Table of Contents
As filed with the Securities and Exchange Commission on
September 5, 2007.
Registration No. 333-144162
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C.
20549
Amendment No. 2
to
Form S-1
REGISTRATION
STATEMENT
UNDER
THE SECURITIES ACT OF
1933
SYMETRA FINANCIAL
CORPORATION
(Exact name of registrant as
specified in its charter)
| Delaware | 6311 | 20-0978027 | ||
|
(State or other jurisdiction
of incorporation or organization) |
(Primary Standard Industrial Classification Code Number) |
(I.R.S. Employer Identification Number) |
777 108th Avenue NE,
Suite 1200
Bellevue, WA 98004
(425) 256-8000
(Address, including zip code,
and telephone number, including area code, of
registrant’s principal
executive offices)
Randall H. Talbot
President and Chief Executive
Officer
Symetra Financial
Corporation
777 108th Avenue NE,
Suite 1200
Bellevue, WA 98004
(425) 256-8000
(Name and address, including zip
code, and telephone number,
including area code, of agent
for service)
Copies to:
|
William J. Whelan
III, Esq. Cravath, Swaine & Moore LLP Worldwide Plaza 825 Eighth Avenue New York, NY 10019 (212) 474-1000 |
George C. Pagos, Esq. Vice President, General Counsel and Secretary Symetra Financial Corporation 777 108th Avenue NE, Suite 1200 Bellevue, WA 98004 (425) 256-8000 |
Gary I. Horowitz, Esq. Simpson Thacher & Bartlett LLP 425 Lexington Avenue New York, NY 10017 (212) 455-2000 |
Approximate date of commencement of proposed sale to the
public: As soon as practicable after the
effective date of this Registration Statement.
If any of the securities being registered on this Form are to be
offered on a delayed or continuous basis pursuant to
Rule 415 under the Securities Act of 1933, check the
following box. o
If this Form is filed to register additional securities for an
offering pursuant to Rule 462(b) under the Securities Act,
please check the following box and list the Securities Act
registration statement number of the earlier effective
registration statement for the same
offering. o
If this Form is a post-effective amendment filed pursuant to
Rule 462(c) under the Securities Act, check the following
box and list the Securities Act registration statement number of
the earlier effective registration statement for the same
offering. o
If this Form is a post-effective amendment filed pursuant to
Rule 462(d) under the Securities Act, check the following
box and list the Securities Act registration number of the
earlier effective registration statement for the same
offering. o
CALCULATION
OF REGISTRATION FEE
|
Title of Each Class of |
Proposed Maximum Aggregate |
Amount of |
||||
| Securities to be Registered | Offering Price(1)(2) | Registration Fee | ||||
|
Common Stock, $0.01 par value
per share
|
$750,000,000 | $23,025(3) | ||||
| (1) | Includes shares to be sold upon exercise of the underwriters’ over-allotment option. See “Underwriting.” | |
| (2) | Estimated solely for the purposes of calculating the registration fee pursuant to Rule 457(o) of Regulation C under the Securities Act of 1933, as amended. | |
| (3) | Previously paid. |
The Registrant hereby amends this Registration Statement on
such date or dates as may be necessary to delay its effective
date until the Registrant shall file a further amendment which
specifically states that this Registration Statement shall
thereafter become effective in accordance with Section 8(a)
of the Securities Act of 1933 or until this Registration
Statement shall become effective on such date as the Commission,
acting pursuant to said Section 8(a), may determine.
Table of Contents
|
The
information in this preliminary prospectus is not complete and
may be changed. The selling stockholders may not sell these
securities until the registration statement filed with the
Securities and Exchange Commission is effective. This
preliminary prospectus is not an offer to sell these securities,
and we and the selling stockholders are not soliciting an offer
to buy these securities in any state where the offer or sale is
not permitted. |
SUBJECT TO COMPLETION, DATED
SEPTEMBER 5, 2007.
PRELIMINARY PROSPECTUS
Shares
Common Stock
This is Symetra Financial Corporation’s initial public
offering. The selling stockholders are selling all of the shares
in the offering. We will not receive any of the proceeds from
the sale of shares by the selling stockholders.
We expect the public offering price to be between
$ and
$ per share. Currently, no public
market exists for the shares. We expect the shares to trade on
the New York Stock Exchange under the symbol “SYA.”
Investing in our common stock involves risks that are
described in the “Risk Factors” section beginning on
page 10 of this prospectus.
| Per Share | Total | |||||||
|
Public offering price
|
$ | $ | ||||||
|
Underwriting discount
|
$ | $ | ||||||
|
Proceeds to selling stockholders
|
$ | $ | ||||||
The underwriters may also purchase up to an
additional shares
of common stock from the selling stockholders at the public
offering price, less the underwriting discount, within
30 days from the date of this prospectus to cover
overallotments.
Neither the Securities and Exchange Commission nor any state
securities commission has approved or disapproved of these
securities or passed on the accuracy or adequacy of this
prospectus. Any representation to the contrary is a criminal
offense.
The shares will be ready for delivery on or
about ,
2007.
| Merrill Lynch & Co. | Goldman, Sachs & Co. | JPMorgan | Lehman Brothers |
The date of this prospectus
is ,
2007.
TABLE OF
CONTENTS
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| F-1 | ||||||||
| G-1 | ||||||||
| EXHIBIT 4.10 | ||||||||
| EXHIBIT 5.1 | ||||||||
| EXHIBIT 10.1 | ||||||||
| EXHIBIT 10.2 | ||||||||
| EXHIBIT 10.5 | ||||||||
| EXHIBIT 10.6 | ||||||||
| EXHIBIT 10.9 | ||||||||
| EXHIBIT 10.10 | ||||||||
| EXHIBIT 10.11 | ||||||||
| EXHIBIT 10.12 | ||||||||
| EXHIBIT 10.13 | ||||||||
| EXHIBIT 23.1 | ||||||||
You should rely only on the information contained in this
prospectus or any free writing prospectus prepared by or on
behalf of us. We have not authorized anyone to provide you with
information that is different. We are not making an offer of our
common stock in any state where the offer is not permitted. You
should not assume that the information contained in this
prospectus is accurate as of any date other than the date on the
front cover of this prospectus.
“Symetra,” “Symetra Financial” and their
respective logos are our trademarks. Other service marks,
trademarks and trade names referred to in this prospectus are
the property of their respective owners.
Our insurance subsidiaries are domiciled in the states of
Washington and New York. These states have enacted laws that
require regulatory approval for the acquisition of
“control” of insurance companies. Under these laws,
there exists a presumption of “control” when an
acquiring party acquires 10% or more of the voting securities of
an insurance company or of a company which itself controls an
insurance company. Therefore, any person acquiring 10% or more
of our common stock would need the prior approval of the state
insurance regulators of these states or a determination from
such regulators that “control” has not been acquired.
Dealer
Prospectus Delivery Obligation
Through and
including ,
2007 (the 25th day after the date of this prospectus), all
dealers that effect transactions in our common stock, whether or
not participating in this offering, may be required to deliver a
prospectus. This is in addition to the dealers’ obligation
to deliver a prospectus when acting as an underwriter and with
respect to unsold allotments or subscriptions.
Table of Contents
The following is a summary of the information contained in
this prospectus, and it may not contain all the information that
is important to you. You should read the entire prospectus
carefully, especially the “Risk Factors” section, the
consolidated financial statements and the accompanying notes
included in this prospectus.
Unless the context otherwise requires, references in this
prospectus to “Symetra” refer to Symetra Financial
Corporation on a stand-alone, non-consolidated basis. References
to “we,” “our,” “us” and “the
company” are to Symetra Financial Corporation together with
its subsidiaries, including our predecessor operations.
A glossary of selected insurance terms and defined terms used
throughout this prospectus can be found under “Glossary of
Selected Insurance and Defined Terms” on
page G-1.
Our
Business
We are a life insurance company focused on profitable growth in
select group health, retirement, life insurance and employee
benefits markets. Our first day of operations as an independent
company was August 2, 2004 when Symetra acquired a group of
life insurance and investment companies from Safeco Corporation
(the “Acquisition”). Our operations date back to 1957,
and many of our agency and distribution relationships have been
in place for decades. We are headquartered in Bellevue,
Washington and employ over 1,300 people in 25 offices
across the United States, serving over two million customers. As
of June 30, 2007, we had total stockholders’ equity of
$1.2 billion, regulatory capital of $1.5 billion and
total assets of $19.8 billion. Our operating return on
average equity, or operating ROAE, was 13.2%, 13.0%, and 11.9%,
for the twelve month periods ended June 30, 2007,
December 31, 2006 and December 31, 2005, respectively.
We define operating ROAE as net operating income, a non-GAAP
financial measure, divided by average stockholders’ equity
excluding accumulated other comprehensive income. For a
reconciliation of net operating income to net income, please see
page 8.
We manage our business through the following five segments, four
of which are operating:
| • | Group. We offer medical stop-loss insurance, limited medical benefit plans, group life insurance, accidental death and dismemberment insurance and disability insurance mainly to employer groups of 50 to 1,000 individuals. Our Group segment generated segment pre-tax income of $68.0 million during 2006 and $42.7 million during the six months ended June 30, 2007. As a result of our recent acquisition of Medical Risk Managers, Inc., we also offer managing general underwriting, or MGU, services. |
| • | Retirement Services. We offer fixed and variable deferred annuities, including tax sheltered annuities, individual retirement accounts, or IRAs, and group annuities to qualified retirement plans, including Section 401(k) and 457 plans. We also provide record keeping services for qualified retirement plans invested in mutual funds. Our Retirement Services segment generated segment pre-tax income of $43.2 million during 2006 and $13.4 million during the six months ended June 30, 2007. |
| • | Income Annuities. We offer single premium immediate annuities, or SPIAs, for customers seeking a reliable source of retirement income and structured settlement annuities to fund third-party personal injury settlements. Our Income Annuities segment generated segment pre-tax income of $62.6 million during 2006 and $52.5 million during the six months ended June 30, 2007. |
| • | Individual. We offer a wide array of term, universal and variable life insurance as well as bank-owned life insurance, or BOLI. Our Individual segment generated segment pre-tax income of $62.6 million during 2006 and $28.6 million during the six months ended June 30, 2007. |
| • | Other. This segment consists of unallocated corporate income, composed primarily of investment income on unallocated surplus, unallocated corporate expenses, interest expense on debt, the results of small, non-insurance businesses that are managed outside of our operating segments and inter-segment |
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| elimination entries. Our Other segment generated segment pre-tax income of $7.6 million during 2006 and $5.8 million during the six months ended June 30, 2007. |
We distribute our products nationally through an extensive and
diversified independent distribution network. Our distributors
include financial institutions, employee benefits brokers, third
party administrators, worksite specialists, specialty brokers
and independent agents. We believe that our multi-channel
distribution network allows us to access a broad share of the
distributor and consumer markets for insurance and financial
services products. For example, we currently distribute our
annuity and life insurance products through approximately 17,000
independent agents, 22 major financial institutions and 1,200
independent employee benefits brokers. We have recently signed
selling agreements with an additional 14 major financial
institutions.
Market
Environment and Opportunities
We believe we are well positioned to benefit from a number of
demographic and market trends, including the following:
| • | Growing demand for affordable health insurance. According to the Kaiser Family Foundation, health insurance premiums in the U.S. increased 87% from 2000-2006, while the Consumer Price Index increased only 17% over the same period. As increases in health care costs continue to outpace inflation, the demand for affordable health insurance options has increased. We believe we can grow our business by providing employees with affordable access to health insurance through employer-sponsored limited benefit employee health plans and by offering group medical stop-loss insurance to medium and large businesses. We also believe that the trend toward reductions in employer-paid benefits and the uncertainty over the future of government benefit programs provide us with the opportunity to successfully offer other attractive employee benefits products. | |
| • | Increasing retirement savings and income needs. According to the U.S. Census Bureau, approximately 77 million Americans born between 1946 and 1964 are approaching retirement age. However, according to the Employee Benefit Research Institute, in 2006, 52% of workers over the age of 55 and their spouses had accumulated less than $50,000 in retirement savings and only 14% of workers report that a traditional pension plan will be their primary source of retirement income. These projected demographic trends, along with a shift in the burden for funding retirement needs from governments and employers to individuals, increase the need for retirement savings and income. We expect greater demand for additional sources of retirement savings, such as our annuities and other investment products that will help consumers supplement their social security benefits with reliable retirement income. | |
| • | Expanding mass affluent market. As of June 2006, the mass affluent market included 13.7 million households with investible assets between $250,000 and $1.0 million, representing 28% of total financial assets. We believe that the mass affluent population is growing and that it underutilizes various financial products, such as insurance to protect assets, annuities to provide adequate income to support a desired future lifestyle and wealth transfer products to ensure its legacy. We believe we are well positioned to reach consumers in this target market given our relationships with financial institutions and independent agents, which are often their primary sources of guidance and advice. As such, we expect increased demand for our life insurance, variable and fixed annuity and wealth transfer products. |
Our
Competitive Strengths
We leverage the following competitive strengths to capitalize on
opportunities in our targeted markets:
| • | Innovative and collaborative product development capabilities. We design innovative products to meet the changing demands of the market. By working closely with our distributors, we are able to anticipate opportunities in the marketplace and rapidly address them. For example, we introduced Complete, an innovative variable life insurance policy designed for wealth transfer and centered on minimizing the |
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Table of Contents
| inherent cost of insurance and thus maximizing the underlying account value. We also recently introduced our Focus variable annuity, which features low total cost to the contractholders, well-respected investment options and simplified product features. |
| • | High-quality distribution relationships. We offer consumers access to our products through a national multi-channel network, including financial institutions, employee benefits brokers, third party administrators, worksite specialists, specialty brokers and independent agents. By treating our distributors as clients and providing them with outstanding levels of service, we have cultivated strong relationships over decades and are able to avoid competing on price alone. | |
| • | Leading group medical stop-loss insurance provider. We believe we have been a leading provider of group medical stop-loss insurance since 1976. We have built a consistently profitable platform with high levels of customer service and disciplined underwriting practices. In the last 25 years, our group medical stop-loss insurance business has experienced only two calendar years of net losses. | |
| • | Diverse businesses provide flexibility, earnings stability and capital efficiency. We have an attractive and diverse mix of businesses that allows us to make profitability-driven decisions in each business across various market environments. We believe that this mix offers us a greater level of financial stability than many of our similarly-sized competitors across business and economic cycles. Our diverse business mix also allows us to reallocate our resources to product lines that generate the most attractive returns on capital invested while reducing our overall capital requirements. | |
| • | Flexible information technology platform integrated with our distributors. We have a flexible information technology platform that allows us to seamlessly integrate our products onto the operating platforms of our distributors, which we believe provides us with a competitive advantage in attracting new distributors. For example, our ExpressTM tool allows our distributors to capture all the necessary data to make products and services instantly available at the point of sale. We will continue to leverage our information technology platform to market our current and future product offerings. | |
| • | Experienced management team with investor-aligned compensation. We have a high-quality management team with an average of 25 years of insurance-industry experience, led by Randy Talbot who has been our chief executive officer since 1998. Mr. Talbot has spent a significant portion of his 30-year career in the insurance industry operating an insurance brokerage, providing him with the knowledge to intimately understand the needs of our distributors. We also have an experienced board of directors, consisting of industry professionals who have worked closely with us since the Acquisition to develop our strategies and operating philosophies. Our compensation structure aligns management’s incentives with our stockholders through our long-term incentive plan that rewards long-term growth in tangible book value and in the intrinsic value of our business. |
Our
Growth Strategies
To maximize stockholder value, we pursue the following
strategies:
| • | Target large and growing markets. We will continue to capitalize on favorable demographic trends, including the growing demand for affordable health insurance, increasing retirement savings and income needs and an expanding mass affluent market. We will continue to identify key opportunities within these markets and provide tailored solutions that address the evolving needs of these customers. | |
| • | Broaden and deepen distribution relationships. Our distribution strategy is to deliver multiple products through a single point of sale, thereby leveraging the cost of distribution. We utilize diverse distribution channels, including financial institutions, employee benefits brokers, third party administrators, worksite specialists, specialty brokers and independent agents. We intend to deepen our long-standing distribution relationships while adding new large-scale and high quality distributors. | |
| • | Be innovative in anticipating customer needs. We will continue to work closely with our distributors to develop customer-responsive products that meet our stringent return requirements, address our target markets and can be delivered efficiently across our information technology platforms. We will also |
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Table of Contents
| continue to pursue non-traditional avenues of product development and be innovative in enhancing our product offering. For example, we recently began offering funding services to holders of our structured settlements to offer them an attractive financial alternative. |
| • | Effectively manage capital. We intend to manage our capital prudently to maximize our profitability and long-term growth in stockholder value. Our capital management strategy is to maintain financial strength through conservative and disciplined risk management practices while deploying or returning excess capital as situations warrant. We will also maintain our conservative investment management philosophy, which includes holding a high quality investment portfolio and carefully matching our investment assets against the duration of our insurance product liabilities. For example, we have a portfolio of equities that supports the longest duration benefits in our Income Annuities segment. We have experienced strong performance on this equity portfolio. | |
| • | Pursue complementary acquisitions. We will continue to seek acquisition opportunities that fit strategically within our existing business lines, provide us with a larger distribution presence and meet our stringent return objectives. We believe we have ample financial capacity to remain a prudent acquirer while maintaining a conservative balance sheet. |
Risks
Related to Our Business, Our Industry and this
Offering
Investing in shares of our common stock involves substantial
risk. The factors that could adversely affect our results and
performance are discussed under the heading “Risk
Factors” immediately following this summary. Before you
invest in our shares, you should carefully consider all of the
information in this prospectus, including matters set forth
under the heading “Risk Factors,” including:
| • | Exposure to interest rate fluctuations. Many of our insurance and investment products are sensitive to interest rate fluctuations. Generally, declines in interest rates would have an adverse effect on our financial condition, results of operations and cash flows. | |
| • | Reserve requirements. Our calculation of reserves for estimated future benefit payments are based upon estimates and assumptions with regard to our future experience. Future experience is subject to many uncertainties and we cannot predict the ultimate amounts we will pay for future benefits or the timing of the payments. If reserves are insufficient to cover actual benefits and payments, we could be required to increase our reserves, which could adversely affect our financial condition and results. | |
| • | Deviation from assumptions upon which pricing is established. The price and expected future profitability of our insurance and deferred annuity products are based in part upon expected patterns of premiums, expenses and benefits, using a number of assumptions, including those related to persistency, mortality and morbidity. Significant deviations from these assumptions could have an adverse affect on our financial condition, results of operations and cash flows. | |
| • | Amortization of deferred acquisition costs. Deferred acquisition costs, or DAC, represent certain costs which vary with, and are primarily related to, the sale and issuance of insurance policies and investment contracts and are deferred and amortized over the estimated policy and contract lives. Unfavorable experience with regard to expenses, investment returns, mortality, morbidity, withdrawals or lapses may increase the amortization of DAC, resulting in higher expenses and lower profitability. | |
| • | Potential downgrade in financial strength ratings. A downgrade in our financial strength ratings could have an adverse effect on our financial condition, results of operation, and cash flows in several ways, including reducing new sales of products; adversely affecting our relationship with sales agents; increasing the number of policy surrenders and withdrawals; requiring us to reduce prices and adversely impacting our ability to obtain reinsurance. | |
| • | Highly regulated industry. Our insurance businesses are subject to a wide variety of laws and regulations in various jurisdictions. Compliance with applicable laws and regulations is time consuming and personnel intensive, and changes in these laws and regulations may materially increase our direct and indirect compliance efforts and other expenses of doing business. |
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| • | Constraints related to holding company structure. As a holding company, we have no significant direct operations. Dividends and other permitted distributions from subsidiaries are expected to be our principal source of funds to meet ongoing cash requirements. These payments are limited by regulations in the jurisdictions in which our subsidiaries operate. If our subsidiaries are unable to pay dividends, we may have difficulty servicing our debt, paying dividends on our common stock and meeting our holding company expenses. |
Financial
Strength Ratings
As of August 31, 2007, the financial strength ratings of
our primary life insurance subsidiaries were “A”
(“Excellent,” the third highest of 15 ratings) with a
stable outlook from A.M. Best Company, Inc.,
“A–” (“Strong,” the seventh highest of
21 ratings) with a positive outlook from Standard &
Poor’s Rating Service, “A2” (“Good,”
the sixth highest of 21 ratings) with a stable outlook from
Moody’s Investors Service, Inc. and “A+”
(“Strong,” the fifth highest of 24 ratings) with a
stable outlook from Fitch, Inc. These financial strength ratings
should not be relied on with respect to making an investment in
our common stock.
Recent
Transaction
On August 16, 2007, we entered into a $200.0 million
senior unsecured revolving credit agreement with a syndicate of
lending institutions, led by Bank of America, N.A. The credit
facility has a five-year term, with varying interest rates and
fees based on our credit rating. The revolving credit facility
is available to provide support for working capital, capital
expenditures and other general corporate purposes. This new
credit facility replaced our prior $70.0 million revolving
credit facility.
The
Selling Stockholders
Symetra was formed for the purpose of acquiring our principal
subsidiaries from Safeco Corporation. Affiliates of White
Mountains Insurance Group, Ltd. and Berkshire Hathaway Inc. led
the investor group that formed Symetra to consummate the
Acquisition. In addition to the affiliates of White Mountains
Insurance Group, Ltd. and Berkshire Hathaway Inc., others from
the original investor group may participate in this offering as
selling stockholders. Upon consummation of this offering,
affiliates of White Mountains Insurance Group, Ltd. and
Berkshire Hathaway Inc. will continue to
own % of our outstanding common
stock.
Our
Executive Offices
Symetra was incorporated in 2004 under the laws of Delaware. Our
principal executive offices are located at 777 108th Ave
NE, Suite 1200, Bellevue, WA 98004. Our telephone number is
(425) 256-8000.
Our internet address is www.symetra.com. The information
contained on or accessible from our website does not constitute
a part of this prospectus and is not incorporated by reference
herein.
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The
Offering
| Common stock offered by the selling stockholders | shares | |
| Common stock to be outstanding after this offering | shares | |
| Over-allotment option | The underwriters have an option to purchase a maximum of additional shares from the selling stockholders to cover over-allotments. | |
| Use of proceeds | We will not receive any proceeds from this offering. See “Use of Proceeds.” | |
| Listing | We will apply to list our common stock on the New York Stock Exchange, or NYSE, under the symbol “SYA.” | |
| Dividend policy | We intend to pay quarterly dividends on our common shares. The declaration, payment and amount of future dividends to holders of our common stock will be at the discretion of our board of directors and will depend on many factors, including our financial condition and results of operations, liquidity requirements, market opportunities, capital requirements of our subsidiaries, legal requirements, regulatory constraints and other factors that our board of directors deems relevant. Dividends on our common shares will also be paid to holders of our outstanding warrants. | |
| Risk factors | See “Risk Factors” for a discussion of factors you should consider before investing in our common stock. |
All information in this prospectus, unless otherwise indicated
or the context otherwise requires:
| • | assumes the common stock will be sold at $ per share (the midpoint of the price range set forth on the cover of this prospectus); | |
| • | assumes no exercise of the underwriters’ over-allotment option; | |
| • | assumes no exercise of outstanding warrants to purchase shares of common stock at an exercise price of $ per share; and |
| • | assumes a for stock split that will occur prior to the date of this offering. |
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SUMMARY
HISTORICAL CONSOLIDATED FINANCIAL AND OTHER DATA
The summary historical consolidated financial and other data,
except for non-GAAP financial measures, as of June 30, 2007
and for the six months ended June 30, 2007 and 2006 have
been derived from our unaudited interim historical consolidated
financial statements and the related notes, which have been
prepared on a basis consistent with our annual consolidated
financial statements and are included in this prospectus. In the
opinion of management such unaudited financial data, except for
non-GAAP financial measures, reflects all historical and
recurring adjustments necessary for a fair presentation of the
results for these periods. The results of operations for the six
months ended June 30, 2007 are not necessarily indicative
of the results to be expected for the full year or any future
period. The summary historical consolidated financial and other
data, except for non-GAAP financial measures, as of and for the
years ended December 31, 2006 and 2005, and for the period
from August 2, 2004 through December 31, 2004, and the
period from January 1, 2004 through August 1, 2004
have been derived from our audited consolidated financial
statements and the related notes that are included in this
prospectus. The summary historical consolidated financial and
other data, except for non-GAAP financial measures, as of
December 31, 2004 have been derived from our audited
consolidated financial statements and the related notes, which
are not included in this prospectus.
We do not believe the predecessor financial results for the
period from January 1, 2004 through August 1, 2004 are
comparable to the results of our new independent company,
primarily because during and after the Acquisition we
experienced significant changes in our operating costs and also
because of purchase accounting adjustments impacting net
investment income, policyholder benefits and claims, interest
credited, amortization of deferred policy acquisition costs,
intangible assets and net realized investment gains (losses).
Additionally, due to the short period from our inception as an
independent company to the end of 2004, as well as the effect of
transitional expense charges associated with the Acquisition, we
do not consider our financial results for the period from
August 2, 2004 through December 31, 2004 to be
comparable to those for the years ended December 31, 2006
and 2005. This summary data should be read in conjunction with
our historical consolidated financial statements and related
notes included in this prospectus, as well as our “Selected
Historical Consolidated Financial Data” and with
“Management’s Discussion and Analysis of Financial
Condition and Results of Operations.”
| Predecessor | ||||||||||||||||||||||||
| Period from | ||||||||||||||||||||||||
|
August 2 |
January 1 |
|||||||||||||||||||||||
|
Six Months |
Year Ended |
through |
through |
|||||||||||||||||||||
| Ended June 30, | December 31, |
December 31, |
August 1, |
|||||||||||||||||||||
| 2007 | 2006 | 2006 | 2005 | 2004 | 2004 | |||||||||||||||||||
| (Unaudited) | ||||||||||||||||||||||||
| (Dollars in millions, except per share data) | ||||||||||||||||||||||||
|
Revenues:
|
||||||||||||||||||||||||
|
Premiums
|
$ | 265.0 | $ | 269.2 | $ | 525.7 | $ | 575.5 | $ | 263.2 | $ | 357.9 | ||||||||||||
|
Net investment income
|
490.9 | 490.5 | 984.9 | 994.0 | 411.1 | 693.7 | ||||||||||||||||||
|
Other revenues
|
32.7 | 29.7 | 56.1 | 58.6 | 27.1 | 43.9 | ||||||||||||||||||
|
Net realized investment gains
(losses)
|
24.5 | (0.5 | ) | 1.7 | 14.1 | 7.0 | 34.9 | |||||||||||||||||
|
Total revenues
|
813.1 | 788.9 | 1,568.4 | 1,642.2 | 708.4 | 1,130.4 | ||||||||||||||||||
|
Benefits and Expenses:
|
||||||||||||||||||||||||
|
Policyholder benefits and claims
|
136.1 | 147.6 | 264.3 | 327.4 | 127.5 | 223.6 | ||||||||||||||||||
|
Interest credited
|
374.1 | 382.2 | 765.9 | 810.9 | 360.2 | 556.4 | ||||||||||||||||||
|
Other underwriting and operating
expenses
|
141.2 | 129.8 | 260.5 | 273.2 | 123.3 | 182.3 | ||||||||||||||||||
|
Fair value of warrants issued to
investors
|
— | — | — | — | 101.5 | — | ||||||||||||||||||
|
Interest expense
|
9.3 | 9.8 | 19.1 | 12.4 | 3.5 | — | ||||||||||||||||||
|
Amortization of deferred policy
acquisition costs
|
9.4 | 7.6 | 14.6 | 11.9 | 1.6 | 34.2 | ||||||||||||||||||
|
Intangible asset amortization
|
— | — | — | — | — | 4.9 | ||||||||||||||||||
|
Total benefits and expenses
|
670.1 | 677.0 | 1,324.4 | 1,435.8 | 717.6 | 1,001.4 | ||||||||||||||||||
7
Table of Contents
| Predecessor | ||||||||||||||||||||||||
| Period from | ||||||||||||||||||||||||
|
August 2 |
January 1 |
|||||||||||||||||||||||
|
Six Months |
Year Ended |
through |
through |
|||||||||||||||||||||
| Ended June 30, | December 31, |
December 31, |
August 1, |
|||||||||||||||||||||
| 2007 | 2006 | 2006 | 2005 | 2004 | 2004 | |||||||||||||||||||
| (Unaudited) | ||||||||||||||||||||||||
| (Dollars in millions, except per share data) | ||||||||||||||||||||||||
|
Income (loss) from continuing
operations before income taxes
|
143.0 | 111.9 | 244.0 | 206.4 | (9.2 | ) | 129.0 | |||||||||||||||||
|
Provisions for income taxes:
|
||||||||||||||||||||||||
|
Current
|
49.0 | 59.4 | 92.4 | 22.2 | 21.3 | 0.9 | ||||||||||||||||||
|
Deferred
|
(2.2 | ) | (20.2 | ) | (7.9 | ) | 39.7 | 10.7 | 30.5 | |||||||||||||||
|
Total provision for income taxes
|
46.8 | 39.2 | 84.5 | 61.9 | 32.0 | 31.4 | ||||||||||||||||||
|
Income (loss) from continuing
operations
|
96.2 | 72.7 | 159.5 | 144.5 | (41.2 | ) | 97.6 | |||||||||||||||||
|
Income (loss) from discontinued
operations (net of taxes)
|
— | — | — | 1.0 | (2.4 | ) | 2.3 | |||||||||||||||||
|
Net income (loss)
|
$ | 96.2 | $ | 72.7 | $ | 159.5 | $ | 145.5 | $ | (43.6 | ) | $ | 99.9 | |||||||||||
|
Net income per common share(1):
|
||||||||||||||||||||||||
|
Basic
|
$ | 7.50 | $ | 5.66 | $ | 12.43 | $ | 11.34 | ||||||||||||||||
|
Diluted
|
$ | 7.50 | $ | 5.66 | $ | 12.43 | $ | 11.34 | ||||||||||||||||
|
Weighted average common shares
outstanding:
|
||||||||||||||||||||||||
|
Basic
|
12.8 | 12.8 | 12.8 | 12.8 | ||||||||||||||||||||
|
Diluted
|
12.8 | 12.8 | 12.8 | 12.8 | ||||||||||||||||||||
|
Non-GAAP Financial
Measures(6):
|
||||||||||||||||||||||||
|
Net operating income (loss)
|
$ | 87.3 | $ | 78.5 | $ | 172.1 | $ | 141.9 | $ | (46.0 | ) | $ | 75.5 | |||||||||||
|
Net operating income per common
share:
|
||||||||||||||||||||||||
|
Basic(2)
|
$ | 8.20 | $ | 7.37 | $ | 16.16 | $ | 13.33 | ||||||||||||||||
|
Diluted(3)
|
$ | 7.57 | $ | 6.83 | $ | 14.94 | $ | 12.45 | ||||||||||||||||
|
Net operating income weighted
average common shares:
|
||||||||||||||||||||||||
|
Basic(2)
|
10.6 | 10.6 | 10.6 | 10.6 | ||||||||||||||||||||
|
Diluted(3)
|
11.5 | 11.5 | 11.5 | 11.4 | ||||||||||||||||||||
|
Reconciliation to Net Income (Loss):
|
||||||||||||||||||||||||
|
Net income (loss)
|
$ | 96.2 | $ | 72.7 | $ | 159.5 | $ | 145.5 | $ | (43.6 | ) | $ | 99.9 | |||||||||||
|
Less: Net realized investment gains
(losses) (net of taxes)
|
15.9 | (0.3 | ) | 1.1 | 9.2 | 4.6 | 22.7 | |||||||||||||||||
|
Add:
|
||||||||||||||||||||||||
|
Net realized and unrealized
investment gains (losses) on fixed indexed annuities (FIA)
options (net of taxes)
|
0.7 | (0.7 | ) | 1.4 | (2.9 | ) | 1.3 | (1.7 | ) | |||||||||||||||
|
Net realized and unrealized
investment gains on equity securities (net of taxes)
|
6.3 | 6.2 | 12.3 | 8.5 | 0.9 | — | ||||||||||||||||||
|
Net operating income (loss)
|
$ | 87.3 | $ | 78.5 | $ | 172.1 | $ | 141.9 | $ | (46.0 | ) | $ | 75.5 | |||||||||||
8
Table of Contents
|
As of June 30, |
As of December 31, | |||||||||||||||
| Consolidated Balance Sheet Data: | 2007 | 2006 | 2005 | 2004 | ||||||||||||
| (Unaudited) | ||||||||||||||||
| (Dollars in millions, except per share data) | ||||||||||||||||
|
Total investments
|
$ | 16,695.0 | $ | 17,305.3 | $ | 18,332.8 | $ | 19,244.8 | ||||||||
|
Total assets
|
19,845.8 | 20,114.6 | 20,980.1 | 22,182.0 | ||||||||||||
|
Total debt
|
298.8 | 298.7 | 300.0 | 300.0 | ||||||||||||
|
Separate account assets
|
1,268.5 | 1,233.9 | 1,188.8 | 1,228.4 | ||||||||||||
|
Accumulated other comprehensive
income (loss) (net of taxes) (AOCI)
|
(178.9 | ) | (0.5 | ) | 136.6 | 312.9 | ||||||||||
|
Total stockholders’ equity
|
$ | 1,247.6 | $ | 1,327.3 | $ | 1,404.9 | $ | 1,435.8 | ||||||||
|
Book value per common share:
|
||||||||||||||||
|
Basic(4)
|
$ | 133.96 | $ | 124.69 | $ | 119.10 | $ | 105.45 | ||||||||
|
Diluted(5)
|
$ | 128.18 | $ | 120.49 | $ | 115.85 | $ | 104.52 | ||||||||
|
U.S. Statutory Financial
Information:
|
||||||||||||||||
|
Statutory capital and surplus
|
$ | 1,304.6 | $ | 1,266.2 | $ | 1,260.1 | $ | 1,138.4 | ||||||||
|
Asset valuation reserve (AVR)
|
177.4 | 158.4 | 140.9 | 107.6 | ||||||||||||
|
Statutory capital and surplus and
AVR
|
$ | 1,482.0 | $ | 1,424.6 | $ | 1,401.0 | $ | 1,246.0 | ||||||||
| (1) | Net income per common share (basic and diluted) assumes that all participating securities, including warrants, have been outstanding since the beginning of the period, using the two-class method. |
| (2) | Basic net operating income per common share is calculated based on net operating income divided by common shares outstanding of 10,649,000. | |
| (3) | Diluted net operating income per common share is based on net operating income divided by the weighted average number of common shares and dilutive warrants, assuming repurchase of common shares with proceeds from the exercise of warrants. Warrants are considered dilutive when the estimated stock price of the company exceeds the warrant strike price of $100. | |
| (4) | Basic book value per common share is calculated based on total stockholders’ equity less AOCI divided by common shares outstanding of 10,649,000. |
| (5) | Diluted book value per common share is calculated based on total stockholders’ equity less AOCI plus the proceeds from the assumed exercise of outstanding warrants, divided by common shares and shares subject to outstanding warrants of 12,830,120 in the aggregate. |
| (6) | Management considers certain non-GAAP financial measures to be a useful supplement to comparable GAAP measures in evaluating our financial performance and condition, including net operating income (loss) and net operating income per common share. Such measures have been reconciled to their most comparable GAAP financial measures. We believe that these non-GAAP financial measures are valuable because, by excluding certain realized capital gains and losses, many of which are driven by investment decisions and external economic developments unrelated to the insurance and underwriting aspects of the business, they reveal trends that may be otherwise obscured. For a definition of these non-GAAP measures and other metrics used in our analysis, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Use of non-GAAP Financial Measures.” |
9
Table of Contents
You should carefully consider the following risks and other
information in this prospectus before deciding to invest in
shares of our common stock. Any of the risks described below
could materially adversely affect our business, financial
condition, results of operations and cash flows. In this event,
the trading price of our common stock could decline and you
could lose part or all of your investment.
Risks
Related to Our Business
Interest
rate fluctuations could adversely affect our financial
condition, results of operations and cash flows.
Certain of our insurance and investment products, such as fixed
annuities and universal life insurance, are sensitive to
interest rate fluctuations and expose us to the risk that
falling interest rates will reduce the “spread,” or
the difference between the returns we earn on the investments
that support our obligations under these products and the
amounts that we must credit to policyholders and
contractholders. This risk is exacerbated due to the existence
of guaranteed minimum crediting rates established by regulatory
authorities and restrictions on the timing and frequency with
which we can adjust our crediting rates. Accordingly, falling
interest rates could have an adverse effect on our financial
condition, results of operations and cash flows.
Our interest rate spreads and gains related to these spreads
vary by product as follows:
| • | The interest rate spread on our Retirement Services segment’s fixed deferred annuity products was 1.70%, 1.76% and 1.58% for the six months ended June 30, 2007 and for the years ended December 31, 2006 and 2005, respectively, which yielded gains of $44.1 million, $102.3 million and $103.4 million, respectively. |
| • | The interest rate spread on our Income Annuities segment’s variable annuity products was 0.90%, 0.76% and 0.67% for the six months ended June 30, 2007 and for the years ended December 31, 2006 and 2005, respectively, which yielded gains of $39.0 million, $66.3 million and $59.6 million, respectively. |
| • | The interest rate spread on our Individual segment’s universal life insurance products was 1.20%, 1.31% and 0.66% for the six months ended June 30, 2007 and for the years ended December 31, 2006 and 2005, respectively, which yielded gains of $5.1 million, $10.8 million and $7.5 million, respectively. |
During periods of rising interest rates, we may determine to
offer higher crediting rates on new sales of interest-sensitive
products and to increase crediting rates on existing in-force
products, in each case in order to maintain or enhance product
competitiveness. In addition, periods of rising interest rates
may cause increased policy surrenders, withdrawals and requests
for policy loans as policyholders and contractholders allocate
their assets into higher yielding investments. Increases in
crediting rates, as well as surrenders and withdrawals, could
have an adverse effect on our financial condition, results of
operations and cash flows.
We calculate reserves for long-term disability and life waiver
of premium claims using net present value calculations based on
the actual interest rates in effect at the time claims are
funded, as well as our expectations for future interest rates.
Waiver of premium refers to a provision in a life insurance
policy pursuant to which an insured with total disability, which
has lasted for a minimum specified period, continues to receive
life insurance coverage but no longer has to pay premiums for
the duration of the disability or for a stated period. During
periods of declining interest rates, reserves for new claims are
calculated using lower discount rates thereby increasing the net
present value of those claims and the required reserves.
Further, if actual interest rates used to establish reserves on
open claims prove to be lower than our original expectations, we
would be required to increase such reserves accordingly. As
such, the increase in net present value calculations caused by
declines in interest rates could have an adverse effect on our
financial condition, results of operations and cash flows.
10
Table of Contents
Our term life insurance products also expose us to the risk of
interest rate fluctuations. The pricing and expected future
profitability of these products are based in part on expected
investment returns. Over time, term life insurance products
generally produce positive cash flows as customers pay periodic
premiums, which we invest as we receive them. Lower than
expected interest rates may reduce our ability to achieve our
targeted investment margins and may adversely affect our
financial condition, results of operations and cash flows.
If our
reserves for future policy benefits and claims are inadequate,
we may be required to increase our reserve
liabilities.
We calculate and maintain reserves for estimated future benefit
payments to our policyholders and contractholders in accordance
with U.S. GAAP and industry accounting practices. We
release these reserves as those future obligations are
extinguished. The reserves we establish necessarily reflect
estimates and actuarial assumptions with regard to our future
experience. These estimates and actuarial assumptions involve
the exercise of significant judgment. Our future financial
results depend upon the extent to which our actual future
experience is consistent with the assumptions we have used in
pricing our products and determining our reserves. Many factors
can affect future experience, including economic, political and
social conditions, inflation, healthcare costs and changes in
doctrines of legal liability and damage awards in litigation.
Therefore, we cannot predict the ultimate amounts we will pay
for actual future benefits or the timing of those payments.
We regularly monitor our reserves. If we conclude that our
reserves are insufficient to cover actual or expected policy and
contract benefits and claims payments, we would be required to
increase our reserves and incur income statement charges in the
period in which we make the determination, which could adversely
affect our financial condition and results of operations.
We may
face unanticipated losses if there are significant deviations
from our assumptions regarding the probabilities that our
insurance policies or annuity contracts will remain in-force
from one period to the next or if morbidity and mortality rates
differ significantly from our pricing
expectations.
The prices and expected future profitability of our insurance
and deferred annuity products are based in part upon expected
patterns of premiums, expenses and benefits, using a number of
assumptions, including those related to persistency, mortality
and morbidity. Persistency is the probability that a policy or
contract will remain in-force from one period to the next. The
effect of persistency on profitability varies for different
products. For most of our life insurance, group life and health
insurance and deferred annuity products, actual persistency that
is lower than our assumptions could have an adverse impact on
profitability, especially in the early years of a policy or
contract primarily because we would be required to accelerate
the amortization of expenses we deferred in connection with the
acquisition of the policy or contract. In addition, we may need
to sell investments at a loss to fund withdrawals. For some of
our health insurance policies, actual persistency in later
policy durations that is higher than our persistency assumptions
could have a negative impact on profitability. If these policies
remain in-force longer than we assumed, then we could be
required to make greater benefit payments than we had
anticipated when we priced these products.
In addition, we set prices for our insurance and certain annuity
products based upon expected claims and payment patterns, using
assumptions for, among other factors, morbidity rates and
mortality rates of our policyholders and contractholders. The
long-term profitability of these products depends upon how our
actual experience compares with our pricing assumptions. For
example, if morbidity rates are higher, or mortality rates are
lower, than our pricing assumptions, we could be required to
make greater payments under certain annuity contracts than we
had projected.
Because our assumptions are inherently uncertain, reserves for
future policy benefits and claims may prove to be inadequate if
actual experience is different from our assumptions. Although
certain of our products permit us to increase premiums during
the life of the policy or contract, these increases may not be
sufficient to maintain profitability. Moreover, many of our
products either do not permit us to increase premiums or limit
those increases during the life of the policy or contract.
Therefore, significant deviations in experience
11
Table of Contents
from our assumptions regarding persistency and mortality and
morbidity rates could have an adverse effect on our financial
condition, results of operations and cash flows.
We may
be required to accelerate the amortization of deferred
acquisition costs, which would increase our expenses and reduce
profitability.
Deferred acquisition costs, or DAC, represent certain costs
which vary with and are primarily related to the sale and
issuance of our insurance policies and investment contracts and
are deferred and amortized over the estimated life of the
related insurance policies and contracts. These costs include
commissions in excess of ultimate renewal commissions and
certain other sales incentives, solicitation and printing costs,
sales material and other costs, such as underwriting and
contract and policy issuance expenses. Under U.S. GAAP, DAC
is amortized through operations over the lives of the underlying
contracts in relation to the anticipated recognition of premiums
or gross profits.
Our amortization of DAC generally depends upon anticipated
profits from investments, surrender and other policy and
contract charges, mortality, morbidity and maintenance and
expense margins. Unfavorable experience with regard to expected
expenses, investment returns, mortality, morbidity, withdrawals
or lapses may cause us to increase the amortization of DAC,
resulting in higher expenses and lower profitability.
We regularly review our DAC asset balance to determine if it is
recoverable from future income. The portion of the DAC balance
deemed to be unrecoverable, if any, is charged to expense in the
period in which we make this determination. For example, if we
determine that we are unable to recover DAC from profits over
the life of a book of business of insurance policies or annuity
contracts, or if withdrawals or surrender charges associated
with early withdrawals do not fully offset the unamortized
acquisition costs related to those policies or annuities, we
would be required to recognize the additional DAC amortization
as a current-period expense. In general, we limit our deferral
of acquisition costs to costs assumed in our pricing
assumptions. As of June 30, 2007 and December 31,
2006, we had $107.1 million and $88.2 million of DAC,
respectively. Our amortization of DAC was $9.4 million
during the six months ended June 30, 2007 and
$14.6 million during the year ended December 31, 2006.
A
downgrade or a potential downgrade in our financial strength
ratings could result in a loss of business.
Financial strength ratings, which various ratings organizations
publish as measures of an insurance company’s ability to
meet contractholder and policyholder obligations, are important
to maintaining public confidence in our company and our
products, the ability to market our products and our competitive
position. As of August 31, 2007, our principal life
insurance company subsidiary, Symetra Life Insurance Company,
has financial strength ratings of “A”
(“Excellent”, third highest of 15 ratings) with a
stable outlook from A.M. Best, “A−”
(“Strong”, seventh highest of 21 ratings) with a
positive outlook from Standard & Poor’s, or
S&P, “A2” (“Good”, sixth highest of 21
ratings) with a stable outlook from Moody’s and
“A+” (“Strong”, fifth highest of 24 ratings)
with a stable outlook from Fitch.
