Certain portions of this Exhibit have been
omitted pursuant to a request for confidential treatment. The
non-public information has been filed separately with the
Securities and Exchange Commission pursuant to Rule 24b-2 under the
Securities Exchange Act of 1934, as amended. The omitted portions
of this Exhibit are indicated by the following [*****].
Exhibit 10(i)
COINSURANCE LIFE REINSURANCE
AGREEMENT
December 1, 1989
OLD AMERICAN INSURANCE
COMPANY
Kansas City, Missouri
COINSURANCE LIFE REINSURANCE
AGREEMENT
Entered into between
EMPLOYERS REASSURANCE
CORPORATION
of
Overland Park, Kansas
(hereinafter called the CORPORATION)
and
OLD AMERICAN INSURANCE
COMPANY
of
Kansas City, Missouri
(hereinafter called the REINSURED)
EFFECTIVE DATE: December 1,
1989
In consideration of the mutual
covenants hereinafter contained, the parties hereto do hereby agree
as follows:
ARTICLE I
APPLICATION OF
AGREEMENT . This
agreement applies to loss sustained by the REINSURED under the
insurance policies described in the following Schedule (hereinafter
called policies or policy) as a result of claims incurred on or
after the effective date of this agreement.
Policy Form
Schedule
Individual Whole Life Insurance
Policies issued by the REINSURED to become effective prior to
December 1, 1986 which are classified by the REINSURED as plan
codes 10000 , 10004 and 10006
Replacements, exchanges and reinstatements of
the policies shall be coinsured under this agreement without ceding
commission but subject to both the expense commission indicated in
Article VI, and the provisional commission allowance indicated in
Article VII.
This agreement does not reinsure
waiver of premium or accidental death benefits.
ARTICLE II
REINSURANCE
. The CORPORATION does hereby agree
to indemnify the REINSURED against 100% of loss to which this
agreement applies.
ARTICLE III
INDEMNITY FOR CLAIM
EXPENSES . The
CORPORATION hereby agrees to indemnify the REINSURED against 100%
of the claim expenses paid by the REINSURED with respect to the
policies.
ARTICLE IV
DEFINITIONS
. The word “loss” shall
mean only such amounts as are actually paid by the REINSURED for
benefits afforded under the policies, in settlement of claims for
benefits under the policies, or in satisfaction of judgments for
benefits under the policies. The word “loss” shall
include life insurance proceeds payable by reason of death which
remain unpaid because of the nature of the settlement option
selected. The word “loss” shall not include:
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(1)
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claim expenses
or salaries paid to employees of the REINSURED;
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(2)
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any amount paid
by the REINSURED for punitive, exemplary or compensatory damages
arising out of the conduct of the REINSURED in the investigation,
trial or settlement of any claim or failure to pay or delay in
payment of any benefits under any policy; provided that, this
subparagraph (2) shall not apply if the CORPORATION has, in advance
of any such conduct by the REINSURED, counseled with the REINSURED
and concurred in the REINSURED’S course of
conduct;
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(3)
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any statutory
penalty imposed upon the REINSURED on account of any unfair trade
practice or any unfair claim practice.
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The term “claim
expenses” shall mean statutory interest payable on insurance
proceeds, court costs, interest upon judgments, and allocated
investigation, adjustment and legal expenses, but the term
“claim expenses” shall not include salaries paid to
employees of the REINSURED.
- 2 -
Claims shall be deemed to be
“incurred” on the date when the death
occurs.
The phrase “average number of
policies reinsured each month” shall mean the sum of the
number of policies in force on the first day of the month and the
number of policies in force on the last day of the month, divided
by 2.
The phrase “average amount
reinsured each month” shall mean the sum of the amount of
insurance in force on the first day of the
month with respect to which reinsurance is
afforded hereunder and the amount of insurance in force on the last
day of the month with respect to which reinsurance is afforded
hereunder, divided by 2.
ARTICLE V
INITIAL CONSIDERATION AND CEDING
COMMISSION . Promptly
after the execution of this agreement, the REINSURED shall pay to
the CORPORATION in cash an amount to be determined as follows,
using the REINSURED’S statutory figures applicable to the
policies as of the effective date of this agreement.
less
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2.
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Net due and
deferred premiums,
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plus
and less
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4.
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Policy loans
outstanding,
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and less
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5.
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[****] ceding
commission on premiums in force.
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The REINSURED further agrees to pay
simple interest to the CORPORATION at an annual rate of 8.5% on the
cash due the CORPORATION in accordance with this article,
calculated from the effective date of this agreement until such
cash is remitted to the CORPORATION.
The CORPORATION shall return to the
REINSURED the consideration received hereunder and interest
thereon, after reduction for
ceding commission, applicable to each policy
where death, lapse or surrender occurred prior to the effective
date of this agreement but is reported to the REINSURED on or after
the effective date of this agreement.
- 3 -
ARTICLE VI
REINSURANCE PREMIUM AND EXPENSE
COMMISSION . The
REINSURED shall pay to the CORPORATION a reinsurance premium equal
to 100% of the insurance premium pertaining to the policies
collected by the REINSURED on and after the effective date of this
agreement, less the amount of premium refunds made by the REINSURED
with respect to the policies. Such reinsurance premium shall be
subject to a monthly expense commission to be calculated in
accordance with the following Schedule:
Expense Commission
Schedule
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What
Applies to
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How Calculated
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$.666
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Per Policy
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Average number
of policies reinsured each month times rate
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