(10)(b)
AMENDMENT NO. 1
to the
REINSURANCE AGREEMENT
between the
NORTHBROOK LIFE INSURANCE COMPANY, Northbrook, Illinois
(hereinafter "NORTHBROOK")
and
ALLSTATE LIFE INSURANCE COMPANY, Northbrook, Illinois
(hereinafter "ALLSTATE")
IT IS HEREBY AGREED that the Reinsurance Agreement effective December
31, 1987 between NORTHBROOK and ALLSTATE (hereinafter "Coinsurance Agreement"),
is amended as follows:
1. Article II, paragraphs 1(a) and 3 of the Coinsurance Agreement are amended
as set out below:
1. Net benefits are defined as follows:
(a) For an application received, or a policy issued directly by
NORTHBROOK and reinsured under this Agreement, net benefits are
the actual amounts payable by NORTHBROOK to the policyholder,
less any amounts payable to NORTHBROOK by another reinsurer with
respect to the policy. These payments include death benefits,
endowment benefits, annuity benefits, disability benefits,
benefits under accident and health policies, surrender benefits,
and payments on supplementary contracts with and without life
contingencies.
3. With respect to applications received, or policies issued directly or
reinsured by NORTHBROOK, after the Effective Date of this Agreement,
ALLSTATE's liability for net benefits will begin simultaneously with
that of NORTHBROOK and will include any liability NORTHBROOK may incur
as a result of a Temporary Insurance Agreement or Conditional Receipt
issued in conjunction with a policy subject to this Agreement.
2. Article IV of the Coinsurance Agreement, is deleted, and replaced with new
Article IV set our below:
ARTICLE IV
SETTLEMENTS
1. While this Agreement is in effect, NORTHBROOK shall pay to ALLSTATE no
less frequently than weekly, with respect to eligible policies under
this Agreement, a reinsurance premium equal to (or the accounting
equivalent of) the sum of Items (a), (b) and (c) below, less the sum
of Items (d) and (e) below, as applicable for the period since the
date of NORTHBROOK's last payment to ALLSTATE.
(a) Gross premiums (direct and reinsurance assumed) collected by
NORTHBROOK.
(b) Reserves transferred from a NORTHBROOK Separate Account to the
NORTHBROOK General Account.
(c) Policy loan repayments collected by NORTHBROOK with respect to
the policies ceded under this Agreement.
(d) Gross premiums refunded by NORTHBROOK to policyholders.
(e) Reserves transferred from the NORTHBROOK General Account to the
NORTHBROOK Separate Account.
2. While this Agreement is in effect, ALLSTATE shall pay to NORTHBROOK no
less frequently than weekly a benefit and expense allowance equal to
(or the accounting equivalent of) the sum of Items (a), (b), (c), (d)
and (e) below, as applicable for the period since the date of
ALLSTATE's last payment to NORTHBROOK.
(a) Net benefits (as defined in Article II) paid by NORTHBROOK with
respect to the policies ceded under this Agreement.
(b) Commissions and other sales compensation incurred by NORTHBROOK
with respect to the policies ceded under this Agreement.
(c) General insurance expenses incurred by NORTHBROOK with respect to
the policies ceded under this Agreement.
(d) Insurance taxes, licenses and fees (excluding Federal Income Tax)
incurred by NORTHBROOK with respect to the policies ceded under
this Agreement.
(e) Policy loan distributions to policyholders incurred by NORTHBROOK
with respect to the policies ceded under this Agreement.
This Amendment shall be effective as of September 1, 1990.
IN WITNESS WHEREOF, the parties to the Coinsurance Agreement have
caused their respective officers to execute this Amendment on the dates shown
below.
NORTHBROOK LIFE INSURANCE COMPANY
By /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title Vice President
Date June 6, 1991
ALLSTATE LIFE INSURANCE COMPANY
By /s/ ▇▇▇▇▇ ▇. ▇▇▇▇
Title Assistant Vice President &
Corporate Actuary
Date June 4, 1991
(10)(c)
AMENDMENT No. 2
to the
REINSURANCE AGREEMENT
between
NORTHBROOK LIFE INSURANCE COMPANY, Northbrook, Illinois
(hereinafter "NORTHBROOK")
and
ALLSTATE LIFE INSURANCE COMPANY, Northbrook, Illinois
(hereinafter "ALLSTATE")
IT IS HEREBY AGREED that the 100% Coinsurance Reinsurance Agreement
effective December 31, 1987, between NORTHBROOK and ALLSTATE is amended as
follows:
1. A new Article VIII is added, to read as follows:
Article VIII
CONVERSION TO FUNDS WITHHELD
(a) Effective on the date and at the time of transfer of all or
substantially all Assets to NORTHBROOK pursuant to Section 6(f) of the
Security and Trust Agreement among the parties hereto, ▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇▇▇, Inc., and ▇▇▇▇▇▇ Trust and Savings Bank, the reinsurance
hereunder provided shall convert from an automatic coinsurance basis
to a funds withheld basis. The delivery to the Trustee of the
Instructions for Release to Beneficiary, as provided in Section 6(f)
of the Security and Trust Agreement, shall operate as notice to
NORTHBROOK and ALLSTATE of such conversion. NORTHBROOK shall hold all
assets received pursuant to such transfer, including subsequent
additions and investment income, under the Funds Withheld provisions
of this Article.
(b) In the event of a conversion, as provided in Section (a) of this
Article VIII, from an automatic coinsurance to a funds withheld basis,
Article IV, Monthly Settlements, as amended by Amendment No. 1 to this
Reinsurance Agreement, shall be automatically modified to operate as
follows:
(i) In addition to the settlements described in Article IV, which
shall continue, NORTHBROOK shall pay to ALLSTATE no less
frequently than weekly the net investment income, including all
realized capital gains and losses, earned on the assets held in
accordance with Section (a) of this Article VIII.
(ii) Notwithstanding the requirements of Article IV and Section (b)
(i) of this Article VIII, NORTHBROOK shall withhold from ALLSTATE
and hold an amount not greater than the sum A, B and C below,
such sum hereafter referred to as the "Funds Withheld."