A downgrade in our financial strength ratings, or the announced
potential for a downgrade, could have an adverse effect on our
financial condition, results of operations and cash flows in
several ways, including:
| • | reducing new sales of insurance products, annuities and other investment products; | |
| • | limiting our ability to offer structured settlement products; | |
| • | adversely affecting our relationships with independent sales intermediaries and our dedicated sales specialists; | |
| • | materially increasing the number or amount of policy surrenders and withdrawals by contractholders and policyholders; | |
| • | requiring us to reduce prices for many of our products and services to remain competitive; and | |
| • | adversely affecting our ability to obtain reinsurance or obtain reasonable pricing on reinsurance. |
12
Table of Contents
The
occurrence of natural disasters, disease pandemics, terrorism or
military actions could adversely affect our financial condition,
results of operations and cash flows.
Our financial condition and results of operations are at risk of
material adverse effects that could arise from catastrophic
mortality and morbidity due to natural disasters, including
floods, tornadoes, earthquakes and hurricanes, disease
pandemics, terrorism and military actions. Such events could
also lead to unexpected changes in persistency rates as
policyholders and contractholders who are affected by the
disaster may be unable to meet their contractual obligations,
such as payment of premiums on our insurance policies or
deposits into our investment products. The continued threat of
terrorism and ongoing military actions may cause significant
volatility in global financial markets, and a natural disaster
or a disease pandemic could trigger an economic downturn in the
areas directly or indirectly affected by the disaster. The
effectiveness of external parties, including governmental and
nongovernmental organizations, in combating the spread and
severity of a disease pandemic could have a material impact on
the losses experienced by us. Further, in our group insurance
operations, a localized event that affects the workplace of one
or more of our group insurance customers could cause a
significant loss due to mortality or morbidity claims.
Our
investment portfolio is subject to various risks that may
diminish the value of our invested assets and reduce investment
returns.
The performance of our investment portfolio depends in part upon
the level of and changes in interest rates, the overall
performance of the economy, the creditworthiness of the specific
obligors included in our portfolio, equity prices, liquidity and
other factors, some of which are beyond our control. Changes in
these factors could materially affect our investment results in
any period.
Interest
rate risk
Changes in interest rates can negatively affect the performance
of most of our investments. Interest rate volatility can reduce
unrealized gains or create unrealized losses in our portfolios.
Interest rates are highly sensitive to many factors, including
governmental monetary policies, domestic and international
economic and political conditions and other factors beyond our
control. Fluctuations in interest rates affect our returns on,
and the fair value of, our fixed maturity and short-term
investments, which comprised $15.4 billion, or 92.5% of the
fair value of our total invested assets as of June 30, 2007.
The fair value of the fixed maturity securities in our portfolio
and the investment income from these securities fluctuate
depending on general economic and market conditions. The fair
value generally increases or decreases in an inverse
relationship with fluctuations in interest rates, while net
investment income realized by us from future investments in
fixed maturity securities will generally increase or decrease in
step with interest rates. In addition, actual net investment
income or cash flows from investments that carry prepayment
risk, such as mortgage-backed and certain other asset-backed
securities, may differ from those anticipated at the time of
investment as a result of interest rate fluctuations. In periods
of declining interest rates, mortgage prepayments generally
increase and mortgage-backed securities, commercial mortgage
obligations and other bonds in our investment portfolio are more
likely to be prepaid or redeemed as borrowers seek to borrow at
lower interest rates, and we may be required to reinvest those
funds in lower interest-bearing investments. As of June 30,
2007, mortgage-backed and other asset-backed securities
represented $4.3 billion, or 25.5% of the fair value of our
total invested assets.
Because substantially all of our fixed maturity securities are
classified as available for sale, changes in the fair value of
these securities as described above are reflected as a component
of comprehensive income. However, U.S. GAAP does not permit
similar mark-to-market treatment to the insurance liabilities
that the fixed maturity securities support. Therefore, changes
in the fair value of our fixed maturity securities caused by
interest rate fluctuations are not offset in whole or in part by
similar adjustments to the fair value of our insurance
liabilities.
13
Table of Contents
We employ asset/liability matching strategies to reduce the
adverse effects of interest rate volatility and to ensure that
cash flows are available to pay claims as they become due. Our
asset/liability matching strategies include:
| • | asset/liability duration management; | |
| • | structuring our bond and commercial mortgage loan portfolios to limit the effects of prepayments; and | |
| • | consistent monitoring of, and making appropriate changes to, the pricing of our products. |
However, because these strategies may fail to eliminate or
reduce the adverse effects of interest rate volatility,
significant fluctuations in the level of interest rates may have
a material adverse effect on our financial condition, results of
operations and cash flows.
Credit
risk
From time to time, issuers of the fixed maturity securities that
we own may default on principal and interest payments. Defaults
by third parties in the payment or performance of their
obligations could reduce our investment income and realized
investment gains or result in realized investment losses.
Further, the value of any particular fixed maturity security is
subject to impairment based on the creditworthiness of a given
issuer. As of June 30, 2007, we held $15.4 billion of
fixed maturity securities, or 92.5% of the fair value of our
total invested assets at that date. Our fixed maturity portfolio
also includes below investment grade securities, which comprised
8.7% of the fair value of our total fixed maturity securities at
June 30, 2007. These investments generally provide higher
expected returns, but present greater risk and can be less
liquid than investment grade securities. Further, the current
trend of private equity buyouts could cause certain of our
investment-grade fixed maturities to present more significant
credit risk than when we first invested. A significant increase
in defaults and impairments on our fixed maturity securities
portfolio could materially adversely affect our financial
condition, results of operations and cash flows.
Liquidity
risk
Our investments in privately placed fixed maturities, mortgage
loans, policy loans and limited partnership interests are
relatively illiquid as compared to publicly-traded fixed
maturities and equities. These asset classes represented
approximately 10.1% of the carrying value of our total invested
assets as of June 30, 2007. If we require significant
amounts of cash on short notice in excess of our normal cash
requirements, we may have difficulty selling these investments
in a timely manner, be forced to sell them for less than we
otherwise would have been able to realize, or both.
Downturns
and volatility in equity markets could adversely affect the
marketability of our products and our
profitability.
Significant downturns and volatility in equity markets could
have an adverse effect on our business in various ways. Market
downturns and volatility may discourage purchases of separate
account products, such as variable annuities and variable life
insurance, which have returns linked to the performance of the
equity markets and may cause some existing customers to withdraw
cash values or reduce investments in those products.
Further, downturns and volatility in equity markets can have an
adverse effect on the revenues and returns from our separate
account products. Because these products depend on fees related
primarily to the value of assets under management, a decline in
the equity markets could reduce our revenues by reducing the
value of the investment assets we manage.
We hold equity and equity-like investments in our Income
Annuities and Other segments that represent 1.2% of the fair
value of our general account investments as of June 30,
2007. Investments in common stock or equity-like securities
generally provide higher expected total returns over the long
term, but present greater risk to preservation of principal than
do our fixed income investments.
14
Table of Contents
We
rely on reinsurance arrangements to help manage our business
risks, and failure to perform by the counterparties to our
reinsurance arrangements may expose us to risks we had sought to
mitigate.
We utilize reinsurance to mitigate our risks in various
circumstances. Reinsurance does not relieve us of our direct
liability to our policyholders, even when the reinsurer is
liable to us. Accordingly, we bear credit risk with respect to
our reinsurers. The total reinsurance recoverable amount due
from reinsurers was $249.1 million as of June 30, 2007
and $238.8 million as of December 31, 2006. Our
reinsurers may be unable or unwilling to pay the reinsurance
recoverable owed to us now or in the future or on a timely
basis. A reinsurer’s insolvency, inability or unwillingness
to make payments under the terms of its reinsurance agreement
with us could have an adverse effect on our financial condition,
results of operations and cash flows.
Reinsurance
may not be available, affordable or adequate to protect us
against losses.
As part of our overall risk management strategy, we purchase
reinsurance for certain risks underwritten by our various
business segments. For example, we currently reinsure up to 85%
of the mortality risk for new fully-underwritten individual term
life insurance policies. We reinsure the mortality risk in
excess of $0.5 million for most of the remainder of new
individual life insurance policies. While reinsurance agreements
generally bind the reinsurer for the life of the business
reinsured at generally fixed pricing, market conditions beyond
our control determine the availability and cost of the
reinsurance protection for new business. In certain
circumstances, the price of reinsurance for business already
reinsured may also increase. Any decrease in the amount of
reinsurance will increase our risk of loss and any increase in
the cost of reinsurance will, absent a decrease in the amount of
reinsurance, reduce our earnings. Accordingly, we may be forced
to incur additional expenses for reinsurance or may not be able
to obtain sufficient reinsurance on acceptable terms, which
could adversely affect our ability to write future business or
result in the assumption of more risk with respect to those
policies we issue.
The availability and cost of these reinsurance arrangements are
subject to market conditions that are beyond our control. As a
result, in the future, we may not be able to enter into
reinsurance arrangements on attractive terms, if at all.
We may
be unable to attract and retain independent sales intermediaries
and dedicated sales specialists.
We distribute our products through financial intermediaries,
independent producers and dedicated sales specialists. We
compete with other financial institutions to attract and retain
commercial relationships in each of these channels, and our
success in competing for sales through these sales
intermediaries depends upon factors such as:
| • | the amount of sales commissions and fees we pay; | |
| • | the breadth of our product offerings; | |
| • | the strength of our brand; | |
| • | our perceived stability and our financial strength ratings; | |
| • | the marketing and services we provide to them; and | |
| • | the strength of the relationships we maintain with individuals at those firms. |
Our competitors may be effective in providing incentives to
existing and potential distribution partners to favor their
products or to reduce sales of our products.
Our contracts with our distribution partners generally allow
either party to terminate the relationship upon short notice.
Our distribution partners do not make minimum purchase
commitments, and our contracts do not prohibit our partners from
offering products that compete with ours. Accordingly, our
distribution partners may choose not to offer our products
exclusively or at all, or may choose to exert insufficient
resources and attention to selling our products.
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Our future success is highly dependent on maintaining and
growing both existing and new distribution relationships. We may
have little or no contact with end customers of our products,
thereby resulting in little to no brand awareness with end
customers and making it more difficult to respond to evolving
customer needs, thereby increasing our reliance on our
distribution partners.
From time to time, due to competitive forces, we may experience
unusually high attrition in particular sales channels for
specific products. An inability to recruit productive
independent sales intermediaries and dedicated sales
specialists, or our inability to retain strong relationships
with the individual agents at our independent sales
intermediaries, could have an adverse effect on our financial
condition, results of operations and cash flows.
General
economic, financial market and political conditions may
adversely affect our business.
Our business may be materially adversely affected from time to
time by general economic, financial market and political
conditions, most of which are beyond our control. These
conditions include economic cycles such as:
| • | cyclical movements in the insurance industry; | |
| • | levels of unemployment; | |
| • | levels of consumer lending; | |
| • | levels of inflation; and | |
| • | movements of the financial markets. |
Fluctuations in interest rates, monetary policy, demographics,
and legislative and competitive factors also influence our
performance. During periods of economic downturn:
| • | individuals and businesses may choose not to purchase our insurance products and other related products and services, may terminate existing policies or contracts or permit them to lapse, may choose to reduce the amount of coverage purchased or, in our group employer health insurance, may have fewer employees requiring insurance coverage due to rising unemployment levels; | |
| • | new disability insurance claims and claims on other specialized insurance products tend to rise; | |
| • | there is a higher loss ratio due to rising unemployment levels; and | |
| • | insureds tend to increase their utilization of health benefits if they anticipate unemployment or loss of benefits. |
In addition, general inflationary pressures may affect medical
costs, increasing the costs of paying claims.
Intense
competition could adversely affect our ability to maintain or
increase our market share and profitability.
Our businesses are subject to intense competition. We believe
the principal competitive factors in the sale of our products
are product features, price, commission structure, marketing and
distribution arrangements, brand, reputation, financial strength
ratings and service. Many other companies actively compete for
sales in our retirement services, income annuity, individual and
group markets, including other major insurers, banks, other
financial institutions, mutual fund and money asset management
firms and specialty providers.
In many of our product lines, we face competition from companies
that have greater market share or breadth of distribution, offer
a broader range of products, services or features, assume a
greater level of risk, have lower profitability expectations or
have higher financial strength ratings than we do. Many
competitors offer similar products and use similar distribution
channels. The substantial expansion of banks’ and insurance
companies’ distribution capacities and expansion of product
features in recent years have intensified pressure on margins
and production levels and have increased the level of
competition in many of our product lines.
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Our
risk management policies and procedures may not be effective or
may leave us exposed to unidentified or unanticipated risk,
which could negatively affect our business.
We are subject to substantial operational, legal and regulatory
risks that require effective policies and procedures to record,
verify and report on a large number of transactions and events.
For instance, our distribution network consists of a large
number of third party agents and requires the implementation and
oversight of policies and procedures to ensure that we are not
unduly subjected to reputational, financial or other risks. We
must also monitor and accurately process large numbers of claims
which, if not properly processed, could subject us to financial
and regulatory risk. In addition, we regularly monitor changes
in laws and regulations in order maintain our products and
administrative procedures in compliance. We have developed
policies and procedures to mitigate these and other risks,
including establishing risk management teams to quantify risk
exposures and make recommendations to our risk committee, and we
have developed procedures to remediate compliance or other
issues. Even so, these policies and procedures may not be fully
effective to mitigate all of these risks. Many of our methods
for managing these risks and exposures are based upon historical
statistical models and observed market behavior. As such, our
methods may not be able to predict all future exposures. These
could be significantly greater than our historical measures have
indicated. Other risk management methods depend upon the
evaluation of information regarding markets and clients, or
other matters that are publicly available or otherwise
accessible to us. This information may not always be accurate,
complete, up-to-date or properly evaluated.
The
failure to maintain effective and efficient information systems
could adversely affect our business.
Our business is dependent upon our ability to keep pace with
technological advances. Our ability to keep our systems fully
integrated with those of our clients is critical to the
operation of our business. Our failure to update our systems to
reflect technological advancements or to protect our systems may
adversely affect our relationships and ability to do business
with our clients.
In addition, our business depends significantly on effective
information systems, and we have many different information
systems for our various businesses. We have committed and will
continue to commit significant resources to develop, maintain
and enhance our existing information systems and develop new
information systems in order to keep pace with continuing
changes in information processing technology, evolving industry
and regulatory standards and changing customer preferences. Our
failure to maintain effective and efficient information systems
could have a material adverse effect on our financial condition
and results of operations. If we do not maintain adequate
systems, we could experience adverse consequences, including:
| • | inadequate information on which to base pricing, underwriting and reserving decisions; | |
| • | the loss of existing customers; | |
| • | difficulty in attracting new customers; | |
| • | customer, provider and agent disputes; | |
| • | regulatory compliance problems, such as failure to meet prompt payment obligations; | |
| • | litigation exposure; or | |
| • | increases in administrative expenses. |
If we
are unable to maintain the availability of our systems and
safeguard the security of our data, our ability to conduct
business will likely be compromised, which may have a material
adverse effect on our financial condition, results of operations
and cash flows.
We use computer systems to store and retrieve, evaluate and use
customer and company data and information. Additionally, our
computer and information technology systems interface with and
rely upon third-party systems. Our business is highly dependent
on our ability, and the ability of our affiliates, to access
these systems to perform necessary business functions. This
includes providing insurance quotes, processing
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premium payments, providing customer support, filing and paying
claims and making changes to existing policies. Systems outages
or outright failures would compromise our ability to perform
these functions in a timely manner. This could hurt our
relationships with our business partners and customers and harm
our ability to conduct business. In the event of a disaster such
as a blackout, a computer virus, an industrial accident, a
natural catastrophe, a terrorist attack or war, our systems may
not be available to our employees, customers or business
partners for an extended period of time. If our employees are
able to report to work, yet our systems or our data are
destroyed or disabled, they may be unable to perform their
duties for an extended period of time. Our systems could also be
subject to similar disruptions due to physical and electronic
break-ins or other types of unauthorized tampering with our
systems. This may interrupt our business operations and may have
a material adverse effect on our financial condition, results of
operations and cash flows.
Failure
to protect our clients’ confidential information and
privacy could adversely affect our business.
A number of our businesses are subject to privacy regulations
and to confidentiality obligations. For example, the collection
and use of patient data in our Group segment is the subject of
national and state legislation, including the Health Insurance
Portability and Accountability Act of 1996, or HIPAA, and
certain of the activities conducted by our businesses are
subject to the privacy regulations of the Gramm-Leach-Bliley
Act. We also have contractual obligations to protect certain
confidential information we obtain from our existing vendors and
clients. These obligations generally include protecting such
confidential information in the same manner and to the same
extent as we protect our own confidential information.
In addition, we must develop, implement and maintain a
comprehensive written information security program with
appropriate administrative, technical and physical safeguards to
protect such confidential information. If we do not properly
comply with privacy regulations and protect confidential
information, we could experience adverse consequences, including
regulatory sanctions, such as penalties, fines and loss of
license, as well as loss of reputation and possible litigation.
Our
business could be interrupted or compromised if we experience
difficulties arising from outsourcing
relationships.
We outsource certain technology and business functions to third
parties, including a significant portion of our information
technology function, and expect to continue to do so in the
future. If we do not maintain an effective outsourcing strategy
or third-party providers do not perform as contracted, we may
experience operational difficulties, increased costs and a loss
of business that could have a material adverse effect on our
consolidated results of operations.
Our
new credit facility subjects us to restrictive covenants that
impose operating and financial restrictions on our operations
and could limit our ability to grow our business.
We entered into a $200.0 million revolving credit facility
on August 16, 2007. As of that date, we had no balance
outstanding under this facility. In connection with this
facility, we have made covenants that may impose significant
operating and financial restrictions on us. These restrictions
limit the incurrence of additional indebtedness by our
subsidiaries, limit the ability of us and our subsidiaries to
create liens, and impose certain other operating limitations.
These restrictions could limit our ability to obtain future
financing or take advantage of business opportunities.
Furthermore, our credit facility requires us and our insurance
subsidiaries to maintain specified financial ratios. Our ability
to comply with these ratios may be affected by events beyond our
control, including prevailing economic, financial and industry
conditions. If we are unable to comply with the covenants and
ratios in our new credit facility, we may be deemed in default
under the facility, or we may be required to pay substantial
fees or penalties to the lenders to obtain a waiver of any such
default. Either development could have a material adverse effect
on our business.
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Risks
Related to Our Industry
Our
industry is highly regulated and changes in regulations
affecting our businesses may reduce our profitability and limit
our growth.
Our insurance businesses are heavily regulated and are subject
to a wide variety of laws and regulations in various
jurisdictions. State insurance laws regulate most aspects of our
insurance businesses and our insurance subsidiaries are
regulated by the insurance departments of the various states in
which they are domiciled and licensed.
State laws in the United States grant insurance regulatory
authorities broad administrative powers with respect to various
aspects of our insurance businesses, including:
| • | licensing companies and agents to transact business; | |
| • | calculating the value of assets to determine compliance with statutory requirements; | |
| • | mandating certain insurance benefits; | |
| • | regulating certain premium rates; | |
| • | reviewing and approving policy forms; | |
| • | regulating unfair trade and claims practices, including the imposition of restrictions on marketing and sales practices, distribution arrangements and payment of inducements; | |
| • | establishing statutory capital and reserve requirements and solvency standards; | |
| • | fixing maximum interest rates on insurance policy loans and minimum rates for guaranteed crediting rates on life insurance policies and annuity contracts; | |
| • | requiring regular market conduct examinations; | |
| • | approving changes in control of insurance companies; | |
| • | restricting the payment of dividends and other transactions between affiliates; and | |
| • | regulating the types, amounts and valuation of investments. |
State insurance regulators and the National Association of
Insurance Commissioners, or NAIC, regularly re-examine existing
laws and regulations applicable to insurance companies and their
products. Changes in these laws and regulations or in
interpretations thereof, are often made for the benefit of the
consumer at the expense of the insurer and thus could have an
adverse effect on our business.
Currently, the U.S. federal government does not regulate
directly the business of insurance. However, federal legislation
and administrative policies in several areas can significantly
and adversely affect insurance companies. These areas include
financial services regulation, securities regulation, pension
regulation, privacy, tort reform legislation and taxation. In
addition, various forms of direct federal regulation of
insurance have been proposed. These proposals include the
“National Insurance Act,” which would allow insurance
companies to choose to be regulated by a federal regulator
rather than by multiple state regulators and “The State
Modernization and Regulatory Transparency Act,” which would
maintain state-based regulation of insurance but would affect
state regulation of certain aspects of the business of insurance
including rates, agent and company licensing, and market conduct
examinations. We cannot predict whether these or other proposals
will be adopted, or what impact, if any, such proposals or, if
enacted, such laws may have on our financial condition, results
of operations and cash flows.
Many of our customers and independent sales intermediaries also
operate in regulated environments. Changes in the regulations
that affect their operations also may affect our business
relationships with them and their ability to purchase or to
distribute our products.
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Compliance with applicable laws and regulations is time
consuming and personnel-intensive, and changes in these laws and
regulations may materially increase our direct and indirect
compliance efforts and other expenses of doing business.
U.S. federal and state securities laws apply to investment
products that are also securities, including variable annuities
and variable life insurance policies. As a result, some of our
subsidiaries and the policies and contracts they offer are
subject to regulation under these federal and state securities
laws. Our insurance subsidiaries’ separate accounts are
registered as investment companies under the Investment Company
Act of 1940. Some subsidiaries are registered as broker-dealers
under the Securities Exchange Act of 1934, as amended, or
Exchange Act, and are members of, and subject to, regulation by
the National Association of Securities Dealers, Inc. In
addition, one of our subsidiaries also is registered as an
investment adviser under the Investment Advisers Act of 1940.
Securities laws and regulations are primarily intended to ensure
the integrity of the financial markets and to protect investors
in the securities markets or investment advisory or brokerage
clients. These laws and regulations generally grant supervisory
agencies broad administrative powers, including the power to
limit or restrict the conduct of business for failure to comply
with those laws and regulations.
Legal
and regulatory investigations and actions are increasingly
common in the insurance business and may result in financial
losses and harm our reputation.
We face a significant risk of litigation and regulatory
investigations and actions in the ordinary course of operating
our businesses, including the risk of class action lawsuits. Our
pending legal and regulatory actions include proceedings
specific to us and others generally applicable to business
practices in the industries in which we operate. In our
insurance operations, we are or may become subject to class
actions, individual suits and regulatory proceedings relating,
among other things, to sales or underwriting practices, payment
of contingent or other sales commissions, claims payments and
procedures, payment of interest on claims, product design,
disclosure, administration, additional premium charges for
premiums paid on a periodic basis, denial or delay of benefits
and breaches of fiduciary or other duties to customers.
Plaintiffs in class action and other lawsuits against us may
seek very large or indeterminate amounts, including punitive and
treble damages, which may remain unknown for substantial periods
of time.
For example, the mutual fund and insurance industry has been the
focus of increased scrutiny and class action lawsuits related to
“revenue sharing” practices by mutual funds with
service providers and others in offering mutual fund investments
in qualified retirement plans. The lawsuits allege that service
providers were involved in self-dealing and prohibited
transactions under the Employee Retirement Income Security Act,
or ERISA. The outcome of these lawsuits is unknown. We have not
been the subject of any inquiries or lawsuits regarding these
practices.
We are also subject to various regulatory inquiries, such as
information requests, subpoenas, market conduct exams and books
and record examinations, from state and federal regulators and
other authorities which may result in fines, recommendations for
corrective action or other regulatory actions.
Current or future investigations and proceedings could have an
adverse effect on our business. A substantial legal liability or
a significant regulatory action against us could have an adverse
effect on our business. Moreover, even if we ultimately prevail
in the litigation, regulatory action or investigation, we could
suffer significant reputational harm, which could have an
adverse effect on our business. Increased regulatory scrutiny
and any resulting investigations or proceedings could result in
new legal actions or precedents and industry-wide regulations or
practices that could adversely affect our business.
Proposals
for national health care reform could have a material adverse
effect on the profitability or marketability of the health
insurance products and services we sell.
In our Group segment, we sell group medical stop-loss insurance
and limited benefit employee health plans to employer groups.
Reform of the health care system is a topic of discussion at
both the state and federal levels in the United States and by
Presidential candidates from both major political parties.
Proposals for change vary widely and range from reform of the
existing employer-based system of insurance to a single-
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payer, public program. Several groups are urging consideration
by Congress of a national health care plan. If any of these
initiatives ultimately becomes effective, it could have a
material effect on the profitability or marketability of the
health insurance products and services we sell and on our
financial condition, results of operations and cash flows.
Medical advances, such as genetic research and diagnostic imaging, and related legislation could adversely affect the financial performance of our life insurance and annuities businesses.
Genetic research includes procedures focused on identifying key
genes that render an individual predisposed to specific diseases
such as particular types of cancer and other diseases. Other
medical advances, such as diagnostic imaging technologies, may
be used to detect the early onset of diseases such as cancer and
cardiovascular disease. We believe that if individuals learn
through medical advances that they are predisposed to particular
conditions that may reduce life longevity or require long-term
care, they will be more likely to purchase our life insurance
policies or not to permit existing polices to lapse. In
contrast, if individuals learn that they lack the genetic
predisposition to develop the conditions that reduce longevity,
they will be less likely to purchase our life insurance products
but more likely to purchase certain annuity products. In
addition, such individuals that are existing policyholders will
be more likely to permit their policies to lapse.
If we were to gain access to the same genetic or medical
information as our prospective policyholders and
contractholders, then we would be able to take this information
into account in pricing our life insurance policies and annuity
contracts. However, there are a number of regulatory proposals
that would make genetic and other medical information
confidential and unavailable to insurance companies. Legislation
that would prohibit group health plans, health insurers and
employers from making enrollment decisions or adjusting premiums
on the basis of genetic testing information has been introduced
in Congress as well as in certain state legislatures. If these
regulatory proposals were enacted, prospective policyholders and
contractholders would only disclose this information if they
chose to do so voluntarily. These factors could lead us to
reduce sales of products affected by these regulatory proposals
and could result in a deterioration of the risk profile of our
portfolio, which could lead to payments to our policyholders and
contractholders that are higher than currently anticipated.
Medical advances also could lead to new forms of preventive
care. Preventive care could extend the life and improve the
overall health of individuals. If this were to occur, the
duration of payments under certain of our annuity products
likely would increase, thereby reducing net earnings in that
business.
Changes
in tax laws could make some of our products less attractive to
consumers and as a result have an adverse effect on our
business.
Changes in tax laws could make some of our products less
attractive to consumers. For example, in November 2004, the
Treasury Department and the Internal Revenue Service, or IRS,
issued proposed regulations relating to Section 403(b)
plans that will impact the 403(b) marketplace, including tax
sheltered annuities. While the terms of the proposed regulations
are not final and the impact of the new regulations is
uncertain, it is likely that employers offering
Section 403(b) plans will be required to change how their
plans operate. Those changes may include re-evaluation of their
plan investment offerings, including annuities currently offered
by us in those plans.
Furthermore, the federal estate tax, which has undergone a
gradual repeal since 2001 that will continue to be phased in
through 2010, is scheduled to revert to pre-2001 law as of
January 1, 2011. The repeal of and continuing uncertainty
regarding the federal estate tax may adversely affect sales and
surrenders of some of our estate planning products. In addition,
from time to time, legislation is proposed to eliminate the tax
deferred nature of certain non-qualified annuities.
Any such legislation or changes to existing legislation could
have a material adverse effect on our financial condition and
results of operations. We cannot predict whether any such
legislation or changes will be enacted, what the specific terms
will be or how, if at all, they would have an adverse effect on
our business.
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We may
need additional capital in the future, which may not be
available to us on favorable terms. Raising additional capital
could dilute your ownership in the company and may cause the
market price of our common shares to fall.
We may need to raise additional funds through public or private
debt or equity financings in order to:
| • | fund liquidity needs; | |
| • | refinance our senior notes; | |
| • | satisfy letter of credit or guarantee bond requirements that may be imposed by our clients or by regulators; | |
| • | acquire new businesses or invest in existing businesses; | |
| • | expand our business into new regions; or | |
| • | otherwise respond to competitive pressures. |
Any additional capital raised through the sale of equity will
dilute your ownership percentage in our company and may decrease
the market price of our common shares. Furthermore, the
securities may have rights, preferences and privileges that are
senior or otherwise superior to those of our common shares. Any
additional financing we may need may not be available on terms
favorable to us.
To be eligible for borrowing under our $200.0 million
revolving credit facility, we must not be in default of any
payment obligations, covenants or other requirements set forth
in the facility, and the representations and warranties that we
make under the facility must continue to be true in all material
respects. Accordingly, it is possible that we may not meet these
requirements in the future and may not be eligible to borrow
under our credit facility.
Failures
elsewhere in the insurance industry could obligate us to pay
assessments through guaranty associations.
When an insurance company becomes insolvent, guaranty
associations in each of the 50 states levy assessments upon
all companies licensed to write insurance in the relevant lines
of business in that state, and use the proceeds to pay claims of
policyholder residents of that state, up to the state-specific
limit of coverage. The total amount of the assessment is based
on the number of insured residents in each state, and each
company’s assessment is based on its proportionate share of
premium volume in the relevant lines of business and could have
an adverse effect on our results of operations. The failure of a
large life, health or annuity insurer could trigger guaranty
association assessments we would be obligated to pay.
Risks
Relating to this Offering and Ownership of Our Common
Stock
As a
holding company, Symetra Financial Corporation depends on the
ability of its subsidiaries to transfer funds to it to meet its
obligations and pay dividends.
Symetra Financial Corporation is a holding company for its
insurance and financial subsidiaries with no significant
operations of its own. Its principal sources of cash to meet its
obligations and to pay dividends consist of dividends from its
subsidiaries and permitted payments under tax sharing agreements
with its subsidiaries. State insurance regulatory authorities
limit the payment of dividends by insurance subsidiaries. Based
on our statutory results as of December 31, 2006, our
insurance subsidiaries may pay dividends of up to
$166.4 million to us through the end of fiscal 2007 without
obtaining regulatory approval. We received $23.0 million in
dividends through June 30, 2007, and accordingly we may
receive up to an additional $143.4 million in dividends
through the remainder of 2007 without obtaining regulatory
approval. In addition, competitive pressures generally require
our insurance subsidiaries to maintain financial strength
ratings, which are partly based on maintaining certain levels of
capital. These restrictions and other regulatory requirements,
such as minimum required risk-based capital ratios, affect the
ability of our insurance subsidiaries to make dividend payments.
Limits on the ability of the insurance subsidiaries to pay
dividends could adversely affect our liquidity, including our
ability to pay dividends to stockholders and service our debt.
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There are a number of other factors that could affect our
ability to pay dividends, including the following:
| • | lack of availability of cash to pay dividends due to changes in our operating cash flow, capital expenditure requirements, working capital requirements and other cash needs; | |
| • | unexpected or increased operating or other expenses or changes in the timing thereof; | |
| • | restrictions under Delaware law or other applicable law on the amount of dividends that we may pay; | |
| • | a decision by our board of directors to modify or revoke its policy to pay dividends; and | |
| • | the other risks described under “Risk Factors.” |
The failure to maintain or pay dividends could adversely affect
the trading price of our shares.
There
may not be an active, liquid trading market for our common
stock.
Prior to this offering, there has been no public market for our
common stock. We cannot predict the extent to which an active
trading market with adequate liquidity will develop. If an
active trading market does not develop, you may have difficulty
selling any of our common stock that you purchase and the value
of your shares may be impaired.
If
securities or industry analysts do not publish research or
reports about our business, if they change their recommendations
regarding our stock adversely or if our operating results do not
meet their expectations, our stock price could
decline.
The trading market for our common stock will be influenced by
the research and reports that industry or securities analysts
publish about us, our business or our industry. If one or more
of these analysts cease coverage of our company or fail to
publish reports on us regularly, we could lose visibility in the
financial markets, which in turn could cause our stock price or
trading volume to decline. Moreover, if one or more of the
analysts who cover our company downgrade our stock or if our
operating results do not meet their expectations, our stock
price could decline.
As a
public company, we will become subject to additional financial
and other reporting and corporate governance
requirements.
We have historically operated our business as a private company.
After this offering, we will become obligated to file with the
Securities and Exchange Commission, or SEC, annual and quarterly
information and other reports that are specified in
Section 13 of the Exchange Act. We will also be required to
ensure that we have the ability to prepare financial statements
that are fully compliant with all SEC reporting requirements on
a timely basis. We will also become subject to other reporting
and corporate governance requirements, including the
requirements of the NYSE and certain provisions of the
Sarbanes-Oxley Act of 2002 and the regulations promulgated
thereunder, which will impose significant compliance obligations
upon us. As a public company, we will be required to:
| • | prepare and distribute periodic public reports and other stockholder communications in compliance with our obligations under the federal securities laws and NYSE rules; | |
| • | create or expand the roles and duties of our board of directors and committees of the board; | |
| • | institute more comprehensive financial reporting and disclosure compliance functions; | |
| • | involve and retain to a greater degree outside counsel and accountants in the activities listed above; | |
| • | enhance our investor relations function; | |
| • | establish new internal policies, including those relating to disclosure controls and procedures; and | |
| • | comply with the Sarbanes-Oxley Act of 2002, in particular Section 404. |
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These changes will require a significant commitment of
additional expense and other resources. We may not be successful
in implementing these requirements and implementing them could
adversely affect our business or operating results. In addition,
if we fail to implement the requirements with respect to our
internal accounting and audit functions, our ability to report
our operating results on a timely and accurate basis could be
impaired.
Significant
stockholders may be able to influence the direction of our
business.
Upon completion of this offering, our principal stockholders,
affiliates of White Mountains Insurance Group, Ltd. and
Berkshire Hathaway Inc., will continue to own
approximately % of our outstanding
shares of common stock. If they chose to act together on matters
that are brought to stockholders for their vote, they would
continue to have the collective ability to significantly
influence all matters requiring stockholder approval, including
the nomination and election of directors and the determination
of the outcome of any corporate transaction or other matter
submitted to our stockholders for approval, including amendments
to our certificate of incorporation, potential mergers or
acquisitions, asset sales and other significant corporate
transactions. The interests of our principal stockholders may
not coincide with the interests of the other holders of our
common stock.
Our
internal control over financial reporting does not currently
meet the standards required by Section 404 of the
Sarbanes-Oxley Act of 2002, and failure to achieve and maintain
effective internal control over financial reporting in
accordance with Section 404 of the Sarbanes-Oxley Act could
have a material adverse effect on our business and stock
price.
As a privately-held company, we have not been required to
maintain internal control over financial reporting in a manner
that meets the standards of publicly-traded companies required
by Section 404 of the Sarbanes-Oxley Act, standards that we
will be required to meet in the course of preparing our
financial statements as of and for the year ended
December 31, 2008. We do not currently have comprehensive
documentation of our internal controls, nor do we document or
test our compliance with these controls on a periodic basis in
accordance with Section 404 of the Sarbanes-Oxley Act.
Furthermore, we have not tested our internal controls in
accordance with Section 404 and, due to our lack of
documentation, such a test would not be possible to perform at
this time.
If, as a public company, we are not able to implement the
requirements of Section 404 in a timely manner or with
adequate compliance, our independent registered public
accounting firm may not be able to attest to the adequacy of our
internal control over financial reporting. If we are unable to
maintain adequate internal control over financial reporting, we
may be unable to report our financial information on a timely
basis, may suffer adverse regulatory consequences or violations
of applicable stock exchange listing rules and may breach the
covenants under our revolving credit facilities and our senior
notes. There could also be a negative reaction in the financial
markets due to a loss of investor confidence in us and the
reliability of our financial statements. Confidence in our
financial statements is also likely to suffer if our independent
registered public accounting firm reports a material weakness in
our internal control over financial reporting.
In addition, we will incur incremental costs in order to improve
our internal control over financial reporting and comply with
Section 404, including increased auditing and legal fees
and costs associated with hiring additional accounting and
administrative staff.
Our
stock price may fluctuate significantly, and you may not be able
to resell your shares at or above the initial public offering
price.
The trading price of our common stock may be volatile and
subject to wide price fluctuations in response to various
factors, including:
| • | market conditions in the broader stock market in general; | |
| • | actual or anticipated fluctuations in our quarterly financial and operating results; | |
| • | changes in interest rates; |
24
Table of Contents
| • | introduction of new services or announcements of significant contracts, acquisitions or capital commitments by us or our competitors; | |
| • | regulatory or political developments; |
| • | issuance of new or changed securities analysts’ reports or recommendations, or the announcement of any changes to our credit rating; |
| • | additions or departures of key personnel; | |
| • | availability of capital; | |
| • | litigation and government investigations; | |
| • | legislative and regulatory developments; | |
| • | future sales of our common stock; | |
| • | investor perceptions of us and the life insurance industry; and | |
| • | economic conditions. |
These and other factors may cause the market price of our common
stock to fluctuate substantially, which may limit or prevent
investors from readily selling their shares of common stock and
may otherwise negatively affect the liquidity of our common
stock. Even factors that do not specifically relate to our
company may materially reduce the market price of our common
stock, regardless of our operating performance.
Future
sales, or the perception of future sales, of a substantial
amount of our common stock may depress the price of our common
shares.
Future sales, or the perception of future sales, of a
substantial number of shares of our common stock in the public
market after this offering could have a material adverse effect
on the prevailing market price of our common stock.
Upon completion of this offering, we will
have shares
of common stock outstanding,
or shares
if we give effect to the exercise of all outstanding warrants.
All shares sold in this offering will be freely tradable without
restriction under the Securities Act, except for any shares that
may be held or acquired by affiliates of the company, as that
term is defined in the Securities Act.
In connection with this offering, we, each of our executive
officers and directors and the selling stockholders will have
entered into
lock-up
agreements that prevent the sale of shares of our common stock
for up to 180 days after the date of this prospectus,
subject to an extension in certain circumstances described under
“Underwriting.” Following the expiration of the
lock-up period, the
remaining
shares outstanding held by current stockholders of the company
will be available for sale pursuant to Rule 144, subject to
compliance with the volume, manner of sale and other limitations
under Rule 144 in the case of shares held by affiliates.
Furthermore, certain stockholders will have the right, subject
to certain conditions, to require us to register the sale
of
of their shares of our common stock under the Securities Act. By
exercising their registration rights, and selling a large number
of shares, our stockholders could cause the prevailing market
price of our common stock to decline.
Anti-takeover
provisions in our charter documents could delay or prevent a
change of control of our company and may result in an
entrenchment of management and diminish the value of our common
stock.
Upon completion of this offering, our certificate of
incorporation and bylaws will contain provisions that could
depress the trading price of our common stock by acting to
discourage, delay or prevent a change of control of our company
or changes in management that our stockholders might deem
advantageous. Specific provisions in our certificate of
incorporation will include:
| • | our ability to issue preferred stock with terms that the board of directors may determine, without stockholder approval; |
25
Table of Contents
| • | a classified board of directors; | |
| • | advance notice requirements for stockholder proposals and nominations; | |
| • | the absence of cumulative voting in the election of directors; and | |
| • | limitations on convening stockholder meetings. |
These provisions in our certificate of incorporation and bylaws
may frustrate attempts to effect a takeover transaction that is
in the best interests of our minority stockholders. Even in the
absence of a takeover attempt, the existence of these provisions
may adversely affect the prevailing market price of our common
stock if they are viewed as discouraging future takeover
attempts.
Applicable
insurance laws may make it difficult to effect a change of
control of our company.
Before a person can acquire control of a U.S. insurance
company, prior written approval must be obtained from the
insurance commissioner of the state where the insurer is
domiciled. Generally, state statutes provide that control over a
domestic insurer is presumed to exist if any person, directly or
indirectly, owns, controls, holds with the power to vote, or
holds proxies representing, 10% or more of the voting securities
of the domestic insurer. These statutes may frustrate or delay
attempts to effect a takeover transaction that would benefit our
stockholders.
26
Table of Contents
This prospectus contains “forward-looking” statements
that are intended to enhance the reader’s ability to assess
our future financial and business performance. Forward-looking
statements include, but are not limited to, statements that
represent our beliefs concerning future operations, strategies,
financial results or other developments, and contain words and
phrases such as “may,” “expects,”
“should,” “believes,”
“anticipates,” “estimates,”
“intends” or similar expressions. Because these
forward-looking statements are based on estimates and
assumptions that are subject to significant business, economic
and competitive uncertainties, many of which are beyond our
control or are subject to change, actual results could be
materially different. The following uncertainties, among others,
may have such an impact:
| • | changes in economic conditions, including changes in interest rates and the performance of financial markets, which may: |
| • | increase defaults on and impairments of our bond portfolio; | |
| • | reduce sales of our variable and investment management products and the fees we receive on assets under management; and | |
| • | increase the level of our guaranteed minimum death benefit and reserves. |
| • | a change in our ratings by nationally recognized ratings organizations; | |
| • | changes in laws, regulations and taxes; | |
| • | competitive pressures on product pricing and services, including competition by other insurance companies and financial services companies; | |
| • | terrorist attacks and military and other actions; | |
| • | changes in lapse rates, morbidity, mortality or unemployment rates which differ significantly from our pricing expectations, including as a result of extremely rare, severe and widespread events, such as a possible global avian flu pandemic; and | |
| • | the relative success and timing of our business strategies. |
Consequently, such forward-looking statements should be regarded
solely as our current plans, estimates and beliefs with respect
to, among other things, future events and financial performance.
Except as required under the federal securities laws, we do not
intend, and do not undertake, any obligation to update any
forward-looking statements to reflect future events or
circumstances after the date of such statements.
You should review carefully the section captioned “Risk
Factors” in this prospectus for a more complete discussion
of the risks of an investment in our common stock.
This prospectus includes industry and government data and
forecasts that we have prepared based, in part, upon industry
and government data and forecasts obtained from industry and
government publications and surveys. These sources include
publications and data compiled by the Employee Benefit Research
Institute, Kaiser Family Foundation, U.S. Census Bureau,
U.S. Department of Health & Human Services
Centers for Disease Control, Spectrem Group and Variable Annuity
Research and Data Service. Third-party industry publications,
surveys and forecasts generally state that the information
contained therein has been obtained from sources believed to be
reliable, but there can be no assurance as to the accuracy or
completeness of included information. We have not independently
verified any of the data from third-party sources nor have we
ascertained the underlying economic assumptions relied upon
therein. Forecasts are particularly likely to be inaccurate,
especially over long periods of time. While we are not aware of
any misstatements regarding the industry data presented herein,
our estimates involve risks and uncertainties and are subject to
change based on various factors, including those discussed under
the heading “Risk Factors.”
27
Table of Contents
All of the shares of common stock offered by this prospectus are
being sold by the selling stockholders. For information about
the selling stockholders, see “Principal and Selling
Stockholders.” We will not receive any of the proceeds from
the shares of common stock sold by the selling stockholders.
We intend to pay quarterly cash dividends on our common stock at
an initial rate of $ per share.
The first such dividend will be declared in
the quarter
of and paid in
the quarter
of . The declaration, payment and
amount of future dividends to holders of our common stock will
be at the discretion of our board of directors and will depend
on many factors, including our financial condition and results
of operations, liquidity requirements, market opportunities,
capital requirements of our subsidiaries, legal requirements,
regulatory constraints and other factors as the board of
directors deems relevant. Dividends on our common shares will
also be paid to holders of our outstanding warrants.
We are a holding company with no significant business operations
of our own. All of our business operations are conducted through
our subsidiaries. Dividends and loans from, and cash generated
by, our subsidiaries will be our principal sources of cash to
repay indebtedness, fund operations and pay dividends.
Accordingly, our ability to pay dividends to our stockholders
will depend on the earnings and distributions of funds from our
subsidiaries. See “Risk Factors — As a holding
company, Symetra Financial Corporation depends on the ability of
its subsidiaries to transfer funds to it to meet its obligations
and pay dividends.”
