRONIC DATA ENDORSEMENT B
1. ELECTRONIC DATA EXCLUSION
Notwithstanding any provision to the contrary within the Contract or any
endorsement thereto, it is understood and agreed as follows:-
a) This Contract does not insure loss, damage, destruction, distortion,
erasure, corruption or alteration of ELECTRONIC DATA from any cause
whatsoever (including but not limited to COMPUTER VIRUS) or loss of
use, reduction in functionality, cost, expense of whatsoever nature
resulting therefrom, regardless of any other cause or event
contributing concurrently or in any other sequence to the loss.
ELECTRONIC DATA means facts, concepts and information converted to a
form useable for communications, interpretation or processing by
electronic and electromechanical data processing or electronically
controlled equipment and includes programs, software and other coded
instructions for the processing and manipulation of data or the
direction and manipulation of such equipment.
COMPUTER VIRUS means a set of corrupting, harmful or otherwise
unauthorized instructions or code including a set of maliciously
introduced unauthorized instructions or code, programmatic or
otherwise, that propagate themselves through a computer system or
network of whatsoever nature. COMPUTER VIRUS includes but is not
limited to "Trojan Horses," "worms" and "time or logic bombs."
b) However, in the event that a peril listed below results from any of
the matters described in paragraph a) above, this Contract, subject to
all its terms, conditions and exclusions, will cover physical damage
occurring during the Contract period to property insured by this
Contract directly caused by such listed peril.
Listed Perils
Fire
Explosion
2. ELECTRONIC DATA PROCESSING MEDIA VALUATION
Notwithstanding any provision to the contrary within the Contract or any
endorsement thereto, it is understood and agreed as follows:-
Should electronic data processing media insured by this Contract suffer
physical loss or damage insured by this Contract, then the basis of
valuation shall be the cost of the blank media plus the costs of copying
the ELECTRONIC DATA from back-up or from originals of a previous
generation. These costs will not include research and engineering nor any
costs of recreating, gathering or assembling such ELECTRONIC DATA. If the
media is not repaired, replaced or restored the basis of valuation shall be
the cost of the blank media. However this Contract does not insure any
amount pertaining to the value of such ELECTRONIC DATA to the Assured or
any other party, even if such ELECTRONIC DATA cannot be recreated, gathered
or assembled.
Swiss Re
INTERESTS AND LIABILITIES AGREEMENT
(hereinafter referred to as the "Agreement")
to the
FLORIDA ONLY EXCESS CATASTROPHE
REINSURANCE CONTRACT
Effective: June 1, 2006
between
LIBERTY AMERICAN INSURANCE COMPANY
Pinellas Park, Florida
LIBERTY AMERICAN SELECT INSURANCE COMPANY
Pinellas Park, Florida
and
any and all other companies which are not or
may be hereafter become member companies of
LIBERTY AMERICAN INSURANCE GROUP, INC.
(hereinafter collectively referred to as the "Company")
and
SWISS REINSURANCE AMERICA CORPORATION
Armonk, New York
(hereinafter referred to as the "Subscribing Reinsurer")
I. It is hereby agreed that the Subscribing Reinsurer shall have the following
shares in the interests and liabilities of all reinsurers participating in
Schedule A of the attached Florida Only Excess Catastrophe Reinsurance
Contract effective from 12:01 a.m., Local Standard Time, June 1, 2006.
Coverage Parts Accounting Code No. Share
- -------------- ------------------- -----
First Excess of Loss POR452736 7.50%
Second Excess of Loss POR452738 7.50%
Third Excess of Loss POR452739 7.50%
The share of the Subscribing Reinsurer in the interests and liabilities of
all reinsurers participating in said Agreement shall be separate and apart
from the shares of such other reinsurers to the said Agreement. The
interests and liabilities of the Subscribing Reinsurer shall not be joint
with those of the other reinsurers and in no event shall the Subscribing
Reinsurer participate in the interests and liabilities of the other
reinsurers participating in said Agreement.
1.
Swiss Re
II. It is further agreed that the following shall apply to the Subscribing
Reinsurer's share in the interests and liabilities of all the reinsurers
participating in the Florida Only Excess Catastrophe Reinsurance Contract:
1. As respects Article VII - Reinsurance Premium, it is agreed that the
following Paragraph is added to as follows:
As respects all premium transactions:
1. All statements shall be sent to the Reinsurer at:
a. E-Mail/XML or EDI Formats: reaccount_armonk@swissre.com, or
b. Standard Mail:
Swiss Reinsurance America Corporation
Accounting Department
175 King Street
Armonk, NY 10504
Telephone: 914-828-8000
Facsimile: 914-828-5919
2. All checks and supporting documentation shall be sent to the
Reinsurer through one of the options set forth below:
a. WIRE TRANSFER
(i) All wires should be sent to:
The Bank of New York
1 Wall Street
New York, NY 10286
Account Name: Swiss Reinsurance America Corporation
Account Number: 8900489197
ABA Number: 021000018 (SWIFT: IRVTUS3N)
SWIFT: IRVTUS3N
(ii) All supporting documentation should be sent to:
Swiss Reinsurance America Corporation
Accounting Department
175 King Street
Armonk, NY 10504
2.
b. LOCK BOX
Both checks and supporting documentation shall be sent
to:
Swiss Reinsurance America Corporation
P.O. Box 7247-7281
Philadelphia, PA 19170-7281
2. As respects Article VIII - Definitions, it is agreed that the
following Paragraph D is added to as follows:
D. The term "Declaratory Judgments" shall mean all legal expenses,
incurred in the representation of the Company in litigation
brought to determine the Company's defense and/or indemnification
obligations, that are allocable to any specific claim or loss
applicable to Policies subject to this Agreement. In addition,
the Company shall promptly notify the Reinsurer of any
Declaratory Judgments subject to this Agreement.
3. Article XXX - Intermediary (BRMA 23A) as set forth in the attached
Florida Only Excess Catastrophe Reinsurance Contract is deleted and
replaced with Article XXX - Servicing.
ARTICLE XXX - SERVICING
Benfield Inc. is the Servicing Agent providing services for the
Company in connection with this Agreement. There is no Intermediary of
record for this Agreement. These services shall include but not be
limited to notices, statements, premium, return premium, taxes,
losses, Loss Adjustment Expenses, salvages and loss settlements.
However, such services shall in no way be construed as providing
Benfield Inc. with the authority to negotiate or otherwise act on
behalf of the Reinsurer.
3.
Swiss Re
IN WITNESS WHEREOF, the parties hereto have caused this Contract to be executed
in duplicate, by their duly authorized representatives as of the following
dates:
In BALA CYNWYD, PA, this 28th day of February, 2007.
ATTEST: LIBERTY AMERICAN INSURANCE COMPANY
LIBERTY AMERICAN SELECT INSURANCE
COMPANY
/s/ William A. McKenna /s/ James J. Maguire Jr.
- ------------------------------------- ----------------------------------------
WILLIAM A. MCKENNA JAMES J. MAGUIRE, JR.
Name Name
AVP - REINSURANCE CHAIRMAN OF THE BOARD & EXECUTIVE VP
Title Title
And in Armonk, New York, this 13th day of February, 2007.
ATTEST: SWISS REINSURANCE AMERICA CORPORATION
/s/ Peter Thomson /s/ Matt Weber
- ------------------------------------- ----------------------------------------
PETER THOMSON MATT WEBER
Name Name
Vice President Senior Vice President
Member of Management Member of Senior Management
Title Title
4.