A. an amount equal to the net statutory reserves in respect of
the business reinsured;
B. an amount equal to the Interest Maintenance Reserve related
to the Assets held in trust in accordance with Section (a)
of this Article VIII;
C. an amount not greater at any time than 20% of the net
statutory reserves with respect to the business reinsured,
equal to the accumulation, if positive, of the amounts due
ALLSTATE from NORTHBROOK less the amounts due NORTHBROOK
from ALLSTATE, beginning from the date Assets are
transferred to NORTHBROOK pursuant to Section 6(f) of the
Security and Trust Agreement.
(iii)The net periodic settlements described in Article IV
shall be adjusted to provide for Funds Withheld by
reducing the amount paid to ALLSTATE by any increase in
the Funds Withheld for the settlement period or
increasing the amount paid ALLSTATE by any decrease in
the Funds Withheld.
(c) Notwithstanding any of the foregoing provisions of this Article VIII,
NORTHBROOK shall at all times have the right to use any Assets in its
possession for the payment of benefits due and owing under policies
issued by NORTHBROOK.
2. This Reinsurance Agreement is amended further by renumbering current
Article VIII to be Article IX, and each subsequent Article is renumbered
consecutively from such new Article IX.
3. This Reinsurance Agreement is amend further by deleting current Article
XII, entitled DURATION OF AGREEMENT, and inserting, in its place, the
following:
Article XIII
DURATION OF AGREEMENT
This Agreement will be effective as of December 31, 1987, and shall remain
in force so long as any policies issued by NORTHBROOK through ▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇▇▇, Inc., pursuant to various General Agent's Agreements, remain in
force.
4. This Reinsurance Agreement is amended further by adding an Article XIV, to
read as follows:
Article XIV
ENTIRE AGREEMENT
This Reinsurance Agreement, together with all amendments thereto and the
Security and Trust Agreement to which ALLSTATE and NORTHBROOK are parties
dated as of September 1, 1993, constitutes the entire agreement between
ALLSTATE and NORTHBROOK with respect to the subject matter hereof, and
there are no written or oral understandings, agreements, conditions, or
qualifications to the terms and conditions of this Reinsurance Agreement
which are not fully expressed herein and in such Security and Trust
Agreement.
IN WITNESS HEREOF, the parties to this Agreement have caused this
Amendment No. 2 to be duly executed in duplicate by their respective officers on
the date shown below.
NORTHBROOK LIFE INSURANCE COMPANY, of Northbrook, Illinois
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
Title: Vice President
Date: September 28, ▇▇▇▇
▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: Vice President
Date: September 28, 1993
(10)(d)
AMENDMENT NO. 3 to the
REINSURANCE AGREEMENT
between
NORTHBROOK LIFE INSURANCE COMPANY, Northbrook, Illinois
(hereinafter "Northbrook")
and
ALLSTATE LIFE INSURANCE COMPANY, Northbrook, Illinois
(hereinafter "Allstate")
It Is Hereby Agreed, that the Coinsurance Agreement effective December 31,
1987 between NORTHBROOK and ALLSTATE (hereafter "Agreement"), is amended as
follows:
1.) Schedule A, Eligible and Ineligible Policies, is hereby amended by
deleting said Schedule in its entirety, and replacing it with the following new
Schedule A:
Schedule A
ELIGIBLE AND INELIGIBLE POLICIES
1. This Agreement covers all eligible policies in force in NORTHBROOK (or
no longer in force but with remaining liability to NORTHBROOK) on the
Effective Date of this Agreement, all eligible policies issued
directly by NORTHBROOK after the Effective Date of this Agreement, and
all reinsurance accepted by NORTHBROOK before and after the Effective
Date of this Agreement.
2. An eligible policy is defined as any policy whose reserve is invested,
in whole or in part, in the NORTHBROOK general account, except for
those policies described in paragraph 3, below; provided, however,
that the portion of any such policy which is not so invested is not
covered under this Agreement.
3. No policy which is registered with the Securities and Exchange
Commission and which is sold to a pension plan as the term "pension
plan" is defined under the Employee Retirement Income Security Act of
1974, including, but not limited to, pension plans qualified under
Sections 401(a), 401(k), and 403(b) of the Internal Revenue Code,
shall be considered an eligible policy under this Agreement.
2.) This Amendment shall be effective February 1, 1995.
Except as amended hereby, the Agreement shall remain unchanged.
IN WITNESS HEREOF, the parties to the Agreement have caused this
Amendment to be duly executed in duplicate by their respective officers on the
dates shown below.
NORTHBROOK LIFE INSURANCE COMPANY ALLSTATE LIFE INSURANCE COMPANY
By: /s/ ▇. ▇▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: VP Title: VP, General Counsel
& Secy
Date: February 28, 1995 Date: February 23, 1995
(10)(e)
AMENDMENT #4 TO THE
REINSURANCE AGREEMENT
BETWEEN
NORTHBROOK LIFE INSURANCE COMPANY, NORTHBROOK, ILLINOIS
(HEREINAFTER "NORTHBROOK")
AND
ALLSTATE LIFE INSURANCE COMPANY, NORTHBROOK, ILLINOIS
(HEREINAFTER "ALLSTATE")
WHEREAS, NORTHBROOK and ALLSTATE entered into a Coinsurance Agreement
(hereinafter "Agreement"), having an effective date of December 31, 1987; and,
WHEREAS, the California Insurance Department has determined that various changes
to the Agreement are required under California insurance law; and
WHEREAS, NORTHBROOK and ALLSTATE desire to amend the Agreement with respect to
coverage issued to California residents to meet the California requirements;
NOW, THEREFORE, the Agreement is hereby amended with respect to California
residents, as follows:
1.) Article VII, "Insolvency", hereby amended by deleting said Article in its
entirety, and replacing it with the following new Article VII:
Article VII
INSOLVENCY
1. The portion of any risk or obligation assumed by Allstate, when such
portion is ascertained, shall be payable on demand of Northbrook at the
same time as Northbrook shall pay its net retained portion of such risk or
obligation, and the reinsurance shall be payable by Allstate on the basis
of the liability of Northbrook under the contract or contracts reinsured
under this Agreement without diminution because of the insolvency of
Northbrook. In the event of insolvency and the appointment of a
conservator, liquidator or statutory successor of Northbrook, such portion
shall be payable to such conservator, liquidator or statutory successor
immediately upon demand, on the basis of claims allowed against Northbrook
by any court of competent jurisdiction or, by any conservator, liquidator,
or statutory successor of Northbrook having authority to allow such claims,
without diminution because of such insolvency or because such conservator,
liquidator or statutory successor has failed to pay all or a portion of any
claims. Payment by Allstate as above set forth shall be made directly to
Northbrook or its conservator, liquidator or statutory successor.