28
Table of Contents
The following table sets forth our cash and cash equivalents and
capitalization as of June 30, 2007. You should read this
table in conjunction with our consolidated financial statements
and related notes and the information provided under the
captions “Selected Historical Consolidated Financial
Data” and “Management’s Discussion and Analysis
of Financial Condition and Results of Operations” included
elsewhere in this prospectus.
|
As of |
||||
|
June 30, |
||||
| (In Millions) | 2007 | |||
|
Cash and cash equivalents
|
$ | 362.4 | ||
|
Borrowings and other
obligations:
|
||||
|
Revolving credit facilities(1)
|
$ | — | ||
|
Senior notes
|
298.8 | |||
|
Total borrowings and other
obligations
|
298.8 | |||
|
Stockholders’
equity:
|
||||
|
Common stock, $0.01 par
value; 15.0 million shares authorized, 10.6 million
shares issued and outstanding
|
0.1 | |||
|
Additional paid-in capital
|
1,166.3 | |||
|
Total paid-in capital
|
1,166.4 | |||
|
Retained earnings
|
260.1 | |||
|
Accumulated other comprehensive
income (loss), net of taxes
|
(178.9 | ) | ||
|
Total stockholders’ equity
|
1,247.6 | |||
|
Total capitalization
|
$ | 1,546.4 | ||
| (1) | The revolving credit facilities collectively provide for borrowings of up to $120 million. As of June 30, 2007, we had no balance outstanding under our revolving credit facilities. On August 16, 2007, we entered into a new $200.0 million revolving credit facility. This facility replaced the $70 million revolving credit facility that was in place as of June 30, 2007, and, together with our two existing $25.0 million credit facilities, results in us having credit facilities for an aggregate of $250.0 million. |
29
Table of Contents
The selected historical consolidated financial data, except for
non-GAAP financial measures, as of June 30, 2007 and for
the six months ended June 30, 2007 and 2006 have been
derived from our unaudited interim historical consolidated
financial statements, which have been prepared on a basis
consistent with our annual consolidated financial statements,
included in this prospectus. In the opinion of management, such
unaudited financial data, except for non-GAAP financial
measures, reflects all historical and recurring adjustments
necessary for a fair presentation of the results for these
periods. The results of operations for the six months ended
June 30, 2007 are not necessarily indicative of the results
to be expected for the full year or any future period. The
selected historical consolidated financial data, except for
non-GAAP
financial measures, as of December 31, 2006 and 2005 and
for the years ended December 31, 2006 and 2005, and for the
period from August 2, 2004 through December 31, 2004,
and the period from January 1, 2004 through August 1,
2004 have been derived from our audited consolidated financial
statements that are included elsewhere in this prospectus. The
selected historical consolidated financial data, except for
non-GAAP financial measures, presented below as of
December 31, 2004 and as of and for the year ended
December 31, 2003 have been derived from our audited
consolidated financial statements that are not included in this
prospectus. The unaudited selected historical consolidated
financial data, except for non-GAAP financial measures, as of
and for the year ended December 31, 2002 were derived from
unaudited carve-outs of the acquired businesses from our
predecessor’s audited consolidated financial statements,
which are not included in this prospectus.
We do not believe the predecessor financial results for the
years ended December 31, 2003 and 2002 and for the period
from January 1, 2004 through August 1, 2004 are
comparable to the results of our new independent company. This
lack of comparability is primarily due to significant changes in
our operating costs and also because of purchase accounting
adjustments impacting net investment income, policyholder
benefits and claims, interest amortization of deferred
acquisition costs, intangible assets and net realized investment
gains (losses). Additionally, due to the short period from our
inception as an independent company to the end of 2004, as well
as the effect of transitional expense charges associated with
the Acquisition, we do not consider our financial results for
the period from August 2, 2004 through December 31,
2004 to be comparable to those for the years ended
December 31, 2006 and 2005. This summary data should be
read in conjunction with other information contained in this
prospectus, including “Management’s Discussion and
Analysis of Financial Condition and Results of Operations”
and our historical consolidated financial statements and related
notes included elsewhere in this prospectus.
| Predecessor | ||||||||||||||||||||||||||||||||
| Period from | ||||||||||||||||||||||||||||||||
|
August 2 |
January 1 |
|||||||||||||||||||||||||||||||
|
Year Ended |
through |
through |
Year Ended |
|||||||||||||||||||||||||||||
| Six Months Ended June 30, | December 31, |
December 31, |
August 1, |
December 31, | ||||||||||||||||||||||||||||
| 2007 | 2006 | 2006 | 2005 | 2004 | 2004 | 2003 | 2002 | |||||||||||||||||||||||||
| (Unaudited) | (Unaudited) | |||||||||||||||||||||||||||||||
| (In millions, except per share data) | ||||||||||||||||||||||||||||||||
|
Consolidated Income Statement
Data:
|
||||||||||||||||||||||||||||||||
|
Revenues:
|
||||||||||||||||||||||||||||||||
|
Premiums
|
$ | 265.0 | $ | 269.2 | $ | 525.7 | $ | 575.5 | $ | 263.2 | $ | 357.9 | $ | 680.5 | $ | 599.6 | ||||||||||||||||
|
Net investment income
|
490.9 | 490.5 | 984.9 | 994.0 | 411.1 | 693.7 | 1,210.6 | 1,205.3 | ||||||||||||||||||||||||
|
Other revenues
|
32.7 | 29.7 | 56.1 | 58.6 | 27.1 | 43.9 | 63.9 | 62.1 | ||||||||||||||||||||||||
|
Net realized investment gains
(losses)
|
24.5 | (0.5 | ) | 1.7 | 14.1 | 7.0 | 34.9 | (9.6 | ) | (152.3 | ) | |||||||||||||||||||||
|
Total revenues
|
813.1 | 788.9 | 1,568.4 | 1,642.2 | 708.4 | 1,130.4 | 1,945.4 | 1,714.7 | ||||||||||||||||||||||||
|
Benefits and Expenses:
|
||||||||||||||||||||||||||||||||
|
Policyholder benefits and claims
|
136.1 | 147.6 | 264.3 | 327.4 | 127.5 | 223.6 | 381.9 | 341.7 | ||||||||||||||||||||||||
|
Interest credited
|
374.1 | 382.2 | 765.9 | 810.9 | 360.2 | 556.4 | 990.8 | 968.7 | ||||||||||||||||||||||||
30
Table of Contents
| Predecessor | ||||||||||||||||||||||||||||||||
| Period from | ||||||||||||||||||||||||||||||||
|
August 2 |
January 1 |
|||||||||||||||||||||||||||||||
|
Year Ended |
through |
through |
Year Ended |
|||||||||||||||||||||||||||||
| Six Months Ended June 30, | December 31, |
December 31, |
August 1, |
December 31, | ||||||||||||||||||||||||||||
| 2007 | 2006 | 2006 | 2005 | 2004 | 2004 | 2003 | 2002 | |||||||||||||||||||||||||
| (Unaudited) | (Unaudited) | |||||||||||||||||||||||||||||||
| (In millions, except per share data) | ||||||||||||||||||||||||||||||||
|
Other underwriting and operating
expenses
|
141.2 | 129.8 | 260.5 | 273.2 | 123.3 | 182.3 | 324.9 | 267.5 | ||||||||||||||||||||||||
|
Fair value of warrants issued to
investors
|
— | — | — | — | 101.5 | — | — | — | ||||||||||||||||||||||||
|
Interest expense
|
9.3 | 9.8 | 19.1 | 12.4 | 3.5 | — | — | — | ||||||||||||||||||||||||
|
Amortization of deferred policy
acquisition costs
|
9.4 | 7.6 | 14.6 | 11.9 | 1.6 | 34.2 | 51.3 | 40.8 | ||||||||||||||||||||||||
|
Intangible asset amortization
|
— | — | — | — | — | 4.9 | 8.3 | 8.8 | ||||||||||||||||||||||||
|
Total benefits and expenses
|
670.1 | 677.0 | 1,324.4 | 1,435.8 | 717.6 | 1,001.4 | 1,757.2 | 1,627.5 | ||||||||||||||||||||||||
|
Income (loss) from continuing
operations before income taxes
|
143.0 | 111.9 | 244.0 | 206.4 | (9.2 | ) | 129.0 | 188.2 | 87.2 | |||||||||||||||||||||||
|
Provisions for income taxes:
|
||||||||||||||||||||||||||||||||
|
Current
|
49.0 | 59.4 | 92.4 | 22.2 | 21.3 | 0.9 | 42.1 | 58.8 | ||||||||||||||||||||||||
|
Deferred
|
(2.2 | ) | (20.2 | ) | (7.9 | ) | 39.7 | 10.7 | 30.5 | 9.1 | (30.3 | ) | ||||||||||||||||||||
|
Total provision for income taxes
|
46.8 | 39.2 | 84.5 | 61.9 | 32.0 | 31.4 | 51.2 | 28.5 | ||||||||||||||||||||||||
|
Income (loss) from continuing
operations
|
96.2 | 72.7 | 159.5 | 144.5 | (41.2 | ) | 97.6 | 137.0 | 58.7 | |||||||||||||||||||||||
|
Income (loss) from discontinued
operations (net of taxes)
|
— | — | — | 1.0 | (2.4 | ) | 2.3 | 1.7 | 1.5 | |||||||||||||||||||||||
|
Net income (loss)
|
$ | 96.2 | $ | 72.7 | $ | 159.5 | $ | 145.5 | $ | (43.6 | ) | $ | 99.9 | $ | 138.7 | $ | 60.2 | |||||||||||||||
|
Net income per common share:(1)
|
||||||||||||||||||||||||||||||||
|
Basic
|
$ | 7.50 | $ | 5.66 | $ | 12.43 | $ | 11.34 | ||||||||||||||||||||||||
|
Diluted
|
$ | 7.50 | $ | 5.66 | $ | 12.43 | $ | 11.34 | ||||||||||||||||||||||||
|
Weighted average common shares
outstanding:
|
||||||||||||||||||||||||||||||||
|
Basic
|
12.8 | 12.8 | 12.8 | 12.8 | ||||||||||||||||||||||||||||
|
Diluted
|
12.8 | 12.8 | 12.8 | 12.8 | ||||||||||||||||||||||||||||
31
Table of Contents
| Predecessor | ||||||||||||||||||||||||||||||||
| Period from | ||||||||||||||||||||||||||||||||
|
August 2 |
January 1 |
|||||||||||||||||||||||||||||||
|
Year Ended |
through |
through |
Year Ended |
|||||||||||||||||||||||||||||
| Six Months Ended June 30, | December 31, |
December 31, |
August 1, |
December 31, | ||||||||||||||||||||||||||||
| 2007 | 2006 | 2006 | 2005 | 2004 | 2004 | 2003 | 2002 | |||||||||||||||||||||||||
| (Unaudited) | (Unaudited) | |||||||||||||||||||||||||||||||
| (In millions, except per share data) | ||||||||||||||||||||||||||||||||
|
Non-GAAP Financial
Measures(6):
|
||||||||||||||||||||||||||||||||
|
Net operating income (loss)
|
$ | 87.3 | $ | 78.5 | $ | 172.1 | $ | 141.9 | $ | (46.0 | ) | $ | 75.5 | |||||||||||||||||||
|
Net operating income per common
share:
|
||||||||||||||||||||||||||||||||
|
Basic(2)
|
$ | 8.20 | $ | 7.37 | $ | 16.16 | $ | 13.33 | ||||||||||||||||||||||||
|
Diluted(3)
|
$ | 7.57 | $ | 6.83 | $ | 14.94 | $ | 12.45 | ||||||||||||||||||||||||
|
Net operating income weighted
average common shares:
|
||||||||||||||||||||||||||||||||
|
Basic(2)
|
10.6 | 10.6 | 10.6 | 10.6 | ||||||||||||||||||||||||||||
|
Diluted(3)
|
11.5 | 11.5 | 11.5 | 11.4 | ||||||||||||||||||||||||||||
|
Reconciliation to Net Income (Loss):
|
||||||||||||||||||||||||||||||||
|
Net income (loss)
|
$ | 96.2 | $ | 72.7 | $ | 159.5 | $ | 145.5 | $ | (43.6 | ) | $ | 99.9 | |||||||||||||||||||
|
Less: Net realized investment gains
(losses) (net of taxes)
|
15.9 | (0.3 | ) | 1.1 | 9.2 | 4.6 | 22.7 | |||||||||||||||||||||||||
|
Add:
|
||||||||||||||||||||||||||||||||
|
Net realized and unrealized
investment gains (losses) on FIA options (net of taxes)
|
0.7 | (0.7 | ) | 1.4 | (2.9 | ) | 1.3 | (1.7 | ) | |||||||||||||||||||||||
|
Net realized and unrealized
investment gains on equity securities (net of taxes)
|
6.3 | 6.2 | 12.3 | 8.5 | 0.9 | — | ||||||||||||||||||||||||||
|
Net operating income (loss)
|
$ | 87.3 | $ | 78.5 | $ | 172.1 | $ | 141.9 | $ | (46.0 | ) | $ | 75.5 | |||||||||||||||||||
32
Table of Contents
|
As of June 30, |
As of December 31, | |||||||||||||||||||||||
| 2007 | 2006 | 2005 | 2004 | 2003 | 2002 | |||||||||||||||||||
| (Unaudited) | (Unaudited) | |||||||||||||||||||||||
|
Consolidated Balance Sheet
Data:
|
||||||||||||||||||||||||
|
Total investments
|
$ | 16,695.0 | $ | 17,305.3 | $ | 18,332.8 | $ | 19,244.8 | $ | 19,197.6 | $ | 17,913.1 | ||||||||||||
|
Total assets
|
19,845.8 | 20,114.6 | 20,980.1 | 22,182.0 | 22,512.0 | 21,393.6 | ||||||||||||||||||
|
Total debt
|
298.8 | 298.7 | 300.0 | 300.0 | — | — | ||||||||||||||||||
|
Separate account assets
|
1,268.5 | 1,233.9 | 1,188.8 | 1,228.4 | 1,137.4 | 899.2 | ||||||||||||||||||
|
Accumulated other comprehensive
income (loss) (AOCI) (net of taxes)
|
(178.9 | ) | (0.5 | ) | 136.6 | 312.9 | ||||||||||||||||||
|
Total stockholders’ equity
|
1,247.6 | 1,327.3 | 1,404.9 | 1,435.8 | 2,566.7 | 2,244.7 | ||||||||||||||||||
|
Book value per common share:
|
||||||||||||||||||||||||
|
Basic(4)
|
$ | 133.96 | $ | 124.69 | $ | 119.10 | $ | 105.45 | ||||||||||||||||
|
Diluted(5)
|
$ | 128.18 | $ | 120.49 | $ | 115.85 | $ | 104.52 | ||||||||||||||||
|
U.S. Statutory Financial
Information:
|
||||||||||||||||||||||||
|
Statutory capital and surplus
|
$ | 1,304.6 | $ | 1,266.2 | $ | 1,260.1 | $ | 1,138.4 | $ | 1,059.6 | $ | 903.4 | ||||||||||||
|
Asset valuation reserve (AVR)
|
177.4 | 158.4 | 140.9 | 107.6 | 71.5 | 39.5 | ||||||||||||||||||
|
Statutory capital and surplus and
AVR
|
$ | 1,482.0 | $ | 1,424.6 | $ | 1,401.0 | $ | 1,246.0 | $ | 1,131.1 | $ | 942.9 | ||||||||||||
| (1) | Net income per common share (basic and diluted) assumes that all participating securities, including warrants, have been outstanding since the beginning of the period, using the two-class method. |
| (2) | Basic net operating income per common share is calculated based on net operating income divided by common shares outstanding of 10,649,000. | |
| (3) | Diluted net operating income per common share is calculated based on net operating income divided by the weighted average number of common shares and dilutive warrants, assuming the repurchase of common shares with proceeds from the exercise of warrants. Warrants are considered dilutive when the estimated stock price of the company exceeds the warrant strike price of $100. | |
| (4) | Basic book value per common share is calculated based on total stockholders’ equity less AOCI divided by common shares outstanding of 10,649,000. |
| (5) | Diluted book value per common share is calculated based on total stockholders’ equity less AOCI plus the proceeds from the assumed exercise of outstanding warrants, divided by common shares and shares subject to outstanding warrants of 12,830,120 in the aggregate. |
| (6) | Management considers certain non-GAAP financial measures to be a useful supplement to comparable GAAP measures in evaluating our financial performance and condition, including net operating income (loss) and net operating income per common share. Such unaudited measures have been reconciled to their most comparable GAAP financial measures. We believe that these non-GAAP financial measures are valuable because, by excluding certain realized capital gains and losses, many of which are driven by investment decisions and external economic developments unrelated to the insurance and underwriting aspects of the business, they reveal trends that may be otherwise obscured. For a definition of these non-GAAP measures and other metrics used in our analysis, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Use of non-GAAP Financial Measures.” |
33
Table of Contents
You should read the following discussion in conjunction with
the audited and unaudited historical financial statements and
the accompanying notes included in this prospectus, as well as
the discussion under “Selected Historical Consolidated
Financial Data.” This discussion contains forward-looking
statements that involve risks and uncertainties. Our actual
results may differ materially from those discussed in or implied
by any of the forward-looking statements as a result of various
factors, including but not limited to those listed under
“Risk Factors” and “Forward-Looking
Statements.” Our fiscal year ends on December 31 of each
calendar year.
Management considers certain non-GAAP financial measures to
be useful to investors in evaluating our financial performance
and condition including segment pre-tax operating income, net
operating income (loss) and net operating income per common
share. Such measures have been reconciled to their most
comparable GAAP financial measures. For a definition of these
non-GAAP measures and other metrics used in our analysis, see
“— Use of non-GAAP Financial Measures.”
Overview
We are a life insurance company focused on profitable growth in
select group health, retirement, life insurance and employee
benefits markets. Our first day of operations as an independent
company was August 2, 2004 when Symetra acquired a group of
life insurance and investment companies from Safeco Corporation
(the “Acquisition”). Our operations date back to 1957,
and many of our agency and distribution relationships have been
in place for decades. We are headquartered in Bellevue,
Washington and employ over 1,300 people in 25 offices
across the United States, serving over two million customers. As
of June 30, 2007, we had total stockholders’ equity of
$1.2 billion, regulatory capital of $1.5 billion and
total assets of $19.8 billion. Our operating return on
average equity, or operating ROAE, was 13.2%, 13.0%, and 11.9%,
for the twelve month periods ended June 30, 2007,
December 31, 2006 and December 31, 2005, respectively.
We define operating ROAE as net operating income, a non-GAAP
financial measure, divided by average stockholders’ equity
excluding accumulated other comprehensive income. For a
reconciliation of net operating income to net income, please see
page 43.
Our
Operations
We conduct our business through five segments, four of which are
operating:
| • | Group. We offer medical stop-loss insurance, limited medical benefit plans, group life insurance, accidental death and dismemberment insurance and disability insurance mainly to employer groups of 50 to 1,000 individuals. As a result of our recent acquisition of Medical Risk Managers, Inc., we also offer MGU services. | |
| • | Retirement Services. We offer fixed and variable deferred annuities, including tax sheltered annuities, IRAs, and group annuities to qualified retirement plans, including Section 401(k) and 457 plans. We also provide record keeping services for qualified retirement plans invested in mutual funds. | |
| • | Income Annuities. We offer SPIAs for customers seeking a reliable source of retirement income and structured settlement annuities to fund third-party personal injury settlements. | |
| • | Individual. We offer a wide array of term, universal and variable life insurance as well as BOLI. | |
| • | Other. This segment consists of unallocated corporate income, composed primarily of investment income on unallocated surplus, unallocated corporate expenses, interest expense on debt, the results of small, non-insurance businesses that are managed outside of our operating segments and inter-segment elimination entries. |
34
Table of Contents
Revenues
and Expenses
We earn revenues and generate cash primarily from premiums
earned on group life and health and individual insurance
products, cost of insurance, or COI, charges primarily from our
universal life and BOLI products, net investment income, net
realized investment gains and other revenues. Other revenues
include mortality and expense, surrender, and other
administrative charges, revenues from our non-insurance
businesses and revenues from fee arrangements with our
reinsurance partners.
Each operating segment maintains its own portfolio of invested
assets. The realized gains (losses) incurred are reported in the
segment in which they occur. The unallocated portion of net
investment income is reported in the Other segment.
Our primary expenses include interest credited, benefits and
claims and general business and operating expenses, including
commissions. We allocate corporate expenses to each of our
operating segments using multiple factors which include
headcount, allocated capital, account values and time study
results.
Critical
Accounting Policies and Estimates and Recently Issued Accounting
Standards
The accounting policies discussed in this section are those that
we consider to be particularly critical to an understanding of
our financial statements because their application places the
most significant demands on our ability to judge the effect of
inherently uncertain matters on our financial results. For all
of these policies, we caution that future events rarely develop
exactly as forecast, and our management’s best estimates
may require adjustment. For a discussion of recently adopted and
not yet adopted accounting standards, see note 2,
“Summary of Significant Accounting Policies,” from the
notes to our consolidated financial statements included in this
prospectus.
Other-Than-Temporary
Impairments
We analyze investments that meet our impairment criteria to
determine whether the decline in value is other-than-temporary.
The impairment review involves the finance investment management
team, as well as the portfolio asset manager. To make this
determination for each security, we consider both quantitative
and qualitative criteria including:
| • | how long and by how much the fair value has been below cost or amortized cost; | |
| • | the financial condition and near-term prospects of the issuer of the security, including any specific events that may affect its operations or earnings potential, or compliance with terms and covenants of the security; | |
| • | our intent and ability to keep the security long enough for it to recover its value; | |
| • | any downgrades of the security by a rating agency; and | |
| • | any reduction or elimination of dividends or nonpayment of scheduled interest payments. |
Based on the analysis, we make a judgment as to whether the loss
is other-than-temporary. If the loss is other-than-temporary, we
record an impairment charge within net realized investment gains
(losses) in our consolidated statements of operations in the
period that we make the determination. Our impairment policy may
result in an other-than-temporary impairment charge recorded for
a security that has no credit default or credit issues if we do
not have the intent or ability to hold an impaired security long
enough to recover its value. This situation can exist as a
result of certain portfolio management or cash management
strategies. Accordingly, we categorize impairments as either
credit related or other. If we determine that we are not likely
to receive interest or principal amounts based upon the
expectations of the security or due in accordance with the
contractual terms of the security, the impairment is
characterized as credit related. We may also characterize an
impairment as credit related if substantially all of the
decrease in security value is related to issuer credit spreads
widening. The other-than-temporary impairments categorized as
other are primarily related to securities that have declined in
value and for which we are uncertain of our intent and ability
to retain the investment for a period of time to allow recovery
to book value.
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Table of Contents
Deferred
Policy Acquisition Costs
We defer as assets certain costs, generally commissions,
distribution costs and other underwriting costs, that vary with,
and are primarily related to, the production of new and renewal
business. We limit our deferral to acquisition expenses
contained in our product pricing assumptions.
The following table summarizes our DAC balances by segment:
|
As of |
As of |
As of |
||||||||||
|
June 30, |
December 31, |
December 31, |
||||||||||
| 2007 | 2006 | 2005 | ||||||||||
| (Unaudited) | ||||||||||||
| (Dollars In Millions) | ||||||||||||
|
Group
|
3.3 | 4.0 | 5.3 | |||||||||
|
Retirement Services
|
66.6 | 54.5 | 25.5 | |||||||||
|
Income Annuities
|
8.7 | 6.8 | 4.3 | |||||||||
|
Individual
|
28.5 | 22.9 | 13.9 | |||||||||
|
Total
|
107.1 | 88.2 | 49.0 | |||||||||
In our Group segment, the DAC amortization period for group
medical stop-loss policies is one year as these policies are
re-priced on an annual basis.
In our Retirement Services, Income Annuities and Individual
segments, we amortize acquisition costs over the premium paying
period or over the lives of the policies in proportion to the
future estimated gross profits, or EGPs, of each of these
product lines, as follows:
| • | Retirement Services. The DAC amortization period is typically 20 years for the deferred annuities, although most of the DAC amortization occurs within the first 10 years because the EGPs are highest during that period. It is common for deferred annuity policies to lapse after the surrender charge period expires. |
| • | Income Annuities. The DAC amortization period for SPIAs, including structured settlement annuities, is the benefit payment period, which ranges from 5 to 100 years. |
| • | Individual. The DAC amortization period related to universal life and variable life policies is typically 25 years and 20 years, respectively. DAC amortization related to our term life insurance policies is the premium paying period, which ranges from 10 to 30 years. |
To determine the EGPs, we make assumptions as to lapse and
withdrawal rates, expenses, interest margins, mortality
experience, long term equity market return and investment
performance.
Changes to assumptions can have a significant impact on DAC
amortization. In the event actual experience differs from our
assumptions or our future assumptions are revised, we adjust our
EGPs, which could result in a significant increase in
amortization expense. The following would generally cause an
increase in DAC amortization expense: increases to lapse and
withdrawal rates in the current period, increases to expected
future lapse and withdrawal rates, increases to future expected
expense levels, increases to interest margins in the current
period, decreases to expected future interest margins and
decreases to current or expected equity market returns. EGPs are
adjusted quarterly to reflect actual experience to date or to
change underlying key assumptions based on experience studies.
We regularly conduct DAC recoverability analyses. We compare the
current DAC balance with the estimated present value of future
profitability of the underlying business. The DAC balances are
considered recoverable if the present value of future profits is
greater than the current DAC balance.
In connection with our recoverability analyses, we perform
sensitivity analyses on our two most significant DAC balances,
which currently consist of our Retirement Services deferred
annuity product and our Individual universal life product DAC
balances, to capture the effect that certain key assumptions
have on DAC balances. The sensitivity tests are performed
independently, without consideration for any correlation among
the key assumptions.
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Table of Contents
The following depicts the sensitivities for our deferred annuity
and universal life DAC balances: If we changed our future lapse
and withdrawal rate assumptions by a factor of 10%, the effect
on the DAC balance is less than $0.5 million. If we changed
our future expense assumptions by a factor of 10%, the effect on
the DAC balance is less than $0.1 million.
The DAC balance on the date of our acquisition, August 2,
2004 was reset to zero in accordance with purchase accounting.
See “— Our Historical Financial Information and
Purchase Accounting.” Because of this, since the
Acquisition, quarterly updates to our DAC models to reflect
actual experience have led to immaterial changes in the DAC
asset and amortization, and the magnitude of the sensitivities
is currently relatively small. We expect the DAC balance to grow
as we continue to write new business, and as this occurs, we
would expect the sensitivities to grow accordingly. In addition,
depending on the amount and the type of new business written in
the future we may determine that other of our assumptions may
produce significant variations in our financial results.
Funds
Held Under Deposit Contracts
Liabilities for fixed deferred annuity contracts, guaranteed
investment contracts, and universal life policies, including
BOLI, are computed as deposits net of withdrawals made by the
policyholder, plus amounts credited based on contract
specifications, less contract fees and charges assessed, plus
any additional interest. The unamortized purchase accounting
reserve is also included in this balance. See “— Our
Historical Financial Information and Purchase Accounting.”
For SPIAs, including structured settlements, liabilities are
based on discounted amounts of estimated future benefits.
Contingent future benefits are discounted with best-estimate
mortality assumptions, which include provisions for longer life
spans over time. The interest rate pattern used to calculate the
reserves for SPIAs is set at issue for policies issued
subsequent to the Acquisition or based upon prevailing market
interest rates on August 2, 2004 for policies in existence
on the Acquisition date. The interest rates within the pattern
vary over time and start with interest rates that prevailed at
contract issue or on the Acquisition date. As of June 30,
2007, the weighted average implied interest rate on the existing
book of business is currently at 5.9% and will grade to an
ultimate assumed level of 6.7% in approximately 20 years.
Future
Policy Benefits
We compute liabilities for future policy benefits under
traditional individual life and group life insurance policies on
the level premium method, which uses a level premium assumption
to fund reserves. We select the level of premiums at issuance so
that the actuarial present value of future benefits equals the
actuarial present value of future premiums. We set the interest,
mortality and persistency assumptions in the year of issue and
include provisions for adverse deviations. These liabilities are
contingent upon the death of the insured while the policy is in
force. We derive mortality assumptions from both
company-specific and industry statistics. We discount future
benefits at interest rates that vary by year of policy issue,
are graded to the statutory valuation interest rate over time,
and range from 4.0% to 6.0%. Assumptions are made at the time
each policy is issued, and do not change over time unless the
liability amount is determined to be inadequate to cover future
policy benefits. The provisions for adverse deviations are
intended to provide coverage for the risk that actual experience
may be worse than locked-in best-estimate assumptions.
We periodically compare our actual experience with our estimates
of actuarial liabilities for future policy benefits. To the
extent that actual policy benefits differ from the reserves
established for future policy benefits, such differences are
recorded in the results of operations in the period in which the
variances occur, which could result in a decrease in profits, or
possibly losses. No revisions to assumptions within the Future
Policy Benefits liabilities have been necessary and therefore we
have not experienced any impact in our financial results due to
changes in assumptions.
Policy
and Contract Claims
Liabilities for policy and contract claims primarily represent
liabilities for claims under group medical coverages and are
established on the basis of reported losses. We also provide for
claims incurred but not
37
Table of Contents
reported, or IBNR, based on expected loss ratios, claims paying
completion patterns and historical experience. We continually
review estimates for reported but unpaid claims and IBNR. Any
necessary adjustments are reflected in current operating
results. If expected loss ratios increase or expected claims
paying completion patterns extend, the IBNR amount increases.
Use of
non-GAAP Financial Measures
Certain tables in this prospectus include non-GAAP financial
measures. We believe these measures to provide useful
information to investors in evaluating our financial performance
and condition. In the following paragraphs, we provide a
definition of these non-GAAP measures.
Net
operating income
Net operating income (loss), a non-GAAP financial measure,
equals net income (loss), less after-tax net realized investment
gains (losses), plus after-tax net realized and unrealized
investment gains (losses) on equity-related securities held in
our Income Annuities segment and on our FIA hedges.
We believe that net operating income provides greater
transparency than GAAP net income regarding the underlying
performance of our insurance operations. As an example, we could
produce a high level of net income in a given period, despite
poor operating performance, if in that period we generate
significant net realized gains from our investment portfolio.
Realized gains (losses) on our investment portfolio (except for
the realized gains (losses) on our Income Annuities’
equity-related securities and on our FIA hedges, as discussed
below) are primarily driven by investment decisions and external
economic developments, the nature and timing of which are
unrelated to the operating aspects of our business. By
disclosing net operating income in addition to net income, we
aim to provide investors with a view into the performance of our
operations that might otherwise be masked by unrelated factors.
We believe that it is useful for investors to evaluate both net
income and net operating income.
Net operating income includes equity-related realized and
unrealized investment gains (losses) in our Income Annuities
business and realized and unrealized investment gains (losses)
on our FIA hedges in our Retirement Services business. We
include these items because they specifically reflect our
management of certain of our insurance liabilities. For
instance, each year we use the realized gains from our FIA
hedges to fund the interest credited on our FIA product.
Additionally, over the long-term we expect to produce investment
returns in support of our long duration liabilities within
Income Annuities by investing in equities. Since the investment
performance from our FIA hedge program and equity investment
program is reported in realized and unrealized gains (losses),
we include these in our net operating income measure. See
“Segment pre-tax operating income” on page 39 for
further information regarding realized gains (losses) related to
our Income Annuities and Retirement Services segments.
Management and the board of directors of Symetra use net
operating income to evaluate our operations, including assessing
the effectiveness of operating and strategic decisions,
management of insurance liabilities and financial planning. For
instance, we use net operating income to help determine the
renewal interest rates to credit to policyholders in Retirement
Services.
Net income (loss) is the most directly comparable GAAP measure.
Net operating income should not be considered a substitute for
net income. A reconciliation of net operating income to net
income is provided on page 43.
Net
operating income per common share
Net operating income per common share is calculated based on the
non-GAAP financial measure net operating income divided by the
weighted average number of common shares and dilutive warrants
assuming repurchase of common shares with proceeds from the
assumed exercise of warrants. Warrants are considered dilutive
when the estimated stock price of the company exceeds the strike
price of the warrants. We believe this non-GAAP financial
measure presents a useful measure for analyzing our
profitability on a per share basis.
38
Table of Contents
Segment
pre-tax operating income
We use the non-GAAP financial measure segment pre-tax operating
income as an important measure of our operating performance. We
believe that this measure provides investors with a valuable
measure of the performance of our ongoing businesses because it
reveals trends that may be obscured by the effect of certain
realized capital gains and losses. Some realized capital gains
and losses are primarily driven by investment decisions and
external economic developments for which the nature and timing
are unrelated to the insurance and underwriting aspects of our
business. Accordingly, segment pre-tax operating income excludes
the effect of most realized gains and losses. For segment
pre-tax operating income, segment pre-tax income is the most
directly comparable GAAP measure. Segment pre-tax operating
income should not be considered as a substitute for segment
pre-tax income.
When evaluating our Retirement Services segment operating
results, we consider the impact of our hedging program related
to our FIA products. This program consists of buying S&P
500 Index call options. Although we use index options to hedge
the equity return component of our FIA products, the options do
not qualify as hedge instruments or for hedge accounting
treatment. These assets are recorded at fair value as
free-standing derivative assets with the mark-to-market gains or
losses to record the options at fair value recognized in net
realized investment gains (losses). The realized gain or loss on
the options is also recorded in net investment realized gains
(losses). Since the interest incurred on these FIA products is
included as a component of interest credited in our statement of
operations, we believe it is more meaningful to evaluate results
inclusive of the results of the hedge program. Accordingly,
segment pre-tax operating income in our Retirement Services
segment excludes all realized investments gains (losses), except
for realized and unrealized investment gains or (losses) from
our options related to our FIA hedging program.
For our Income Annuities segment, we evaluate the results of
operations including the impact of both realized and unrealized
investment gains (losses) on our equity portfolio because we
believe that equities are an effective investment to fund the
long duration benefit payments in our structured settlements and
SPIA policies. The majority of our investment returns on the
equities in our Income Annuities investment portfolio are
recorded in net realized investment gains (losses) on our
statement of operations and through changes in unrealized gains
(losses) as a component of other comprehensive income. Since the
interest incurred on the long duration benefit payments is
recorded as a component of interest credited, we believe it is
more meaningful to evaluate the results inclusive of our equity
investment program. Accordingly, segment pre-tax operating
income in our Income Annuities segment excludes all realized
investment gains (losses), except for realized and unrealized
investment gains (losses) arising from our equity investment
program held in this segment.
Our
Historical Financial Information and Purchase
Accounting
On August 2, 2004, we completed the Acquisition. The
Acquisition was accounted for using the purchase method under
the Financial Accounting Standards Board’s Statement of
Financial Accounting Standards, or SFAS, No. 141,
Business Combinations. We refer to this purchase method
as purchase GAAP accounting, or PGAAP. Under
SFAS No. 141, the purchase price is allocated to the
estimated fair value of the tangible and identifiable assets
acquired less liabilities assumed at the date of acquisition. In
conjunction with PGAAP for the Acquisition, we were required to
adjust our consolidated balance sheet to fair value. This
resulted in the following:
| • | the book values of our invested assets were increased by $1.0 billion to reset the book value to fair value, based on the prevailing market rates on August 2, 2004. The prevailing market interest rates were relatively low at the time of the Acquisition, which resulted in a significant increase in the book value of our invested assets. We recorded a PGAAP adjustment representing the difference between book value and the fair value of our invested assets. The difference between the updated book value and the par value of our fixed maturities invested assets of $27.0 million is amortized against investment income over the expected life of the invested assets, resulting in a lower earned yield; |
| • | our funds held under deposit contracts, which our invested assets support, were increased to reflect the lower market interest rates compared to interest rates originally used to determine policy pricing and |
39
Table of Contents
| reserving. As a result, our reserves related to fixed deferred annuities, structured settlements, immediate annuities and BOLI products were increased by $1.2 billion; |
| • | our deferred policy acquisition costs, goodwill and intangible asset balances at August 2, 2004 were reset to zero. The PGAAP resulted in a $30.0 million intangible asset related to our discontinued operations, which was received in cash in 2004. In our continuing operations, the purchase accounting resulted in minimal intangibles and no goodwill; and |
| • | all other assets and liabilities were recorded at fair value on August 2, 2004. |
The impact of PGAAP on operating performance for periods
subsequent to the Acquisition resulted in a decrease to
investment income and a decrease to policyholder benefits and
interest credited. In our Retirement Services and Individual
segments, a purchase accounting reserve, or PGAAP reserve, was
established related to the fair value adjustment for our
deferred annuities and BOLI policies. This PGAAP reserve is
amortized as a reduction to policyholder benefits according to
the pattern of profitability of the book of business of policies
in force at the date of the Acquisition. This profitability is
determined based on assumptions regarding the present value of
estimated future gross profits related to the policies in force
on August 2, 2004. In this estimation process, we made
assumptions as to lapse rates, mortality rates, maintenance
expenses, COI charges, credited interest rates, and investment
performance. This pattern resulted in higher PGAAP reserve
amortization in the years immediately following the Acquisition.
Actual profits can vary from the estimates and can thereby
result in increases or decreases to the PGAAP reserve
amortization rate.
The PGAAP adjustment associated with our immediate annuity book
of business was recorded in our income annuities reserve model
by updating the mortality assumptions and the interest rate
pattern used for discounting future benefit payments. This
adjustment resulted in a decrease in interest credited in the
years subsequent to the Acquisition.
As a result of the Acquisition and resulting PGAAP adjustments,
the results of operations for periods prior to August 2,
2004 are not comparable to periods subsequent to that date. Our
2004 results discussed below represent the mathematical addition
of the historical results for (i) the predecessor period
from January 1, 2004 through August 1, 2004 and
(ii) the successor period from August 2, 2004 through
December 31, 2004. This approach is not consistent with
U.S. GAAP and yields results that are not comparable on a
period-to-period basis. However, we believe it is a meaningful
way to compare our operating results for 2004 to our operating
results for 2005 because it would not be meaningful to discuss
the partial period from January 1, 2004 through
August 1, 2004 (Predecessor) separately from the period
from August 2, 2004 through December 31, 2004. The
following table provides a summary of the combination of the
audited consolidated statements of operations for the periods
January 1, 2004 through August 1, 2004 and
August 2, 2004 through December 31, 2004 to the
Combined 2004 (non-GAAP), results:
| Predecessor | ||||||||||||
|
Period From |
Period From |
|||||||||||
|
January 1, |
August 2, |
|||||||||||
|
2004 |
2004 |
|||||||||||
|
through |
through |
Combined |
||||||||||
|
August 1, |
December 31, |
2004 |
||||||||||
| 2004 | 2004 | (non-GAAP) | ||||||||||
| (Dollars in millions) | ||||||||||||
|
Revenues:
|
||||||||||||
|
Premiums
|
$ | 357.9 | $ | 263.2 | $ | 621.1 | ||||||
|
Net investment income
|
693.7 | 411.1 | 1,104.8 | |||||||||
|
Other revenues
|
43.9 | 27.1 | 71.0 | |||||||||
|
Net realized investment gains
|
34.9 | 7.0 | 41.9 | |||||||||
|
Total revenues
|
1,130.4 | 708.4 | 1,838.8 | |||||||||
40
Table of Contents
| Predecessor | ||||||||||||
|
Period From |
Period From |
|||||||||||
|
January 1, |
August 2, |
|||||||||||
|
2004 |
2004 |
|||||||||||
|
through |
through |
Combined |
||||||||||
|
August 1, |
December 31, |
2004 |
||||||||||
| 2004 | 2004 | (non-GAAP) | ||||||||||
| (Dollars in millions) | ||||||||||||
|
Benefits and Expenses:
|
||||||||||||
|
Policyholder benefits and claims
|
223.6 | 127.5 | 351.1 | |||||||||
|
Interest credited
|
556.4 | 360.2 | 916.6 | |||||||||
|
Other underwriting and operating
expenses
|
182.3 | 123.3 | 305.6 | |||||||||
|
Fair value of warrants issued to
investors
|
— | 101.5 | 101.5 | |||||||||
|
Interest expense
|
— | 3.5 | 3.5 | |||||||||
|
Amortization of deferred policy
acquisition costs
|
34.2 | 1.6 | 35.8 | |||||||||
|
Intangible asset amortization
|
4.9 | — | 4.9 | |||||||||
|
Total benefits and expenses
|
1,001.4 | 717.6 | 1,719.0 | |||||||||
|
Income (loss) from continuing
operations before income taxes
|
129.0 | (9.2 | ) | 119.8 | ||||||||
|
Provisions for income taxes:
|
||||||||||||
|
Current
|
0.9 | 21.3 | 22.2 | |||||||||
|
Deferred
|
30.5 | 10.7 | 41.2 | |||||||||
|
Total provision for income taxes
|
31.4 | 32.0 | 63.4 | |||||||||
|
Income (loss) from continuing
operations
|
97.6 | (41.2 | ) | 56.4 | ||||||||
|
Income (loss) from discontinued
operations (net of taxes)
|
2.3 | (2.4 | ) | (0.1 | ) | |||||||
|
Net income (loss)
|
$ | 99.9 | $ | (43.6 | ) | $ | 56.3 | |||||
|
Non-GAAP Financial
Measures:
|
||||||||||||
|
Net operating income (loss)
|
$ | 75.5 | $ | (46.0 | ) | $ | 29.5 | |||||
|
Reconciliation to Net Income (Loss):
|
||||||||||||
|
Net income (loss)
|
$ | 99.9 | $ | (43.6 | ) | $ | 56.3 | |||||
|
Less: Net realized investment gains
(net of taxes)
|
22.7 | 4.6 | 27.3 | |||||||||
|
Add:
|
||||||||||||
|
Net realized and unrealized
investment gains (losses) on FIA options (net of taxes)
|
(1.7 | ) | 1.3 | (0.4 | ) | |||||||
|
Net realized and unrealized
investment gains on equity securities (net of taxes)
|
— | 0.9 | 0.9 | |||||||||
|
Net operating income (loss)
|
$ | 75.5 | $ | (46.0 | ) | $ | 29.5 | |||||
The consolidated statements of operations for the Combined 2004
(non-GAAP) period include allocations of certain expenses from
Safeco Corporation. Safeco Corporation and its affiliates
provided us with personnel, property and facilities in carrying
out certain of our corporate functions. These expenses included
charges for corporate overhead, data processing systems, payroll
and other miscellaneous charges. The allocations were made using
relative percentages, as compared to Safeco Corporation’s
other businesses, of headcount or time studies or on a
specifically identifiable basis such as actual usage, or other
reasonable methods. Safeco Corporation charged us expenses of
$25.2 million for the seven months ended August 1,
2004. Our comparable expenses as a separate, stand alone company
have been lower than the amounts reflected in the Combined 2004
(non-GAAP) statement of operations.
In addition to our four operating segments and our Other
segment, during the year ended December 31, 2005 and prior,
our historical financial statements also include the results of
Symetra Asset Management Company and the majority of the
business of Symetra Services Corporation which are presented in
our
41
Table of Contents
historical financial statements as discontinued operations. For
more information, see note 15, “Discontinued
Operations,” in the notes to our consolidated financial
statements included in this prospectus. These discontinued
operations are not included in the discussions under
“— Results of Operations” section due to their
immateriality and lack of impact on future operating results.
The historical financial information included in this prospectus
has been derived from our financial statements, which have been
prepared as if Symetra had been in existence throughout all
periods shown. The discussions that appear under “—
Results of Operations” encompass our results of operations
and financial condition for the six months ended June 30,
2007 and 2006 and for the years ended December 31, 2006,
2005 and Combined 2004 (non-GAAP).