2. Further, in the event of the insolvency of Northbrook, the liquidator,
receiver or statutory successor of the insolvent Northbrook shall give
written notice to Allstate of the pendency of an obligation of the
insolvent Northbrook on any policy reinsured, whereupon Allstate may
investigate such claim and interpose at its own expense, in the proceeding
where such claim is to be adjudicated, any defense or defenses which it may
deem available to Northbrook or its liquidator or statutory successor. The
expense thus incurred by Allstate shall be chargeable, subject to court
approval, against the insolvent Northbrook as part of the expenses of
liquidation to the extent of a proportionate share of the benefit which may
accrue to Northbrook solely as a result of the defense undertaken by
Allstate.
2.) Article X, Arbitration, shall be amended to include the following language
at the end of that article:
The decision of the Arbitrators shall be handed down within 45 days of the
date on which the arbitration is concluded.
3.) Article XII, Parties to the Agreement, shall be deleted in its entirety and
shall be replaced with the following language:
This Agreement shall be effective as of December 31, 1987, and will be
unlimited as to its duration; provided, however, it may be terminated with
respect to the reinsurance of new business by either party giving the other
party ninety (90) days prior written notice of termination to the other
party.
4.) Article VII, paragraph 1(c) as amended in Amendment No. 2 shall be deleted
in its entirety and shall be replaced with the following language:
(c) Notwithstanding any of the foregoing provisions of this Article VII,
NORTHBROOK shall at all times have the right to use any Assets in its
possession for the payment of benefits due and owing under policies
issued by NORTHBROOK. Provided, however, NORTHBROOK will not use any
such Assets to satisfy any liabilities under the Northbrook Separate
Account.
5.) In addition, a new Article XIII is added to the Agreement, as follows:
Article XIII
OFFSET
All monies due Northbrook or Allstate under this Agreement shall be offset
against each other dollar for dollar.
6.) Further, a new Article XIV is added to the agreement, as follows:
Article XIV
ENTIRE AGREEMENT
This Agreement constitutes the entire contract between ALLSTATE and NORTHBROOK.
No variation, modification or changes to this Agreement shall be binding unless
in writing and signed by an officer of each party.
This amendment shall be effective June 12, 1995. Except as amended hereby, the
Agreement shall remain unchanged.
IN WITNESS HEREOF, the parties to the Agreement have caused this Amendment to be
duly executed in duplicate by their respective officers on the dates shown
below.
Northbrook Life Insurance Company
By /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title First Vice President
Date June 12, 1995
Allstate Life Insurance Company
By /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇
Title AVP
Date June 12, 1995
(10)(f)
Amendment Number 5
To the Reinsurance Agreement
Effective December 31, 1987
between
Northbrook Life Insurance Company
(hereinafter called ANorthbrook@)
and
Allstate Life Insurance Company
(hereinafter called AAllstate@)
It Is Hereby Agreed, that the Reinsurance Agreement effective December 31, 1987
between NORTHBROOK and ALLSTATE (hereafter AAgreement@), is amended as provided
below:
1. Effective January 1, 1995, Article IV is hereby amended by adding the
following new sub-paragraph 3:
3. ALLSTATE shall pay to NORTHBROOK, no less frequently than annually,
any taxes incurred by NORTHBROOK as a result of Section 848 of the
Internal Revenue Code which concerns capitalization of policy
acquisition costs.
2. Effective January 1, 1993, Article IV is hereby amended by adding the
following new sub-paragraph 4:
4. ALLSTATE and NORTHBROOK agree to an election under Treasury
Regulations 1-848-2(g)(8), as follows:
a) For each taxable year under this Agreement, the party with net
positive consideration, as defined in the regulations promulgated
under Treasury Code Section 848, will capitalize specified policy
acquisition expenses with respect to this Agreement without
regard to the general deductions limitation of Section 848(c)(1);
(b) NORTHBROOK and ALLSTATE agree to exchange information pertaining
to the amount of net consideration for all reinsurance agreements
in force between them to ensure consistency for purposes of
computing specified policy acquisition expenses. NORTHBROOK and
ALLSTATE shall agree on the amount of such net consideration for
each taxable year no later than the May 1 following the end of
such year.
(c) This election shall be effective for 1993 and for all subsequent
taxable years for which this Agreement remains in effect.
Except as amended hereby, the Agreement shall remain unchanged.
IN WITNESS HEREOF, the parties to the Agreement have caused this Amendment to be
duly executed in duplicate by their respective officers on the dates shown
below.
NORTHBROOK LIFE INSURANCE COMPANY ALLSTATE LIFE INSURANCE COMPANY
By: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: C. ▇▇▇▇▇▇ ▇▇▇▇▇
Title: Vice President Title: Assistant Vice President
Date: January 26, 1996 Date: January 26, 1996
(10)(g)
Amendment No. 6 to the
Reinsurance Agreement
between
Northbrook Life Insurance Company, Northbrook, Illinois
(hereinafter ANorthbrook@)
and
Allstate Life Insurance Company, Northbrook, Illinois
(hereinafter AAllstate@)
It Is Hereby Agreed, that the Coinsurance Agreement effective December 31, 1987
between NORTHBROOK and ALLSTATE (hereafter AAgreement@), is amended as follows:
1.) Schedule A, Eligible and Ineligible Policies, is hereby amended by
deleting said Schedule in its entirety, and replacing it with the following new
Schedule A:
Schedule A
ELIGIBLE AND INELIGIBLE POLICIES
1. This Agreement covers all eligible policies in force in
NORTHBROOK (or no longer in force but with remaining liability
to NORTHBROOK) on the Effective Date of this Agreement, all
eligible policies issued directly by NORTHBROOK after the
Effective Date of this Agreement, and all reinsurance accepted
by NORTHBROOK before and after the Effective Date of this
Agreement.
2. An eligible policy is defined as any policy whose reserve is
invested, in whole or in part, in the NORTHBROOK general
account, provided, however, that the portion of any such
policy which is not so invested is not covered under this
Agreement.
2.) This Amendment shall be effective December 30, 1996.
Except as amended hereby, the Agreement shall remain unchanged.
IN WITNESS HEREOF, the parties to the Agreement have caused this Amendment to be
duly executed in duplicate by their respective officers on the dates shown
below.
NORTHBROOK LIFE INSURANCE COMPANY ALLSTATE LIFE INSURANCE COMPANY
By: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: C. ▇▇▇▇▇▇ ▇▇▇▇▇
Title: Assistant Vice President Title: Assistant Vice President and
Corporate Actuary
Date: January 15, 1997 Date: January 15, 1997
(10)(h)
Amendment Number 7
To the Reinsurance Agreement
Effective December 31, 1987
between
Northbrook Life Insurance Company
(hereinafter called ANorthbrook@)
and
Allstate Life Insurance Company
(hereinafter called AAllstate@)
WHEREAS, NORTHBROOK and ALLSTATE entered into a Reinsurance Agreement effective
December 31, 1987 (hereinafter "Agreement"); and
WHEREAS, the parties now believe that the Agreement does not accurately reflect
their existing practices relating to settlements for certain tax benefits and
liabilities;
WHEREAS, the parties desire to amend the Agreement to reflect the existing
practices with respect to such tax settlements;
NOW, THEREFORE, IT IS HEREBY AGREED, that the Agreement is amended as provided
below.
1.) Article IV, paragraph 2, is amended by replacing subparagraph (d)
with a new subparagraph (d) as follows:
(d) Insurance taxes, licenses and fees (excluding Federal Income
Tax that is not related to the contracts reinsured under this
Agreement), incurred by NORTHBROOK with respect to the contracts
reinsured under this Agreement.
2.) Article IV is further amended by adding a new paragraph 3, as
follows:
3. No less frequently than quarterly, ALLSTATE will calculate the
amount of federal and state income tax liabilities incurred by
NORTHBROOK for the quarter related to the contracts reinsured under
this Agreement, and the amount of federal and state income tax
benefits earned by NORTHBROOK for the quarter related to the contracts
reinsured under this Agreement. If tax liabilities exceed tax
benefits, the difference, plus a gross-up for additional federal and
state income taxes, will be paid by ALLSTATE to NORTHBROOK. If tax
benefits exceed tax liabilities, the difference, plus a gross-up for
additional federal and state income taxes, will be paid by NORTHBROOK
to ALLSTATE.
Except as amended hereby, the Agreement shall remain unchanged.
IN WITNESS HEREOF, the parties to the Agreement have caused this Amendment to be
duly executed in duplicate by their respective officers on the dates shown
below.
NORTHBROOK LIFE INSURANCE COMPANY ALLSTATE LIFE INSURANCE COMPANY
By: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: C. ▇▇▇▇▇▇ ▇▇▇▇▇
Title: Assistant Vice President Title: AVP
Date: October 22, 1998 Date: October 22, 1998
(10)(i)
REINSURANCE AGREEMENT
between
NORTHBROOK LIFE INSURANCE COMPANY, NORTHBROOK, ILLINOIS
(hereinafter "NORTHBROOK")
and
ALLSTATE LIFE INSURANCE COMPANY, NORTHBROOK, ILLINOIS
(hereinafter "ALLSTATE")
Article I
BASIS of REINSURANCE
1. ALLSTATE will indemnify and NORTHBROOK will automatically reinsure with
ALLSTATE, according to the terms and conditions hereof, the net liability
for contracts in force (or no longer in force but with remaining liability)
on the Effective Date and contracts directly issued subsequent to the
Effective Date by NORTHBROOK on the contracts listed in Schedule A.
2. The indemnity reinsurance provided hereunder shall be on a modified
coinsurance basis. NORTHBROOK shall retain, maintain, and own all assets
held in relation to the Reserve, as defined in Article III.
3. In no event will reinsurance under this Agreement be in force with respect
to a contract of NORTHBROOK unless such contract is in force.
Article II
LIABILITY of ALLSTATE
The liability of ALLSTATE with respect to any contract reinsured hereunder will
begin simultaneously with that of NORTHBROOK, but not prior to the Effective
Date of this Agreement. ALLSTATE's liability with respect to any contract
reinsured hereunder will terminate on the date NORTHBROOK's liability on such
contract terminates or the date this Agreement is terminated, whichever is
earliest. However, termination of this Agreement will not terminate ALLSTATE's
liability for benefit payments incurred prior to the date of termination.
Article III
INITIAL CONSIDERATION
1. On the Effective Date of this Agreement, NORTHBROOK will pay ALLSTATE an
initial consideration which shall be equal to (or the accounting equivalent
of) one hundred (100) percent of the Reserve, as defined in Paragraph 2 of
this Article III, as of the Effective Date of this Agreement, with respect
to the contracts reinsured hereunder.
2. For the purpose of this Agreement, the term "Reserve" will be the total
liability for the reinsured contracts corresponding to the sum of the
amounts on page 3, line 18 of NORTHBROOK's Statutory Separate Account
(excluding Variable Life) Statement and page 3, line 12 of NORTHBROOK's
Statutory Variable Life Separate Account Statement.
Article IV
MONTHLY SETTLEMENTS
1. Within thirty (30) days following the end of each calendar month in which
this Agreement is in effect, NORTHBROOK shall pay to ALLSTATE, with respect
to contracts reinsured under this Agreement, a reinsurance premium equal to
(or the accounting equivalent of) the sum of Items (a) and (b) below less
the sum of Items (c), (d) and (e) below.