Results
of Operations
Total
Company
The following discussion should be read in conjunction with our
audited consolidated financial statements and the related notes
included elsewhere in this report. Set forth below is a summary
of our consolidated financial results for the six months ended
June 30, 2007 and 2006 and for the years ended
December 31, 2006, 2005 and Combined 2004 (non-GAAP):
| Year Ended December 31, | ||||||||||||||||||||
|
Combined |
||||||||||||||||||||
| Six Months Ended June 30, |
2004 |
|||||||||||||||||||
| 2007 | 2006 | 2006 | 2005 | (non-GAAP) | ||||||||||||||||
| (Unaudited) | ||||||||||||||||||||
| (Dollars in millions, except per share data) | ||||||||||||||||||||
|
Revenues:
|
||||||||||||||||||||
|
Premiums
|
$ | 265.0 | $ | 269.2 | $ | 525.7 | $ | 575.5 | $ | 621.1 | ||||||||||
|
Net investment income
|
490.9 | 490.5 | 984.9 | 994.0 | 1,104.8 | |||||||||||||||
|
Other revenues
|
32.7 | 29.7 | 56.1 | 58.6 | 71.0 | |||||||||||||||
|
Net realized investment gains
(losses)
|
24.5 | (0.5 | ) | 1.7 | 14.1 | 41.9 | ||||||||||||||
|
Total revenues
|
813.1 | 788.9 | 1,568.4 | 1,642.2 | 1,838.8 | |||||||||||||||
|
Benefits and Expenses:
|
||||||||||||||||||||
|
Policyholder benefits and claims
|
136.1 | 147.6 | 264.3 | 327.4 | 351.1 | |||||||||||||||
|
Interest credited
|
374.1 | 382.2 | 765.9 | 810.9 | 916.6 | |||||||||||||||
|
Other underwriting and operating
expenses
|
141.2 | 129.8 | 260.5 | 273.2 | 305.6 | |||||||||||||||
|
Fair value of warrants issued to
investors
|
— | — | — | — | 101.5 | |||||||||||||||
|
Interest expense
|
9.3 | 9.8 | 19.1 | 12.4 | 3.5 | |||||||||||||||
|
Amortization of deferred policy
acquisition costs
|
9.4 | 7.6 | 14.6 | 11.9 | 35.8 | |||||||||||||||
|
Intangible asset amortization
|
— | — | — | — | 4.9 | |||||||||||||||
|
Total benefits and expenses
|
670.1 | 677.0 | 1,324.4 | 1,435.8 | 1,719.0 | |||||||||||||||
|
Income from continuing operations
before income taxes
|
143.0 | 111.9 | 244.0 | 206.4 | 119.8 | |||||||||||||||
|
Provisions for income taxes
|
||||||||||||||||||||
|
Current
|
49.0 | 59.4 | 92.4 | 22.2 | 22.2 | |||||||||||||||
|
Deferred
|
(2.2 | ) | (20.2 | ) | (7.9 | ) | 39.7 | 41.2 | ||||||||||||
|
Total provision for income taxes
|
46.8 | 39.2 | 84.5 | 61.9 | 63.4 | |||||||||||||||
|
Income from continuing operations
|
96.2 | 72.7 | 159.5 | 144.5 | 56.4 | |||||||||||||||
|
Income (loss) from discontinued
operations (net of taxes)
|
— | — | — | 1.0 | (0.1 | ) | ||||||||||||||
|
Net income
|
$ | 96.2 | $ | 72.7 | $ | 159.5 | $ | 145.5 | $ | 56.3 | ||||||||||
|
Net income per common share(1):
|
||||||||||||||||||||
|
Basic
|
$ | 7.50 | $ | 5.66 | $ | 12.43 | $ | 11.34 | ||||||||||||
|
Diluted
|
$ | 7.50 | $ | 5.66 | $ | 12.43 | $ | 11.34 | ||||||||||||
42
Table of Contents
| Year Ended December 31, | ||||||||||||||||||||
|
Combined |
||||||||||||||||||||
| Six Months Ended June 30, |
2004 |
|||||||||||||||||||
| 2007 | 2006 | 2006 | 2005 | (non-GAAP) | ||||||||||||||||
| (Unaudited) | ||||||||||||||||||||
| (Dollars in millions, except per share data) | ||||||||||||||||||||
|
Weighted average common shares
outstanding:
|
||||||||||||||||||||
|
Basic
|
12.8 | 12.8 | 12.8 | 12.8 | ||||||||||||||||
|
Diluted
|
12.8 | 12.8 | 12.8 | 12.8 | ||||||||||||||||
|
Non-GAAP Financial
Measures:
|
||||||||||||||||||||
|
Net operating income
|
$ | 87.3 | $ | 78.5 | $ | 172.1 | $ | 141.9 | $ | 29.5 | ||||||||||
|
Net operating income per common
share:
|
||||||||||||||||||||
|
Basic(2)
|
$ | 8.20 | $ | 7.37 | $ | 16.16 | $ | 13.33 | ||||||||||||
|
Diluted(3)
|
$ | 7.57 | $ | 6.83 | $ | 14.94 | $ | 12.45 | ||||||||||||
|
Net operating income weighted
average common shares:
|
||||||||||||||||||||
|
Basic(2)
|
10.6 | 10.6 | 10.6 | 10.6 | ||||||||||||||||
|
Diluted(3)
|
11.5 | 11.5 | 11.5 | 11.4 | ||||||||||||||||
|
Reconciliation to Net Income:
|
||||||||||||||||||||
|
Net income
|
$ | 96.2 | $ | 72.7 | $ | 159.5 | $ | 145.5 | $ | 56.3 | ||||||||||
|
Less: Net realized investment
gains (losses) (net of taxes)
|
15.9 | (0.3 | ) | 1.1 | 9.2 | 27.3 | ||||||||||||||
|
Add:
|
||||||||||||||||||||
|
Net realized and unrealized
investment gains (losses) on FIA options (net of taxes)
|
0.7 | (0.7 | ) | 1.4 | (2.9 | ) | (0.4 | ) | ||||||||||||
|
Net realized and unrealized
investment gains on equity securities (net of taxes)
|
6.3 | 6.2 | 12.3 | 8.5 | 0.9 | |||||||||||||||
|
Net operating income
|
$ | 87.3 | $ | 78.5 | $ | 172.1 | $ | 141.9 | $ | 29.5 | ||||||||||
| (1) | Net income per common share (basic and diluted) assumes that all participating securities including warrants have been outstanding since the beginning of the period, using the two-class method. | |
| (2) | Basic net operating income per common share is calculated based on net operating income divided by common shares outstanding of 10,649,000. | |
| (3) | Diluted net operating income per common share is calculated based on net operating income divided by the weighted average number of common shares and dilutive warrants, assuming repurchase of common shares with proceeds from the exercise of warrants. Warrants are considered dilutive when the estimated stock price of the company exceeds the warrant strike price of $100. |
Six
Months Ended June 30, 2007 Compared to Six Months Ended
June 30, 2006
Summary of results. Net income increased
$23.5 million, or 32.3%, to $96.2 million from
$72.7 million. Net operating income increased
$8.8 million, or 11.2%, to $87.3 million from
$78.5 million. This increase was driven by a decrease in
the loss ratio in our Group segment, primarily the medical
stop-loss ratio which decreased to 55.8% from 69.8% as a result
of lower paid claims. We also experienced an increase in the
interest spread on reserves in our Income Annuities segment.
This increase was offset by lower profitability in our
Retirement Services segment due to a decrease in account value
as withdrawals exceeded new deposits and decreased interest
spread driven by a decrease in PGAAP reserve amortization, as
more fully described in “— Policyholder benefits
and claims.”
Premiums. Premiums consist primarily of
revenues from our group life and health and individual life
insurance products, and COI charges on our universal life
insurance and BOLI polices. Premiums decreased
43
Table of Contents
$4.2 million, or 1.6%, to $265.0 million from
$269.2 million. Premiums decreased primarily due to lower
premiums in our Group segment of $4.5 million.
Net investment income. Net investment income
represents the income earned on our investments. Net investment
income increased $0.4 million, or 0.1%, to
$490.9 million from $490.5 million. Of this increase,
$18.7 million was a result of a positive rate variance due
to improved yields which increased to 5.62% from 5.41%. The
increase in yield was primarily due to the reinvestment of funds
in higher yielding securities, an increase in the yield on
short-term investments, the receipt of prepayment consent fees
and a reduction in investment advisory fee expense. This
increase was offset by an $18.3 million decrease which was
due to a decrease in average invested assets to
$17.5 billion from $18.1 billion, primarily in our
Retirement Services segment.
Net realized investment gains (losses). Net
investment gains (losses) consist of realized gains and losses
from the sale or impairment of our investments and unrealized
and realized gains from our derivatives instruments, which
provide an economic hedge on our FIA book of business. Net
realized investment gains increased $25.0 million, to
$24.5 million from $(0.5) million. For the six months
ended June 30, 2007, gross realized gains were
$44.4 million and gross realized losses were
$19.9 million, including impairments of $4.9 million.
For the six months ended June 30, 2006, gross realized
gains were $28.5 million and gross realized losses were
$29.0 million, including impairments of $13.7 million.
The increase in gross realized gains was driven by gains related
to a significant tender offer of certain fixed maturities in our
investment portfolio.
Policyholder benefits and claims. Policyholder
benefits and claims consist of benefits paid and reserve
activity on group life and health and individual life products.
In addition, we record, as a reduction of this expense, PGAAP
reserve amortization related to our fixed deferred annuities and
BOLI policies. The PGAAP reserve is amortized as a reduction to
policyholder benefits according to our expected pattern of
profitability of the book of business of policies in force on
the Acquisition date. This pattern resulted in higher PGAAP
reserve amortization in the years immediately following the
Acquisition. Policyholder benefits and claims decreased
$11.5 million, or 7.8%, to $136.1 million from
$147.6 million. This decrease was primarily due to a
$28.1 million reduction in our group medical stop-loss paid
claims offset by a $7.0 million reduction in PGAAP reserve
amortization, a $4.4 million increase in our Individual
Segment’s paid claims and a $3.0 million increase in
reserves in our Individual segment.
Interest credited. Interest credited
represents interest credited to policyholder reserves and
contractholder general account balances. Interest credited
decreased $8.1 million, or 2.1%, to $374.1 million
from $382.2 million. Of this decrease, $7.1 million
was the result of a decrease in fixed account values in our
Retirement Services segment.
Other underwriting and operating
expenses. Other underwriting and operating
expenses represent non-deferrable costs related to the
acquisition and ongoing maintenance of insurance and investment
contracts, including commissions, policy issuance expenses and
other general operating costs. Other underwriting and operating
expenses increased $11.4 million, or 8.8%, to
$141.2 million from $129.8 million. This increase was
primarily due to a $6.0 million increase in employee
payroll and related benefit expenses and a $1.1 million increase
in incentive compensation. We also incurred $0.9 million of
expenses related to our initial public offering.
Provision for income taxes. The provision for
income taxes increased $7.6 million, to $46.8 million
from $39.2 million, primarily due to the increase in
pre-tax income from continuing operations. The effective tax
rate decreased 2.3% to 32.7% from 35.0% due primarily to an
increase in the tax sheltered affordable housing credits and a
decrease in the adjustment for unrecognized tax benefits, offset
by the effect of the increase in pre-tax income from continuing
operations.
Year
Ended December 31, 2006 Compared to Year Ended
December 31, 2005
Summary of results. Net income increased by
$14.0 million, or 9.6%, to $159.5 million from
$145.5 million. Net operating income increased by
$30.2 million, or 21.3%, to $172.1 million from
44
Table of Contents
$141.9 million, which was primarily due to a decrease in
the loss ratio in our Group segment from 67.5% to 59.6%
resulting from better underwriting experience. Our results also
benefited from an increase in interest spreads on reserves in
our Income Annuities segment and, in our Individual segment,
improved mortality and an increase in our return on assets on
our BOLI policies. This was offset by a decrease in segment
pre-tax operating income in Retirement Services.
Premiums. Premiums decreased
$49.8 million, or 8.7%, to $525.7 million from
$575.5 million. Premiums in our Group segment decreased
$51.0 million, primarily due to higher lapses in our
medical stop-loss business and the termination of an assumed
reinsurance relationship in 2004.
Net investment income. Net investment income
decreased $9.1 million, or 0.9%, to $984.9 million
from $994.0 million. Of this decrease, $36.1 million
was the result of a decrease in the average invested assets to
$18.0 billion from $18.7 billion, primarily in our
Retirement Services segment. This decrease was partially offset
by a positive rate variance of $27.0 million due to
improved yields which increased to 5.48% from 5.33%. The
increase in yield was primarily the result of portfolio
rebalancing.
Net realized investment gains. Net realized
investment gains decreased $12.4 million, or 87.9%, to
$1.7 million from $14.1 million. For 2006, gross
realized gains were $55.1 million and gross realized losses
were $53.4 million, including impairments of
$25.7 million. For 2005, gross realized gains were
$75.5 million and gross realized losses were
$61.3 million, including impairments of $7.7 million.
Policyholder benefits and claims. Policyholder
benefits and claims decreased $63.1 million, or 19.3%, to
$264.3 million from $327.4 million. This decrease was
primarily driven by a $65.2 million decrease in our Group
segment’s medical stop-loss paid claims and a
$7.1 million decrease in our Individual segment’s
claims and benefits, offset by a $9.2 million increase in
our Retirement Services segment related to differences in the
amount of PGAAP reserve amortization.
Interest credited. Interest credited decreased
$45.0 million, or 5.5%, to $765.9 million from
$810.9 million. The decrease was primarily due to a
$25.3 million decrease in interest credited in our
Retirement Services segment related to a decrease in fixed
account values and a $20.7 million decrease in interest
credited in our Income Annuities segment due to a decrease in
reserves as benefit payments exceeded new deposits, mortality
gains and funding services activities.
Other underwriting and operating
expenses. Other underwriting and operating
expenses decreased $12.7 million, or 4.6%, to
$260.5 million from $273.2 million. This was primarily
due to a $6.7 million decrease in operating expenses and a
$7.0 million increase in DAC deferral. The decrease in
operating expenses included $2.4 million related to
information technology transition and $3.2 million related
to distribution expense incurred in 2005.
Interest expense. Interest expense increased
$6.7 million, or 54.0%, to $19.1 million from
$12.4 million, due to an increase in our average interest
rate of 6.0% in 2006 from the average interest rate of 4.1% in
2005. See “— Liquidity and Capital
Resources” for further information.
Amortization of deferred policy acquisition
costs. Amortization of DAC increased
$2.7 million, or 22.7%, to $14.6 million from
$11.9 million. This was related to an increase in the
underlying DAC asset, which increased $39.2 million, or
80%, to $88.2 million from $49.0 million. In
connection with the Acquisition, our DAC asset was reset to zero
on August 2, 2004 and has subsequently been growing as a
result of sales. Our amortization expense is expected to
increase as the underlying DAC asset increases.
Provision for income taxes. The provision for
income taxes increased $22.6 million, to $84.5 million
from $61.9 million, which reflects an increase of the
effective tax rate to 34.6% from 30.0%. In 2005, the effective
tax rate of 30.0% reflects a non-recurring tax benefit for the
release of a valuation allowance related to the utilization of
capital loss carryforwards. In addition, the effective tax rate
in 2006 of 34.6% reflects an increase due to a
true-up of
the permanent tax benefits related to the 2005 federal tax
return as filed.
45
Table of Contents
Year
Ended December 31, 2005 compared to Year Ended
December 31, 2004 (Combined Non-GAAP)
Summary of results. Net income increased by
$89.2 million to $145.5 million from
$56.3 million. Net operating income increased by
$112.4 million to $141.9 million from
$29.5 million. This was primarily related to the
$101.5 million charge in 2004 to record the fair value of
warrants issued to investors. Net operating income in 2005,
benefiting from lower other underwriting and operating expenses
as a result of not incurring corporate overhead expenses from
Safeco and not incurring Acquisition related expenses. In
addition, amortization of deferred policy acquisition costs
decreased due to the Acquisition when DAC was reset to zero.
These positive factors were partially offset by an increase in
the loss ratio in our Group segment from 64.0% to 67.5%.
Premiums. Premiums decreased
$45.6 million, or 7.3%, to $575.5 million from
$621.1 million primarily due to decreased premiums in our
Group segment which decreased $62.3 million as a result of
higher lapses in our medical stop-loss business and the
termination of an assumed reinsurance relationship in 2004. This
was offset by an increase in our Individual segment premiums of
$16.8 million due to a $14.1 million adjustment
related to ceded term reinsurance.
Net investment income. Net investment income
decreased $110.8 million, or 10.0%, to $994.0 million
from $1,104.8 million. This was related to the Acquisition
purchase accounting which resulted in an overall reduction in
investment yields for periods subsequent to the Acquisition.
Other revenues. Other revenues decreased
$12.4 million, or 17.5% to $58.6 million from
$71.0 million. This was primarily due to a
$4.0 million decrease in our Retirement Services segment
fees related to our variable annuities. In addition, in 2004 our
Individual segment recorded a $5.9 million favorable
adjustment related to ceded term reinsurance expense allowances,
which increased 2004 other revenue.
Net realized investment gains. Net realized
investment gains decreased $27.8 million, or 66.3%, to
$14.1 million from $41.9 million. For 2005, gross
realized gains were $75.5 million and gross realized losses
were $61.3 million, including impairments of
$7.7 million. For 2004, gross realized gains were
$110.7 million and gross realized losses were
$68.8 million, including impairments of $10.4 million.
Policyholder benefits and claims. Policyholder
benefits and claims decreased $23.7 million, or 6.8%, to
$327.4 million from $351.1 million. This decrease was
primarily due to a $24.5 million decrease in our Group
segment’s reserves, which corresponds with a related
decrease in premium and a $10.0 million decrease, which
relates to having a full year in the Retirement Services
segment’s PGAAP reserve amortization. This was offset by a
$10.8 million increase in our Individual segment related to
an increase in claims and an adjustment in reserves for a bonus
interest feature on one of our UL products.
Interest credited. Interest credited decreased
$105.7 million, or 11.5%, to $810.9 million from
$916.6 million. This decrease was due to a
$53.1 million decrease in interest credited in our
Retirement Services segment related to a decrease in fixed
account values, a $46.4 million decrease in interest
credited in our Income Annuities segment related to PGAAP and a
$6.2 million decrease in interest credited in our
Individual segment related to BOLI claims experience, which
impacts the credited interest rate.
Other underwriting and operating
expenses. Other underwriting and operating
expenses decreased $32.4 million, or 10.6%, to
$273.2 million from $305.6 million. This was primarily
due to a $17.8 million decrease in our Group segment’s
commission and premium tax expense, corresponding to our lower
sales. The 2005 other underwriting and operating expenses
reflected are not comparable to 2004 during which Safeco
Corporation allocated us costs for the first seven months of
2004 and charged us for transition services for the remaining
five months of 2004.
Fair value of warrants issued to investors. In
connection with the Acquisition, on August 2, 2004, we
issued warrant certificates to the two lead investors. The
warrant holders have the option to purchase
2,181,120 shares of common stock at an exercise price of
$100 per share. We recorded the $101.5 million estimated
fair value of the warrants as a 2004 expense.
Interest expense. Interest expense increased
$8.9 million, to $12.4 million from $3.5 million.
This increase in interest expense was related to the
Acquisition. Prior to August 2, 2004, we had no debt
46
Table of Contents
obligations. On August 2, 2004, we borrowed
$300.0 million against a revolving credit facility to
purchase the life and investment companies. The increase in
interest expense reflects twelve months of interest expense in
2005 compared to five months in 2004.
Amortization of deferred policy acquisition
costs. Amortization of deferred policy
acquisition costs decreased $23.9 million, or 66.8%, to
$11.9 million from $35.8 million. The deferred policy
acquisition costs asset was reset to zero on August 2, 2004
in connection with the Acquisition resulting in lower DAC
amortization in the subsequent periods. The 2004 expense
includes $1.6 million of expense for the five-month period
subsequent to the Acquisition.
Intangible asset amortization. Intangible
asset amortization decreased $4.9 million, or 100%, to zero
from $4.9 million as a result of intangible assets being
reset to zero on the acquisition date.
Provision for income taxes. The provision for
income taxes decreased $1.5 million, to $61.9 million
from $63.4 million which reflects an effective tax rate
decrease to 30.0% from 52.9%. The 2005 effective rate of 30.0%
reflects a non-recurring tax benefit of the release of a tax
valuation allowance related to the utilization of capital loss
carryforward. The 2004 effective tax rate of 52.9% was
significantly in excess of the statutory rate of 35.0% due to
the GAAP expense associated with the issuance of the warrant
certificates, of which the majority is not deductible for tax
purposes. This increase in the 2004 effective rate was offset by
the completion of an IRS audit cycle for tax years 1998 through
2001 and the related favorable adjustment of $8.7 million.
47
Table of Contents
Group
The following table sets forth the results of operations
relating to our Group segment:
| Year Ended December 31, | ||||||||||||||||||||
|
Six Months |
Combined |
|||||||||||||||||||
| Ended June 30, |
2004 |
|||||||||||||||||||
| 2007 | 2006 | 2006 | 2005 | (non-GAAP) | ||||||||||||||||
| (Unaudited) | ||||||||||||||||||||
| (Dollars in millions) | ||||||||||||||||||||
|
Revenues:
|
||||||||||||||||||||
|
Premiums
|
$ | 195.0 | $ | 199.5 | $ | 387.3 | $ | 438.3 | $ | 500.6 | ||||||||||
|
Net investment income
|
8.8 | 9.0 | 18.0 | 19.3 | 22.4 | |||||||||||||||
|
Other revenues
|
6.3 | 5.5 | 10.2 | 11.8 | 14.0 | |||||||||||||||
|
Net realized investment gains
(losses)
|
(0.1 | ) | (0.1 | ) | (0.1 | ) | (0.1 | ) | 0.1 | |||||||||||
|
Total revenues
|
210.0 | 213.9 | 415.4 | 469.3 | 537.1 | |||||||||||||||
|
Benefits and Expenses:
|
||||||||||||||||||||
|
Policyholder benefits and claims
|
107.7 | 132.2 | 230.8 | 296.0 | 320.5 | |||||||||||||||
|
Other underwriting and operating
expenses
|
55.1 | 53.4 | 105.7 | 115.3 | 133.1 | |||||||||||||||
|
Amortization of deferred policy
acquisition costs
|
4.5 | 5.7 | 10.9 | 10.5 | 11.9 | |||||||||||||||
|
Intangible asset amortization
|
— | — | — | — | 0.8 | |||||||||||||||
|
Total benefits and expenses
|
167.3 | 191.3 | 347.4 | 421.8 | 466.3 | |||||||||||||||
|
Segment pre-tax income
|
$ | 42.7 | $ | 22.6 | $ | 68.0 | $ | 47.5 | $ | 70.8 | ||||||||||
|
Non-GAAP Financial
Measures:
|
||||||||||||||||||||
|
Segment pre-tax operating income
|
$ | 42.8 | $ | 22.7 | $ | 68.1 | $ | 47.6 | $ | 70.7 | ||||||||||
|
Reconciliation to segment pre-tax
income:
|
||||||||||||||||||||
|
Segment pre-tax income
|
$ | 42.7 | $ | 22.6 | $ | 68.0 | $ | 47.5 | $ | 70.8 | ||||||||||
|
Less: Net realized investment
gains (losses)
|
(0.1 | ) | (0.1 | ) | (0.1 | ) | (0.1 | ) | 0.1 | |||||||||||
|
Add:
|
||||||||||||||||||||
|
Net realized and unrealized
investment gains on FIA options
|
— | — | — | — | — | |||||||||||||||
|
Net realized and unrealized
investment gains on equity securities
|
— | — | — | — | — | |||||||||||||||
|
Segment pre-tax operating income
|
$ | 42.8 | $ | 22.7 | $ | 68.1 | $ | 47.6 | $ | 70.7 | ||||||||||
48
Table of Contents
The following table sets forth unaudited selected historical
operating metrics relating to our Group segment for the six
months ended June 30, 2007 and 2006 and for the years ended
December 31, 2006, 2005 and Combined 2004 (non-GAAP):
| Year Ended December 31, | ||||||||||||||||||||
|
Six Months Ended |
Combined |
|||||||||||||||||||
| June 30, |
2004 |
|||||||||||||||||||
| 2007 | 2006 | 2006 | 2005 | (non-GAAP) | ||||||||||||||||
| (Dollars in millions) | ||||||||||||||||||||
|
Group loss ratio(1)
|
55.2 | % | 66.3 | % | 59.6 | % | 67.5 | % | 64.0 | % | ||||||||||
|
Expense ratio(2)
|
28.0 | % | 27.2 | % | 27.7 | % | 26.4 | % | 24.0 | % | ||||||||||
|
Combined ratio(3)
|
83.2 | % | 93.5 | % | 87.3 | % | 93.9 | % | 88.0 | % | ||||||||||
|
Medical stop-loss — loss
ratio(4)
|
55.8 | % | 69.8 | % | 62.4 | % | 69.4 | % | 62.3 | % | ||||||||||
|
Total sales(5)
|
$ | 56.4 | $ | 48.6 | $ | 69.1 | $ | 81.9 | $ | 84.1 | ||||||||||
| (1) | Group loss ratio represents policyholder benefits and claims divided by premiums earned. | |
| (2) | Expense ratio is equal to other underwriting and operating expenses of our insurance operations and amortization of DAC divided by premiums earned. | |
| (3) | Combined ratio is equal to the sum of the loss ratio and the expense ratio. | |
| (4) | Medical stop-loss — loss ratio represents medical stop-loss policyholder benefits and claims divided by medical stop-loss premiums earned. | |
| (5) | Total sales represents annualized first-year premiums for group life and health policies and represents earned premiums for our limited medical benefit policies. |
Six
Months Ended June 30, 2007 Compared to Six Months Ended
June 30, 2006
Group summary of results. Our Group
segment’s pre-tax income increased $20.1 million, or
88.9%, to $42.7 million from $22.6 million. Segment
pre-tax operating income increased $20.1 million, or 88.5%,
to $42.8 million from $22.7 million. This increase was
primarily due to lower paid claims, which was reflected in the
reduction of our medical stop-loss loss ratio to 55.8% from
69.8%. In the first quarter of 2006, we experienced an increase
in the number of individual paid claims in excess of
$0.5 million that did not recur in 2007.
Premiums. Premiums decreased
$4.5 million, or 2.3%, to $195.0 million from
$199.5 million. Premiums decreased $1.9 million due to
policy lapses in our medical stop-loss business exceeding sales
and renewal premium rate increases and $1.8 million due to
decreased sales of our limited medical benefits product.
Other revenues. Other revenues increased
$0.8 million, or 14.5%, to $6.3 million from
$5.5 million. Our newly acquired subsidiary, MRM, generated
revenues of $1.5 million, partially offset by a decrease in
revenues from our third party administrator as a result of lower
production.
Policyholder benefits and claims. Policyholder
benefits and claims decreased $24.5 million, or 18.5%, to
$107.7 million from $132.2 million. Paid claims
decreased $28.1 million, partially offset by a
$5.3 million benefit reduction in 2006 due to the decrease
in reserves related to a block of assumed medical stop loss
policies in run-off. The decrease in paid claims is primarily
related to an unusual number of paid claims in excess of
$0.5 million in the first quarter of 2006 that did not
recur in 2007 and strong underwriting results in 2007.
Other underwriting and operating
expenses. Other underwriting and operating
expenses increased $1.7 million, or 3.2%, to
$55.1 million from $53.4 million. This is primarily
due to increases in direct expenses and allocated corporate
expenses of $1.1 million and $1.2 million,
respectively, and a $1.6 million reduction in DAC
deferrals. This is partially offset by $2.8 million of
decreased commissions, which is related to lower average
commission costs on business written and due to the type of
products sold.
49
Table of Contents
Amortization of deferred policy acquisition
costs. Amortization of deferred policy
acquisition costs decreased $1.2 million, or 21.1%, to
$4.5 million from $5.7 million. This decrease was
related to a decrease in the underlying DAC asset, which
decreased to $3.3 million from $4.9 million at
June 30, 2006 due to a refinement in our methodology for
measuring deferable expense in 2007 which decreased DAC
deferrals.
Year
Ended December 31, 2006 Compared to Year Ended
December 31, 2005
Group summary of results. Our Group segment
pre-tax income increased $20.5 million, or 43.2%, to
$68.0 million from $47.5 million. Segment pre-tax
operating income increased $20.5 million, or 43.1%, to
$68.1 million from $47.6 million. This increase was
primarily due to lower paid claims, which was reflected in the
reduction of our loss ratio to 59.6% from 67.5%.
Premiums. Premiums decreased
$51.0 million, or 11.6%, to $387.3 million from
$438.3 million. Premiums decreased $32.6 million due
to higher lapses in our medical stop-loss business and lower new
sales due to disciplined pricing in an aggressive pricing
environment and $15.2 million due to the termination of an
assumed reinsurance relationship at the end of 2004. Group life
premiums decreased $8.2 million because we entered into a
reinsurance arrangement where we cede 50% of premium and risk.
Over the long run we expect this reinsurance arrangement will
enable us to become more competitive in group life insurance.
Partially offsetting these decreases was a $5.0 million
increase related to increased sales of our limited medical
benefits product.
Policyholder benefits and claims. Policyholder
benefits and claims decreased $65.2 million, or 22.0%, to
$230.8 million from $296.0 million. The decrease in
total benefits and claims was primarily related to a decrease in
the book of business as noted in the premium line. In addition,
the 2006 loss ratio decreased 7.9% from 2005 due to a decrease
in paid claims. The lower total loss ratio was driven by the
2006 favorable paid claims experience and the corresponding
impact on assumptions within the reserve models.
Other underwriting and operating
expenses. Other underwriting and operating
expenses decreased $9.6 million, or 8.3%, to
$105.7 million from $115.3 million in 2005. This
decrease was due to a $7.0 million decrease in operating
expenses, and a $5.0 million decrease in commission and
premium tax expense, offset by decreased DAC deferrals,
consistent with decreased premiums.
Year
Ended December 31, 2005 Compared to Year Ended
December 31, 2004 (Combined Non-GAAP)
Group summary of results. Our Group segment
pre-tax income decreased $23.3 million, or 32.9%, to
$47.5 million from $70.8 million. Segment pre-tax
operating income decreased $23.1 million, or 32.7%, to
$47.6 million from $70.7 million. This decrease was
primarily due to an increase in the loss ratio to 67.5% from
64.0%. During a period of aggressive industry pricing, we have
maintained a disciplined underwriting and pricing strategy for
targeted returns, which has resulted in a reduction in the size
of our medical stop-loss premiums written and, correspondingly,
policyholder benefits and claims.
Premiums. Premiums decreased
$62.3 million, or 12.4%, to $438.3 million from
$500.6 million. Premiums decreased $26.4 million due
to higher lapses in our medical stop-loss business and lower new
sales. We relinquished $26.7 million in premiums due to our
decision to terminate an assumed reinsurance relationship in the
fourth quarter of 2004 because we were not confident in the
direction of underwriting and pricing at the ceding company. We
also relinquished $14.8 million in premiums due to our
decision to not renew a significant group life policy on
December 31, 2004 because the employees were concentrated
in a small geographic location, potentially exposing us to a
significant claim in the event of a catastrophic event.
Policyholder benefits and claims. Policyholder
benefits and claims decreased $24.5 million, or 7.6%, to
$296.0 million from $320.5 million. The decrease in
total claims was primarily related to a declining book of
business as noted in the premium line. The total loss ratio
increased from 64.0% to 67.5% due to higher paid claim
experience and the corresponding impact of assumptions within
the reserve models. In addition, reserves were increased during
2004 mainly as a result of the integration to a single reserve
methodology for acquired books of business and direct written
medical-stop loss business.
Other underwriting and operating
expenses. Other underwriting and operating
expenses decreased $17.8 million, or 13.4%, to
$115.3 million from $133.1 million. In 2005,
commission and premium tax
50
Table of Contents
expenses were lower consistent with lower premiums. In addition,
the 2004 results include higher corporate expense allocations
from Safeco Corporation and the allocation of expenses related
to the Acquisition. The 2005 other underwriting and operating
expenses reflected are not comparable to 2004 during which
Safeco Corporation allocated us costs for the first seven months
of 2004 and charged us for transition services for the remaining
five months of 2004.
Amortization of deferred policy acquisition
costs. Amortization of deferred policy
acquisition costs decreased $1.4 million, or 11.8%, to
$10.5 million from $11.9 million. In connection with
the Acquisition, our DAC asset was reset to zero on
August 2, 2004. Our 2004 amortization included seven months
of DAC amortization prior to the Acquisition.
Retirement
Services
The following table sets forth the results of operations
relating to our Retirement Services segment:
|
Six Months |
Year Ended December 31, | |||||||||||||||||||
|
Ended |
Combined |
|||||||||||||||||||
| June 30, |
2004 |
|||||||||||||||||||
| 2007 | 2006 | 2006 | 2005 | (non-GAAP) | ||||||||||||||||
| (Unaudited) | ||||||||||||||||||||
| (Dollars in millions) | ||||||||||||||||||||
|
Revenues:
|
||||||||||||||||||||
|
Premiums
|
$ | — | $ | 0.1 | $ | 0.1 | $ | 0.1 | $ | 0.2 | ||||||||||
|
Net investment income
|
124.5 | 137.7 | 269.8 | 292.8 | 349.2 | |||||||||||||||
|
Other revenues
|
12.4 | 11.6 | 22.8 | 23.2 | 27.2 | |||||||||||||||
|
Net realized investment gains
(losses)
|
(3.7 | ) | (16.4 | ) | (17.0 | ) | (17.1 | ) | 6.5 | |||||||||||
|
Total revenues
|
133.2 | 133.0 | 275.7 | 299.0 | 383.1 | |||||||||||||||
|
Benefits and Expenses:
|
||||||||||||||||||||
|
Policyholder benefits and claims
|
(4.0 | ) | (9.7 | ) | (16.5 | ) | (25.7 | ) | (15.7 | ) | ||||||||||
|
Interest credited
|
84.3 | 91.4 | 186.2 | 211.5 | 264.6 | |||||||||||||||
|
Other underwriting and operating
expenses
|
35.8 | 30.4 | 61.7 | 62.6 | 63.5 | |||||||||||||||
|
Amortization of deferred policy
acquisition costs
|
3.7 | 0.5 | 1.1 | 0.1 | 16.5 | |||||||||||||||
|
Intangible asset amortization
|
— | — | — | — | 0.8 | |||||||||||||||
|
Total benefits and expenses
|
119.8 | 112.6 | 232.5 | 248.5 | 329.7 | |||||||||||||||
|
Segment pre-tax income
|
$ | 13.4 | $ | 20.4 | $ | 43.2 | $ | 50.5 | $ | 53.4 | ||||||||||
|
Non-GAAP Financial
Measures:
|
||||||||||||||||||||
|
Segment pre-tax operating income
|
$ | 18.1 | $ | 35.7 | $ | 62.4 | $ | 63.2 | $ | 46.3 | ||||||||||
|
Reconciliation to segment pre-tax
income:
|
||||||||||||||||||||
|
Segment pre-tax income
|
$ | 13.4 | $ | 20.4 | $ | 43.2 | $ | 50.5 | $ | 53.4 | ||||||||||
|
Less: Net realized investment
gains (losses)
|
(3.7 | ) | (16.4 | ) | (17.0 | ) | (17.1 | ) | 6.5 | |||||||||||
|
Add:
|
||||||||||||||||||||
|
Net realized and unrealized
investment gains (losses) on FIA options
|
1.0 | (1.1 | ) | 2.2 | (4.4 | ) | (0.6 | ) | ||||||||||||
|
Net realized and unrealized
investment gains on equity securities
|
— | — | — | — | — | |||||||||||||||
|
Segment pre-tax operating income
|
$ | 18.1 | $ | 35.7 | $ | 62.4 | $ | 63.2 | $ | 46.3 | ||||||||||
51
Table of Contents
The following table sets forth unaudited selected historical
operating metrics relating to our Retirement Services segment as
of, or for the six months ended June 30, 2007 and 2006 and
for the years ended December 31, 2006, 2005 and Combined
2004 (non-GAAP):
| Year Ended December 31, | ||||||||||||||||||||
|
Combined |
||||||||||||||||||||
| Six Months Ended June 30, |
2004 |
|||||||||||||||||||
| 2007 | 2006 | 2006 | 2005 | (non-GAAP) | ||||||||||||||||
| (Dollars in millions) | ||||||||||||||||||||
|
Account values — Fixed
annuities
|
$ | 4,574.0 | $ | 5,226.8 | $ | 4,922.5 | $ | 5,580.8 | $ | 6,416.4 | ||||||||||
|
Account values —
Variable annuities
|
1,142.8 | 1,057.9 | 1,115.5 | 1,074.5 | 1,114.8 | |||||||||||||||
|
PGAAP reserve balance
|
14.3 | 25.4 | 18.4 | 35.3 | 62.3 | |||||||||||||||
|
Interest spread on average account
values(1)
|
1.70 | % | 1.83 | % | 1.76 | % | 1.58 | % | 1.59 | % | ||||||||||
|
Total sales(2)
|
$ | 248.7 | $ | 253.1 | $ | 573.2 | $ | 390.4 | $ | 326.6 | ||||||||||
| (1) | Interest spread is the difference between net investment yield earned and the credited interest rate to policyholders. The investment yield is the approximate yield on invested assets in the general account attributed to the segment. The credited interest rate is the approximate rate credited on policyholder fixed account values within the segment. Interest credited is subject to contractual terms, including minimum guarantees. Interest spread tends to move gradually over time to reflect market interest rate movements and may reflect actions by management to respond to competitive pressures and profit targets. | |
| (2) | Total sales represent deposits for new policies. |
Six
Months Ended June 30, 2007 Compared to Six Months Ended
June 30, 2006
Retirement Services summary of results. Our
Retirement Services segment pre-tax income decreased
$7.0 million, or 34.3%, to $13.4 million from
$20.4 million. Segment pre-tax operating income decreased
$17.6 million, or 49.3%, to $18.1 million from
$35.7 million. Segment pre-tax operating income decreased
due to a decline in account value as withdrawals exceeded new
deposits, a decrease in interest spread on average account value
driven by lower amortization of the PGAAP reserve, increased
operating expenses and increased DAC amortization.
Net investment income. Net investment income
decreased $13.2 million, or 9.6%, to $124.5 million
from $137.7 million. Of this decrease, $17.9 million
was a result of a decrease in the average invested assets to
$4.9 billion from $5.6 billion. This decrease was
partially offset by a positive rate variance of
$4.7 million due to improved yields related to our
investment portfolio rebalancing strategy, which increased to
5.12% from 4.92%.
Net realized investment gains (losses). Net
realized investment losses decreased $12.7 million, or
77.4%, to $(3.7) million from $(16.4) million. For the
six months ended June 30, 2007, gross realized gains were
$5.9 million and gross realized losses were
$9.6 million, including impairments of $2.5 million.
For the six months ended June 30, 2006, gross realized
gains were $2.0 million and gross realized losses were
$18.4 million, including impairments of $10.7 million.
Policyholder benefits and claims. Policyholder
benefits and claims increased $5.7 million, or 58.8%, to
$(4.0) million from $(9.7) million. This increase was
primarily driven by differences in the amount of PGAAP reserve
amortization. The PGAAP reserve is amortized as a reduction to
policyholder benefits according to our expected pattern of
profitability of the book of business of policies in force at
the time of the Acquisition. This pattern resulted in higher
PGAAP reserve amortization in the years immediately following
the Acquisition.
Interest credited. Interest credited decreased
$7.1 million, or 7.8%, to $84.3 million from
$91.4 million. This decrease is primarily due to a decrease
in fixed account values as withdrawals exceeded deposits, but
was partially offset by a $1.3 million increase in interest
credited on our FIA products, which is a result of 6.0%
year-to-date growth in the S&P 500 Index in 2007 compared
to 1.8% year-to-date growth in the S&P 500 Index in 2006.
52
Table of Contents
Other underwriting and operating
expenses. Other underwriting and operating
expenses increased $5.4 million, or 17.8%, to
$35.8 million from $30.4 million. This increase was
primarily due to a $2.3 million increase in allocated
corporate expenses, a $1.1 million increase in distribution
expenses and a $0.9 million increase in commission
expenses. The increase in allocated corporate expenses was due
primarily to a $1.3 million increase in employee payroll
and benefit expenses.
Amortization of deferred policy acquisition
costs. Amortization of deferred policy
acquisition costs increased $3.2 million to
$3.7 million from $0.5 million. This increase was
related to an increase in the underlying DAC asset, which
increased to $66.6 million from $38.0 million at
June 30, 2006. In connection with the Acquisition, our DAC
asset was reset to zero on August 2, 2004 and has
subsequently been growing as a result of sales of our insurance
products. Our amortization expense is expected to increase as
the underlying DAC asset increases.
Year
Ended December 31, 2006 Compared to Year Ended
December 31, 2005
Retirement Services summary of results. Our
Retirement Services segment pre-tax income decreased
$7.3 million, or 14.5%, to $43.2 million from
$50.5 million due to decreases in our fixed account values
of 11.8%, offset by an increase in our interest spread on
average account values. Segment pre-tax operating income
decreased $0.8 million, or 1.3%, to $62.4 million from
$63.2 million.
Net investment income. Net investment income
decreased $23.0 million, or 7.9%, to $269.8 million
from $292.8 million. Net investment income decreased
$37.0 million primarily due to a decline in the average
invested assets to $5.4 billion from $6.2 billion.
This was partially offset by a positive rate variance of
$14.0 million due to improved yields related to our
investment portfolio rebalancing strategy, which increased to
4.97% from 4.71%.
Net realized investment (losses). Net realized
investment losses decreased $0.1 million, or 0.6%, to
$(17.0) million from $(17.1) million. In 2006, gross
realized gains were $8.7 million, including
$2.2 million related to FIA options and gross realized
losses were $25.7 million, including impairments of
$11.8 million. In 2005, gross realized gains were
$25.5 million and gross realized losses were
$42.6 million, including impairments of $6.6 million
and $4.4 million related to the FIA options. In 2006,
realized gains on FIA options increased $6.6 million, which
offset the increase in interest credited on FIA contracts.
Policyholder benefits and claims. Policyholder
benefits and claims increased $9.2 million, or 35.8%, to
$(16.5) million from $(25.7) million. This was driven
by a reduction in the benefit received from the differences in
the amount of PGAAP reserve amortization.
Interest credited. Interest credited decreased
$25.3 million, or 12.0%, to $186.2 million from
$211.5 million. This decrease was primarily due to a
decrease in contractholder account values, but offset by a
$5.5 million increase in FIA interest credited.
Amortization of deferred policy acquisition
costs. Amortization of deferred policy
acquisition costs increased $1.0 million to
$1.1 million from $0.1 million. This was related to an
increase in the underlying DAC asset, which increased to
$54.5 million from $25.5 million at December 31,
2005. In connection with the Acquisition, our DAC asset was
reset to zero on August 2, 2004 and has subsequently been
growing as a result of sales of our insurance products. Our
amortization expense is expected to increase as the underlying
DAC asset increases.
Year
Ended December 31, 2005 Compared to Year Ended
December 31, 2004 (Combined Non-GAAP)
Retirement Services summary of results. Our
Retirement Services segment pre-tax income decreased
$2.9 million, or 5.4%, to $50.5 million from
$53.4 million. Segment pre-tax operating income increased
$16.9 million, or 36.5% to $63.2 million from
$46.3 million. This was primarily due to reduced DAC
amortization.
Net investment income. Net investment income
decreased $56.4 million, or 16.2%, to $292.8 million
from $349.2 million. This decrease was related to the
Acquisition purchase accounting, which resulted in an
53
Table of Contents
overall reduction in investment yields for periods subsequent to
the purchase date. We subsequently implemented an investment
portfolio rebalancing strategy, which improved investment yields.
Other revenues. Other revenues decreased
$4.0 million, or 14.7%, to $23.2 million from
$27.2 million. This decrease was primarily due to a
$3.3 million decrease of mutual fund fees related to
variable annuities resulting from the sale of mutual funds
operation in 2004. Such fees were not received in 2005.
Net realized investment gains (losses). Net
realized investment gains decreased $23.6 million to
$(17.1) million from $6.5 million. The 2005 gross
realized gains were $25.5 million and gross realized losses
were $42.6 million, including impairments of
$6.6 million. The 2004 realized gains were
$50.8 million and gross realized losses were
$44.2 million, including impairments of $5.0 million.
In 2004, we repositioned the asset portfolio to more effectively
match the duration of our liabilities. This activity generated
realized gains that were not repeated in 2005.
Policyholder benefits and claims. Policyholder
benefits and claims decreased $10.0 million, or 63.7%, to
$(25.7) million from $(15.7) million. This was driven
by an increase in the benefit received from the change in the
PGAAP reserve. The 2004 PGAAP reserve reduction represented a
five month period compared to twelve months in 2005.
Interest credited. Interest credited decreased
$53.1 million, or 20.1%, to $211.5 million from
$264.6 million. This decrease was primarily due to a
decrease in contractholder account values.
Other underwriting and operating
expenses. Other underwriting and operating
expenses decreased $0.9 million, or 1.4%, to
$62.6 million from $63.5 million. The 2005 other
underwriting and operating expenses reflected are not comparable
to 2004 during which Safeco Corporation allocated us costs for
the first seven months of 2004 and charged us for transition
services for the remaining five months of 2004.
Amortization of deferred policy acquisition
costs. Amortization of deferred policy
acquisition costs decreased $16.4 million, or 99.4%, to
$0.1 million from $16.5 million. In connection with
the Acquisition, our DAC asset was reset to zero on
August 2, 2004. Our 2004 amortization included seven months
of DAC amortization prior to the Acquisition.