(a) Gross premiums (direct and reinsurance assumed) collected by
NORTHBROOK during the month.
(b) Reserves transferred from the NORTHBROOK General Account to a
NORTHBROOK Separate Account during the month.
(c) Gross premiums refunded by NORTHBROOK during the month to
policyholders.
(d) Reserves transferred from a NORTHBROOK Separate Account to the
NORTHBROOK General Account during the month.
(e) Reinsurance premiums paid by NORTHBROOK during the month to reinsurers
other than ALLSTATE.
2. Within thirty (30) days following the end of each calendar month in which
this Agreement is in effect, ALLSTATE shall pay to NORTHBROOK a benefit and
expense allowance equal to (or the accounting equivalent of) the sum of
Items (a), (b), (c) and (d) below. (a) Net benefits (as defined in
Paragraph 3 of this Article IV) paid by NORTHBROOK during the month with
respect to the contracts reinsured under this Agreement.
(b) Commissions and other sales compensation incurred by NORTHBROOK during
the month with respect to the contracts reinsured under this
Agreement.
(c) General insurance expenses incurred by NORTHBROOK during the month
with respect to the contracts reinsured under this Agreement.
(d) Insurance taxes, licenses and fees (excluding Federal Income Tax)
incurred by NORTHBROOK during the month with respect to the contracts
reinsured under this Agreement.
3. Net Benefits are defined as follows:
(a) For a contract issued directly by NORTHBROOK and reinsured under this
Agreement, net benefits are the actual amounts payable by NORTHBROOK
to the policyholder, less any amounts payable to NORTHBROOK by another
reinsurer with respect to the contract. These payments include death
benefits, endowment benefits, annuity benefits, disability benefits,
benefits under A & H policies, surrender benefits and payments on
supplementary contracts with and without life contingencies.
(b) For contracts reinsured by NORTHBROOK and retroceded under this
Agreement, net benefits are the actual amounts payable by NORTHBROOK
to the ceding company with respect to the contract reinsured by
NORTHBROOK. These payments will include commissions and expense
allowances on reinsurance accepted.
Article V
MONTHLY RESERVE ADJUSTMENTS
1. Simultaneously with the payment of the initial consideration described in
Article III, Paragraph I, ALLSTATE will pay to NORTHBROOK an initial
reserve adjustment in an amount that is equal to the Reserve on the
Effective Date of this Agreement with respect to the contracts reinsured
hereunder.
2. Within thirty (30) days following the end of each calendar month in which
this Agreement is in effect, a reserve adjustment equal to (or the
accounting equivalent of) the amount defined below shall be paid.
Let:
RC= The Reserve change from the end of the prior
accounting period to the end of the current
accounting period for the reinsured contracts
corresponding to the sum of the amounts on page 4,
lines 9, 10, 10A and 11 of NORTHBROOK's Statutory
Separate Account (excluding Variable Life) Statement
and page 4, lines 14 and 15 of NORTHBROOK's Statutory
Variable Life Separate Account Statement.
NII= The net investment income corresponding to the sum of
the amounts on page 4, line 2 of NORTHBROOK's
Statutory Separate Account (excluding Variable Life)
Statement and page 4, lines 4 and 5 of NORTHBROOK's
Statutory Variable Life Separate Account Statement.
If RC is greater than NII then a reserve adjustment of RC-NII is payable by
ALLSTATE to NORTHBROOK.
If NII is greater than RC, then a reserve adjustment of NII-RC is payable
by NORTHBROOK to ALLSTATE.
Article VI
STATEMENT REFERENCES
All references in this Agreement are to the 1986 NAIC Statutory General and
Separate Account Statements of NORTHBROOK, as filed with the Illinois Insurance
Department. Appropriate adjustments will be made for changes, if any, in the
NAIC Statutory General and Separate Account Statements on or after the Effective
Date.
Article VII
OVERSIGHTS
ALLSTATE shall be bound as NORTHBROOK is bound, and it is expressly understood
and agreed that if failure to reinsure or failure to comply with any terms of
this Agreement is shown to be unintentional and the result of misunderstanding
or oversight on the part of either NORTHBROOK or ALLSTATE, both NORTHBROOK and
ALLSTATE shall be restored to the positions they would have occupied had no such
error or oversight occurred.
Article VIII
INSPECTION OF RECORDS
NORTHBROOK and ALLSTATE shall have the right, at any reasonable time, to examine
at the office of the other, any books, documents, reports or records which
pertain in any way to the contracts reinsured under this Agreement.
Article IX
INSOLVENCY
1. In the event of the insolvency of NORTHBROOK, reinsurance hereunder is
payable by ALLSTATE on the basis of its liability hereunder without
diminution because of the insolvency of NORTHBROOK.
2. Further, in the event of the insolvency of NORTHBROOK, the liquidator,
receiver or statutory successor of the insolvent NORTHBROOK shall give
written notice to ALLSTATE of the pendency of any obligation of the
insolvent NORTHBROOK on any policy reinsured, whereupon ALLSTATE may
investigate such claim and interpose at its own expense, in the proceeding
where such claim is to be adjudicated, any defense or defenses which it may
deem available to NORTHBROOK or its liquidator or statutory successor. The
expense thus incurred by ALLSTATE shall be chargeable, subject to court
approval, against the insolvent NORTHBROOK as part of the expenses of
liquidation to the extent of a proportionate share of the benefit which may
accrue to NORTHBROOK solely as a result of the defense undertaken by
ALLSTATE.
3. All moneys due NORTHBROOK or ALLSTATE under this Agreement shall be offset
against each other, dollar for dollar, regardless of any insolvency of
either party.