54
Table of Contents
Income
Annuities
The following table sets forth the results of operations
relating to our Income Annuities segment:
| Year Ended December 31, | ||||||||||||||||||||
|
Six Months |
Combined |
|||||||||||||||||||
| Ended June 30, |
2004 |
|||||||||||||||||||
| 2007 | 2006 | 2006 | 2005 | (non-GAAP) | ||||||||||||||||
| (Unaudited) | ||||||||||||||||||||
| (Dollars in millions) | ||||||||||||||||||||
|
Revenues:
|
||||||||||||||||||||
|
Net investment income
|
$ | 223.8 | $ | 217.7 | $ | 439.0 | $ | 441.4 | $ | 474.4 | ||||||||||
|
Other revenues
|
0.5 | 0.4 | 0.8 | 0.5 | 0.5 | |||||||||||||||
|
Net realized investment gains
|
24.2 | 15.4 | 16.8 | 17.4 | 9.5 | |||||||||||||||
|
Total revenues
|
248.5 | 233.5 | 456.6 | 459.3 | 484.4 | |||||||||||||||
|
Benefits and Expenses:
|
||||||||||||||||||||
|
Interest credited
|
183.8 | 187.0 | 371.8 | 392.5 | 438.9 | |||||||||||||||
|
Other underwriting and operating
expenses
|
11.7 | 10.6 | 21.6 | 19.4 | 16.8 | |||||||||||||||
|
Amortization of deferred policy
acquisition costs
|
0.5 | 0.3 | 0.6 | 0.3 | — | |||||||||||||||
|
Total benefits and expenses
|
196.0 | 197.9 | 394.0 | 412.2 | 455.7 | |||||||||||||||
|
Segment pre-tax income
|
$ | 52.5 | $ | 35.6 | $ | 62.6 | $ | 47.1 | $ | 28.7 | ||||||||||
|
Non-GAAP Financial
Measures:
|
||||||||||||||||||||
|
Segment pre-tax operating income
|
$ | 38.0 | $ | 29.8 | $ | 64.7 | $ | 42.8 | $ | 20.5 | ||||||||||
|
Reconciliation to segment pre-tax
income:
|
||||||||||||||||||||
|
Segment pre-tax income
|
$ | 52.5 | $ | 35.6 | $ | 62.6 | $ | 47.1 | $ | 28.7 | ||||||||||
|
Less: Net realized investment gains
|
24.2 | 15.4 | 16.8 | 17.4 | 9.5 | |||||||||||||||
|
Add:
|
||||||||||||||||||||
|
Net realized and unrealized
investment gains on FIA options
|
— | — | — | — | — | |||||||||||||||
|
Net realized and unrealized
investment gains on equity securities
|
9.7 | 9.6 | 18.9 | 13.1 | 1.3 | |||||||||||||||
|
Segment pre-tax operating income
|
$ | 38.0 | $ | 29.8 | $ | 64.7 | $ | 42.8 | $ | 20.5 | ||||||||||
The following table sets forth unaudited selected historical
operating metrics relating to our Income Annuities segment as
of, or for the six months ended June 30, 2007 and 2006 and
for the years ended December 31, 2006, 2005, and Combined
2004 (non-GAAP):
| Year Ended December 31, | ||||||||||||||||||||
|
Combined |
||||||||||||||||||||
| Six Months Ended June 30, |
2004 |
|||||||||||||||||||
| 2007 | 2006 | 2006 | 2005 | (non-GAAP) | ||||||||||||||||
| (Dollars in millions) | ||||||||||||||||||||
|
Reserves(1)
|
$ | 6,964.8 | $ | 7,097.9 | $ | 7,012.6 | $ | 7,176.0 | $ | 7,285.0 | ||||||||||
|
Interest spread on reserves(2)
|
0.90 | % | 0.74 | % | 0.76 | % | 0.67 | % | 0.16 | % | ||||||||||
|
Mortality gains(3)
|
$ | 1.8 | $ | 2.7 | $ | 6.3 | $ | 0.8 | $ | 3.8 | ||||||||||
|
Total sales(4)
|
63.0 | 45.8 | 96.6 | 93.1 | 76.0 | |||||||||||||||
| (1) | Reserves represent the present value of future income annuity benefits and assumed expenses, discounted by the assumed interest rate. This metric represents the amount of our in-force book of business. |
55
Table of Contents
| (2) | Interest spread is the difference between net investment yield earned and the credited interest rate on policyholder reserves. The investment yield is the approximate yield on invested assets in the general account attributed to the segment. This yield includes both realized and unrealized gains on our equity investments that back the policyholder reserves. The credited interest rate is the approximate rate credited on policyholder reserves within the segment and excludes the gains and losses from funding services and mortality. | |
| (3) | Mortality gains (losses) represents the difference between actual and expected reserves released on death of a life contingent annuity. | |
| (4) | Sales represent deposits for new policies. |
Six
Months Ended June 30, 2007 Compared to Six Months Ended
June 30, 2006
Income Annuities summary of results. Our
Income Annuities segment pre-tax income increased
$16.9 million, or 47.5%, to $52.5 million from
$35.6 million. Segment pre-tax operating income increased
$8.2 million, or 27.5%, to $38.0 million from
$29.8 million. Segment pre-tax operating income increased
due to increased funding services activity and an increased
interest spread on reserves driven by improved net investment
yields primarily from equity instrument returns and returns on
investments in limited partnerships. These increases were
partially offset by a decrease in mortality gain of
$0.9 million. The Income Annuities reserve covers payout
commitments that extend well beyond 40 years. We invest in
equities and equity-like investments to fund the longest part of
this liability. The Income Annuities’ equity portfolio
outperformed the S&P 500 by 1.6% for the six months ended
June 30, 2007.
Net investment income. Net investment income
increased $6.1 million, or 2.8%, to $223.8 million
from $217.7 million. Of this increase, $9.4 million
related to improved yields in our hedge fund portfolio. This
increase was partially offset by a $3.2 million decrease
related to a decrease in average invested assets, which
decreased to $7.2 billion from $7.3 billion.
Net realized investment gains (losses). Net
investment gains increased $8.8 million, or 57.1%, to
$24.2 million from $15.4 million. For the six months
ended June 30, 2007, gross realized gains were
$29.8 million and gross realized losses were
$5.6 million, including impairments of $1.6 million.
For the six months ended June 30, 2006, gross realized
gains were $19.5 million and gross realized losses were
$4.1 million, including impairments of $0.9 million.
We had higher realized gains in 2007 primarily due to gains
related to a significant tender offer related to certain fixed
maturities in our investment portfolio.
Interest credited. Interest credited decreased
$3.2 million, or 1.7%, to $183.8 million from
$187.0 million. This decrease was due to a decrease in
reserves as a result of benefit payments exceeding new deposits
and funding services activity.
Other underwriting and operating
expenses. Other underwriting and operating
expenses increased $1.1 million, or 10.4%, to
$11.7 million from $10.6 million. This increase was
mainly due to a $0.9 million increase in allocated
corporate expenses, primarily related to increased employee
payroll and benefit expenses.
Year
Ended December 31, 2006 Compared to Year Ended
December 31, 2005
Income Annuities summary of results. Our
Income Annuities segment pre-tax income increased
$15.5 million, or 32.9%, to $62.6 million from
$47.1 million. This was due to an increase in mortality
gains, increased interest spread on reserves from improved
yields and funding services activity. Segment pre-tax operating
income increased $21.9 million, or 51.2%, to
$64.7 million from $42.8 million. This was due to the
increase in segment pre-tax income and $5.8 million
increase in net realized and unrealized investment gains on
equity securities. Our total equity portfolio, mainly in Income
Annuities, outperformed the S&P 500 by 10.3% and 26.0%
for the years ended December 31, 2006 and 2005,
respectively.
Net investment income. Net investment income
decreased $2.4 million, or 0.5%, to $439.0 million
from $441.4 million. Of this decrease, $6.3 million
was related to a decrease in the average invested assets, which
decreased to $7.2 billion at December 31, 2006 from
$7.4 billion at December 31, 2005. This decrease was
offset by a $3.9 million increase related to improved
yields, which increased to 6.06% from 6.00%.
56
Table of Contents
Net realized investment gains. Net realized
investment gains decreased $0.6 million, or 3.4%, to
$16.8 million from $17.4 million. In 2006, gross
realized gains were $32.9 million and gross realized losses
were $16.0 million, including impairments of
$9.4 million. In 2005, gross realized gains were
$27.0 million and gross realized losses were
$9.6 million, including impairments of $0.3 million.
Interest credited. Interest credited decreased
$20.7 million, or 5.3%, to $371.8 million from
$392.5 million. This decrease was due to a decrease in
reserves as a result of benefit payments exceeding new deposits,
favorable mortality gains and funding services activity.
Other underwriting and operating
expenses. Other underwriting and operating
expenses increased $2.2 million, or 11.3%, to
$21.6 million from $19.4 million. The increase of
$2.2 million was primarily due to the launching of our
funding services operations in mid 2005.
Amortization of deferred policy acquisition
costs. Amortization of deferred policy
acquisition costs increased $0.3 million, or 100.0%, to
$0.6 million from $0.3 million. This increase in
amortization was related to an increase in the underlying DAC
asset, which increased to $6.8 million from
$4.3 million. Our DAC asset has been growing since the
Acquisition as a result of sales of our insurance products. Our
amortization expense was expected to increase as the underlying
DAC asset increases.
Year
Ended December 31, 2005 Compared to Year Ended
December 31, 2004 (Combined Non-GAAP)
Income Annuities summary of results. Our
Income Annuities segment pre-tax income increased
$18.4 million, or 64.1%, to $47.1 million from
$28.7 million and segment pre-tax operating income
increased $22.3 million, to $42.8 million from
$20.5 million. The segment pre-tax operating income
increased due to an increase in our interest spread on reserves
and an $11.8 million increase in net realized and
unrealized investment gains on equity securities. We gradually
built up our equity portfolio over the course of 2005.
Net investment income. Net investment income
decreased $33.0 million, or 7.0%, to $441.4 million
from $474.4 million. This decrease was primarily related to
the Acquisition purchase accounting, which resulted in an
overall reduction in investment yields for periods subsequent to
the Acquisition.
Net realized investment gains. Net realized
investment gains increased $7.9 million, or 83.2%, to
$17.4 million from $9.5 million. In 2005, gross
realized gains were $27.0 million and gross realized losses
were $9.6 million, including impairments of
$0.3 million. In 2004, gross realized gains were
$23.3 million and gross realized losses were
$13.8 million, including impairments of $2.6 million.
Interest credited. Interest credited decreased
$46.4 million, or 10.6%, to $392.5 million from
$438.9 million. The credited rate inherent in the reserves
was reduced as a result of purchase accounting.
Other underwriting and operating
expenses. Other underwriting and operating
expenses increased $2.6 million, or 15.5%, to
$19.4 million from $16.8 million. This increase was
primarily due to increased professional services fees and costs
of launching our funding services operations. The 2005 other
underwriting and operating expenses reflected are not comparable
to 2004 during which Safeco Corporation allocated us costs for
the first seven months of 2004 and charged us for transition
services for the remaining five months of 2004.
57
Table of Contents
Individual
The following table sets forth the results of operations
relating to our Individual segment:
| Year Ended December 31, | ||||||||||||||||||||
|
Six Months |
Combined |
|||||||||||||||||||
| Ended June 30, |
2004 |
|||||||||||||||||||
| 2007 | 2006 | 2006 | 2005 | (non-GAAP) | ||||||||||||||||
| (Unaudited) | ||||||||||||||||||||
| (Dollars in millions) | ||||||||||||||||||||
|
Revenues:
|
||||||||||||||||||||
|
Premiums
|
$ | 70.0 | $ | 69.6 | $ | 138.3 | $ | 137.1 | $ | 120.3 | ||||||||||
|
Net investment income
|
120.3 | 114.7 | 232.8 | 222.6 | 228.3 | |||||||||||||||
|
Other revenues
|
7.1 | 6.8 | 12.9 | 14.0 | 21.0 | |||||||||||||||
|
Net realized investment gains
(losses)
|
0.1 | (1.9 | ) | (3.8 | ) | 1.3 | 8.0 | |||||||||||||
|
Total revenues
|
197.5 | 189.2 | 380.2 | 375.0 | 377.6 | |||||||||||||||
|
Benefits and Expenses:
|
||||||||||||||||||||
|
Policyholder benefits and claims
|
32.4 | 25.1 | 50.0 | 57.1 | 46.3 | |||||||||||||||
|
Interest credited
|
106.4 | 103.9 | 208.2 | 206.9 | 213.1 | |||||||||||||||
|
Other underwriting and operating
expenses
|
29.3 | 28.6 | 57.4 | 61.4 | 64.6 | |||||||||||||||
|
Amortization of deferred policy
acquisition costs
|
0.8 | 1.0 | 2.0 | 1.0 | 7.4 | |||||||||||||||
|
Intangible asset amortization
|
— | — | — | — | 1.7 | |||||||||||||||
|
Total benefits and expenses
|
168.9 | 158.6 | 317.6 | 326.4 | 333.1 | |||||||||||||||
|
Segment pre-tax income
|
$ | 28.6 | $ | 30.6 | $ | 62.6 | $ | 48.6 | $ | 44.5 | ||||||||||
|
Non-GAAP Financial
Measures:
|
||||||||||||||||||||
|
Segment pre-tax operating income
|
$ | 28.5 | $ | 32.5 | $ | 66.4 | $ | 47.3 | $ | 36.5 | ||||||||||
|
Reconciliation to segment pre-tax
income:
|
||||||||||||||||||||
|
Segment pre-tax income
|
$ | 28.6 | $ | 30.6 | $ | 62.6 | $ | 48.6 | $ | 44.5 | ||||||||||
|
Less: Net realized investment
gains (losses)
|
0.1 | (1.9 | ) | (3.8 | ) | 1.3 | 8.0 | |||||||||||||
|
Add:
|
||||||||||||||||||||
|
Net realized and unrealized
investment gains on FIA options
|
— | — | — | — | — | |||||||||||||||
|
Net realized and unrealized
investment gains on equity securities
|
— | — | — | — | — | |||||||||||||||
|
Segment pre-tax operating income
|
$ | 28.5 | $ | 32.5 | $ | 66.4 | $ | 47.3 | $ | 36.5 | ||||||||||
58
Table of Contents
The following table sets forth unaudited selected historical
operating metrics relating to our Individual segment as of, or
for the six months ended June 30, 2007 and 2006 and for the
years ended December 31, 2006, 2005 and Combined 2004 (non-GAAP):
| Year Ended December 31, | ||||||||||||||||||||
|
Six Months Ended |
Combined |
|||||||||||||||||||
| June 30, |
2004 |
|||||||||||||||||||
| 2007 | 2006 | 2006 | 2005 | (non-GAAP) | ||||||||||||||||
| (Dollars in millions) | ||||||||||||||||||||
|
Insurance in force(1)
|
$ | 52,180.7 | $ | 52,301.9 | $ | 52,295.3 | $ | 51,796.9 | $ | 50,499.3 | ||||||||||
|
Mortality ratio(2)
|
92.6 | % | 81.6 | % | 74.7 | % | 79.4 | % | 79.6 | % | ||||||||||
|
BOLI account value(3)
|
$ | 3,443.7 | $ | 3,287.6 | $ | 3,346.8 | $ | 3,224.6 | $ | 3,115.2 | ||||||||||
|
UL/VUL account value(3)
|
569.8 | 562.2 | 565.1 | 561.1 | 561.2 | |||||||||||||||
|
PGAAP reserve balance
|
69.3 | 85.4 | 77.1 | 94.5 | 115.0 | |||||||||||||||
|
BOLI ROA(4)
|
1.23 | % | 1.14 | % | 1.18 | % | 0.97 | % | 1.04 | % | ||||||||||
|
UL interest spread(5)
|
1.20 | % | 1.31 | % | 1.31 | % | 0.66 | % | 1.51 | % | ||||||||||
|
Total sales(6)
|
$ | 4.7 | $ | 4.9 | $ | 9.3 | $ | 11.8 | $ | 14.8 | ||||||||||
| (1) | Insurance in force represents dollar face amounts of policies. |
| (2) | Mortality ratio represents actual mortality experience as a percentage of benchmark. Benchmark is based on the 90-95 Society of Actuaries, or SOA, mortality table applied to current in force business. This ratio excludes BOLI mortality experience. |
| (3) | Account Value — BOLI Accounts and universal life/variable universal life, or UL/VUL, represents Symetra’s liability to the policyholder. | |
| (4) | The BOLI ROA is a measure of the gross margin on our BOLI book of business. This metric is calculated as the difference between our BOLI revenue earnings rate and our BOLI policy benefits rate. The revenue earnings rate is calculated as total revenues net of allocated surplus investment income divided by average invested assets. The policy benefits rate is calculated as total policy benefits divided by average account value. The policy benefits used in this metric do not include expenses. | |
| (5) | Interest spread is the difference between net investment yield earned and the credited interest rate to policyholders. The investment yield is the approximate yield on invested assets in the general account attributed to the UL policies. The credited interest rate is the approximate rate credited on UL policyholder fixed account values. Interest credited to UL policyholders’ account values is subject to contractual terms, including minimum guarantees. Interest credited tends to move gradually over time to reflect market interest rate movements and may reflect actions by management to respond to competitive pressures and profit targets. | |
| (6) | Total sales represent annualized first year premiums and deposits for new policies. |
Six
Months Ended June 30, 2007 Compared to Six Months Ended
June 30, 2006
Individual Summary of Results. Our Individual
segment pre-tax income decreased $2.0 million, or 6.5%, to
$28.6 million from $30.6 million. Segment pre-tax
operating income decreased $4.0 million, or 12.3%, to
$28.5 million from $32.5 million. This decrease was
primarily due to reserve increases and an increase in mortality
in 2007 compared to 2006, partially offset by increased BOLI ROA
and UL interest spreads on growing BOLI and UL account values
and improved investment yields.
Net investment income. Net investment income
increased $5.6 million, or 4.9%, to $120.3 million
from $114.7 million. Of this increase, $3.4 million
related to improved yields, which increased to 5.39% from 5.24%,
and $2.3 million related to an increase in the average
invested assets, which increased to $4.5 billion from
$4.4 billion.
Net realized investment gains (losses). Net
realized investment gains (losses) increased $2.0 million
to $0.1 million from $(1.9) million. For the six
months ended June 30, 2007, gross realized gains were
59
Table of Contents
$1.2 million and gross realized losses were
$1.1 million, including impairments of $0.1 million.
For the six months ended June 30, 2006, gross realized
gains were $1.4 million and gross realized losses were
$3.3 million, including impairments of $1.3 million.
Policyholder benefits and claims. Policyholder
benefits and claims increased $7.3 million, or 29.1%, to
$32.4 million from $25.1 million. Claims increased
$4.4 million mainly related to universal life and BOLI
general account claims. Reserves increased $3.0 million due
to changes in reserve assumptions and a refinement of our
reserve methodology implemented in connection with an actuarial
reserving software conversion and a reduction in the benefit
received from PGAAP reserve amortization. These increases were
offset by a reduction of our term life reserves due to a
reduction in the block size.
Interest credited. Interest credited increased
$2.5 million, or 2.4%, to $106.4 million from
$103.9 million. This increase was primarily due to an
increase in our BOLI account values, offset by decreased
interest related to our BOLI separate account policies, for
which policyholder interest credited is adjusted based on claims
experience.
Year
Ended December 31, 2006 Compared to Year Ended
December 31, 2005
Individual summary of results. Our Individual
segment pre-tax income increased $14.0 million, or 28.8%,
to $62.6 million from $48.6 million. Segment pre-tax
operating income increased $19.1 million, or 40.4%, to
$66.4 million from $47.3 million. This increase was
primarily the result of a higher return on our average BOLI
account values, as evidenced by the increase in the BOLI ROA,
and favorable mortality. In addition, our UL/VUL account values
and interest spreads increased.
Net investment income. Net investment income
increased $10.2 million, or 4.6%, to $232.8 million
from $222.6 million in 2005. There was a $5.3 million
increase related to improved yields which increased to 5.30%
from 5.18%. In addition, there was a $4.8 million increase
related to a higher average invested assets, which increased to
$4.4 billion at December 31, 2006 from
$4.3 billion at December 31, 2005.
Net realized investment gains (losses). Net
realized investment gains (losses) decreased $5.1 million
to $(3.8) million from $1.3 million. In 2006, gross
realized gains were $2.1 million and gross realized losses
were $5.9 million, including impairments of
$2.9 million. In 2005, gross realized gains were
$8.7 million and gross realized losses were
$7.4 million, including impairments of $0.7 million.
Policyholder benefits and claims. Policyholder
benefits and claims decreased $7.1 million, or 12.4%, to
$50.0 million from $57.1 million. This decrease was
due to favorable mortality experience in 2006 and non-recurring
reserve adjustments in 2005 offset by lower PGAAP reserve
amortization in 2006. The PGAAP reserve is amortized as a
reduction to policyholder benefits according to our expected
pattern of profitability of the policies in force at the date of
the Acquisition. This pattern resulted in increased PGAAP
reserve amortization in the years immediately following the
Acquisition. In 2005, we experienced a reserve increase for a
persistency bonus interest feature in one of our universal life
contracts due to a refinement in our calculation methodology. In
addition, we increased reserves on an old book of term policies
to apply consistent reserve factors for all term policies.
Other underwriting and operating
expenses. Other underwriting and operating
expenses decreased $4.0 million, or 6.5%, to
$57.4 million from $61.4 million. This decrease was
due to a decrease in sales-related expenses including
commissions and premium taxes.
Year
Ended December 31, 2005 Compared to Year Ended
December 31, 2004 (Combined Non-GAAP)
Individual summary of results. Our Individual
segment pre-tax income increased $4.1 million, or 9.2%, to
$48.6 million from $44.5 million. Segment pre-tax
operating income increased $10.8 million, or 29.6%, to
$47.3 million from $36.5 million. This increase was
primarily due to a $6.4 million reduction in DAC
amortization and a $1.7 million reduction in intangible
asset amortization. The increase was offset by a decrease in UL
spreads.
60
Table of Contents
Premiums. Premiums increased
$16.8 million, or 14.0%, to $137.1 million from
$120.3 million. Individual premiums increased primarily due
to a $14.1 million adjustment in 2004 related to ceded term
reinsurance, which resulted in a decrease in 2004 premiums and a
$2.3 million increase in BOLI COI charges.
Net investment income. Net investment income
decreased $5.7 million, or 2.5%, to $222.6 million
from $228.3 million. This decrease was related to the
Acquisition purchase accounting, which resulted in an overall
reduction in investment yields for periods subsequent to the
purchase date.
Other revenues. Other revenues decreased
$7.0 million, or 33.3%, to $14.0 million from
$21.0 million. This decrease was primarily due to a
$5.9 million adjustment in 2004 related to ceded term
reinsurance expense allowances, which resulted in an increase in
2004 other revenues.
Policyholder benefits and claims. Policyholder
benefits and claims increased $10.8 million, or 23.3%, to
$57.1 million from $46.3 million. This increase was
primarily driven by an increase of $8.5 million in BOLI
claims.
Interest credited. Interest credited decreased
$6.2 million, or 2.9%, to $206.9 million from
$213.1 million. This decrease was related to our BOLI
separate account policies, for which policyholder interest
credited is adjusted based on claims experience.
Other underwriting and operating
expenses. Other underwriting and operating
expenses decreased $3.2 million, or 5.0%, to
$61.4 million from $64.6 million. This decrease was
due to a decrease in sales-related expenses including
commissions and premium taxes. The 2005 other underwriting and
operating expenses reflected are not comparable to 2004 during
which Safeco Corporation allocated us costs for the first seven
months of 2004 and charged us for transition services for the
remaining five months of 2004.
Amortization of deferred policy acquisition
costs. Amortization of deferred policy
acquisition costs decreased $6.4 million, or 86.5%, to
$1.0 million from $7.4 million. In connection with the
Acquisition, our DAC asset was reset to zero on August 2,
2004. Our 2004 amortization included seven months of DAC
amortization prior to the Acquisition.
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Table of Contents
Other
The following table sets forth the results of operations
relating to our Other segment:
|
Six Months |
Year Ended December 31, | |||||||||||||||||||
|
Ended |
Combined |
|||||||||||||||||||
| June 30, |
2004 |
|||||||||||||||||||
| 2007 | 2006 | 2006 | 2005 | (non-GAAP) | ||||||||||||||||
| (Unaudited) | ||||||||||||||||||||
| (Dollars in millions) | ||||||||||||||||||||
|
Revenues:
|
||||||||||||||||||||
|
Net investment income
|
$ | 13.5 | $ | 11.4 | $ | 25.3 | $ | 17.9 | $ | 30.5 | ||||||||||
|
Other revenues
|
6.4 | 5.4 | 9.4 | 9.1 | 8.3 | |||||||||||||||
|
Net realized investment gains
|
4.0 | 2.5 | 5.8 | 12.6 | 17.8 | |||||||||||||||
|
Total revenues
|
23.9 | 19.3 | 40.5 | 39.6 | 56.6 | |||||||||||||||
|
Benefits and Expenses:
|
||||||||||||||||||||
|
Interest credited
|
(0.4 | ) | (0.1 | ) | (0.3 | ) | — | — | ||||||||||||
|
Other underwriting and operating
expenses
|
9.3 | 6.8 | 14.1 | 14.5 | 27.6 | |||||||||||||||
|
Fair value of warrants issued to
investors
|
— | — | — | — | 101.5 | |||||||||||||||
|
Interest expense
|
9.3 | 9.8 | 19.1 | 12.4 | 3.5 | |||||||||||||||
|
Amortization of deferred policy
acquisition costs
|
(0.1 | ) | 0.1 | — | — | — | ||||||||||||||
|
Intangible asset amortization
|
— | — | — | — | 1.6 | |||||||||||||||
|
Total benefits and expenses
|
18.1 | 16.6 | 32.9 | 26.9 | 134.2 | |||||||||||||||
|
Segment pre-tax income (loss)
|
$ | 5.8 | $ | 2.7 | $ | 7.6 | $ | 12.7 | $ | (77.6 | ) | |||||||||
|
Non-GAAP Financial
Measures:
|
||||||||||||||||||||
|
Segment pre-tax operating income
(loss)
|
$ | 1.8 | $ | 0.2 | $ | 1.8 | $ | 0.1 | $ | (95.4 | ) | |||||||||
|
Reconciliation to segment pre-tax
income (loss):
|
||||||||||||||||||||
|
Segment pre-tax income (loss)
|
$ | 5.8 | $ | 2.7 | $ | 7.6 | $ | 12.7 | $ | (77.6 | ) | |||||||||
|
Less: Net realized investment gains
|
4.0 | 2.5 | 5.8 | 12.6 | 17.8 | |||||||||||||||
|
Add:
|
||||||||||||||||||||
|
Net realized and unrealized
investment gains on FIA options
|
— | — | — | — | — | |||||||||||||||
|
Net realized and unrealized
investment gains on equity securities
|
— | — | — | — | — | |||||||||||||||
|
Segment pre-tax operating income
(loss)
|
$ | 1.8 | $ | 0.2 | $ | 1.8 | $ | 0.1 | $ | (95.4 | ) | |||||||||
Six
Months Ended June 30, 2007 Compared to Six Months Ended
June 30, 2006
Other segment summary of results. Our Other
segment pre-tax income increased $3.1 million, to
$5.8 million from $2.7 million. Segment pre-tax
operating income increased $1.6 million, to
$1.8 million from $0.2 million. This increase was
primarily due to an increase in unallocated investment income
and an increase in revenues from our broker-dealer operations,
partially offset by increased operating expenses due to our
initial public offering process and increased amortization of
information technology assets.
Net investment income. Net investment income
is primarily non-allocated net investment income related to
insurance surplus and corporate assets. Net investment income
increased $2.1 million, or 18.4%, to $13.5 million
from $11.4 million. This increase was related to a
$0.1 billion increase in non-allocated average invested
assets, to $0.6 billion at June 30, 2007 from
$0.5 billion at June 30, 2006.
Other revenues. Other revenues increased
$1.0 million, or 18.5%, to $6.4 million from
$5.4 million, due to increased revenue from our
broker-dealer operations.
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Table of Contents
Net realized investment gains. Net realized
investment gains increased by $1.5 million, or 60.0%, to
$4.0 million from $2.5 million. For the six months
ending June 30, 2007, gross realized gains were
$7.5 million and gross realized losses were
$3.5 million, including impairments of $0.7 million.
For the six months ending June 30, 2006, gross
realized gains were $5.6 million and gross realized losses
were $3.1 million, including impairments of
$0.8 million.
Other underwriting and operating
expenses. Other underwriting and operating
expenses increased $2.5 million, or 36.8%, to
$9.3 million from $6.8 million in 2006. This increase
was primarily due to $0.9 million of additional operating
expenses related to our initial public offering process and
$0.9 million of increased amortization of information
technology assets.
Year Ended December 31, 2006 Compared to Year Ended December 31, 2005
Other summary of results. Our Other segment
pre-tax income decreased $5.1 million, or 40.2%, to
$7.6 million from $12.7 million. Segment pre-tax
operating income increased $1.7 million to
$1.8 million from $0.1 million. This increase was
primarily due to a $7.4 million increase in unallocated
investment income, offset by an increase in interest expense of
$6.7 million.
Net investment income. Net investment income
increased $7.4 million, or 41.3%, to $25.3 million
from $17.9 million. This increase was primarily due to a
$151.4 million increase in the non-allocated average
invested assets, which increased to $536.1 million from
$384.7 million.
Net realized investment gains. Net realized
gains decreased by $6.8 million, or 54.0% to
$5.8 million from $12.6 million. For 2006, gross
realized gains were $11.6 million and gross realized losses
were $5.8 million, including impairments of
$1.6 million. For 2005, gross realized gains were
$14.2 million and gross realized losses were
$1.6 million, including minimal impairments. In addition,
in 2005 we recorded a $6.3 million gain as a result of a
methodology refinement in the calculation of our mortgage loan
allowance.
Year
Ended December 31, 2005 compared to Year Ended
December 31, 2004 (Combined Non-GAAP)
Other summary of results. Our Other segment
pre-tax income increased $90.3 million to a gain of
$12.7 million from a loss of $77.6 million. Segment
pre-tax operating income increased $95.5 million to a gain
of $0.1 million from a loss of $95.4 million. This
increase was primarily due to our 2004 expense related to the
issuance of warrants to investors for services provided in
connection with the Acquisition.
Net investment income. Net investment income
decreased $12.6 million, or 41.3%, to $17.9 million
from $30.5 million. This decrease was related to the
Acquisition purchase accounting, which resulted in an overall
reduction in investment yields for periods subsequent to the
purchase date.
Net realized investment gains. Net realized
gains decreased $5.2 million, or 29.2%, to
$12.6 million from $17.8 million. For 2005, gross
realized gains were $14.2 million and gross realized losses
were $1.6 million, including minimal impairments. For 2004,
gross realized gains were $22.5 million and gross realized
losses were $4.7 million. There were no impairments in 2004.
Other underwriting and operating
expenses. Other underwriting and operating
expenses decreased $13.1 million, or 47.5%, to
$14.5 million from $27.6 million. The 2005 other
underwriting and operating expenses reflected are not comparable
to 2004 during which Safeco Corporation allocated us costs for
the first seven months of 2004 and charged us under a transition
services agreement for the remaining five months of 2004.
Fair value of warrants issued to
investors. See “— Results of
Operations — Total Company” for a discussion of
this line item.
Investments
Our investment portfolio mix as of June 30, 2007 consisted
in large part of high quality, fixed maturity securities,
commercial mortgage loans and short-term securities, as well as
a smaller allocation to marketable equity securities and other
investments, such as investments in limited partnerships, which
include hedge funds
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Table of Contents
and private equity. Our management believes that prudent levels
of investments in marketable equity securities and other
investments within our investment portfolio are likely to
enhance long term after-tax total returns without significantly
increasing the risk profile of the portfolio.
The following table presents the composition of our investment
portfolio as of June 30, 2007 and December 31, 2006
and 2005:
|
As of June 30, |
As of December 31, | |||||||||||
| 2007 | 2006 | 2005 | ||||||||||
| (Unaudited) | ||||||||||||
| (Dollars in millions) | ||||||||||||
|
Types of Investments
|
||||||||||||
|
Fixed maturities
|
$ | 15,440.8 | $ | 16,049.9 | $ | 17,183.2 | ||||||
|
Marketable equity securities
|
209.9 | 201.7 | 162.3 | |||||||||
|
Mortgage loans
|
789.6 | 794.3 | 776.9 | |||||||||
|
Policy loans
|
77.8 | 79.2 | 80.5 | |||||||||
|
Short-term investments
|
5.3 | 48.9 | 7.4 | |||||||||
|
Investments in limited partnerships
|
159.8 | 112.6 | 93.4 | |||||||||
|
Other invested assets(1)
|
11.8 | 18.7 | 29.1 | |||||||||
|
Total
|
$ | 16,695.0 | $ | 17,305.3 | $ | 18,332.8 | ||||||
| (1) | Includes investments such as embedded derivatives, notes receivable and options. |
Investment
Returns
Return on invested assets is an important element of our
financial results. Significant fluctuations in the fixed income
or equity markets could weaken our financial condition or
results of operations. Additionally, changes in market interest
rates may impact the period of time over which certain
investments, such as mortgage-backed securities, are repaid and
whether certain investments are called by the issuers. Such
changes may in turn impact the yield on these investments and
may also result in the re-investment of funds received from
calls and prepayments at rates below the average portfolio yield.
Fluctuations in interest rates affect our return on, and the
fair value of, fixed maturity investments. Other events beyond
our control could also adversely impact the fair value of these
investments. Specifically, a default of payment by an issuer
could reduce our investment return.
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Table of Contents
The following table summarizes our investment results:
| Year Ended December 31, | ||||||||||||||||||||
|
Six Months |
Combined |
|||||||||||||||||||
| Ended June 30, |
2004 |
|||||||||||||||||||
| 2007 | 2006 | 2006 | 2005 | (Non-GAAP) | ||||||||||||||||
| (Unaudited) | ||||||||||||||||||||
| (Dollars in millions) | ||||||||||||||||||||
|
Net investment income
|
$ | 490.9 | $ | 490.5 | $ | 984.9 | $ | 994.0 | $ | 1,104.8 | ||||||||||
|
Yield on average invested assets(1)
|
5.62 | % | 5.41 | % | 5.48 | % | 5.33 | % | 6.02 | % | ||||||||||
|
Net realized investment gains
(losses):
|
||||||||||||||||||||
|
Gross gains on sales
|
$ | 37.5 | $ | 23.8 | $ | 47.6 | $ | 40.4 | $ | 80.4 | ||||||||||
|
Gross losses on sales
|
(9.9 | ) | (9.4 | ) | (19.9 | ) | (28.2 | ) | (46.6 | ) | ||||||||||
|
Impairments:
|
||||||||||||||||||||
|
Credit related
|
(0.7 | ) | (8.1 | ) | (8.9 | ) | (6.3 | ) | (3.5 | ) | ||||||||||
|
Other
|
(4.2 | ) | (5.6 | ) | (16.8 | ) | (1.4 | ) | (6.9 | ) | ||||||||||
|
Total impairments
|
(4.9 | ) | (13.7 | ) | (25.7 | ) | (7.7 | ) | (10.4 | ) | ||||||||||
|
Other net investment gains
(losses)(2):
|
||||||||||||||||||||
|
Other gross gains
|
6.9 | 4.7 | 7.5 | 35.1 | 30.3 | |||||||||||||||
|
Other gross losses
|
(5.1 | ) | (5.9 | ) | (7.8 | ) | (25.5 | ) | (11.8 | ) | ||||||||||
|
Net realized gains (losses) before
taxes
|
$ | 24.5 | $ | (0.5 | ) | $ | 1.7 | $ | 14.1 | $ | 41.9 | |||||||||
| (1) | Represents annualized net investment income (excluding income related to marketable equity securities available for sale) divided by the monthly weighted average invested assets at cost or amortized cost, as applicable, excluding marketable equity securities available for sale. Information presented is unaudited. |
| (2) | Primarily consists of changes in fair value on derivatives instruments, the impact on DAC and gains (losses) on calls and redemptions. |
Impairments during the six months ended June 30, 2007 were
$4.9 million. The following table summarizes our five
largest aggregate losses on sales and impairments by each
issuer’s industry for the six months ended
June 30, 2007. No other issuer together with its affiliates
had an aggregate loss on dispositions and impairments that was
greater than 3.5% of total gross realized losses.
|
Fair Value |
June 30, 2007 | |||||||||||||||||||
|
at Sale |
Net |
|||||||||||||||||||
|
Issuer’s Industry
|
(Proceeds) | Loss on Sale | Impairment | Holdings | Unrealized Loss | |||||||||||||||
| (Dollars in millions) | ||||||||||||||||||||
|
Consumer staples
|
$ | 9.5 | $ | (1.9 | ) | $ | — | $ | 19.1 | $ | (0.3 | ) | ||||||||
|
Consumer staples
|
— | — | (1.7 | ) | 52.9 | (0.2 | ) | |||||||||||||
|
Telecommunications
|
31.5 | (1.5 | ) | — | 26.8 | (0.1 | ) | |||||||||||||
|
Utilities
|
29.2 | (1.0 | ) | — | 12.1 | (0.1 | ) | |||||||||||||
|
U.S. Fed. Government
|
— | — | (0.7 | ) | 45.5 | (0.7 | ) | |||||||||||||
|
Totals
|
$ | 70.2 | $ | (4.4 | ) | $ | (2.4 | ) | $ | 156.4 | $ | (1.4 | ) | |||||||
Impairments for the year ended December 31, 2006 were
$25.7 million. The following table summarizes our five
largest aggregate losses on sales and impairments by each
issuer’s industry for the year ended
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December 31, 2006. No other issuer together with its
affiliates had an aggregate loss on dispositions and impairments
that was greater than 3.0% of total gross realized losses.
| December 31, 2006 | ||||||||||||||||||||
|
Fair Value |
Net |
|||||||||||||||||||
|
at Sale |
Unrealized |
|||||||||||||||||||
|
Industry
|
(Proceeds) | Loss on Sale | Impairment | Holdings | Gain (Loss) | |||||||||||||||
| (Dollars in millions) | ||||||||||||||||||||
|
Business services
|
$ | 36.5 | $ | (2.2 | ) | $ | (8.1 | ) | $ | — | $ | — | ||||||||
|
Paper products
|
— | — | (7.5 | ) | 17.6 | 1.8 | ||||||||||||||
|
Food retail
|
21.0 | (1.4 | ) | (1.7 | ) | 22.0 | (0.8 | ) | ||||||||||||
|
Electronics store
|
27.8 | (1.0 | ) | (0.8 | ) | — | — | |||||||||||||
|
Wireless telecom
|
9.5 | (0.0 | ) | (1.8 | ) | 9.9 | 1.1 | |||||||||||||
|
Totals
|
$ | 94.8 | $ | (4.6 | ) | $ | (19.9 | ) | $ | 49.5 | $ | 2.1 | ||||||||
Our equity investment portfolio is managed by Prospector
Partners, LLC, or Prospector. Prospector, a registered
investment adviser with approximately $3.6 billion in
assets under management, oversees our portfolio of equity-like
investments including publicly-traded common stocks, convertible
securities and distressed debt. Prospector has a strong track
record of investment performance on both an absolute and
relative basis. Prospector has helped us to produce strong
annual investment results, evidenced in part by the returns of
our equity portfolio, which outperformed the total return of the
benchmark S&P 500 Index for the six months ended
June 30, 2007 by 2.0% and for years ended December 31,
2006 and 2005 by 10.3% and 26.0%, respectively. We believe that
these equity and equity-like investments are ideal for funding
certain long duration liabilities in our Income Annuities
segment. See “Business — Investments —
Overview” for further information regarding Prospector.
|
Six Months |
||||||||||||
|
Ended June 30, |
Year Ended December 31, | |||||||||||
| 2007 | 2006 | 2005 | ||||||||||
|
Public equity
|
8.9 | % | 26.1 | % | 30.9 | % | ||||||
|
S&P 500 Index (total return)
|
6.9 | % | 15.8 | % | 4.9 | % | ||||||
Liquidity
and Capital Resources
We conduct all our operations through our operating
subsidiaries. Dividends from our subsidiaries and permitted
payments under our tax sharing arrangements with our
subsidiaries are Symetra’s principal sources of cash to pay
stockholder dividends and meet Symetra’s obligations,
including payments of principal and interest on notes payable.
Our primary uses of funds at our holding company level include
payment of general operating expenses, payment of principal,
interest and other expenses related to holding company debt and
payment of dividends to our stockholders. We intend to pay
quarterly cash dividends on our common shares, as described on
page 28. The declaration and payment of future dividends to
holders of our common stock will be at the discretion of our
board of directors.
Dividends
and Regulatory Requirements
The payment of dividends and other distributions to us by our
insurance subsidiaries is regulated by insurance laws and
regulations. In general, dividends in excess of prescribed
limits are deemed “extraordinary” and require
insurance regulatory approval. During the six months ended
June 30, 2007, we received $27.6 million in dividends
from our subsidiaries, including $23.0 million from our
insurance subsidiaries. During 2006, we received
$122.5 million in dividends from our insurance
subsidiaries. During 2005, we did not receive dividends from our
insurance subsidiaries. For 2005 and the period from
August 2, 2004 through December 31, 2004, we received
$35.2 million and $20.0 million, respectively, from
our discontinued operations and our non-insurance subsidiaries.
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Table of Contents
Based on our statutory results as of December 31, 2006, our
insurance subsidiaries may pay dividends of up to
$166.4 million to us through the end of fiscal 2007 without
obtaining regulatory approval. We received $23.0 million in
dividends through June 30, 2007, and accordingly we may
receive up to an additional $143.4 million in dividends
through the remainder of 2007 without obtaining regulatory
approval.
Liquidity
Requirements and Sources of Liquidity
The liquidity requirements of our insurance subsidiaries
principally relate to the liabilities associated with their
various insurance and investment products, operating costs and
expenses, the payment of dividends to us, and payment of income
taxes. Liabilities arising from insurance and investment
products include the payment of benefits, as well as cash
payments in connection with policy and contract surrenders and
withdrawals and policy loans. Historically, our insurance
subsidiaries have used cash flows from operations, cash flows
from invested assets and sales of investment securities to fund
their liquidity requirements.
Our insurance subsidiaries maintain investment strategies
intended to provide adequate funds to pay benefits without
forced sales of investments. Products having liabilities with
longer durations, such as certain life insurance policies and
structured settlement annuities, are matched with investments
having similar estimated lives such as long-term fixed
maturities, mortgage loans, and marketable equity securities.
Shorter-term liabilities are matched with fixed maturities that
have short-and medium-term fixed maturities. In addition, our
insurance subsidiaries hold highly liquid, high-quality,
short-term investment securities and other liquid
investment-grade fixed maturities to fund anticipated operating
expenses, surrenders and withdrawals. As of June 30, 2007,
our total cash and invested assets were $17.1 billion. As
of December 31, 2006, our total cash and invested assets
were $17.6 billion. Our fixed maturity portfolio included
below investment grade securities that comprised 4.1% and 4.4%
of the total fair value of our total fixed maturity securities
as of June 30, 2007 and December 31, 2006,
respectively. In addition, our fixed maturity portfolio included
non-rated securities that comprised 4.5% and 3.9% of the total
fair value of our fixed maturity securities as of these dates.
The short-term and long-term liquidity requirements are
monitored regularly to match cash inflows with cash
requirements. We review our short-term projected sources and
uses of funds and the asset/liability matching, investment and
cash flow assumptions underlying these projections. We
periodically make adjustments to our investment policies to
reflect changes in short-term and long-term cash needs and
changing business and economic conditions.
A primary liquidity concern with respect to fixed deferred
annuity and life insurance products is the risk of early
withdrawal. Our insurance subsidiaries attempt to mitigate this
risk by offering variable products whereby the investment risk
is transferred to the policyholder, charging surrender fees at
the time of withdrawal for certain products, applying a fair
value adjustment to withdrawals for certain products in our
general accounts, and monitoring and matching anticipated cash
inflows and outflows. Policyholder charges such as surrender
fees and fair value adjustments vary by product as follows:
| • | For group annuity products ($1.0 billion of reserves as of June 30, 2007), the surrender charge amounts and periods can vary significantly, depending on the terms of each contract and the compensation structure for the producer. Generally, surrender charge percentages for group products are less than individual products because we incur lower expenses at contract origination for group products. In addition, approximately 17% of the general account group annuity reserves are subject to a fair value adjustment at withdrawal. |
| • | For individual annuity products ($3.5 billion of reserves as of June 30, 2007), the surrender charge is generally calculated as a percentage of the withdrawal amount and is assessed at declining rates generally during the first three to eight years after the initial deposit is made. |
| • | Approximately 33% of the combined individual and group deferred annuities fund value is subject to surrender charges. |
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Table of Contents
| • | Life insurance policies are less susceptible to withdrawal than annuity products because policyholders generally must undergo a new underwriting process and may incur a surrender fee in order to obtain a new insurance policy. |
Capitalization
Our capital structure consists of notes payable and
stockholders’ equity. The following table summarizes our
capital structure as of the following dates:
|
June 30, |
December 31, | |||||||||||
| 2007 | 2006 | 2005 | ||||||||||
| (Unaudited) | ||||||||||||
| (Dollars in millions) | ||||||||||||
|
Notes payable
|
$ | 298.8 | $ | 298.7 | $ | 300.0 | ||||||
|
Stockholders’ equity,
excluding accumulated other comprehensive income (loss) or AOCI
|
1,426.5 | 1,327.8 | 1,268.3 | |||||||||
|
AOCI
|
(178.9 | ) | (0.5 | ) | 136.6 | |||||||
|
Total stockholders’ equity
|
1,247.6 | 1,327.3 | 1,404.9 | |||||||||
|
Total capital
|
$ | 1,546.4 | $ | 1,626.0 | $ | 1,704.9 | ||||||
|
Debt to capital ratio, excluding
AOCI
|
17.3 | % | 18.4 | % | 19.1 | % | ||||||
Our capitalization decreased as of June 30, 2007 as
compared to December 31, 2006. This decrease was due to a
$79.7 million decrease in total stockholders’ equity.
Total stockholders’ equity decreased primarily due to a
$178.4 million decrease in accumulated other comprehensive
income, which was primarily caused by an increase in unrealized
losses in our fixed maturities portfolio. This decrease was
partially offset by net income generated of $96.2 million.
Our capitalization decreased $78.9 million as of
December 31, 2006 as compared with December 31, 2005.
This decrease was due to a $77.6 million decrease in total
stockholders’ equity. Total stockholders’ equity
decreased due to a $137.1 million reduction in AOCI, which
was primarily caused by unrealized losses in our fixed maturity
portfolio and the payment of a $100.0 million dividend to
stockholders. These decreases were partially offset by net
income of $159.5 million.
Debt
The following table summarizes our debt instruments:
| Maximum Amount Available as of | Amount Outstanding as of | |||||||||||||||||||||||||||
|
Description
|
Maturity Date | 6/30/2007 | 12/31/2006 | 12/31/2005 | 6/30/2007 | 12/31/2006 | 12/31/2005 | |||||||||||||||||||||
| (Dollars in millions) | ||||||||||||||||||||||||||||
|
Notes payable
|
4/1/2016 | $ | 300.0 | $ | 300.0 | $ | — | $ | 300.0 | $ | 300.0 | $ | — | |||||||||||||||
|
Revolving credit facilities:
|
||||||||||||||||||||||||||||
|
Bank of America, N.A.(1)
|
6/14/2009 | 70.0 | 70.0 | 370.0 | — | — | 300.0 | |||||||||||||||||||||
|
The Bank of New York:
|
||||||||||||||||||||||||||||
|
Holding company
|
n/a | 25.0 | 25.0 | 25.0 | — | — | — | |||||||||||||||||||||
|
Insurance subsidiary
|
n/a | 25.0 | 25.0 | 25.0 | — | — | — | |||||||||||||||||||||
|
Total notes payable and revolving
credit facilities
|
$ | 420.0 | $ | 420.0 | $ | 420.0 | $ | 300.0 | $ | 300.0 | $ | 300.0 | ||||||||||||||||
| (1) | On August 16, 2007, we entered into a new $200.0 million revolving credit facility which replaced the $70 million credit facility in place as of June 30, 2007. See pages 69 and 129 for a description of this new facility. |
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Table of Contents
Notes
Payable
On March 30, 2006, we issued $300.0 million of
6.125% senior notes due April 1, 2016, which were
issued at a discount yielding $298.7 million. Proceeds from
the notes were used to pay down the outstanding principal on a
variable rate revolving line of credit. Interest on the notes is
payable semiannually in arrears, beginning on October 2,
2006.
The notes are unsecured senior obligations and are equal in
right of payment to all existing and future unsecured senior
indebtedness. The notes are redeemable, in whole or in part, at
our option at any time or from time to time at a redemption
price equal to the greater of: (1) 100% of the principal
amount of the notes to be redeemed; or (2) the sum of the
present value of the remaining scheduled payments of principal
and interest on the notes (exclusive of interested accrued to
the date of redemption), discounted to the redemption date on a
semiannual basis at a prevailing U.S. Treasury rate plus
25 basis points, together in each case with accrued and
unpaid payments to the redemption date.
The notes do not contain any financial covenants or any
provisions restricting us from purchasing or redeeming capital
stock, paying dividends or entering into a highly leveraged
transaction, reorganization, restructuring, merger or similar
transaction. In addition, we are not required to repurchase,
redeem or modify the terms of any of the notes upon a change of
control or other event involving Symetra.
Revolving
Credit Facilities
New Credit Facility. On August 16, 2007,
we entered into a $200.0 million senior unsecured revolving
credit agreement with a syndicate of lending institutions led by
Bank of America, N.A. The credit facility matures on
August 16, 2012, and loans under this facility bear
interest at varying rates depending on our credit rating. This
facility requires us to maintain specified financial ratios, and
includes other customary restrictive and affirmative covenants.
The revolving credit facility is available to provide support
for working capital, capital expenditures and other general
corporate purposes.
For a description of additional terms of this facility, see
page 129.
Other Facilities. In addition, in 2005, we
entered into two $25.0 million revolving credit facilities
with The Bank of New York to support our overnight repurchase
agreements program, which provides us with the liquidity to meet
general funding requirements. We have not borrowed under these
facilities since they were created.
Prior Facilities. In June 2004, we entered
into a $370.0 million revolving credit facility with
several lending institutions, led by Bank of America, N.A. In
August 2004, we borrowed $300.0 million against this
facility to help fund the purchase of our company from Safeco
Corporation. In March 2006, in conjunction with the issuance of
the notes described above, we repaid the $300.0 million
outstanding under this facility and reduced the amount that
could be borrowed from $370.0 million to
$70.0 million. Since then, we have not borrowed any funds
under this facility, and this facility has been replaced by the
new $200.0 million credit facility described above.
Cash
Flows
The following table sets forth a summary of our consolidated
cash flows for the six months ended June 30, 2007 and 2006
and the years ended December 31, 2006, 2005 and Combined
2004 (non-GAAP):
|
Six Months Ended |
Year Ended December 31, | |||||||||||||||||||
| June 30, |
Combined |
|||||||||||||||||||
| (Unaudited) |
2004 |
|||||||||||||||||||
|
(Dollars in millions)
|
2007 | 2006 | 2006 | 2005 | (Non-GAAP) | |||||||||||||||
|
Net cash flows from operating
activities
|
$ | 341.5 | $ | 423.0 | $ | 841.6 | $ | 869.9 | $ | 966.9 | ||||||||||
|
Net cash flows from investing
activities
|
390.2 | 392.2 | 758.0 | 590.9 | (1,200.6 | ) | ||||||||||||||
|
Net cash flows from financing
activities
|
(622.5 | ) | (707.9 | ) | (1,457.3 | ) | (1,498.6 | ) | 280.0 | |||||||||||
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Table of Contents
Operating
Activities
Cash flows from our operating activities are primarily driven by
the amounts and timing of cash received for premiums on our
group medical stop-loss, group life and term life insurance
products, income including dividends and interest on our general
account investments, as well as the amounts and timing of cash
disbursed for our payment of policyholder benefits and claims,
underwriting and operating expenses and income taxes. The
following discussion highlights key drivers in the level of cash
flows generated from our operating activities:
| • | Six months ended June 30, 2007 and 2006 — Net cash flows from operating activities for the six months ended June 30, 2007 were $341.5 million, an $81.5 million decrease over the same period in 2006. This decrease was primarily the result of the timing of certain cash settlements related to other assets and other liabilities. |
| • | Years ended December 31, 2006 and 2005 — Net cash flows from operating activities during the year ended December 31, 2006 were $841.6 million, a $28.3 million decrease from 2005. The decrease was primarily the result of the amounts and timing of certain cash settlements related to other assets and other liabilities and a decline in premiums received from our group medical stop-loss products, partially offset by a reduced level of cash disbursed to fund policyholder benefits and claims, primarily group medical stop-loss products, as well as decreased underwriting and operating expenses. |
| Years ended December 31, 2005 and 2004 — Net cash flows from operating activities for the year ended December 31, 2005 were $869.9 million, a $97.0 million decrease from 2004. The decrease was primarily the result of a decline in premiums received from our group medical stop-loss products, increased amounts of cash paid to settle policyholder benefits and claims and a reduced amount of cash arising from other receivables and other assets and liabilities, partially offset by a reduction in cash disbursed to fund underwriting and operating expenses. |
Investing
Activities
Cash flows from our investing activities are primarily driven by
the amounts and timing of cash received from our sales of
investments and from maturities and calls of fixed maturity
securities, as well as the amounts and timing of cash disbursed
for our purchases of investments. The following discussion
highlights key drivers in the level of cash flows generated from
our investing activities:
| • | Net cash flows from investing activities for the six months ended June 30, 2007 were $390.2 million, a $2.0 million decrease from the same period in 2006. Net cash outflows from the routine management of our investment portfolio increased $54.8 million and we paid $21.9 million to acquire MRM. These outflows were offset by a $44.9 million increase in cash from short-term investments and $21.7 million increase related to mortgage loan activity. |
| • | Years ended December 31, 2006 and 2005 — Net cash flows from investing activities during the year ended December 31, 2006 were $758.0 million, a $167.1 million increase from 2005. The increase was primarily the result of a $573.0 million reduction of cash used in net purchases of investments and a $31.5 million reduction of cash used in purchases of property, equipment and leasehold improvements, partially offset by a $437.7 million decrease in proceeds from maturities and calls of fixed maturity investments. | |
| • | Years ended December 31, 2005 and 2004 — Net cash flows from investing activities during the year ended December 31, 2005 were $590.9 million, a $1,791.5 million increase from 2004. The increase was primarily the result of consideration paid during 2004 of $1,349.9 million in conjunction with the acquisition of the life insurance and investment companies from Safeco Corporation, and a $993.2 million reduction of cash used in net purchases of investments, partially offset by a $487.5 million decrease in proceeds from maturities and calls of fixed maturity investments, a $34.6 million increase in cash used in purchases of property, equipment and leasehold improvements and our receipt in 2004 of $30.0 million related to our sale of our mutual funds business. |
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Financing
Activities
Cash flows from our financing activities are primarily driven by
the amounts and timing of cash received from deposits into
certain life insurance and annuity policies and proceeds from
our issuances of capital stock and debt, as well as the amounts
and timing of cash disbursed to fund withdrawals from certain
life insurance and annuity policies, repayments of debt and
dividend distributions to our stockholders. The following
discussion highlights key drivers in the level of cash flows
generated from our financing activities:
| • | Six months ended June 30, 2007 and 2006 — Net cash flows from financing activities for the six months ended June 30, 2007 were $(622.5) million, an $85.4 million increase over the same period in 2006. We incurred a net cash outflow from financing activities in both periods as policyholder withdrawals exceeded deposits; however, the increase in the interim 2007 period relative to the same period in 2006 was primarily the result of an increase in policyholder deposits and a reduction in policyholder withdrawals. |
| • | Years ended December 31, 2006 and 2005 — Net cash flows from financing activities during the year ended December 31, 2006 were ($1,457.3) million, a $41.3 million increase from 2005. The increase was primarily the result of a $170.1 million reduction in net policyholder withdrawals from certain life insurance and annuity policies, partially offset by our payment during 2006 of a $100.0 million dividend to our stockholders and our receipt during 2005 of a $29.2 million dividend from our discontinued operations. |
| • | Years ended December 31, 2005 and 2004 — Net cash flows from financing activities during the year ended December 31, 2005 were ($1,498.6) million, a $1,778.6 million decrease from 2004. The decrease was primarily the result of a $486.1 million increase in net policyholder withdrawals from certain life insurance and annuity policies and our receipt during 2004 of financing proceeds of $1,364.9 million that were used to fund the purchase of the life insurance and investment companies from Safeco Corporation, partially offset by a $9.2 million increase in dividends received from our discontinued operations and our payment during 2004 of $64.3 million of dividends to Safeco Corporation. |
Contractual
Obligations and Commitments
We enter into obligations with third parties in the ordinary
course of our operations. These obligations as of
December 31, 2006, are set forth in the table below.
However, we do not believe that our cash flow requirements can
be assessed based upon an analysis of these obligations as the
funding of these future cash obligations will be from future
cash flows from premiums, deposits, fees and investment income
that are not reflected in the table below. In addition, our
operations involve significant expenditures that are not based
upon commitments, including expenditures for income taxes and
payroll.
| Payments Due by Year | ||||||||||||||||||||
|
2012 and |
||||||||||||||||||||
|
Contractual Obligations
|
Total | 2007 | 2008-2009 | 2010-2011 | thereafter | |||||||||||||||
| (Dollars in millions) | ||||||||||||||||||||
|
Notes payable
|
$ | 300.0 | $ | — | $ | — | $ | — | $ | 300.0 | ||||||||||
|
Interest on notes payable
|
183.8 | 18.4 | 36.8 | 36.8 | 91.8 | |||||||||||||||
|
Operating lease obligations(1)
|
56.1 | 6.9 | 13.4 | 12.7 | 23.1 | |||||||||||||||
|
Licensing fees(2)
|
48.8 | 13.2 | 27.2 | 8.4 | — | |||||||||||||||
|
Purchase and lending commitments:
|
||||||||||||||||||||
|
Investments in limited
partnerships(3)
|
68.7 | 24.3 | 29.3 | 15.1 | — | |||||||||||||||
|
Commercial mortgage loans(4)
|
14.5 | 14.5 | — | — | — | |||||||||||||||
|
Securities collateral on
securities lending(5)
|
439.3 | 439.3 | — | — | — | |||||||||||||||
|
Insurance obligations(6)
|
37,611.0 | 1,965.9 | 2,672.6 | 2,392.2 | 30,580.3 | |||||||||||||||
|
Total
|
$ | 38,722.2 | $ | 2,482.5 | $ | 2,779.3 | $ | 2,465.2 | $ | 30,995.2 | ||||||||||
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| (1) | Includes minimum rental commitments on leases for office space, commercial real estate and certain equipment. For more information, see note 14, “Commitments and Contingencies,” of the notes to our 2006 consolidated financial statements included in this prospectus. | |
| (2) | Includes contractual commitments for a service agreement to outsource the majority of our information technology infrastructure. For more information, see note 14, “Commitments and Contingencies,” of the notes to our 2006 consolidated financial statements included in this prospectus. |
| (3) | Related to investments in six limited partnership interests related to tax sheltered affordable housing projects and state tax credit funds and two private equity partnerships. We will provide capital contributions to the two private equity partnerships through 2015 up to a committed amount of $17.5 million at the discretion of the general partner, subject to certain contribution limits. Since the timing of payment is uncertain, the unfunded amount has been included in the payment due in less than one year. For more information, see note 14, “Commitments and Contingencies,” of the notes to our consolidated financial statements included in this prospectus. Amounts recorded on the balance sheet are included in “other liabilities”. |
| (4) | Unfunded mortgage loan commitments as of December 31, 2006. | |
| (5) | We have accepted cash collateral of $439.3 million in connection with our securities lending program. Since the timing of the return of collateral is uncertain, the return of collateral has been included in the payments due in less than one year. For more information, see note 5, “Securities Lending Program,” of the notes to our 2006 consolidated financial statements included in this prospectus. | |
| (6) | Includes estimated claim and benefit, policy surrender and commission obligations on in-force insurance policies and deposit contracts. Estimated claim and benefit obligations are based on mortality, morbidity and lapse assumptions comparable with our historical experience. In contrast to this table, our obligations recorded in our consolidated balance sheets do not incorporate future credited interest for deposit contracts or tabular interest for insurance policies. Therefore, the estimated obligations for insurance liabilities presented in this table significantly exceed the liabilities recorded in reserves for future annuity and contract benefits and the liability for policy and contract claims. Due to the significance of the assumptions used, the amounts presented could materially differ from actual results. We have not included the variable separate account obligations as these obligations are legally insulated from general account obligations and will be fully funded by cash flows from separate account assets. We expect to fund the obligations for insurance liabilities from cash flows from general account investments and future deposits and premiums. |
Off-balance
Sheet Transactions
We do not have off-balance sheet transactions.
Quantitative
and Qualitative Disclosures about Market Risk
We are subject to potential fluctuations in earnings, cash flows
and the fair value of certain assets and liabilities due to
changes in market interest rates and equity prices.
We enter into market-sensitive instruments primarily for
purposes other than trading.
Interest
Rate Risk
Our exposure to interest rate risk relates to the market price
and/or cash
flow variability associated with changes in market interest
rates.
An increase in market interest rates from current levels would
generally be a favorable development for us. If market interest
rates increase, we would expect to earn additional investment
income, to have increased annuity and universal life insurance
sales, and to limit the potential risk of margin erosion due to
minimum guaranteed crediting rates. However, an increase in
interest rates would also reduce the net unrealized gain and
could produce an unrealized net loss position of the investment
portfolio. In addition, if interest rates rise
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quickly enough within a short time period, certain lines of
business that are interest sensitive are exposed to lapses as
policyholders seek higher yielding investments.
Our investment portfolios primarily consist of investment grade
fixed maturity securities, including public and privately-placed
corporate bonds, asset-backed securities, commercial
mortgage-backed securities, and collateralized mortgage
obligations. The carrying value of our investment portfolio as
of December 31, 2006 and 2005 was $17.3 billion and
$18.3 billion, respectively, of which 92.7% in 2006 and
93.7% in 2005 was invested in fixed maturity securities. The
primary market risk to our investment portfolio is interest rate
risk associated with investments in fixed maturity securities.
The fair value of our fixed maturities fluctuates depending on
the interest rate environment. During periods of declining
interest rates, paydowns on mortgage-backed securities and
collateralized mortgage obligations increase and we would
generally be unable to reinvest the proceeds of such prepayments
at comparable yields. The weighted-average duration of our fixed
maturity portfolio was approximately 6.2 and 6.8 years as
of December 31, 2006 and 2005, respectively.
We manage our exposure to interest rate risk through asset
allocation limits, limiting the purchase of negatively convex
assets, and asset/liability duration matching. Each line of
business has an investment policy based on its specific
liability characteristics.
Equity
Risk
We are exposed to equity price risk on our common stocks and
other equity holdings. In addition, asset fees calculated as a
percentage of the separate account assets are a source of
revenue to us. Gains and losses in the equity markets result in
corresponding increases and decreases in our separate account
assets and asset fee revenue.
In addition, a decrease in the value of separate account assets
may cause an increase in guaranteed minimum death benefit
claims, most of which are reinsured.
We manage equity price risk on investment holdings through
industry and issuer diversification and asset allocation
techniques.
Derivative
Financial Instruments
We make minimal use of derivative financial instruments as part
of our risk management strategy. We use indexed call options to
hedge our exposure to changes in the S&P 500 Index. Our
exposure is related to our FIA block of business, which credits
policyholders’ account values based on gains in the
S&P 500.
As a matter of policy, we have not and do not intend to engage
in derivative market-making, speculative derivative trading or
other speculative derivatives activities.
Sensitivity
Analysis
Sensitivity analysis measures the impact of hypothetical changes
in interest rates and other market rates or prices on the
profitability of market-sensitive financial instruments.
The following discussion about the potential effects of changes
in interest rates and equity market prices is based on so-called
“shock-tests,” which model the effects of interest
rate and equity market price shifts on our financial condition
and results of operations. Although we believe shock tests
provide the most meaningful analysis, they are constrained by
several factors, including the necessity to conduct the analysis
based on a single point in time and by their inability to
include the extraordinarily complex market reactions that
normally would arise from the market shifts modeled. Although
the following results of shock tests for changes in interest
rates and equity market prices may have some limited use as
benchmarks, they should not be viewed as forecasts. These
forward-looking disclosures also are selective in nature and
address only the potential impacts on our financial instruments.
They do not include a variety of other potential factors that
could affect our business as a result of these changes in
interest rates and equity market prices.
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One means of assessing exposure of our fixed maturity securities
portfolio to interest rate changes is a duration-based analysis
that measures the potential changes in fair value resulting from
a hypothetical change in interest rates of 100 basis points
across all maturities. This is sometimes referred to as a
parallel shift in the yield curve. Our investment manager uses
Derivative Solutions, a fixed-income analytics tool, to model
and calculate the duration and convexity of our asset portfolio.
Under this model, with all other factors constant and assuming
no offsetting change in the fair value of our liabilities, we
estimated that such an increase in interest rates would cause
the fair value of our fixed maturity securities portfolio to
decline by approximately $0.98 billion and
$1.14 billion, based on our securities positions as of
December 31, 2006 and 2005, respectively.
One means of assessing exposure to changes in equity market
prices is to estimate the potential changes in values on our
equity investments resulting from a hypothetical broad-based
decline in equity market prices of 10%. Using this assumption,
with all other factors constant, we estimate that such a decline
in equity market prices would cause the fair value of our
investment portfolio to decline by approximately
$27.4 million and $19.9 million as of
December 31, 2006 and 2005, respectively. In addition,
fluctuations in equity market prices affect our revenues and
returns related to our variable annuity and life products, which
depend upon fees that are related primarily to the fair value of
the underlying assets.
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Overview
Our
Business
We are a life insurance company focused on profitable growth in
select group health, retirement, life insurance and employee
benefits markets. Our first day of operations as an independent
company was August 2, 2004 when Symetra completed the
Acquisition. Our operations date back to 1957, and many of our
agency and distribution relationships have been in place for
decades. We are headquartered in Bellevue, Washington and employ
over 1,300 people in 25 offices across the United States,
serving over two million customers.
We manage our business through the following five segments, four
of which are operating:
| • | Group. We offer medical stop-loss insurance, limited medical benefit plans, group life insurance, accidental death and dismemberment insurance and disability insurance mainly to employer groups of 50 to 1,000 individuals. Our Group segment generated segment pre-tax income of $68.0 million during 2006 and $42.7 million during the six months ended June 30, 2007. As a result of our recent acquisition of Medical Risk Managers, Inc., we also offer MGU services. |
| • | Retirement Services. We offer fixed and variable deferred annuities, including tax sheltered annuities, IRAs, and group annuities to qualified retirement plans, including Section 401(k) and 457 plans. We also provide record keeping services for qualified retirement plans invested in mutual funds. Our Retirement Services segment generated segment pre-tax income of $43.2 million during 2006 and $13.4 million during the six months ended June 30, 2007. |
| • | Income Annuities. We offer SPIAs for customers seeking a reliable source of retirement income and structured settlement annuities to fund third-party personal injury settlements. Our Income Annuities segment generated segment pre-tax income of $62.6 million during 2006 and $52.5 million during the six months ended June 30, 2007. |
| • | Individual. We offer a wide array of term, universal and variable life insurance as well as BOLI. Our Individual segment generated segment pre-tax income of $62.6 million during 2006 and $28.6 million during the six months ended June 30, 2007. |
| • | Other. This segment consists of unallocated corporate income, composed primarily of investment income on unallocated surplus, unallocated corporate expenses, interest expense on debt, the results of small, non-insurance businesses that are managed outside of our operating segments and inter-segment elimination entries. Our Other segment generated segment pre-tax income of $7.6 million during 2006 and $5.8 million during the six months ended June 30, 2007. |
We distribute our products nationally through an extensive and
diversified independent distribution network. Our distributors
include financial institutions, employee benefits brokers, third
party administrators, worksite specialists, specialty brokers
and independent agents. We believe that our multi-channel
distribution network allows us to access a broad share of the
distributor and consumer markets for insurance and financial
services products. For example, we currently distribute our
annuity and life insurance products through approximately 17,000
independent agents, 22 major financial institutions and 1,200
independent employee benefits brokers. We have recently signed
selling agreements with an additional 14 major financial
institutions.
Market
Environment and Opportunities
We believe we are well positioned to benefit from a number of
demographic and market trends, including the following:
| • | Growing demand for affordable health insurance. According to the Kaiser Family Foundation, health insurance premiums in the U.S. increased 87% from 2000-2006, while the Consumer Price Index increased only 17% over the same period. As increases in health care costs continue to outpace |
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| inflation, the demand for affordable health insurance options has increased. We believe we can grow our business by providing employees with affordable access to health insurance through employer-sponsored limited benefit employee health plans and by offering group medical stop-loss insurance to medium and large businesses. We also believe that the trend toward reductions in employer-paid benefits and the uncertainty over the future of government benefit programs provide us with the opportunity to successfully offer other attractive employee benefits products. |
| • | Increasing retirement savings and income needs. According to the U.S. Department of Health and Human Services, from approximately 1950 to 2004, U.S. life expectancy at birth increased from 65.6 years to 75.2 years for men and from 71.1 years to 80.4 years for women and is expected to increase further. In addition, the U.S. Census Bureau estimates that approximately 77 million Americans born between 1946 and 1964 are approaching retirement age. However, according to the Employee Benefit Research Institute, in 2006, 52% of workers over the age of 55 and their spouses had accumulated less than $50,000 in retirement savings and only 14% of workers report that a traditional pension plan will be their primary source of retirement income. These projected demographic trends, along with a shift in the burden for funding retirement needs from governments and employers to individuals, increase the need for retirement savings and income. We expect greater demand for additional sources of retirement savings, such as our annuities and other investment products that will help consumers supplement their social security benefits with reliable retirement income. | |
| • | Expanding mass affluent market. As of June 2006, the mass affluent market included 13.7 million households with investible assets between $250,000 and $1.0 million, representing 28% of total financial assets. We believe that the mass affluent population is growing and that it underutilizes various financial products, such as insurance to protect assets, annuities to provide adequate income to support a desired future lifestyle and wealth transfer products to ensure its legacy. We believe we are well positioned to reach consumers in this target market given our relationships with financial institutions and independent agents, which are often their sources of guidance and advice. As such, we expect increased demand for our life insurance, variable and fixed annuity and wealth transfer products. |
Our
Competitive Strengths
We leverage the following competitive strengths to capitalize on
opportunities in our targeted markets:
| • | Innovative and collaborative product development capabilities. We design innovative products to meet the changing demands of the market. By working closely with our distributors, we are able to anticipate opportunities in the marketplace and rapidly address them. For example, we introduced Complete, an innovative variable life insurance policy designed for wealth transfer and centered on minimizing the inherent COI and thus maximizing the underlying account value. We also recently introduced our Focus variable annuity, which features low total cost to the contractholders, well-respected investment options and simplified product features. | |
| • | High-quality distribution relationships. We offer consumers access to our products through a national multi-channel network, including financial institutions, employee benefits brokers, third party administrators, worksite specialists, specialty brokers and independent agents. We have cultivated many of these relationships over decades by treating our distributors as clients and providing them with outstanding levels of service. We provide them with products specifically tailored to their needs, and supported by customized training and education services for their sales representatives. They value our reputation for our easy processes, simple forms and rapid turnaround time. By providing our distributors with excellent levels of service, we are able to develop strong relationships and avoid competing on price alone. | |
| • | Leading group medical stop-loss insurance provider. We believe we have been a leading provider of group medical stop-loss insurance since 1976. We have built a consistently profitable platform with high-levels of customer service and disciplined underwriting practices. In the last 25 years, our group medical stop-loss insurance business has experienced only two calendar years of net losses. We have driven profitable growth in our Group segment through disciplined underwriting practices, by |
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| developing related products, such as our Select Benefits limited medical benefit product, by using and by making strategic acquisitions, including, most recently, Medical Risk Managers in 2007. For the first six months of 2007, our group medical stop-loss insurance business drove a favorable loss ratio while experiencing improved persistency in our Group segment. |
| • | Diverse businesses provide flexibility, earnings stability and capital efficiency. We have an attractive and diverse mix of businesses that allows us to make profitability-driven decisions in each business across various market environments. In general, our four operating business segments are not affected in the same way by economic and operating trends. For example, the level of competitive pricing and performance varies across our segments over time. We believe that this mix offers us a greater level of financial stability than many of our similarly-sized competitors across business and economic cycles. Our diverse business mix also allows us to reallocate our resources to product lines that generate the most attractive returns on capital while reducing our overall capital requirements. | |
| • | Flexible information technology platform integrated with our distributors. We have a flexible information technology platform that allows us to seamlessly integrate our products onto the operating platforms of our distributors, which we believe provides us with a competitive advantage in attracting new distributors. We also continuously develop innovative tools designed to enhance the service levels and operational performance of our distributors, which strengthens these relationships. For example, our ExpressTM tool allows our distributors to capture all the necessary data to make products and services instantly available at the point of sale. We will continue to leverage our information technology platform to market our current and future product offerings. | |
| • | Experienced management team with investor-aligned compensation. We have a high-quality management team with an average of 25 years of insurance-industry experience, led by Randy Talbot who has been our chief executive officer since 1998. Mr. Talbot has spent a significant portion of his 30-year career in the insurance industry operating an insurance brokerage, providing him with the knowledge to intimately understand the needs of our distributors. We have enhanced our original team with several key additions since the Acquisition, each of whom brings substantial experience in their discipline. We also have an experienced board of directors, consisting of industry professionals who have worked closely with us since the Acquisition to develop our strategies and operating philosophies. Our compensation structure aligns management’s incentives with our stockholders through our long-term incentive plan that rewards long-term growth in tangible book value and in the intrinsic value of our business. |
Our
Growth Strategies
To maximize stockholder value, we pursue the following
strategies:
| • | Target large and growing markets. We will continue to capitalize on favorable demographic trends, including the growing demand for affordable health insurance, increasing retirement savings and income needs and an expanding mass affluent market. For example, our Select Benefits product allows employers who cannot afford to provide comprehensive health care coverage to offer some level of benefits to their employees. Additionally, as consumers live longer after retirement, their need for life-long financial security is expanding. We will continue to identify key opportunities within these markets and provide tailored solutions that address the evolving needs of these customers. |
| • | Broaden and deepen distribution relationships. Our distribution strategy is to deliver multiple products through a single point of sale, thereby leveraging the cost of distribution. We utilize diverse distribution channels, including financial institutions, employee benefits brokers, third party administrators, worksite specialists, specialty brokers and independent agents. We intend to deepen our long-standing distribution relationships while adding new large-scale and high quality distribution partners. As an example, since June 30, 2006, we have increased our relationships with major financial institutions from 10 to 22 and we have recently signed selling agreements with an additional 14 major financial institutions. Through this growth, we have added approximately 10,000 financial institution representatives selling our products. We will continue to leverage our existing relationships by |
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| distributing additional products through our existing partnerships. Since the Acquisition, we have maintained distribution staff and new business processing staff to support higher levels of new sales, making incremental sales relatively more profitable. |
| • | Be innovative in anticipating customer needs. We work closely with our distributors to develop customer-responsive products that meet our stringent return requirements, address our target markets and can be delivered efficiently across our information technology platforms. Recent examples include the Focus Variable Annuity product for retirement savings and Complete, our new Variable Life product designed for the wealth transfer market. We will continue to pursue non-traditional avenues of product development. For example, we recently began offering funding services to holders of our structured settlements to offer them an attractive financial alternative. We continually seek to be the first to improve upon an existing leading product. For example, we believe we were the first to offer a hybrid BOLI separate account and an experience rating to customers, both of which provide greater transparency of the investment portfolio. We have also introduced a commutation benefit on a SPIA, which gives the owner greater flexibility to cash out some of his or her future benefits after a certain period of time. | |
| • | Effectively manage capital. We intend to manage our capital prudently to maximize our profitability and long-term growth in stockholder value. Our capital management strategy is to maintain financial strength through conservative and disciplined risk management practices while deploying or returning excess capital as situations warrant. We will also maintain our conservative investment management philosophy, which includes holding a high quality investment portfolio and carefully matching our investment assets against the duration of our insurance product liabilities. | |
| • | Pursue complementary acquisitions. We will continue to seek acquisition opportunities that fit strategically within our existing business lines, provide us with a larger distribution presence and meet our stringent return objectives. For example, our recent acquisition of Medical Risk Managers has provided us with key benefits in our group medical stop-loss business. As part of the acquisition, we acquired a database of underwriting experience, which provides us with superior underwriting knowledge. We also gained an MGU that provides us with fee income in addition to access to an existing book of business, a portion of which we may be able to integrate with our existing book of group medical stop-loss business. We believe we have ample financial capacity to remain a prudent acquirer while maintaining a conservative balance sheet. |
Group
Overview
We offer a full range of employment-based benefit products and
services targeted primarily at employers, unions and public
agencies with 50 to 1,000 employees, as well as select
larger groups that meet our targeted pricing and underwriting
parameters. Group’s products include group medical
stop-loss insurance sold to employer self-funded health plans;
limited benefits medical insurance for employees not able to
participate in a traditional health plan, such as part-time,
seasonal and temporary workers; group life, accidental death and
dismemberment insurance, and disability products. We purchase
reinsurance coverage to limit our exposure to losses from our
group medical stop-loss, life, short-term disability and
long-term disability products. We retain group medical stop-loss
risk up to $1.0 million and life risk up to
$0.5 million, and reinsure the remainder. We reinsure 100%
of our short-term and long-term disability risk, and 50% of our
Group life risk.
We sell through several types of distributors within the Group
segment, including third-party administrators or TPAs, employee
benefits brokers, consultants and Administrative Services Only,
or ASO, arrangements. ASO’s are fully insured networks that
also offer our group medical stop-loss insurance.
We work closely with employee benefits brokers, consultants and
the employer to design benefit plans to meet the employer’s
particular requirements. Our customers primarily are small and
mid-size employers that require knowledgeable employee benefits
brokers, consultants and insurance company representatives to
understand their individual financial needs and employee
profiles, and to customize benefit plans that are
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appropriate for them. We believe our extensive experience and
expertise in group medical stop-loss insurance, limited benefits
medical insurance, group life, accidental death and
dismemberment insurance and disability products provide us with
opportunities to support close broker relationships and to
provide employers innovative and customer-centric benefit plans.
Pricing in the medical stop-loss insurance market has proven to
be cyclical. Over the past two years, we have experienced a
cycle where the market had been offering this product at
competitively low prices. However, we continued our disciplined
medical stop-loss pricing strategy. More recently, we have seen
evidence of the medical stop-loss insurance market firming,
which may suggest a developing trend towards higher pricing for
this product line, based on our experience with previous pricing
cycles.
Products
Group
Medical Stop-Loss
Our group medical stop-loss insurance is provided to employer
self-funded health plans and covers the risk of higher than
expected claims experience. The group medical stop-loss coverage
reimburses for claims in excess of a predetermined amount.
Limited
Medical Benefits
Our limited medical benefits insurance is provided to employers
for health coverage to employees not otherwise eligible to
participate in traditional plans, such as part-time, seasonal
and temporary workers.
Life
Insurance, Accidental Death and Dismemberment
Our group term life insurance product provides benefits in the
event of an insured employee’s death. The death benefit can
be based upon an individual’s earnings or occupation, or
can be fixed at a set dollar amount. Our products also include
optional accidental death and dismemberment coverage as a
supplement to our term life insurance policies. This coverage
provides benefits for an insured employee’s loss of life,
limb or sight as a result of accidental death or injury.
Disability
Insurance
Our group long-term disability coverage is designed to cover the
risk of employee loss of income during prolonged periods of
disability. Our group short-term disability coverage provides
partial replacement of an insured employee’s weekly
earnings in the event of disability resulting from an injury or
illness. Benefits can be a set dollar amount or based upon a
percentage of earnings.
Underwriting
and Pricing
We face significant competition in the Group segment operations.
Our competitors include large and highly rated insurance
carriers. Some of these competitors have greater resources than
we do, and many of them offer similar products and use similar
distribution channels. We have consistently written or renewed
business that meets our return requirements, and this discipline
has recently had a slightly negative impact on our market share.
However, this was by design with our focus on profitability.
Competition is based primarily upon product pricing and
features, compensation and benefits structure and support
services offered.
Group insurance pricing reflects the employer group’s
claims experience, when appropriate. The risk characteristics of
each employer group are reviewed at the time the policy is
issued and each renewal year thereafter, resulting in ongoing
adjustments to pricing. The key pricing and underwriting
criteria are medical cost trends, the employer group’s
demographic composition, including the age, gender and family
composition of the employer group’s members, the industry,
geographic location, regional economic trends, plan design and
prior claims experience.
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Retirement
Services
Overview
Through our Retirement Services segment, we offer fixed and
variable deferred annuities in both the qualified and
non-qualified markets. Qualified contracts include tax-sheltered
annuities (marketed to teachers and not-for-profit
organizations), IRAs, Roth IRAs and Section 457 plans. We
also issue group annuities to qualified retirement plans and
provide record keeping services to qualified retirement plans
invested in mutual funds. We offer these products and services
to a broad range of individual consumers who want to accumulate
tax-deferred assets for retirement, desire a reliable source of
income during their retirement, or seek to protect against
outliving their assets during retirement. We also target the
small to mid-size employer market with cost effective products
and services that provide a broad range of diverse investment
options for employers that offer defined contribution plans.
Although the demand for fixed annuities has been negatively
impacted by the low interest rate environment, we believe that
higher interest rates will result in increased demand for fixed
annuities and other investment products that help consumers
supplement their social security benefits with reliable
retirement income.
We have a variety of fixed annuity products and a broad range of
distribution relationships that position us to increase sales to
consumers looking for stable returns. With our new Focus
variable product, we are positioned to increase sales to
consumers that are looking to maximize earnings and have a
tolerance for some volatility in their underlying investments.
Furthermore, we believe that the small to mid-sized employer
market place will be an area of growth as more employers
eliminate traditional pensions and offer defined contribution
plans with lower administrative costs. As employers drive down
employee costs, we believe they still want to offer competitive
benefit retirement plans so long as the administrative costs are
reasonable. We have partnered with a third party to offer
employers a turnkey 401(k) package of plan administration and
non-proprietary mutual fund investment options that is easy to
sell through financial advisors. In addition, our products are
designed to allow employers to provide their employees with
attractive retirement investments for a relatively low cost.
Furthermore, once those retirement plan customers decide to
retire or rollover their funds, we offer a suite of IRAs, Roth
IRAs, immediate annuities, and other retirement vehicles. It is
our goal to capture and hold those customers by offering
products that address their evolving needs and through excellent
service to our distribution partners and customers.
We develop our annuity products through a rigorous pricing and
underwriting process designed to achieve targeted returns based
upon each product’s risk profile and our expected rate of
investment returns. We compete for sales of annuities through
competitive pricing policies and innovative product design. For
example, we have introduced a single premium bonus annuity with
a choice of multi-year interest guarantee periods.
We offer our annuities and other investment products primarily
through financial institutions, broker dealers, independent
agents and financial advisors, and worksite employee benefits
specialists.
Products
Fixed
Annuities
We offer fixed single premium and flexible premium deferred
annuities that provide for a premium payment at time of issue,
an accumulation period and an annuity payout period at some
future date. For example, our fixed deferred annuities include
our Custom product, which has a seven-year surrender charge
penalty period and a choice of one year, three year or five year
interest rate lock periods. During the accumulation period, we
credit the account value of the annuity with interest earned at
an interest rate, called the crediting rate. The crediting rate
is guaranteed generally for one year, or the guarantee period
selected by the contract owner. After each guarantee period, the
crediting rate is subject to change at our discretion (subject
to the minimum guaranteed rate in the contract), based upon
competitive factors, portfolio earnings
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rate, prevailing market rates and product profitability. Our
fixed annuity contracts are funded by our general account, and
the accrual of interest during the accumulation period is
generally on a tax-deferred basis to the owner. The majority of
our fixed annuity contract owners retain their contracts through
the surrender penalty period. After one year in the annuity
contract, the contract owner may elect to take the accumulated
value of the annuity and convert it to a series of payments that
are received over a selected period of time of not less than
five years.
Our fixed annuity contracts permit the contract owners at any
time during the accumulation period to withdraw all or part of
the premium paid, plus the amount credited to their accounts,
subject to contract provisions such as surrender charges that
vary depending upon the terms of the product. The contracts
impose surrender charges that typically vary from 5.0% to 8.0%
of the amount withdrawn, starting in the year of contract issue
and decreasing to zero over a three to eight-year period. The
contract owner also may withdraw annually up to 10% of the
account value without any contractual penalty. Approximately
$1.6 billion, or 35.9% of the total account value of our
fixed annuities as of June 30, 2007, were subject to
surrender charges.
As market conditions change, we change the initial crediting
rate for newly issued fixed single premium deferred annuities,
or SPDAs. We maintain the initial crediting rate for a minimum
period of one year or the guarantee period, whichever is longer.
Thereafter, we may adjust the crediting rate no more frequently
than once every six months for any given deposit. Most of our
recently issued annuity contracts have minimum guaranteed
crediting rates between 1.0% and 3.0%.
Our earnings from fixed annuities are based upon the spread
between the crediting rate on our fixed annuity contracts and
the returns we earn in our general account on our investment of
premiums.
Variable
Annuities
We offer variable annuities that allow the contract owner to
make payments into a guaranteed-rate account and separate
accounts divided into subaccounts that invest in underlying
investment portfolios. Like a deferred fixed annuity, a deferred
variable annuity has an accumulation period and a payout period.
Although the fixed-rate account is credited with interest in a
manner similar to a fixed deferred annuity, there is no
guaranteed minimum rate of return for investments in the
subaccounts, and the contract owner bears the entire risk
associated with the performance of these subaccounts, subject to
the guaranteed minimum death benefit or any other benefit
offered under the contract.
Similar to our fixed annuities, our variable annuity contracts
permit the contract owner to withdraw all or part of the
premiums paid, plus the amount credited to the contract
owner’s account, subject to contract terms such as
surrender charges. The cash surrender value of a variable
annuity contract depends upon the value of the assets that have
been allocated to the contract, how long those assets have been
in the contract and the investment performance of the
subaccounts to which the contract owner has allocated assets.
Variable annuities provide us with fee revenue in the form of
flat-fee charges, mortality and expense risk charges, and asset
related administration charges. The mortality and expense risk
charge and asset related administration charge equal a
percentage of the contract owner’s assets in the separate
account and typically range from 0.95% to 1.55% per annum. In
addition, some contracts may offer the option for contract
owners to purchase additional features, such as guaranteed
minimum death benefits, for additional fees that are paid for
through charges equal to a percentage of the contract
owner’s assets. Substantially all of our guaranteed minimum
death benefit risk on our individual variable annuities is
reinsured. We continue to evaluate our pricing of such features
and intend to change prices if appropriate.
We recently introduced the Symetra Focus Variable Annuity, which
we believe is one of the most cost-effective such products on
the market. Focus is one of the few variable annuities available
featuring index investment options from Vanguard. The
product’s low-cost structure and well-respected investment
options are designed to benefit the clients. The average total
cost with Focus is 37% less than the industry average according
to Variable Annuity Research and Data Service, a leading source
of variable annuities data.
We continually review potential new fixed and variable annuity
products and pursue only those where we believe we can achieve
targeted returns in light of the risks involved. Unlike several
of our competitors, we
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have not offered variable annuity products with guaranteed
minimum withdrawal benefits, or GMWB, or with guaranteed minimum
income benefits, or GMIB.
Corporate
Retirement Plans
We offer a wide range of employer-sponsored retirement plans,
which include 401(k) plans, including traditional, Safe Harbor
and SIMPLE profit sharing plans, 403(b) plans and
Section 457 plans.
Additional retirement plans can be purchased by individual
business owners. These include one-person 401(k) plans designed
for business owners with no employees, other than a spouse and
defined benefit plans, commonly known as traditional retirement
plans, designed to distribute a specific monthly benefit at
retirement. The formula used to calculate this benefit can be
based on many factors, but most commonly on salary and years of
service. Contributions can only be made by the employer and are
a federally tax-deductible business expense.