Article X
ARBITRATION
Any dispute arising with respect to this Agreement which is not settled by
mutual agreement of the parties shall be referred to arbitration. Within twenty
(20) days from receipt of written notice from one party that an arbitrator has
been appointed, the other party shall also name an arbitrator. The two
arbitrators shall choose a third arbitrator and shall forthwith notify the
contracting parties of such choice. Each arbitrator shall be a present or former
officer of a life insurance company and should have no present or past
affiliation with this Agreement or with either party. The arbitrators shall
consider this Agreement as an honorable engagement rather than merely as a legal
obligation, and shall be relieved of all judicial formalities. The decision of
the arbitrators shall be final and binding upon the parties hereto. Each party
shall bear the expenses of its own arbitrator and shall jointly and equally bear
the expenses of the third arbitrator and of the arbitration. Any such
arbitration shall take place at the Home Office of NORTHBROOK, unless some other
location is mutually agreed upon.
Article XI
PARTIES TO AGREEMENT
This Agreement is solely between NORTHBROOK and ALLSTATE. The acceptance of
reinsurance hereunder shall not create any right or legal relation whatever
between ALLSTATE and any party in interest under any contract of NORTHBROOK
reinsured hereunder. NORTHBROOK shall be and remain solely liable to any
insured, contract owner, or beneficiary under any contract reinsured hereunder.
This Agreement will be effective as of December 31, 1987, and will be unlimited
as to its duration; provided, however, it may be terminated with respect to the
reinsurance of new business by either party giving the other party sixty (60)
days prior written notice of termination to the other party.
IN WITNESS HEREOF, the parties to this Agreement have caused it to be duly
executed in duplicate by their respective officers on the dates shown below.
NORTHBROOK LIFE INSURANCE COMPANY of Northbrook, Illinois
By /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
Title Assistant Vice President, Assistant Secretary and General Counsel
Date October 20, 1987
ALLSTATE LIFE INSURANCE COMPANY of Northbrook, Illinois
By /s/ ▇▇▇▇▇▇ ▇▇▇▇
Title Vice President and Controller
Date October 20, 1987
REINSURANCE AGREEMENT
between
NORTHBROOK LIFE INSURANCE COMPANY, NORTHBROOK, ILLINOIS
(hereinafter "NORTHBROOK")
and
ALLSTATE LIFE INSURANCE COMPANY, NORTHBROOK, ILLINOIS
(hereinafter "ALLSTATE")
SCHEDULE A
CONTRACTS SUBJECT TO REINSURANCE UNDER THIS TREATY
Any contract whose reserve is invested, in whole or in part, in any account
designated as a NORTHBROOK Separate Account shall be reinsured under this
Agreement; provided, however, that the portion of any such contract which is not
so invested is not covered under this Agreement.
(10)(j)
Amendment # 1 to the
Reinsurance Agreement
between
Northbrook Life Insurance Company, Northbrook, Illinois
(hereinafter "Northbrook")
and
Allstate Life Insurance Company, Northbrook, Illinois
(hereinafter "Allstate")
IT IS HEREBY AGREED, that the Reinsurance Agreement effective December 31, 1987
between NORTHBROOK and ALLSTATE (hereinafter "Modified Coinsurance Agreement"),
amended as follows:
1. Article IV, paragraphs 1 and 2 of the Modified Coinsurance Agreemen, are
deleted, and replaced with new paragraphs 1 and 2 set out below:
1. While this agreement is in effect, NORTHBROOK shall pay to ALLSTATE on
a daily basis, with respect to eligible policies reinsured under this
Agreement, a reinsurance premium equal to (or the accounting
equivalent of) the sum of Items (a) and (b) below less the sum of
Items (c) and (d)below.
(a) Gross premiums (direct and reinsurance assumed) collected by
NORTHBROOK.
(b) Reserves transferred from the NORTHBROOK General Account to a
NORTHBROOK Separate Account.
(c) Gross premiums refunded by NORTHBROOK to policyholders.
(d) Reserves transferred from a NORTHBROOK Separate Account to the
NORTHBROOK General Account during the month.
2. While this Agreement is in effect, ALLSTATE shall pay to NORTHBROOK on
a daily basis a benefit and expense allowance equal to (or the
accounting equivalent of) the sum of Items (a), (b), (c) and (d)
below.
(a) Net benefits (as defined in Paragraph 3 of this Article IV) paid
by NORTHBROOK with respect to the contracts reinsured under this
Agreement.
(b) Commissions and other sales compensation incurred by NORTHBROOK
during the month with respect to the contracts reinsured under
this Agreement.
(c) General insurance expenses incurred by NORTHBROOK during the
month with respect to the contracts reinsured under this
Agreement.
(d) Insurance taxes, licenses and fees (excluding Federal Income Tax)
incurred by NORTHBROOK during the month with respect to the
contracts reinsured under this Agreement.
2. Article IV is further amended by addidng new sub-paragraph 4 set out
below:
4. ALLSTATE shall pay to NORTHBROOK, no less frequently than
annually, any taxes incurred by NORTHBROOK as a result of
Section 848 of the Internal Revenue Code which concerns
capitalization of policy acquisition costs.
3. Article V, paragraph 2, is deleted, and replaced with the folowing
new paragraph 2:
2. While this Agreement is in effect, on a daily basis a
reserve adjustment equal to (or the accounting equivalent
of) the amount defined below shall be paid.
Let:
RC= The Reserve change from the end of the prior
accounting period to the end of the current
accounting period for the reinsured contracts
corresponding to the sum of the amounts on page 4,
lines 10, 11, 12 and 13 of NORTHBROOK's Statutory
Separate Account (excluding Variable Life) Statement.
NII= The net investment income corresponding to the sum of
the amounts on page 4, line 2 of NORTHBROOK's
Statutory Separate Account (excluding Variable Life)
Statement, minus
interest income on NORTHBROOK's capital investment.
If RC is greater than NII then a reserve adjustment of RC-NII is
payable by ALLSTATE to NORTHBROOK.
If NII is greater than RC, then a reserve adjustment of NII-RC is
payable by NORTHBROOK to ALLSTATE.
This Amendment shall be effective as of September 1, 1990.
In Witness Whereof, the parties to the Agreement have caused this Amendment to
be duly executed in duplicate by their respective officers on the dates shown
below.