Underwriting
and Pricing
We generally do not use an underwriting selection process for
our annuity products. We price our products based upon our
expected investment returns and our expectations for mortality,
longevity and the probability that a policy or contract will
remain in-force from one period to the next, or persistency, for
the group of our contract owners as a whole, taking into account
mortality improvements in the general population and our
historical experience. We price deferred annuities by analyzing
longevity and persistency risk, volatility of expected earnings
on our assets under management, risk profile of the product,
special reserving and capital requirements, and the expected
expenses we will incur.
Income
Annuities
Overview
We offer income annuities, which guarantee a series of payments
that continue either for a certain number of years or for the
remainder of an annuitant’s life.
Also, we offer structured settlement contracts that provide an
alternative to a lump sum settlement, generally in a personal
injury lawsuit or worker’s compensation claim, and
typically are purchased by property and casualty insurance
companies for the benefit of an injured claimant. The structured
settlements provide scheduled payments over a fixed period or,
in the case of a life-contingent structured settlement, for the
life of the claimant with a guaranteed minimum period of
payments.
Products
Income
Annuities
Our income annuities differ from deferred annuities in that they
provide for contractually guaranteed payments that generally
begin within one year of issue. Income annuities generally do
not provide for surrender or policy loans by the contractholder,
and therefore they provide us with the opportunity to match
closely the underlying investment of the deposit received to the
cash benefits to be paid under a policy and provide for an
anticipated margin for expenses and profit, subject to credit,
reinvestment and, in some cases, longevity risk. We have
recently added a liquidity feature that allows the
contractholder to withdraw portions of the future payments.
The most common types of income annuities are the
life-contingent annuity, which makes payments for the life of an
annuitant, the joint and survivor annuity, which continues to
make payments to a second annuitant, such as a spouse, after the
death of the contractholder, and period certain annuities, which
generally make payments for a minimum period from five to
30 years even if the contractholder dies within the certain
period. Income annuities typically are sold to people that are
near, at, or in retirement. We anticipate higher sales of income
annuities with the demographic shift toward more people reaching
retirement age and their need for dependable retirement income
that lasts their entire life.
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Structured
Settlements
Structured settlement contracts provide an alternative to a lump
sum settlement, generally in a personal injury lawsuit or
worker’s compensation claim, and typically are purchased by
property and casualty insurance companies for the benefit of an
injured claimant. The structured settlements provide scheduled
payments over a fixed period or, in the case of a
life-contingent structured settlement, for the life of the
claimant with a guaranteed minimum period of payments.
Structured settlement contracts also may provide for irregularly
scheduled payments to coincide with anticipated medical or other
claimant needs. These settlements offer tax-advantaged,
long-term financial security to the injured party and facilitate
claim settlement for the property and casualty insurance
carrier. Structured settlement contracts are long-term in
nature, guarantee a fixed benefit stream and generally do not
permit surrender or borrowing against the amounts outstanding
under the contract. In 2005, we introduced funding services to
clients with financial circumstances that may have changed from
the time they originally received a structured settlement. Our
funding service provides an immediate lump sum payment to
replace future benefit payments and includes coordinating the
court approval process.
Our current financial strength ratings limit our ability to
offer structured settlement contracts. If our principal life
insurance company subsidiary, Symetra Life Insurance Company,
increases its financial strength ratings from “A”
(Excellent) to “A+” (Excellent) from A.M. Best,
courts will be more willing to approve structured settlement
contract arrangements from us. Improving this key rating will
allow us to participate fully in this market.
Underwriting
and Pricing
In substandard cases, we maintain medical underwriting for these
annuities. We price income annuities and structured settlements
using industry produced annuity mortality information, our
mortality experience and assumptions regarding continued
improvement in annuitant longevity, as well as assumptions
regarding investment yields at the time of issue and thereafter.
Our structured settlement contracts and traditional income
annuities can be underwritten in our medical department by
medical doctors and other trained medical personnel.
Individual
Overview
Individual life insurance provides protection against financial
hardship after the death of an insured by providing cash
payments to the beneficiaries of the policyholder. Single
premium life and universal life insurance products also provide
an efficient way for assets to be transferred to heirs.
Our principal life insurance product is term life, which
provides life insurance coverage with guaranteed level premiums
for a specified period of time with little or no buildup of cash
value that is payable upon lapse of the coverage. We have been a
provider of term life insurance since 1957. In addition to term
life insurance, we offer universal life insurance products,
which are designed to provide protection for the entire life of
the insured and may include a buildup of cash value that can be
used to meet the policyholder’s particular financial needs
during the policyholder’s lifetime.
We price our traditional insurance policies based primarily upon
our own historical experience in the risk categories that we
target. Our pricing strategy is geared toward individuals in
preferred risk categories and offer them attractive products at
competitive prices. Persons in preferred risk categories include
healthier individuals who generally have family histories that
do not present increased mortality risk. We also have
significant expertise in evaluating people with health problems
and offer appropriately priced coverage for people who meet our
underwriting criteria.
We offer our life insurance products primarily through three
distribution channels: independent agents and financial
advisors, worksite benefit brokers and financial institutions,
and we offer BOLI through specialty agents. We believe there are
opportunities to expand our sales through each of these
distribution channels.
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Products
Term Life
Insurance
Our term life insurance policies provide a death benefit if the
insured dies while the coverage is in force. Term life policies
have little to no cash value buildup and therefore rarely have a
payment due if and when a policyholder decides to lapse the
policy.
Our primary term life insurance products have guaranteed level
premiums for initial terms of 10, 15, 20 or 30 years. After
the guaranteed period expires, premiums increase annually and
the policyholder has the option to continue under the current
policy by paying the increased premiums without demonstrating
insurability or qualifying for a new policy by submitting again
to the underwriting process. Coverage continues until the
insured reaches the policy expiration age or the policyholder
ceases to make premium payments or otherwise terminates the
policy, including potentially converting to a permanent plan of
insurance. The termination of coverage is called a lapse. For
newer policies, we seek to reduce lapses at the end of the
guaranteed period by gradually grading premiums to the attained
age scale of the insured over the five years following the
guaranteed period. After this phase-in period, premiums continue
to increase as the insured ages.
Because of how we design and price our term insurance, we have
limited the impact from statutory reserves mandated by the
valuation of life insurance policies model regulation, also
known in the insurance industry as XXX deficiency reserves.
BOLI
Our life insurance business also includes BOLI. During the past
few years, many of the nation’s largest financial
institutions have purchased several billion dollars of BOLI as a
means of generating the cash flow needed to fund benefit
liabilities. A BOLI program can create significant assets and
earnings gains that can closely match the emerging liabilities.
BOLI is a highly stable, low-risk source of financing that can
offer net annual after-tax returns that are generally higher
than traditional bank investments.
Universal
Life Insurance
Our universal life insurance policies provide policyholders with
lifetime death benefit coverage, the ability to accumulate
assets on a flexible, tax-deferred basis, and the option to
access the cash value of the policy through a policy loan,
partial withdrawal or full surrender. Our universal life
products also allow policyholders to adjust the timing and
amount of premium payments. We credit premiums paid, less
certain expenses, to the policyholder’s account and from
that account deduct regular expense charges and certain risk
charges, known as COI, which generally increase from year to
year as the insured ages. Our universal life insurance policies
accumulate cash value that we pay to the insured when the policy
lapses or is surrendered. Most of our universal life policies
also include provisions for surrender charges for early
termination and partial withdrawals.
We credit interest on policyholder account balances at a rate
determined by us, but not less than a contractually guaranteed
minimum. Our in-force universal life insurance policies
generally have minimum guaranteed crediting rates ranging from
3.0% to 4.5% for the life of the policy.
Because of how we design and price our universal life insurance,
we have limited the impact from AXXX deficiency reserves. We
sell only two products with secondary guarantees and these are
limited to the first 20 years of the policy.
Worksite
Life
Our worksite life product is voluntary universal life insurance
coverage that provides lifetime death benefit protection if
minimum premium payments are made. The premiums are paid by
payroll deduction while the employee remains with the employer
and the product is portable after the policyowner leaves the
employer. Policies are available for employees, their spouses,
children and grandchildren.
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The product has an Automatic Increase Option (AIO) that allows
the policyowner to elect at issue to have the option of paying
an incremental amount in future policy years to obtain
additional coverage. We credit interest on policyholder account
balances at a rate determined by us, subject to the guaranteed
minimum interest rate of 2.0%.
Because of how we design and price our worksite life insurance,
we have limited the impact from AXXX deficiency reserves.
Variable
Life Insurance
Our variable life insurance policies provide policyholders with
lifetime death benefit coverage, the ability to accumulate
assets on a flexible, tax-deferred basis, and the option to
access the cash value of the policy through a policy loan,
partial withdrawal or full surrender. We offer a variable
universal life insurance product with either a fixed or
increasing death benefit for traditional life insurance needs
and policyholders are allowed to adjust the timing and amount of
premium payments. We also offer a variable life insurance
product that is designed to maximize cash value accumulation by
minimizing the COI charges. This product provides the minimum
amount of insurance necessary to qualify as life insurance under
the IRS tax code and has a variable death benefit that adjusts
based on the investment performance of the underlying account
value. This product is designed for the financial planning
market, primarily for wealth transfer purposes for high net
worth individuals.
Because of how we design and price our variable universal life
insurance, we have limited the impact from AXXX deficiency
reserves. We sell only one product with secondary guarantees
that are limited to the first 20 years of the policy.
Underwriting
and Pricing
We believe effective underwriting and pricing are significant
drivers of the profitability of our life insurance business, and
we have established rigorous underwriting and pricing practices
designed to maximize our profitability. Our fully underwritten
term life insurance is reinsured 50% to 85%, which limits
retained mortality risk for the company. We set pricing
assumptions for expected claims, lapses, investment returns,
expenses and customer demographics based on our own relevant
experience and other factors. Our strategy is to price our
products competitively for our target risk categories and not
necessarily to be equally competitive in all categories.
Our fully underwritten policies place each insurable life
insurance applicant in one of eight primary risk categories,
depending upon current health, medical history and other
factors. Each of these eight categories has specific health
criteria, including the applicant’s history of using
nicotine products. We consider each life insurance application
individually and apply our guidelines to place each applicant in
the appropriate risk category, regardless of face value or net
amount at risk. We may decline an applicant’s request for
coverage if the applicant’s health or other risk factor
assessment is unacceptable to us. We do not delegate
underwriting decisions to independent sales intermediaries.
Instead, all underwriting decisions are made by our own
underwriting personnel or by our automated underwriting system.
We often share information with our reinsurers to gain their
insights on potential mortality and underwriting risks and to
benefit from their broad expertise. We use the information we
obtain from the reinsurers to help us develop effective
strategies to manage our underwriting risks. For specific
markets where fully underwritten products are not preferred by
the distributor, we have developed specially priced products to
support a “simplified issue” process. This process
enables us to reach applicants not called on by traditional
insurance agents. “Simplified issue” contracts are
typically generated via worksite sales to employees and sales to
retail bank customers. Insurance amounts are limited and
separate underwriting guidelines are applied for simplified
issue policies.
Other
Our Other segment consists primarily of unallocated surplus net
investment income and unallocated operating expenses including
interest expense on debt, the results of small, non-insurance
businesses that are managed outside of our operating segments
and inter segment elimination entries.
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Operating
Subsidiaries
Symetra Financial Corporation is a holding company, and we
conduct business through our subsidiaries. Our primary operating
subsidiaries are as follows:
|
Name
|
Operating Segment
|
Other Information
|
||
| Symetra Life Insurance Company | All segments | Primary operating subsidiary | ||
| First Symetra National Life Insurance Company of New York | Primarily Retirement Services | |||
| Clearscape Funding Corporation | Other | |||
| Employee Benefit Consultants, Inc. | Group | Third party administrator | ||
| Symetra Assigned Benefits Service Company | Income Annuities | Structured settlements | ||
| Symetra Securities, Inc. | Retirement Services | Broker-dealer; distributor | ||
| Symetra Investment Services, Inc. | Other | Broker-dealer; distributor | ||
| Medical Risk Managers, Inc. | Group | Managing general underwriter |
Distribution
We distribute our products through an extensive and diversified
distribution network. We believe access to a variety of
distribution channels enables us to respond effectively to
changing consumer needs and distribution trends. We compete with
other financial services companies to attract and retain
relationships in each of these channels. Some of the factors
that lead to our success in competing for sales through these
channels include amount of sales commissions and fees we pay,
breadth of our product offerings, our perceived stability and
our financial strength ratings, marketing and training we
provide and maintenance of key relationships with individuals at
those firms. We believe we have a well diversified multi-channel
distribution network to capture a broad share of the distributor
and consumer markets for insurance and financial services
products.
Our Group segment distributes their products through the
following channels:
| • | employee benefits brokers and TPAs; and | |
| • | worksite specialists. |
Our Individual, Retirement Services and Income Annuities
segments distribute their products through the following
channels:
| • | financial institutions; | |
| • | worksite specialists; and | |
| • | brokerage general agencies and independent agents. |
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The following table sets forth our annualized first-year
premiums and deposits on new policies in our Group, Retirement
Services, Income Annuities and Individual segments:
Sales for
the Year Ended December 31, 2006
by Distribution Channel
by Distribution Channel
| Segment | ||||||||||||||||
|
Retirement |
Income |
|||||||||||||||
|
Distribution Channel
|
Group(1) | Services(2) | Annuities(3) | Individual(4) | ||||||||||||
| (Unaudited) | ||||||||||||||||
| (Dollars in millions) | ||||||||||||||||
|
Financial institutions
|
$ | — | $ | 374.8 | $ | 14.8 | $ | 1.4 | ||||||||
|
Employee benefits brokers/TPAs
|
59.9 | — | — | — | ||||||||||||
|
Worksite specialists
|
9.2 | 160.3 | 5.4 | 1.6 | ||||||||||||
|
Independent agents/BGAs
|
— | 38.1 | 65.3 | 6.2 | ||||||||||||
|
Structured settlements/BOLI
|
— | — | 11.1 | — | ||||||||||||
| (1) | Includes medical stop-loss, health insurance and life and disability and limited medical benefits. | |
| (2) | Includes deferred and variable annuities and retirement programs. | |
| (3) | Includes immediate annuities and structured settlements. | |
| (4) | Includes term, universal, single premium, BOLI and variable life insurance. |
Financial Institutions. We have agency
agreements with 22 major financial institutions, accounting for
approximately 16,000 agents and registered representatives in
50 states. We use financial institutions to distribute a
significant portion of our fixed and variable annuities, as well
as a growing portion of our life insurance policies.
Two financial institutions, Washington Mutual Financial Services
and U.S. Bank, accounted for a significant portion of our
total sales in 2006, with each selling primarily fixed annuity
products. Each of these two distributors operates under an
agency agreement with us. Each agreement may be terminated at
any time, for any reason, upon thirty days notice. We pay each
distributor commissions and other compensation at various rates
depending on the product sold. We retain the right to change
compensation paid under these agreements with respect to future
sales. Generally, if premiums are returned to the policyholder
or withdrawals are made during the first contract year, the
distributor is obligated to pay back all or a portion of the
commissions and other compensation received for such product.
Employee Benefits Brokers, Third-Party
Administrators. We distribute most of our Group
segment products through approximately 2,500 agencies in the
employee benefits broker/third-party administrator channel. This
distribution channel is also supported by approximately 60 of
our employees located strategically in a nationwide network of
24 regional offices.
Worksite Specialists. We distribute limited
benefits medical insurance of our Group segment, retirement
programs of our Retirement Services segment, and voluntary life
insurance of our Individual segment through the worksite
channel. Employer sponsored retirement plans are sold through
more than 1,200 independent employee benefits brokers and
registered representatives from approximately 800 agencies.
Limited benefits medical insurance and voluntary life insurance
are sold through approximately 340 independent retail brokers,
agents and consultants in 49 states and the District of
Columbia.
Independent Agents, Brokerage General
Agencies. We distribute life insurance and fixed
and deferred annuities through approximately 17,000 independent
agents located throughout the U.S. from approximately
12,000 different agencies. These independent agents market our
products and those of other insurance companies.
Structured Settlements. We distribute
structured settlements through approximately 550 settlement
consultants representing 66 agencies in 49 states and the
District of Columbia. We believe our ability to participate and
compete effectively in the sales of structured settlements will
depend on our ability to achieve upgrades from the ratings
agencies.
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Marketing
We promote and differentiate our products and services through
the breadth of our product offerings, technology services,
specialized support for our distributors and innovative
marketing programs to help distributors grow their business with
our products.
Since the completion of the Acquisition, we have customized our
marketing approach to promote our new brand to distributors of
our products whom we believe have the most influence in our
customers’ purchasing decisions. We chose to build our
brand among this constituency in three phases: an outreach to
our employees to understand and deliver on the new brand, an
outreach to our independent producers in our sales channels and
a prudent consumer outreach. These programs include advertising
in trade and business periodicals, consumer advertising with a
small, prudent budget leveraged by its ties to our producers,
outreach from a media perspective to both trade and consumer
periodicals and community outreach to include partnering with
distributors.
At the product level, we simplify the sales process so that the
recommendation to purchase our product is as easy and seamless
as possible. This is accomplished through our product
collateral, technology in the sales process and ease of service
after the sale.
We seek to build recognition of our new brand and maintain
strong relationships with leading distributors by providing a
high level of specialized support, such as product training,
sales solutions, and financial product design for targeted
customers. In addition, we host several annual meetings with
independent sales intermediaries to gather their feedback on
industry trends, new product suggestions and ways to enhance our
relationships with distributors.
Reserves
Overview
We calculate and maintain reserves for estimated future benefit
payments to our policyholders and contractholders in accordance
with U.S. GAAP. We establish reserves at amounts which we
expect to be sufficient to satisfy our policy obligations. We
release these reserves as those future obligations are
extinguished. The reserves we establish necessarily reflect
estimates and actuarial assumptions with regard to our future
experience. These estimates and actuarial assumptions involve
the exercise of significant judgment. Our future financial
results depend significantly upon the extent to which our actual
future experience is consistent with the assumptions we have
used in pricing our products and determining our reserves. Many
factors can affect future experience, including economic and
social conditions, inflation, healthcare costs, changes in
doctrines of legal liability and damage awards in litigation.
Therefore, we cannot determine with complete precision the
ultimate amounts we will pay for actual future benefits or the
timing of those payments.
Individual
and Group Life Insurance and Group Health
Insurance
We establish reserves for life insurance policies based upon
generally recognized actuarial methods. We use mortality tables
in general use in the U.S., modified where appropriate to
reflect relevant historical experience and our underwriting
practices. Persistency, expense and interest rate assumptions
are based upon relevant experience and expectations for future
development.
The liability for policy benefits for universal life insurance
and BOLI policies is equal to the balance that accrues to the
benefit of policyholders, including credited interest, plus any
amount needed to provide for additional benefits. We also
establish reserves for amounts that we have deducted from the
policyholder’s balance to compensate us for services to be
performed in future periods. The BOLI life reserves were reset
to fair value on the date of acquisition, August 2, 2004.
Our reserves for unpaid group life and health insurance claims,
including our stop-loss medical and other lines, are estimates
of the ultimate net cost of both reported losses that have not
yet been settled and incurred
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but as yet unreported losses. Reserves for IBNR claims are based
upon historic incidence rates, severity rates, reporting delays
and any known events which we believe will materially affect
claim levels.
Reserves for long-term disability claims are based upon factors
including recovery, mortality, expenses, Social Security and
other benefit offsets, and investment income. They represent the
actuarial present value of benefits and associated expenses for
current claims, reported claims that have not yet completed the
applicable elimination period and for covered disabilities that
have been incurred but have not yet been reported. Claims on
long-term disability insurance policies consist of payments to
be made periodically, generally monthly, in accordance with the
contractual terms of the policy.
Retirement
Services and Income Annuities
For our investment contracts, including annuities and guaranteed
investment contracts, contractholder liabilities are equal to
the accumulated contract account values, which generally consist
of an accumulation of deposit payments, less withdrawals, plus
investment earnings and interest credited to the account, less
expense, mortality, and profit charges, if applicable. We also
maintain a separate reserve for any expected future payments in
excess of the account value due to the potential death of the
contractholder. The reserves were reset to fair value on
August 2, 2004.
Reserves for future policy benefits on our immediate fixed
annuity contracts are calculated based upon actuarial
assumptions regarding the interest to be earned on the assets
underlying the reserves and, if applicable, the annuitant’s
life expectancy. The reserves were reset to fair value on
August 2, 2004 with adjustments to future interest and
mortality assumptions.
Investments
Overview
Our investment portfolios are currently managed under an
agreement with White Mountains Advisors LLC, or WM Advisors, a
registered investment adviser that is owned by White Mountains
Insurance Group, Ltd. Prior to the completion of this
transaction we will enter into an amended agreement with WM
Advisors and a new agreement with Prospector Partners, LLC, or
Prospector. See “Certain Relationships and Related
Transactions.” WM Advisors and Prospector are
value-oriented investment managers whose overall investment
objective is to consistently achieve positive results and to
maximize long-term results with a focus on downside protection,
all within client constraints. Among the keys to their success
are an emphasis on capital preservation, a strong focus on
fundamental, value-oriented security selection and quick action
as a security’s outlook changes. Their moderate size allows
them to remain selective and opportunistic in implementing this
approach. WM Advisors has entered into two sub-advisory
agreements with Principal Global Investors, or Principal,
Pioneer Investment Management, or Pioneer to perform the
following:
| • | Principal’s objective is to invest in investment grade private placements with target average lives of three to 30 years. | |
| • | Pioneer’s investment objective is to provide a consistently high current yield, maintain preservation of principal and, provided the first two objectives are met, seek to achieve a competitive total rate of return relative to the Merrill Lynch U.S. High Yield BB/B combined index. |
Prospector’s investment strategy is to maximize absolute
total return through investments in a variety of equity and
equity-related instruments, including convertible preferred and
convertible debt securities. Using a value orientation,
Prospector invests in relatively concentrated positions in the
United States and other developed markets. Prospector’s
philosophy is to invest for total risk-adjusted return using a
bottom-up,
value discipline. Preservation of capital is of the utmost
importance.
In addition, we have a mortgage loan department that originates
new commercial mortgages and manages our existing commercial
mortgage loan portfolio. The commercial mortgage holdings are
secured by first-mortgage liens on income-producing commercial
real estate, primarily in the retail, industrial, and office
building sectors.
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We invest primarily in fixed maturities, including government,
municipal and corporate bonds, mortgage-backed and other
asset-backed securities and mortgage loans on commercial real
estate. We also invest in short-term securities and other
investments, including a position in equity securities. In all
cases, investments for our insurance subsidiaries are required
to comply with restrictions imposed by applicable laws and
insurance regulatory authorities.
Our investment department includes accounting, reporting and
analysis functions. We establish investment policies and
strategies, as well as reviewing portfolio performance and
asset-liability management allocations. We incurred expenses for
investment management and related administrative services of
$24.0 million for 2006 and $22.9 million for 2005.
Our primary investment objective is to meet our obligations to
policyholders and contractholders while increasing value to our
stockholders by investing in a diversified portfolio of
high-quality, income producing securities and other assets. Our
investment strategy for our non-equity portfolio seeks to
optimize investment income without relying on realized
investment gains. Our strategy for our equity portfolio is to
maximize total return. We deliberately forego investment income
to receive realized and unrealized investment gains from our
equity investments.
We are exposed to two primary sources of investment risk. One of
these investment risks is credit risk, and is associated with
the uncertainty of the continued ability of a given issuer to
make timely payments of principal and interest. Another
investment risk is interest rate risk, where market price and
cash flow variability are associated with changes in market
interest rates.
We manage credit risk by analyzing issuers, transaction
structures and real estate properties. We use analytic
techniques to monitor credit risk. For example, we regularly
measure the probability of credit default and estimated loss in
the event of such a default, which provides us with early
notification of worsening credit. If an issuer downgrade causes
our holdings of that issuer to exceed our risk thresholds, we
automatically undertake a detailed review of the issuer’s
credit. We also manage credit risk through industry and issuer
diversification and asset allocation practices. For commercial
real estate loans, we manage credit risk through geographic and
product type diversification and asset allocation. We routinely
review different issuers and sectors and conduct more formal
quarterly portfolio reviews.
We mitigate interest rate risk through rigorous management of
the relationship between the duration of our assets and the
duration of our liabilities, seeking to minimize risk of loss in
both rising and falling interest rate environments.
For a summary of the composition of our investment portfolio see
“Management’s Discussion and Analysis of Financial
Condition and Results of Operations —
Investments.”
Fixed
Maturities
Fixed maturities consist principally of publicly traded and
privately placed debt securities, and represented 92.5% and
92.7% of invested assets as of June 30, 2007 and
December 31, 2006, respectively.
Based upon estimated fair value, public fixed maturities
represented 95.7% of total fixed maturities as of June 30,
2007. Private fixed maturities represented 4.3% of total fixed
maturities as of June 30, 2007. We invest in privately
placed fixed maturities in an attempt to enhance the overall
value of the portfolio, increase diversification and obtain
higher yields than can ordinarily be obtained with comparable
public market securities.
There are several credit ratings of the nationally recognized
statistical rating organizations such as S&P, Moody’s
and Fitch and the Securities Valuation Office of the NAIC for
marketable bonds. The following tables present our unaudited
public, private and aggregate fixed maturities by S&P
credit ratings and the
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equivalent NAIC designation, as well as the percentage, based
upon estimated fair value, that each designation comprises:
Fixed
Maturities Credit Quality
| As of June 30, 2007 | As of December 31, 2006 | |||||||||||||||||||||||||||
|
% of |
% of |
|||||||||||||||||||||||||||
|
Amortized |
Total |
Amortized |
Total |
|||||||||||||||||||||||||
|
S&P
|
NAIC | Cost | Fair Value | Fair Value | Cost | Fair Value | Fair Value | |||||||||||||||||||||
| (Dollars in millions) | ||||||||||||||||||||||||||||
|
AAA
|
1 | $ | 5,197.9 | $ | 5,093.9 | 33.0 | % | $ | 5,192.8 | $ | 5,160.5 | 32.1 | % | |||||||||||||||
|
AA
|
1 | 1,078.7 | 1,059.3 | 6.9 | 1,112.3 | 1,122.8 | 7.0 | |||||||||||||||||||||
|
A
|
1 | 3,507.1 | 3,444.9 | 22.3 | 3,639.2 | 3,653.4 | 22.8 | |||||||||||||||||||||
|
BBB
|
2 | 4,619.9 | 4,491.1 | 29.2 | 4,838.3 | 4,782.3 | 29.8 | |||||||||||||||||||||
|
BB
|
3 | 309.8 | 315.5 | 2.0 | 394.9 | 419.4 | 2.6 | |||||||||||||||||||||
|
B
|
4 | 297.4 | 299.3 | 1.9 | 253.9 | 256.5 | 1.6 | |||||||||||||||||||||
|
CCC
|
5 | 37.4 | 37.5 | 0.2 | 23.5 | 23.5 | 0.2 | |||||||||||||||||||||
|
D
|
6 | 0.4 | 1.7 | 0.0 | 1.1 | 2.2 | 0.0 | |||||||||||||||||||||
|
NR
|
711.1 | 697.6 | 4.5 | 630.6 | 629.3 | 3.9 | ||||||||||||||||||||||
|
Total
|
$ | 15,759.7 | $ | 15,440.8 | 100.0 | % | $ | 16,086.6 | $ | 16,049.9 | 100.0 | % | ||||||||||||||||
The following table sets forth the amortized cost and estimated
fair value of our fixed maturities by contractual maturity dates
as of the dates indicated, which have been derived from our
unaudited consolidated financial statements for the six months
ended June 30, 2007 and from our audited consolidated
financial statements for the year ended December 31, 2006:
Maturity
Table
| June 30, 2007 | December 31, 2006 | |||||||||||||||
|
Amortized |
Estimated |
Amortized |
Estimated |
|||||||||||||
|
Years to Maturity
|
Cost | Fair Value | Cost | Fair Value | ||||||||||||
| (Dollars in millions) | ||||||||||||||||
|
Due in one year or less
|
$ | 325.5 | $ | 323.9 | $ | 377.1 | $ | 374.6 | ||||||||
|
Due after one year through five
years
|
2,716.7 | 2,667.7 | 2,655.7 | 2,613.7 | ||||||||||||
|
Due after five years through ten
years
|
2,494.0 | 2,416.4 | 2,746.5 | 2,701.7 | ||||||||||||
|
Due after ten years
|
5,872.2 | 5,778.0 | 5,919.7 | 6,014.2 | ||||||||||||
|
Mortgage-backed securities
|
4,351.3 | 4,254.8 | 4,387.6 | 4,345.7 | ||||||||||||
|
Total
|
$ | 15,759.7 | $ | 15,440.8 | $ | 16,086.6 | $ | 16,049.9 | ||||||||
We diversify our fixed maturities by security sector. The
following table sets forth the estimated fair value of our fixed
maturities by sector, as well as the percentage of the total
fixed maturities each sector comprises of the total as of the
dates indicated, which have been derived from our unaudited
consolidated financial statements for the six months ended
June 30, 2007 and from our audited consolidated financial
statements for the year ended December 31, 2006:
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Sector
Table
| June 30, 2007 | December 31, 2006 | |||||||||||||||
|
Estimated |
% of |
Estimated |
% of |
|||||||||||||
|
Security Sector
|
Fair Value | Total | Fair Value | Total | ||||||||||||
| (Unaudited) | ||||||||||||||||
| (Dollars in millions) | ||||||||||||||||
|
U.S. Government and agencies
|
$ | 259.1 | 1.7 | % | $ | 157.9 | 1.0 | % | ||||||||
|
State and political subdivisions
|
494.7 | 3.2 | 670.9 | 4.2 | ||||||||||||
|
Foreign governments
|
156.0 | 1.0 | 208.9 | 1.3 | ||||||||||||
|
Corporate securities
|
10,276.1 | 66.5 | 10,666.5 | 66.4 | ||||||||||||
|
Mortgage-backed securities
|
4,254.9 | 27.6 | 4,345.7 | 27.1 | ||||||||||||
|
Total
|
$ | 15,440.8 | 100.0 | % | $ | 16,049.9 | 100.0 | % | ||||||||
The following table sets forth the unaudited estimated fair
value by major industry types that comprise our fixed maturities
holdings as of the dates indicated, based primarily on standard
industrial codes:
Industry
Table
| June 30, 2007 | December 31, 2006 | |||||||||||||||
|
Estimated |
% of |
Estimated |
% of |
|||||||||||||
|
Security Sector
|
Fair Value | Total | Fair Value | Total | ||||||||||||
| (Dollars in millions) | ||||||||||||||||
|
Consumer discretionary
|
$ | 963.5 | 6.2 | % | $ | 1,012.4 | 6.3 | % | ||||||||
|
Consumer staples
|
1,283.6 | 8.3 | 1,247.7 | 7.8 | ||||||||||||
|
Energy
|
476.5 | 3.1 | 650.4 | 4.0 | ||||||||||||
|
Financials
|
3,896.6 | 25.2 | 3,882.2 | 24.2 | ||||||||||||
|
Foreign governments
|
156.0 | 1.0 | 193.7 | 1.2 | ||||||||||||
|
Health care
|
441.8 | 2.9 | 457.3 | 2.8 | ||||||||||||
|
Industrials
|
1,359.7 | 8.8 | 1,325.1 | 8.3 | ||||||||||||
|
Information technology
|
165.5 | 1.1 | 186.7 | 1.1 | ||||||||||||
|
Internal/other
|
22.0 | 0.1 | 23.1 | 0.1 | ||||||||||||
|
Materials
|
714.4 | 4.6 | 694.7 | 4.3 | ||||||||||||
|
Supranationals
|
23.4 | 0.2 | 24.2 | 0.2 | ||||||||||||
|
Telecommunication services
|
577.7 | 3.8 | 688.1 | 4.3 | ||||||||||||
|
U.S. federal government
|
2,859.9 | 18.5 | 2,994.4 | 18.7 | ||||||||||||
|
U.S. municipals
|
494.7 | 3.2 | 571.1 | 3.6 | ||||||||||||
|
Utilities
|
2,005.5 | 13.0 | 2,098.8 | 13.1 | ||||||||||||
|
Total
|
$ | 15,440.8 | 100 | % | $ | 16,049.9 | 100.0 | % | ||||||||
Our fixed maturities holdings are diversified by industry and
issuer. The portfolio does not have significant exposure to any
single issuer. As of June 30, 2007 our combined corporate
bond holdings in the ten issuers in which we had the greatest
exposure was $908.0 million, or approximately 5.4% of our
total investments as of such date. Our exposure to the largest
single issuer of corporate bonds held as of June 30, 2007
was $167.3 million, which was 1.0% of our total investments
as of such date.
Mortgage-backed,
Asset-backed Securities
We purchase mortgage-backed and asset-backed securities to
diversify the portfolio risk from primarily corporate credit
risk to a mix of credit and cash flow risk. We believe the
inherent risks of prepayment and extension with the
mortgage-backed securities will impact when cash flow is
received, and the majority of our holdings have low variability
in monthly cash flow. Our total mortgage-backed securities
holdings estimated
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fair value was $4.3 billion and $4.3 billion as of
June 30, 2007 and December 31, 2006, respectively. We
held minimal investments in asset-backed securities which had an
estimated fair value of $84.5 million and
$92.7 million as of June 30, 2007 and
December 31, 2006, respectively. Based on market values as
of June 30, 2007, we classified approximately
$2.5 million of our mortgage-based securities as sub-prime,
and approximately $273.9 million of our mortgage-based
securities as Alt-A, representing approximately 0.1% and 6.4%,
respectively, of our total mortgage-backed securities. The
$2.5 million in value of sub-prime securities were issued
from a dedicated second-lien shelf, which we consider to be a
sub-prime risk regardless of credit score or other metrics. We
do not own any securities from dedicated sub-prime shelves.
Mortgage
Loans
Our mortgage loans holdings are collateralized by commercial
properties. These holdings are reported at carrying value
composed of original cost net of prepayments and amortization.
We diversify our mortgage loans by geographic region, loan size
and scheduled maturities. We held total mortgage loans net of
allowances of $789.6 million and $794.3 million as of
June 30, 2007 and December 31, 2006, respectively. As
of June 30, 2007, 83.7% of our total mortgage loans were
under $5 million, and 93.1% of our total mortgage loans had
scheduled maturities due after five years. Also, holdings in the
top four states, California, Washington, Texas and Oregon,
comprised 63.2% of our total mortgage loans as of June 30,
2007. We monitor our mortgage loans on a continual basis for any
that may be potentially delinquent. Our allowance for losses on
mortgage loans was $4.0 million and $4.0 million as of
June 30, 2007 and December 31, 2006, respectively.
Equity
Securities
We purchase preferred and common stocks of publicly traded
U.S. companies, and hold investments in other limited
partnerships. The majority of our equity securities are held in
our Income Annuities segment where we believe it is appropriate
to match equity exposure against long-tailed structured
settlement liabilities. Our equity holdings, which include
investments in limited partnerships when the ownership
percentage is less than 3%, are classified as available-for-sale
and are carried at fair value. We held total equity securities
of $209.9 million and $201.7 million as of
June 30, 2007 and December 31, 2006, respectively.
Investments
in Limited Partnerships
Our investments in limited partnerships are accounted for under
the equity method when our ownership interest is 3% or greater.
These investments are carried at fair value with the difference
between fair value and cost recorded in investment income. We
held total investments in limited partnerships of
$159.8 million and $112.6 million as of June 30,
2007 and December 31, 2006, respectively.
Reinsurance
Through both treaty and facultative reinsurance agreements, we
engage in the industry practice of reinsuring portions of our
insurance risk with reinsurance companies. We use reinsurance to
diversify our risks and manage loss exposures primarily in our
Group and Individual segments. The use of reinsurance permits us
to write policies in amounts larger than the risk we are willing
to retain.
We cede insurance primarily on a treaty basis, under which risks
are ceded to a reinsurer on specific books of business where the
underlying risks meet certain predetermined criteria. To a
lesser extent, we cede insurance risks on a facultative basis,
under which the reinsurer’s prior approval is required on
each risk reinsured. The use of reinsurance does not discharge
us, as the insurer, from liability on the insurance ceded. We,
as the insurer, are required to pay the full amount of our
insurance obligations even in circumstances where we are
entitled or able to receive payments from our reinsurer. The
principal reinsurers to which we cede risks have A.M. Best
financial strength ratings ranging from “A+” to
“A−.” Historically, we have not had significant
concentrations of reinsurance risk with any one reinsurer.
We had reinsurance recoverables of $249.1 million and
$238.8 million as of June 30, 2007 and
December 31, 2006, respectively. The following table sets
forth our exposure to our principal reinsurers,
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including reinsurance recoverables as of December 31, 2006
and the A.M. Best ratings of those reinsurers as of that
date:
|
Reinsurance |
||||||||
| recoverable | A.M. Best rating | |||||||
| (Dollars in millions) | ||||||||
|
Reinsurance Group of America
|
$ | 70.7 | A+ | |||||
|
Transamerica Life Insurance Company
|
$ | 66.1 | A+ | |||||
|
UNUM Life Insurance Company of
America
|
$ | 64.9 | A– | |||||
|
Lincoln National Life Insurance
Company
|
$ | 25.1 | A+ | |||||
In the table above, the reinsurance recoverables under our
agreements with RGA, UNUM and Lincoln represent the reinsurance
exposure of these parties to us under the reinsurance policies.
The reinsurance recoverable under our agreement with
Transamerica represents our share of the proceeds generated
under this policy.
Under most of our reinsurance agreements, we obtain reinsurance
to mitigate some or all of the risk of the policies we issue,
particularly the risk of substantial loss from death of an
individual or catastrophic loss, and in other cases where the
reinsurer offers a particular expertise. Some of these
agreements are coinsurance arrangements, whereby we only obtain
reinsurance for a portion of the risk, and retain the remainder.
In some cases, we instead act as a reinsurer (or coinsurer) of
another life insurance company.
The following is a brief summary of our reinsurance agreements
with the parties listed in the table above:
| • | Reinsurance Group of America — Under our agreements with RGA, RGA reinsures the risk of a large loss on term life insurance and universal life insurance policies. These are typically coinsurance arrangements, whereby we cede fifty percent or more of the claims liability to RGA. These agreements do not have a fixed term. Either party can terminate these agreements with respect to future business with 90 days’ written notice to the other party. |
| • | Lincoln National Life Insurance Company — Under our agreements with Lincoln, we primarily cede claims liability under 10, 15 and 20-year term life insurance policies to Lincoln. These are typically coinsurance arrangements, whereby we cede fifty percent or more of the claims liability to Lincoln. These agreements do not have a fixed term. Either party can terminate these agreements with respect to future business upon 90 days’ written notice to the other party. |
| • | UNUM Life Insurance Company of America — We cede nearly all of our Group Long-Term-Disability and Short-Term-Disability claims liability through a reinsurance pool. The pool of reinsurers may change each year for new claims. UNUM covers the substantial majority of this business. This agreement does not have a fixed term. Either party can terminate the agreement with respect to future business by providing 90 days’ written notice to the other party on or before October 1 of any given year. |
| • | Transamerica Life Insurance Company — Under an agreement with Transamerica, we act as their reinsurer with respect to 28.6% of a bank owned life insurance (BOLI) policy. BOLI is life insurance purchased by a bank to insure the lives of bank employees, usually officers and other highly compensated employees. BOLI policies are commonly used by banks to fund employee pension plans and benefit plans. Transamerica invests the policy premiums paid by the bank, and manages those investments subject to the terms of the policy. We have assumed 28.6% of the claims liability under this policy, and receive 28.6% of the proceeds generated under the policy. The term of this agreement is perpetual. We are only allowed to terminate this agreement in the event Transamerica fails to pay amounts due to us under this agreement, or in the event of fraud, misrepresentation or breach of this agreement by Transamerica. |
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Risk
Management
Overview
Risk management is a critical part of our business and we have
adopted risk management processes in virtually every aspect of
our operations, including product development, underwriting,
investment management, asset-liability management and technology
development projects. The primary objective of these risk
management processes is to reduce the variations we experience
from our expected results.
We use a risk model that draws on the risk-based capital
concepts. Risks are classified into four main categories:
| • | investment risks; | |
| • | pricing risks, including determination of adequate spreads or premiums, and estimation of claims, both expected and catastrophic; | |
| • | interest rate risk, including asset liability duration matching exposures; and | |
| • | other business risks, including business continuity, data security and other operational risks. |
Operations
and Technology
Service
and Support
We have a dedicated team of service and support personnel, as
well as Affiliated Computer Services, or ACS, based in Dallas,
Texas, our outsourced provider, that deliver automation
solutions to drive competitive advantage, to achieve earnings
growth objectives, and to control the cost of doing business. We
mainly follow a buy-versus-build approach in providing
application and business processing services that accelerate
delivery and responsiveness. We also develop proprietary
software for competitive or economic benefits.
Operating
Centers
In October 2004, we established a comprehensive five-year
outsourcing agreement with ACS, with two
one-year
extensions. The scope of the contract with ACS includes the
management of the following:
| • | Data center: mainframe, Wintel systems, storage, web services, disaster recovery; | |
| • | Distributed computing: field office services, desktop support, asset management; | |
| • | Data network: network infrastructure, carrier services, secured remote access; | |
| • | Voice communications: voice systems, wireless, contact center technologies; | |
| • | Help desk supporting: infrastructure, packaged software, password resets; | |
| • | Output processing: print and mail fulfillment, archive and online viewing; and | |
| • | Content management: imaging and content management system. |
The outsourcing agreement designates certain critical milestones
associated with the transfer of the outsourced services and the
performance of certain disaster recovery milestones. All
critical milestones associated with the transfer of services
were met successfully by July 31, 2005 when the last set of
outsourced IT services was assumed by ACS. Critical milestone
obligations associated with the maintenance of a disaster
recovery plan and the execution of a disaster recovery plan in
the event of a disaster remain throughout the term of the
agreement. We may also establish additional critical milestones
upon mutual agreement.
The outsourcing agreement contains detailed baseline pricing for
the outsourced services, and we are not obligated to pay any
other additional fees, assessments, or other costs other than
those additional services we agree to pay subject to stated
hourly service rates or usage fees. The fees are locked in for
the initial term and are subject to adjustment if the agreement
is renewed. The fees we pay are subject to robust service level
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standards, and we may qualify for fee reductions or corrective
assessments if those service level standards are not met.
In addition, we may conduct annual operational and financial
audits of ACS to monitor performance under the outsourcing
agreement, subject to more frequent audit rights if certain
conditions are met, such as regulatory requirements or
inquiries. Furthermore, ACS must provide us with SAS 70
Type II audits in July and January of each year of the term
of the agreement.
The agreement may be terminated by us prior to the end of the
5-year term
for convenience upon ninety (90) days’ notice and
payment by us of a termination fee. In addition, we may
terminate in the event of a change of control of ACS or force
majeure event, without payment of a termination fee. In any
termination event, ACS is obligated to cooperate with us to
disentangle our outsourced operations from ACS. Upon
disentanglement from ACS for any reason, Symetra will own most
critical application software and desk top hardware. ACS will
continue to own its infrastructure hardware and infrastructure
software. ACS is obligated under the agreement to cooperate with
Symetra to transfer any licenses or other contracts necessary
for Symetra to obtain rights to operate any application software
used in outsourced operations. In addition, upon
disentanglement, we may choose to purchase assets used by ACS to
provide the outsourced services.
Competition
We face significant competition for customers and distributors
from insurance and other financial services companies in each of
our businesses. Our competitors include other large and highly
rated insurance carriers. Some of these competitors have greater
resources than we do, and many of them offer similar products
and use similar distribution channels. Competition in our
operating business segments is based on a number of factors,
including:
| • | quality of service; | |
| • | product features; | |
| • | price; | |
| • | scope of distribution; | |
| • | financial strength ratings; and | |
| • | name recognition. |
The relative importance of these factors depends on the
particular product and market. We compete for customers and
distributors with insurance companies and other financial
services companies in our various businesses.
Financial
Strength Ratings
Rating organizations continually review the financial
performance and condition of most insurers and provide financial
strength ratings based on a company’s operating performance
and ability to meet obligations to policyholders. Ratings
provide both industry participants and insurance consumers
meaningful information on specific insurance companies and are
an important factor in establishing the competitive position of
insurance companies. In addition, ratings are important to
maintaining public confidence in us and our ability to market
our products.