NORTHBROOK LIFE INSURANCE COMPANY ALLSTATE LIFE INSURANCE COMPANY
By: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ By: ▇▇▇▇▇ ▇. ▇▇▇▇
Title: Vice President Title: Assistant Vice President and
Corporate Actuary
Date: June 6, 1991 Date: June 4, 1991
(10)(k)
Amendment # 2 to the
Reinsurance Agreement
between
Northbrook Life Insurance Company, Northbrook, Illinois
(hereinafter "Northbrook")
and
Allstate Life Insurance Company, Northbrook, Illinois
(hereinafter "Allstate")
Whereas, Northbrook and Allstate entered into a Modified Coinsurance Agreement
(hereinafter "Agreement") having an effective date of December 31, 1987; and,
Whereas, the California Insurance Department has determined that various changes
to the Agreement are required under California insurance law; and,
Whereas, Northbrook and Allstate desire to amend the Agreement with respect to
coverage issued to California residents to meet the California requirements;
Now Therefore, the Agreement is hereby amended with respect to California
residents, as follows;
1.) Article IX, "Insolvency", is hereby amended by deleting said Article
in its entirety, and replacing it with the following new Article IX.
Article IX
INSOLVENCY
1. The portion of any risk or obligation assumed by Allstate, when such
portion is ascertained, shall be payable on demand of Northbrook at the
same time as Northbrook shall pay its net retained portion of such risk or
obligation, and the reinsurance shall be payable by Allstate on the basis
of the liability of Northbrook under the contract or contracts reinsured
under this Agreement without diminution because of the insolvency of
Northbrook. In the event of insolvency and the appointment of a
conservator, liquidator or statutory successor of Northbrook, such portion
shall be payable to such conservator, liquidator or statutory successor
immediately upon demand, on the basis of claims allowed against Northbrook
by any court of competent jurisdiction or, by any conservator, liquidator,
or statutory successor of Northbrook having authority to allow such claims,
without diminution because of such insolvency or because such conservator,
liquidator or statutory successor has failed to pay all or a portion of any
claims. Payments by Allstate as above set forth shall be made directly to
Northbrook or its conservator, liquidator or statutory successor.
2. Further, in the event of the insolvency of Northbrook, the liquidator,
receiver or statutory successor of the insolvent Northbrook shall give
written notice to Allstate of the pendency of an obligation of the
insolvent Northbrook on any policy reinsured, whereupon Allstate may
investigate such claim and interpose at its own expense, in the proceeding
where such claim is to be adjudicated, any defense or defenses which it may
deem available to Northbrook or its liquidator or statutory successor. The
expense thus incurred by Allstate shall be chargeable, subject to court
approval, against the insolvent Northbrook as part of the expenses of
liquidation to the extent of a proportionate share of the benefit which may
accrue to Northbrook solely as a result of the defense undertaken by
Allstate
2.) Article X, Arbitration, shall be amended to include the following
language at the end of that article:
The decision of the Arbitrators shall be handed down within 45 days of
the date on which the arbitration is concluded.
3.) The second paragraph of Article XI, Parties to the Agreement, shall be
deleted in its entirety and shall be replaced with the following
language:
This Agreement shall be effective as of December 31, 1987, and will be
unlimited as to its duration; provided, however, it may be terminated
with respect to the reinsurance of new business by either party giving
the other party ninety (90) days prior written notice of termination
to the other party.
4.) In addition, a new Article XII is added to the Agreement, as follows:
Article XII
OFFSET
All monies due Northbrook or Allstate under this Agreement shall be
offset against each other dollar for dollar.
5.) Further, a new Article XIII is added to the agreement, as follows:
Article XIII
ENTIRE AGREEMENT
This Agreement constitutes the entire contract between ALLSTATE and
NORTHBROOK. No variation, modification or changes to this Agreement
shall be binding unless in writing and signed by an officer of each
party.
6.) Finally, the definition of "RC" in Article V, paragraph 2, is deleted,
and replaced with the following language:
RC= The Reserve change from the end of the prior accounting period to
the end of the current accounting period for the reinsured contracts
corresponding to the sum of the amounts on page 4, lines 10, 11, 12
and 13 of NORTHBROOK's Statutory Separate Account Statement. An
accounting period shall be defined as one day.
This Amendment shall be effective on June 8, 1995. Except as amended hereby, the
Agreement shall remain unchanged.
In Witness Hereof, the parties to the Agreement have caused this Amendment to be
duly executed in duplicate by their respective officers on the dates shown
below.
NORTHBROOK LIFE INSURANCE COMPANY ALLSTATE LIFE INSURANCE COMPANY
By: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ By: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: Vice President Title: VP, Secretary and General Counsel
Date: June 8, 1995 Date: June 8, 1995
(10)(l)
Amendment No. 3 to the
Reinsurance Agreement
between
Northbrook Life Insurance Company, Northbrook, Illinois
(hereinafter "Northbrook")
and
Allstate Life Insurance Company, Northbrook, Illinois
(hereinafter "Allstate")
It Is Hereby Agreed, that the Modified Coinsurance Agreement effective December
31, 1987 between NORTHBROOK and ALLSTATE (hereafter "Agreement"), is amended as
follows;
1.) Schedule A, Contacts Subject to Reinsurance Under This Treaty, is
hereby amended by deleting said Schedule in its entirety, and
replacing it with the following new Schedule A:
Schedule A
CONTRACTS SUBJECT TO REINSURANCE UNDER THIS TREATY
I. Any contract whose reserve is invested, in whole or in
part, in any account designated as a NORTHBROOK Separate
Account shall be reinsured under this Agreement, provided,
however, that the portion of any such contract which is not
invested is not covered under this Agreement.
II. Any contract registered with the Securities and Exchange
Commission which is sold to a pension plan as the term
"pension plan" is defined under the Employee Retirement Income
and Security Act of 1974, including, but not limited to,
pension plans qualified under SS. 401(a), 401(k) and 403 (b)
of the Internal Revenue Code.
2.) This Amendment shall be effective February 1, 1995.
Except as amended hereby, the Agreement shall remain unchanged.
IN WITNESS HEREOF, the parties to the Agreement have caused this Amendment to be
duly executed in duplicate by their respective officers on the dates shown
below.
NORTHBROOK LIFE INSURANCE COMPANY ALLSTATE LIFE INSURANCE COMPANY
By: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ By: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: Vice President Title: Vice President, General Counsel and
Secretary
Date: February 28, 1995 Date: February 23, 1995
(10)(m)
Amendment Number 4
To the Reinsurance Agreement
Effective December 31, 1987
between
Northbrook Life Insurance Company
(hereinafter called "Northbrook")
and
Allstate Life Insurance Company
(hereinafter called "Allstate")
It Is Hereby Agreed, that the Reinsurance Agreement effective December 31, 1987
between NORTHBROOK and ALLSTATE (hereafter "Agreement"), is amended as provided
below:
Effective January 1, 1993, Article IV is hereby amended by adding the following
new sub-paragraph 5:
5. ALLSTATE and NORTHBROOK agree to an election under Treasury Regulations
1-848-2(g)(8), as follows:
a) For each taxable year under this Agreement, the party with net
positive consideration, as defined in the regulations promulgated
under Treasury Code Section 848, will capitalize specified policy
acquisition expenses with respect to this Agreement without regard to
the general deductions limitation of Section 848(c)(1);
(b) NORTHBROOK and ALLSTATE agree to exchange information pertaining to
the amount of net consideration for all reinsurance agreements in
force between them to ensure consistency for purposes of computing
specified policy acquisition expenses. NORTHBROOK and ALLSTATE shall
agree on the amount of such net consideration for each taxable year no
later than the May 1 following the end of such year.
(c) This election shall be effective for 1993 and for all subsequent
taxable years for which this Agreement remains in effect.
Except as amended hereby, the Agreement shall remain unchanged.
IN WITNESS HEREOF, the parties to the Agreement have caused this Amendment to be
duly executed in duplicate by their respective officers on the dates shown
below.
NORTHBROOK LIFE INSURANCE COMPANY ALLSTATE LIFE INSURANCE COMPANY
By: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: C. ▇▇▇▇▇▇ ▇▇▇▇▇
Title: Vice President Title: Assistant Vice President
Date: January 26, 1996 Date: January 26, 1996
(10)(n)
Amendment No. 5 to the
Reinsurance Agreement
between
Northbrook Life Insurance Company, Northbrook, Illinois
(hereinafter "Northbrook")
and
Allstate Life Insurance Company, Northbrook, Illinois
(hereinafter "Allstate")
It Is Hereby Agreed, that the Modified Coinsurance Agreement effective December
31, 1987 between NORTHBROOK and ALLSTATE (hereafter "Agreement"), is amended as
follows:
1.) Schedule A, Contacts Subject to Reinsurance Under This Treaty,
is hereby amended by deleting said Schedule in its entirety,
and replacing it with the following new Schedule A:
Schedule A
CONTRACTS SUBJECT TO REINSURANCE UNDER THIS TREATY
Any contract whose reserve is invested, in whole or in part,
in any account designated as a NORTHBROOK Separate Account
shall be reinsured under this Agreement, provided, however,
that the portion of any such contract which is not so invested
is not covered under this Agreement.
2.) This Amendment shall be effective December 30, 1996.
Except as amended hereby, the Agreement shall remain unchanged.
IN WITNESS HEREOF, the parties to the Agreement have caused this Amendment to be
duly executed in duplicate by their respective officers on the dates shown
below.
NORTHBROOK LIFE INSURANCE COMPANY ALLSTATE LIFE INSURANCE COMPANY
By: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: C. ▇▇▇▇▇▇ ▇▇▇▇▇
Title: Assistant Vice President Title: Assistant Vice President and
Corporate Actuary
Date: January 15, 1997 Date: January 15, 1997
(10)(o)
Amendment Number 6
To the Reinsurance Agreement
Effective December 31, 1987
between
Northbrook Life Insurance Company
(hereinafter called ANorthbrook@)
and
Allstate Life Insurance Company
(hereinafter called AAllstate@)
WHEREAS, NORTHBROOK and ALLSTATE entered into a Reinsurance Agreement effective
December 31, 1987 (hereinafter "Agreement"); and
WHEREAS, the parties now believe that the Agreement does not accurately reflect
their existing practices relating to settlements for certain tax benefits and
liabilities; and
WHEREAS, the parties desire to amend the Agreement to reflect the existing
practices with respect to such tax settlements;
NOW, THEREFORE, IT IS HEREBY AGREED, that the Agreement is amended as provided
below.
1.) Article IV, paragraph 2, is amended by replacing subparagraph (d) with
a new subparagraph (d) as follows:
(d) Insurance taxes, licenses and fees (excluding Federal Income Tax
that is not related to the contracts reinsured under this
Agreement), incurred by NORTHBROOK with respect to the contracts
reinsured under this Agreement.
2.) Article IV is further amended by adding a new paragraph 5, as follows:
5. No less frequently than quarterly, ALLSTATE will calculate the
amount of federal and state income tax liabilities incurred by
NORTHBROOK for the quarter related to the contracts reinsured
under this Agreement, and the amount of federal and state income
tax benefits earned by NORTHBROOK for the quarter related to the
contracts reinsured under this Agreement. If tax liabilities
exceed tax benefits, the difference, plus a gross-up for
additional federal and state income taxes, will be paid by
ALLSTATE to NORTHBROOK. If tax benefits exceed tax liabilities,
the difference, plus a gross-up for additional federal and state
income taxes, will be paid by NORTHBROOK to ALLSTATE.
Except as amended hereby, the Agreement shall remain unchanged.
IN WITNESS HEREOF, the parties to the Agreement have caused this Amendment to be
duly executed in duplicate by their respective officers on the dates shown
below.
NORTHBROOK LIFE INSURANCE COMPANY ALLSTATE LIFE INSURANCE COMPANY
By: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: C. ▇▇▇▇▇▇ ▇▇▇▇▇
Title: Assistant Vice President Title: AVP
Date: October 22, 1998 Date: October 22, 1998