Symetra Life Insurance Company, our principal life insurance
subsidiary, is rated by A.M. Best, S&P, Moody’s
and Fitch as follows as of August 31, 2007:
| Financial Strength Rating | ||||||||||||||||
| A.M. Best | S&P | Moody’s | Fitch | |||||||||||||
|
Symetra Life Insurance Company
|
A | A− | A2 | A+ | ||||||||||||
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A.M. Best states that its “A” (Excellent) rating
is assigned to those companies that have, in its opinion, an
excellent ability to meet their ongoing obligations to
policyholders. The “A” (Excellent) is the third
highest of 15 ratings assigned by A.M. Best, which range
from “A++” to “F.”
Symetra Life Insurance Company’s Financial Size Category,
or FSC, ranking, as determined by A.M. Best is XII, the
fourth highest of 15. A.M. Best indicates that the FSC is
designed to provide an indicator of the size of a company in
terms of its statutory surplus and related accounts.
Standard & Poor’s states that an insurer rated
“A” (Strong) has strong financial security
characteristics, that outweigh any vulnerabilities, and is
highly likely to have the ability to meet financial commitments,
but is somewhat more likely to be affected by adverse business
conditions than are insurers with higher ratings. The
“A” range is the third highest of the four ratings
ranges that meet these criteria, and also is the third highest
of nine financial strength ratings ranges assigned by S&P,
which range from “AAA” to “R.” A plus (+) or
minus (−) shows relative standing in a rating category.
Accordingly, the “A−” rating is the seventh
highest of S&P’s 22 ratings categories.
Moody’s Investors Service states that insurance companies
rated “A2” (Good) offer good financial security.
However, elements may be present that suggest a susceptibility
to impairment sometime in the future. The “A” range is
the third highest of nine financial strength rating ranges
assigned by Moody’s which range from “Aaa” to
“C.” Numeric modifiers are used to refer to the
ranking within the group, with “1” being the highest
and “3” being the lowest. Accordingly, the
“A2” rating is the sixth highest of Moody’s 21
ratings categories.
Fitch states that insurance companies rated “A”
(Strong) are viewed as possessing strong capacity to meet
policyholder and contract obligations. Risk factors are
moderate, and the impact of any adverse business and economic
factors is expected to be small. The “A” rating
category is the third highest of eight financial strength
categories, which range from “AAA” to “D.”
The symbol (+) or (−) may be appended to a rating to
indicate the relative position of a credit within a rating
category. These suffixes are not added to ratings in the
“AAA” category or to ratings below the “CCC”
category. Accordingly, the “A+” rating is the fifth
highest of Fitch’s 24 ratings categories.
A.M. Best, S&P, Moody’s and Fitch review their
ratings periodically and we cannot assure you that we will
maintain our current ratings in the future. Other agencies may
rate Symetra or our insurance subsidiaries on a solicited or
unsolicited basis.
The A.M. Best, S&P, Moody’s and Fitch ratings
included are not designed to be, and do not serve as, measures
of protection or valuation offered to investors in this
offering. These financial strength ratings should not be relied
on with respect to making an investment in our securities.
Employees
As of June 30, 2007, we had over 1,300 full-time and
part-time employees. We believe our employee relations are
satisfactory. To the best of our knowledge, none of our
employees is subject to a collective bargaining agreement.
Facilities
We lease approximately 343,000 square feet of office space
in various locations throughout the U.S. which consists
primarily of 292,000 square feet of office space at our
headquarters in Bellevue, Washington.
Most of our leases have lease terms ranging from one to ten
years. Our aggregate annual rental expense under these leases
was $8.2 million during 2006.
We believe our properties are adequate for our business as
presently conducted.
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Legal
Proceedings
We are regularly a party to litigation, arbitration proceedings
and governmental examinations in the ordinary course of our
business. While we cannot predict the outcome of any pending or
future litigation or examination, we do not believe that any
pending matter, individually or in the aggregate, will have a
material adverse effect on our business.
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Our insurance operations are subject to a wide variety of laws
and regulations. State insurance laws regulate most aspects of
our insurance businesses, and our insurance subsidiaries are
regulated by the insurance departments of the states in which
they are domiciled and licensed. Our insurance products and thus
our businesses also are affected by U.S. federal, state and
local tax laws. Insurance products that constitute
“securities,” such as variable annuities and variable
life insurance, also are subject to federal and state securities
laws and regulations. The SEC, the National Association of
Securities Dealers, or NASD, and state securities authorities
regulate these products.
Our broker-dealers are subject to federal and state securities
and related laws. The SEC, NASD and state securities authorities
are the principal regulators of these operations.
The purpose of the laws and regulations affecting our insurance
and securities businesses is primarily to protect our customers
and not our noteholders or stockholders. Many of the laws and
regulations to which we are subject are regularly re-examined,
and existing or future laws and regulations may become more
restrictive or otherwise adversely affect our operations.
In addition, insurance and securities regulatory authorities
increasingly make inquiries regarding compliance by us and our
subsidiaries with insurance, securities and other laws and
regulations regarding the conduct of our insurance and
securities businesses. We cooperate with such inquiries and take
corrective action when warranted.
Many of our customers and agents also operate in regulated
environments. Changes in the regulations that affect their
operations also may affect our business relationships with them
and their ability to purchase or to distribute our products.
Insurance
Regulation
Our insurance subsidiaries are licensed and regulated in all
states in which they conduct insurance business. The extent of
this regulation varies, but most states have laws and
regulations governing the financial condition of insurers,
including standards of solvency, types and concentration of
investments, establishment and maintenance of reserves, credit
for reinsurance and requirements of capital adequacy, and the
business conduct of insurers, including marketing and sales
practices and claims handling. In addition, statutes and
regulations usually require the licensing of insurers and their
agents, the approval of policy forms and related materials and
the approval of rates for certain lines of insurance. The types
of insurance laws and regulations applicable to us or our
insurance subsidiaries are described below.
Insurance
Holding Company Regulation
All states in which our insurance subsidiaries conduct insurance
business have enacted legislation that requires each insurance
company in a holding company system, except captive insurance
companies, to register with the insurance regulatory authority
of its state of domicile and to furnish that regulatory
authority financial and other information concerning the
operations of, and the interrelationships and transactions
among, companies within its holding company system that may
materially affect the operations, management or financial
condition of the insurers within the system. These laws and
regulations also regulate transactions between insurance
companies and their parents and affiliates. Generally, these
laws and regulations require that all transactions within a
holding company system between an insurer and its affiliates be
fair and reasonable and that the insurer’s statutory
surplus following any transaction with an affiliate be both
reasonable in relation to its outstanding liabilities and
adequate to its financial needs. Statutory surplus is the excess
of admitted assets over statutory liabilities. For certain types
of agreements and transactions between an insurer and its
affiliates, these laws and regulations require prior
notification to, and non-disapproval or approval by, the
insurance regulatory authority of the insurer’s state of
domicile.
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Policy
Forms
Our insurance subsidiaries’ policy forms are subject to
regulation in every state in which such subsidiaries are
licensed to transact insurance business. In most states, policy
forms must be filed prior to their use.
Dividend
Limitations
As a holding company with no significant business operations of
its own, Symetra depends on dividends or other distributions
from its subsidiaries as the principal source of cash to meet
its obligations, including the payment of interest on and
repayment of principal of any debt obligations and payment of
dividends to stockholders and stock repurchases. The payment of
dividends or other distributions to Symetra by its insurance
subsidiaries is regulated by the insurance laws and regulations
of their respective states of domicile. In the state of
Washington, the state of domicile of Symetra’s principal
insurance subsidiary, Symetra Life Insurance Company, an
insurance company subsidiary may not pay an
“extraordinary” dividend or distribution until
30 days after the insurance commissioner has received
sufficient notice of the intended payment and has not objected
or has approved the payment within the
30-day
period. An “extraordinary” dividend or distribution is
defined under Washington law as a dividend or distribution that,
together with other dividends and distributions made within the
preceding 12 months, exceeds the greater of:
| • | 10% of the insurer’s statutory surplus as of the immediately prior year end; or | |
| • | the statutory net gain from the insurer’s operations for the prior year. |
State laws and regulations also prohibit an insurer from
declaring or paying a dividend except out of its statutory
surplus or require the insurer to obtain regulatory approval
before it may do so. In addition, insurance regulators may
prohibit the payment of ordinary dividends or other payments by
our insurance subsidiaries to Symetra (such as a payment under a
tax sharing agreement or for employee or other services) if they
determine that such payment could be adverse to our
policyholders or contractholders.
Market
Conduct Regulation
The laws and regulations of U.S. jurisdictions include
numerous provisions governing the marketplace activities of
insurers, including provisions governing the form and content of
disclosure to consumers, product illustrations, advertising,
product replacement, sales and underwriting practices, complaint
handling and claims handling. State jurisdictions generally
enforce these provisions through periodic market conduct
examinations.
Statutory
Examinations
As part of their regulatory oversight process, state insurance
departments conduct periodic detailed examinations of the books,
records, accounts and business practices of insurers domiciled
in their jurisdictions. These examinations generally are
conducted in cooperation with the insurance departments of
several other states under guidelines promulgated by the NAIC.
In the three year period ended December 31, 2006, we have
not received any material adverse findings resulting from any
insurance department examinations of our insurance subsidiaries.
Guaranty
Associations and Similar Arrangements
Most states require life insurers doing business within the
state to participate in guaranty associations, which are
organized to pay contractual benefits owed pursuant to insurance
policies of insurers who become impaired or insolvent. These
associations levy assessments, up to prescribed limits, on all
member insurers in a particular state on the basis of the
proportionate share of the premiums written by member insurers
in the lines of business in which the impaired, insolvent or
failed insurer is engaged. Some states permit member insurers to
recover assessments paid through full or partial premium tax
offsets.
We had no assessments levied against our insurance subsidiaries
for the six months ended June 30, 2007. Aggregate
assessments levied against our insurance subsidiaries totaled
$0.2 million and $1.0 million for the
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years ended December 31, 2006 and 2005, respectively.
Although the amount and timing of future assessments are not
predictable, we have established reserves for guaranty fund
assessments that we consider adequate for assessments with
respect to insurers that currently are subject to insolvency
proceedings.
Change
of Control
The laws and regulations of the states in which our insurance
subsidiaries are domiciled require that a person obtain the
approval of the insurance commissioner of the insurance
company’s jurisdiction of domicile prior to acquiring
control of the insurer. Generally, such laws provide that
control over an insurer is presumed to exist if any person,
directly or indirectly, owns, controls, holds with the power to
vote, or holds proxies representing 10% or more of the voting
securities of the insurer. In considering an application to
acquire control of an insurer, the insurance commissioner
generally will consider such factors as the experience,
competence and financial strength of the applicant, the
integrity of the applicant’s board of directors and
executive officers, the acquiror’s plans for the management
and operation of the insurer, and any anti-competitive results
that may arise from the acquisition. In addition, a person
seeking to acquire control of an insurance company is required
in some states to make filings prior to completing an
acquisition if the acquiror and the target insurance company and
their affiliates have sufficiently large market shares in
particular lines of insurance in those states. Approval of an
acquisition may not be required in these states, but the state
insurance departments could take action to impose conditions on
an acquisition that could delay or prevent its consummation.
These laws may discourage potential acquisition proposals and
may delay, deter or prevent a change of control involving us,
including through transactions, and in particular unsolicited
transactions, that some or all of our stockholders might
consider to be desirable.
Policy
and Contract Reserve Sufficiency Analysis
Under the laws and regulations of their states of domicile, our
life insurance subsidiaries are required to conduct annual
analyses of the sufficiency of their life and health insurance
and annuity statutory reserves. In addition, other jurisdictions
in which these subsidiaries are licensed may have certain
reserve requirements that differ from those of their domiciliary
jurisdictions. In each case, a qualified actuary must submit an
opinion that states that the aggregate statutory reserves, when
considered in light of the assets held with respect to such
reserves, make good and sufficient provision for the associated
contractual obligations and related expenses of the insurer. If
such an opinion cannot be provided, the affected insurer must
set up additional reserves by moving funds from surplus. Our
life insurance subsidiaries submit these opinions annually to
applicable insurance regulatory authorities.
Surplus
and Capital Requirements
Insurance regulators have the discretionary authority, in
connection with the ongoing licensing of our insurance
subsidiaries, to limit or prohibit the ability of an insurer to
issue new policies if, in the regulators’ judgment, the
insurer is not maintaining a minimum amount of surplus or is in
hazardous financial condition. Insurance regulators may also
limit the ability of an insurer to issue new life insurance
policies and annuity contracts above an amount based upon the
face amount and premiums of policies of a similar type issued in
the prior year. We do not believe that the current or
anticipated levels of statutory surplus of our insurance
subsidiaries present a material risk that any such regulator
would limit the amount of new policies that our insurance
subsidiaries may issue.
Risk-based
Capital
The NAIC has established risk-based capital standards for life
insurance companies as well as a model act with the intention
that these standards be applied at the state level. The model
act provides that life insurance companies must submit an annual
risk-based capital report to state regulators reporting their
risk-based capital based upon four categories of risk: asset
risk, insurance risk, interest rate risk and business risk. For
each category, the capital requirement is determined by applying
factors to various asset, premium and reserve items, with the
factor being higher for those items with greater underlying risk
and lower for less risky
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items. The formula is intended to be used by insurance
regulators as an early warning tool to identify possible weakly
capitalized companies for purposes of initiating further
regulatory action.
If an insurer’s risk-based capital falls below specified
levels, the insurer would be subject to different degrees of
regulatory action depending upon the level. These actions range
from requiring the insurer to propose actions to correct the
capital deficiency to placing the insurer under regulatory
control. As of December 31, 2006, the risk-based capital of
each of our life insurance subsidiaries exceeded the level of
risk-based capital that would require any of them to take or
become subject to any corrective action.
Statutory
Accounting Principles
Statutory accounting principles, or SAP, is a basis of
accounting developed by state insurance regulators to monitor
and regulate the solvency of insurance companies. In developing
SAP, insurance regulators were primarily concerned with assuring
an insurer’s ability to pay all its current and future
obligations to policyholders. As a result, statutory accounting
focuses on conservatively valuing the assets and liabilities of
insurers, generally in accordance with standards specified by
the insurer’s domiciliary state. Uniform statutory
accounting practices are established by the NAIC and generally
adopted by regulators in the various states. These accounting
principles and related regulations determine, among other
things, the amounts our insurance subsidiaries may pay to us as
dividends. The values for assets, liabilities and equity
reflected in financial statements prepared in accordance with
U.S. GAAP may be different from those reflected in
financial statements prepared under SAP.
Regulation
of Investments
Each of our insurance subsidiaries is subject to laws and
regulations that require diversification of its investment
portfolio and limit the amount of investments in certain asset
categories, such as below investment grade fixed maturities,
real estate, equity investments and derivatives. Failure to
comply with these laws and regulations would cause investments
exceeding regulatory limitations to be treated as non-admitted
assets for purposes of measuring surplus, and, in some
instances, would require divestiture of such non-complying
investments. We believe the investments held by our insurance
subsidiaries comply with these laws and regulations.
Federal
Regulation
Our variable life insurance and variable annuity products
generally are “securities” within the meaning of
federal and state securities laws. As a result, they are
registered under the Securities Act of 1933 and are subject to
regulation by the SEC, the NASD and state securities
authorities. Federal and state securities regulation similar to
that discussed below under “— Other Laws and
Regulations — Securities Regulation” affect
investment advice, sales and related activities with respect to
these products. In addition, although the federal government
does not comprehensively regulate the business of insurance,
federal legislation and administrative policies in several other
areas, including taxation, privacy regulation, financial
services regulation and pension and welfare benefits regulation,
can also significantly affect the insurance industry. In
addition, various forms of direct federal regulation of
insurance have been proposed. These proposals include the
“National Insurance Act,” which would allow insurance
companies to choose to be regulated by a federal regulator
rather than by multiple state regulators, and “The State
Modernization and Regulatory Transparency Act,” which would
maintain state-based regulation of insurance but would affect
state regulation of certain aspects of the business of
insurance, including rates, agent and company licensing and
market conduct examinations.
Federal
Initiatives
Although the federal government generally does not directly
regulate the insurance business, federal initiatives often and
increasingly have an impact on the business in a variety of
ways. From time to time, federal measures are proposed that may
significantly affect the insurance business, including
limitations on antitrust immunity, tax incentives for lifetime
annuity payouts, simplification bills affecting tax-advantaged
or
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tax-exempt savings and retirement vehicles, and proposals to
modify or make permanent the estate tax repeal enacted in 2001.
In addition, various forms of direct federal regulation of
insurance have been proposed in recent years. We cannot predict
whether these or other proposals will be adopted, or what
impact, if any, such proposals may have on our business.
Changes
in Tax Laws
Changes in tax laws could make some of our products less
attractive to consumers. For example, in November 2004, the
Treasury Department and the Internal Revenue Service, or IRS,
issued proposed regulations relating to Section 403(b)
plans that will impact the 403(b) marketplace, including tax
sheltered annuities. While the terms of the proposed regulations
are not final and the impact of the new regulations is
uncertain, it is likely that employers offering
Section 403(b) plans will be required to change how their
plans operate. Those changes may include re-evaluation of their
plan investment offerings, including annuities currently offered
by us in those plans.
Furthermore, the federal estate tax, which has undergone a
gradual repeal since 2001 that will continue to be phased in
through 2010, is scheduled to revert to pre-2001 law as of
January 1, 2011. The repeal of and continuing uncertainty
regarding the federal estate tax may adversely affect sales and
surrenders of some of our estate planning products.
Other
Laws and Regulations
Securities
Regulation
Certain of our U.S. subsidiaries and certain policies and
contracts offered by them, are subject to various levels of
regulation under the federal securities laws administered by the
SEC. Certain of our U.S. subsidiaries are investment
advisers registered under the Investment Advisers Act of 1940.
Certain of their respective employees are licensed as investment
advisory representatives in the states where those employees
have clients. Some of our insurance company separate accounts
are registered under the Investment Company Act of 1940. Some
annuity contracts and insurance policies issued by some of our
U.S. subsidiaries are funded by separate accounts, the
interests in which are registered under the Securities Act of
1933. Certain of our subsidiaries are registered and regulated
as broker-dealers under the Exchange Act and are members of, and
subject to regulation by, the NASD, as well as by various state
and local regulators. The registered representatives of our
broker-dealers are also regulated by the SEC and NASD and are
further subject to applicable state and local laws.
These laws and regulations are primarily intended to protect
investors in the securities markets and generally grant
supervisory agencies broad administrative powers, including the
power to limit or restrict the conduct of business for failure
to comply with such laws and regulations. In such event, the
possible sanctions that may be imposed include suspension of
individual employees, limitations on the activities in which the
investment adviser or broker/dealer may engage, suspension or
revocation of the investment adviser or broker/dealer
registration, censure or fines. We may also be subject to
similar laws and regulations in the states and other countries
in which we provide investment advisory services, offer the
products described above or conduct other securities-related
activities.
Certain of our U.S. subsidiaries also sponsor and manage
investment vehicles that rely on certain exemptions from
registration under the Investment Company Act of 1940 and the
Securities Act of 1933. Nevertheless, certain provisions of the
Investment Company Act of 1940 and the Securities Act of 1933
apply to these investment vehicles and the securities issued by
such vehicles. The Investment Company Act of 1940, the
Investment Advisers Act of 1940 and the Securities Act of 1933,
including the rules promulgated thereunder, are subject to
change which may affect our U.S. subsidiaries that sponsor
and manage such investment vehicles.
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ERISA
Considerations
We provide certain products and services to certain employee
benefits plans that are subject to ERISA or the Internal Revenue
Code. As such, our activities are subject to the restrictions
imposed by ERISA and the Internal Revenue Code, including the
requirement under ERISA that fiduciaries must perform their
duties solely in the interests of ERISA plan participants and
beneficiaries and the requirement under ERISA and the Internal
Revenue Code that fiduciaries may not cause a covered plan to
engage in certain prohibited transactions with persons who have
certain relationships with respect to such plans. The applicable
provisions of ERISA and the Internal Revenue Code are subject to
enforcement by the U.S. Department of Labor, the IRS and
the Pension Benefit Guaranty Corporation.
USA
Patriot Act
The USA Patriot Act of 2001, or the Patriot Act, which was
renewed for an additional four years in 2006, contains
anti-money laundering and financial transparency laws and
mandates the implementation of various new regulations
applicable to broker/dealers and other financial services
companies including insurance companies. The Patriot Act seeks
to promote cooperation among financial institutions, regulators
and law enforcement entities in identifying parties that may be
involved in terrorism or money laundering. The increased
obligations of financial institutions to identify their
customers, watch for and report suspicious transactions, respond
to requests for information by regulatory authorities and law
enforcement agencies, and share information with other financial
institutions, require the implementation and maintenance of
internal practices, procedures and controls. We believe that we
have implemented, and that we maintain, appropriate internal
practices, procedures and controls to enable us to comply with
the provisions of the Patriot Act.
Privacy
of Consumer Information
U.S. federal and state laws and regulations require
financial institutions, including insurance companies, to
protect the security and confidentiality of consumer financial
information and to notify consumers about their policies and
practices relating to their collection and disclosure of
consumer information and their policies relating to protecting
the security and confidentiality of that information. Similarly,
federal and state laws and regulations also govern the
disclosure and security of consumer health information. In
particular, regulations promulgated by the U.S. Department
of Health and Human Services regulate the disclosure and use of
protected health information by health insurers and others, the
physical and procedural safeguards employed to protect the
security of that information and the electronic transmission of
such information. Congress and state legislatures are expected
to consider additional legislation relating to privacy and other
aspects of consumer information.
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Directors
and Executive Officers
Set forth below is a list of the directors and principal
executive officers of Symetra as of August 31, 2007. The
positions listed are of Symetra unless otherwise indicated.
|
Name
|
Age
|
Positions
|
||||
|
David T. Foy
|
40 | Director, Chairman of the Board | ||||
|
Randall H. Talbot
|
54 | Director, President and Chief Executive Officer | ||||
|
Roger F. Harbin
|
56 | Executive Vice President and Chief Operating Officer | ||||
|
Margaret A. Meister
|
42 | Executive Vice President and Chief Financial Officer | ||||
|
Allyn D. Close
|
45 | Senior Vice President — Marketing, Symetra Life Insurance Company | ||||
|
Jennifer V. Davies
|
49 | Senior Vice President — Enterprise Development | ||||
|
Richard J. Lindsay
|
50 | Senior Vice President — Life & Annuities Division, Symetra Life Insurance Company | ||||
|
Patrick B. McCormick
|
50 | Senior Vice President — Distribution, Symetra Life Insurance Company | ||||
|
M. Scott Taylor
|
64 | Senior Vice President — Group Department, Symetra Life Insurance Company | ||||
|
Tommie D. Brooks
|
36 | Vice President and Chief Actuary, Symetra Life Insurance Company | ||||
|
Christine A. Katzmar
|
48 | Vice President — Human Resources | ||||
|
Troy J. Olson-Blair
|
52 | Vice President — Information Technology | ||||
|
George C. Pagos
|
57 | Vice President, General Counsel and Secretary | ||||
|
Lois W. Grady
|
62 | Director | ||||
|
Sander M. Levy
|
45 | Director | ||||
|
Robert R. Lusardi
|
50 | Director | ||||
|
David I. Schamis
|
33 | Director | ||||
|
Lowndes A. Smith
|
67 | Director | ||||
David T. Foy has been Chairman of the Board of Symetra
since 2004. He has been Executive Vice President and Chief
Financial Officer of White Mountains Insurance Group, Ltd. since
2003. Previously, he was Senior Vice President and Chief
Financial Officer of Hartford Life, Inc., which he joined in
1993. From 1989 to 1993, Mr. Foy was with Milliman and
Robertson, an actuarial consulting firm. He is also a director
of OneBeacon Insurance Group, Ltd. He received his B.S. degree
from the Rochester Institute of Technology.
Randall H. Talbot has been a director, Chief Executive
Officer and President of Symetra since 2004. Mr. Talbot
joined Symetra Life Insurance Company in 1998, and from 1998 to
2004, he served as its President. He is also President and a
director of various affiliates of Symetra. From 1988 to 1998, he
was Chief Executive Officer and President of Talbot Financial
Corporation. Mr. Talbot is a member of the board of
directors of the American Council of Life Insurers.
Mr. Talbot received his B.A. degree from Arizona State
University.
Roger F. Harbin has been Executive Vice President and
Chief Operating Officer of Symetra since 2004. Mr. Harbin
joined Symetra Life Insurance Company in 1977, and served in a
variety of positions, most recently Executive Vice President of
Symetra Life Insurance Company, before he was promoted to his
current positions. He is also an officer and director of various
affiliates of Symetra. Mr. Harbin is a fellow of the
Society of Actuaries and has served on the boards of several
industry organizations. He is currently a member of the boards
of state insurance guaranty associations in Washington,
Virginia, North Carolina and Montana. Mr. Harbin received
his B.A. and M.A. degrees from the University of Montana.
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Margaret A. Meister has been Executive Vice President and
Chief Financial Officer of Symetra since 2006. She is an officer
and director of various affiliates of Symetra. Ms. Meister
is a fellow of the Society of Actuaries. Ms. Meister joined
Symetra Life Insurance Company in 1988, and served in a variety
of positions, most recently Chief Actuary and Vice President
prior to her promotion to her current position. Ms. Meister
received her B.A. degree from Whitman College.
Allyn D. Close has been Senior Vice President of Symetra
Life Insurance Company since 2001 and is responsible for
Marketing. Mr. Close joined Symetra Life Insurance Company
in 1998, and from 1999 to 2001, he served as President of
Symetra Investment Services, Inc. He is also an officer and
director of various affiliates of Symetra. Prior to joining
Symetra, Mr. Close was President and Chief Executive
Officer of Interpacific Investors Services, Inc., a regional
brokerage company. Mr. Close received his B.A. degree from
the University of Washington.
Jennifer V. Davies has been Senior Vice President of
Symetra since June 2007 and is responsible for Enterprise
Development. Ms. Davies joined Symetra Life Insurance
Company in 1992, and served in a variety of positions, most
recently Vice President, prior to being promoted to her current
position. She is also an officer and director of various of our
affiliates. Ms. Davies was employed by Sons of Norway from
1986 to 1992, and ITT/Hartford Life Insurance Company from 1982
to 1986. Ms. Davies received her B.A. degree from the
University of Minnesota and her M.A. degree from the University
of Virginia.
Richard J. Lindsay has been Senior Vice President of
Symetra Life Insurance Company since 2006. He is responsible for
the operations of the Life & Annuities division of
Symetra Life Insurance Company. Prior to joining Symetra Life
Insurance Company, Mr. Lindsay had worked for AIG VALIC
since 1998, where his last position was as an executive vice
president of AIG VALIC and as president of VALIC Financial
Advisors, an affiliated broker-dealer. Prior to joining AIG
VALIC, Mr. Lindsay spent 11 years with CoreStates
Financial Corp. Mr. Lindsay received his B.A. degree from
Brown University, his M.B.A. degree from Wharton School of the
University of Pennsylvania, and his J.D. degree from Temple
University.
Patrick B. McCormick has been Senior Vice President of
Symetra Life Insurance Company since 1999 and is responsible for
Distribution. Mr. McCormick joined Symetra Life Insurance
Company in 1995, and served in a variety of positions, most
recently Vice President, before he was promoted to his current
position after the Acquisition. He is also an officer and
director of various affiliates of Symetra.
M. Scott Taylor has been Senior Vice President of
Symetra Life Insurance Company since 2000 and is responsible for
Symetra Life Insurance Company’s Group Department.
Mr. Taylor joined Safeco Life Insurance Company in 1971,
and served in a variety of positions, most recently Vice
President, before he was promoted to his current position. He is
also an officer and director of various affiliates of Symetra.
Mr. Taylor served in the U.S. Air Force and received
his B.A. degree from the University of Washington.
Tommie D. Brooks has been Vice President and Chief
Actuary of Symetra since March 2007. Mr. Brooks joined
Symetra Life Insurance Company in 1992, and served in a variety
of managerial positions throughout the company. Mr. Brooks
attained the Fellow of the Society of Actuaries in 1998 and
earned his B.S. in math and actuarial sciences from Central
Washington University.
Christine A. Katzmar has been Vice President of Symetra
since 2004 and is responsible for Human Resources.
Ms. Katzmar joined Symetra Life Insurance Company in 2001
as Vice President. From 1991 to 2001, she was with Safeco
Insurance Company, where she held a variety of positions, most
recently Human Resources Director. She is also an officer of
various affiliates of Symetra. Ms. Katzmar received her
B.A. degree from Miami University, Ohio.
Troy J. Olson-Blair has been Vice President of Symetra
since June 2007 and is responsible for Information Technology.
She has been Vice President of Symetra Life Insurance Company
since 2000 and also served as Chief Information Officer since
2004. She has been responsible for Information Technology since
joining the company. Prior to Symetra, Ms. Olson-Blair held
a variety of technical and managerial positions with Safeco
Insurance Company that span twenty years; her last position was
AVP and director for IT Operations. Ms. Olson-Blair’s
background includes application development, voice and data
communications, networking, web services and ITIL service level
management.
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George C. Pagos has been Vice President, General Counsel
and Secretary of Symetra since 2004. Mr. Pagos joined
Symetra Life Insurance Company in 1976, and served in a variety
of positions prior to being promoted to his current position. He
is also an officer and director of various affiliates of
Symetra. Mr. Pagos received his B.A. degree from George
Washington University and his J.D. degree from the University of
Maryland.
Lois W. Grady has been a director of Symetra since 2004.
Ms. Grady served as Executive Vice President and Director
of Investment Products Services of Hartford Life, Inc. from 2002
through 2004 and as Senior Vice President and Director of
Investment Products Services of Hartford Life, Inc. from 1998
through 2002. She began her career with Hartford Life in 1983.
She is also a director of OneBeacon Insurance Group, Ltd.
Ms. Grady received her B.S. degree from Southern
Connecticut State University.
Sander M. Levy has been a director of Symetra since 2004.
He has been Managing Director of Vestar Capital Partners, a
private equity firm, since 1988. He was previously a member of
the management buyout group of First Boston Corporation. He
received his B.S. degree from The Wharton School, University of
Pennsylvania, and his M.B.A. degree from Columbia Business
School.
Robert R. Lusardi has been a director of Symetra since
2005. He has been Executive Vice President and Managing Director
of White Mountains Capital, Inc. since 2005. From 1998 until
2005, Mr. Lusardi served at XL Capital Ltd., first as Chief
Financial Officer and later as Chief Executive
Officer — Financial Products and Services. Previously,
Mr. Lusardi was a Managing Director at Lehman Brothers,
which he joined in 1980. He is also a director of OneBeacon
Insurance Group, Ltd. and Primus Guaranty, Ltd. He received his
B.A. and M.A. degrees from Oxford University, and his M.B.A.
from Harvard Business School.
David I. Schamis has been a director of Symetra since
2004. He has been Managing Director of J.C. Flowers &
Co. LLC since 2000. He received his B.A. degree from Yale
University.
Lowndes A. Smith has been a director of the Company since
2007. Mr. Smith serves as Managing Partner of Whittington
Gray Associates. Mr. Smith formerly served as Vice Chairman
of The Hartford Financial Services Group, Inc. and President and
CEO of Hartford Life, Inc. He joined The Hartford in 1968.
Mr. Smith also serves as Chairman of OneBeacon Insurance
Group, Ltd. and is a director of 85 investment companies in the
mutual funds of The Hartford. He received his B.S. degree from
Babson College.
Composition
of the Board of Directors
Our business and affairs are managed under the direction of our
board of directors. Our board of directors currently consists of
seven members, four of whom we believe are independent directors
under currently applicable listing standards of the NYSE.
Committees
of the Board of Directors
Upon completion of this offering, our board of directors will
conduct its business through three standing committees: the
audit committee, the compensation committee and the nominating
and corporate governance committee. In addition, from time to
time, special committees may be established under the direction
of the board of directors when necessary to address specific
issues. Our audit committee, our compensation committee and our
nominating and corporate governance committee will be required
to be composed of a majority of independent directors within
90 days following the completion of this offering and
entirely of independent directors within one year following the
completion of this offering.
Audit
Committee
Upon completion of this offering, we will have an audit
committee that will have responsibilities that meet all NYSE and
SEC requirements.
The audit committee will have the power to investigate any
matter brought to its attention within the scope of its duties
and to retain counsel for this purpose where appropriate.
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Upon the completion of this offering, our audit committee will
consist of Mr. Foy, Mr. Levy and Mr. Schamis.
Within a year of the completion of this offering, all members of
the audit committee will be independent directors according to
the rules and regulations of the SEC and the NYSE and at least
one member will be an “audit committee financial
expert,” as such term is defined in Item 407 of
Regulation S-K.
Prior to the completion of this offering, our board of directors
will adopt a written charter for the audit committee, which will
be available on our website.
Compensation
Committee
Upon completion of this offering, we will have a compensation
committee that will have responsibilities that meet all NYSE
requirements.
Upon the completion of this offering, our compensation committee
will consist of Mr. Foy, Ms. Grady and Mr. Smith.
Within a year of completion of this offering, all members of the
compensation committee will be independent directors according
to the rules and regulations of the NYSE.
Prior to the completion of this offering, our board of directors
will adopt a written charter for the compensation committee,
which will be available on our website.
Nominating
and Corporate Governance Committee
Upon completion of this offering, we will have a nominating and
corporate governance committee that will have responsibilities
that meet all NYSE requirements.
Upon completion of the offering our nominating and corporate
governance committee will consist of Mr. Foy, Mr. Levy
and Mr. Smith. Within a year of completion of this
offering, all members of the nominating and corporate governance
committee will be independent directors according to the rules
and regulations of the NYSE.
Prior to the completion of this offering, our board of directors
will adopt a written charter for the corporate governance and
nominating committee, which will be available on our website.
Compensation
Committee Interlocks and Insider Participation
Upon completion of this offering, our board of directors will
have a compensation committee as described above. None of our
executive officers will serve as a member of our compensation
committee, and none of them have served, or will be permitted to
serve, on the compensation committee (or any other committee
serving a similar function) of any entity of which an executive
officer is expected to serve as a member of our compensation
committee.
Code of
Business and Financial Conduct and Corporate Governance
Guidelines
Prior to the completion of this offering, our board of directors
will adopt a Code of Business and Financial Conduct applicable
to our directors, officers and employees and corporate
governance guidelines, each in accordance with applicable rules
and regulations of the SEC and the NYSE. Prior to completion of
this offering, the Code of Business and Financial Conduct and
the corporate governance guidelines will be available on our
website.
Compensation
Discussion and Analysis
Named
Executive Officers
The following Compensation Discussion and Analysis describes the
compensation earned by, awarded to or paid to our Chief
Executive Officer, our Chief Financial Officer and our three
other most highly paid executive officers as determined under
the rules of the SEC, collectively referred to as the Named
Executive Officers and listed below:
| • | Randall H. Talbot, President and Chief Executive Officer |
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| • | Roger F. Harbin, Executive Vice President and Chief Operating Officer |
| • | Margaret A. Meister, Executive Vice President and Chief Financial Officer |
| • | M. Scott Taylor, Senior Vice President, Group Department, Symetra Life Insurance Company |
| • | Patrick B. McCormick, Senior Vice President, Distribution, Symetra Life Insurance Company |
| • | Oscar C. Tengtio, Former Executive Vice President and Chief Financial Officer. Mr. Tengtio resigned as an executive officer and employee on February 17, 2006. |
Compensation
Philosophy
Our overall executive compensation program was redesigned after
the Acquisition by the acquiring stockholder group to align the
financial interests of our executives with those of our
stockholders. We focus on pay-for-performance (both individual
and company performance) by providing incentives that emphasize
long-term value creation, therefore putting a large portion of
our executives’ pay at risk. Based on this philosophy, the
compensation committee has maintained base salaries that may be
lower than those paid by other financial services companies and
life insurers and has chosen not to provide pensions or other
perquisites, choosing instead to grant the largest portion of
compensation as long-term incentive compensation which is based
on the growth of intrinsic business value per share.
Pay-for-performance. A majority of our
executive officers’ compensation is directly linked to our
short- and long-term financial goals, thereby providing
incentives for both short- and long-term results. Our Annual
Incentive Bonus Plan rewards performance relative to short-term
results based on a combination of meeting company performance
goals and individual performance goals. The Symetra Financial
Corporation Performance Share Plan (the “Performance Share
Plan”) rewards long-term performance relative to financial
goals set on three-year cycles.
Pay at risk. The pay at risk approach of our
incentive compensation is intended to align with the executive
officer’s impact on company performance over the short-and
long-term. Our Chief Executive Officer receives the largest
portion (approximately 90%) of his target total annual
compensation as performance-based incentive compensation. All
executive officers have a significant amount of their total
annual compensation at risk through performance-based incentives.
Competitive. As we grow and strive to reach
competitive financial goals, our need for experienced executive
talent will continue. Our compensation opportunities must be
competitive to allow us to attract and retain talented
executives in our field.
Compensation
Process
The compensation committee, according to its charter, is
responsible for approving all compensation for our Named
Executive Officers as well as our other executive officers and
for administering the Performance Share Plan with respect to all
participants.
The compensation committee relies on Randy Talbot, our Chief
Executive Officer, and Chris Katzmar, our Vice President of
Human Resources, for recommending compensation programs and
awards for executive officers subject to committee approval and
for administering approved programs for all employees.
Mr. Talbot and Ms. Katzmar attend committee meetings
and, at the committee’s request, present management’s
analysis and recommendations regarding compensation actions to
include base salary, Annual Incentive Bonus Plan and Performance
Share Plan grants.
Compensation actions are usually presented at the first meeting
of the compensation committee of each year after financial
results for the prior year are available. In the meeting,
Mr. Talbot also presents a self-evaluation outlining his
performance to assist the compensation committee in determining
his total compensation for the year. The compensation committee
then holds a private session to discuss and determine
Mr. Talbot’s total compensation.
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The compensation committee is comprised of experienced investors
who have, based on their experience, set compensation levels and
performance targets at what they believe to be appropriate
levels.
Elements
of Compensation
We currently compensate our executives through a combination of
base salary, annual incentive compensation or, in the case of
our sales executive, sales incentive compensation and long-term
incentive compensation.
Base salary. Our philosophy is to make base
salary a relatively smaller portion of the overall compensation
package of our executive officers relative to what we believe to
be common in the industry. While executive performance is
annually reviewed, base salaries for executives are not
regularly adjusted. The base salaries for Messrs. Talbot,
Harbin, Taylor and McCormick have not been increased since
August 2004. Ms. Meister received an increase in her base
salary in connection with her promotion to Chief Actuary in
August 2004 and again in connection with her promotion to Chief
Financial Officer in February 2006. Our practice of not
adjusting base salaries based on performance is consistent with
our philosophy that the majority of compensation should be
variable based on our actual long-term and short-term
performance and that of the executive.
Annual incentive compensation. We pay annual
incentive cash awards to our Named Executive Officers, other
than Mr. McCormick, through the Annual Incentive Bonus Plan
in March of each year for performance in the prior calendar
year. The Annual Incentive Bonus Plan awards are based on our
fulfillment of performance goals set at the beginning of the
year and the executive’s individual role in that goal
fulfillment.
The compensation committee determines the performance goals and
approves the target aggregate bonus pool for the Annual
Incentive Bonus Plan each year. The actual aggregate bonus pool
for the Annual Incentive Bonus Plan is determined by the sum of
all participants’ target awards and can range from 0% to
200% of this target, based on our fulfillment of performance
goals. The metric currently used to determine the actual
aggregate bonus pool for the plan is the growth in our intrinsic
business value per share, which is the average of the growth of
both our GAAP book value per share and enterprise value per
share during the plan year. Currently, the growth target is 13%.
If the average growth is 10% or lower, the plan will not be
funded and no bonus awards will be paid. If the average growth
falls between 10% and 13%, the aggregate bonus pool will be less
than 100% of the target. If the average growth meets or exceeds
the 13% goal, the aggregate bonus pool will grow proportionately
to a maximum of 200% of the target at 16%. The aggregate bonus
pool for the Annual Incentive Bonus Plan for 2006 (for bonuses
paid in March 2007) was 92% of the target.
After the aggregate bonus pool for the Annual Incentive Bonus
Plan is established, each executive is allocated a portion of
the pool based on his or her individual target and such
executive’s individual performance. The individual target
bonus for each of the CEO, COO and CFO is equal to 50% of his or
her base salary while the individual annual target bonus for
Mr. Taylor is 35% of his base salary. After reviewing
performance of the executive, Mr. Talbot recommends to the
compensation committee a percentage of each executive’s
individual target to be paid out for the plan year based on such
executive’s individual performance compared to goals or
expectations set by such executive and Mr. Talbot.
Mr. Talbot’s recommended annual incentive bonus is
subject to the total funding level for the Annual Incentive
Bonus Plan and the average percentage of target bonuses paid to
the executive team. The compensation committee then makes the
final determination of the amount to be received by each
executive. In 2006, Mr. Talbot, Mr. Harbin,
Ms. Meister and Mr. Taylor received 100%, 85%, 112%
and 112%, respectively, of their target bonuses under the Annual
Incentive Bonus Plan.
Combining our overall performance and individual performance
ensures the executive is aligned with our goals for financial
success as well as rewarded for individual performance.
In 2006, the Annual Incentive Bonus was designed to comprise 5%,
8%, 10% and 10% of total target compensation for
Mr. Talbot, Mr. Harbin, Ms. Meister and
Mr. Taylor, respectively.
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Sales incentive compensation. All sales
employees, including Mr. McCormick, participate in a sales
incentive program. The targets for Mr. McCormick’s
Sales Incentive Plan are designed to motivate him to develop new
distribution relationships and expand existing relationships. He
is rewarded for new net sales volumes in all product lines. In
2006, Mr. McCormick’s sales incentive target was 22%
of his target total compensation.
Long-term incentive compensation. We provide
long-term incentives to our Named Executive Officers and other
executive officers through the Performance Share Plan. This
long-term incentive compensation is in the form of unit-based
performance awards. Awards are granted annually. Each award
period is typically three years, therefore overlapping other
award periods. At the time of grant, each target performance
unit has the financial value of $100.00. Thereafter, the unit
has the financial value of $100.00 x (1 + aggregate percentage
growth in intrinsic business value per share), conditioned upon
attainment of a pre-established performance goal over the award
period. At the end of the award period, the compensation
committee determines the level of attainment of the performance
goal and assigns a harvest percentage based on that
determination. The matured performance units are paid in cash in
an amount equal to the then financial value of the shares
multiplied by the harvest percentage.
For all currently running performance cycles, the performance
goal is 13% compound annualized growth in our intrinsic business
value per share. Growth in our intrinsic business value per
share equals the average of the compound annualized growth rates
during the award period of the GAAP book value per share and the
enterprise value per share, excluding unrealized gains or losses
other than unrealized gains or losses on equities held as
investments.
The harvest percentage ranges from 0% to 200% for the currently
running performance cycles. If the compound annualized growth is
10% or less, no award is made. If the compound annualized growth
is 16% or higher, the maximum harvest percentage of 200%
applies. For annualized percentage growth between 10% and 16%,
the harvest percentage is determined on the basis of straight
line interpolation.
The performance share grants reflect the expected contribution
of each participant based on Mr. Talbot’s
recommendation and the compensation committee’s discretion.
The participants are determined by the compensation committee
and include all of the Named Executive Officers as well as
members of the CEO’s management team. See the “Grant
of Plan-Based Awards” table for the grants of each Named
Executive Officer for 2006.
The target grants for the
2006-2008
performance share award period were designed to comprise 85%,
75%, 70%, 61% and 52% of target total compensation for
Mr. Talbot, Mr. Harbin, Ms. Meister,
Mr. Taylor and Mr. McCormick, respectively.
With respect to the
2004-2006
performance share award period, the company exceeded the target
compound annualized growth rate per share. Accordingly, the
payouts indicated in the Summary Compensation Table reflected
106% of the target performance share awards for our Named
Executive Officers.
IPO Bonus Pool. In July 2007, the Compensation
Committee approved an IPO bonus pool to more directly align the
interests of the Performance Share Plan participants (including
the Named Executive Officers) with the interests of our
stockholders. The value of the bonus pool will be determined on
the basis of the offering price per share in the initial public
offering, and consideration will be paid in the form of a
combination of restricted stock units and stock options. The
specific terms of this bonus pool remain subject to
determination by the Compensation Committee. However, we
estimate that the Named Executive Officers, as a group, may
receive approximately between
$ million and
$ million in value of
restricted stock units and stock options, depending on the
offering price per share in the initial public offering.
Employment/severance/change of control
arrangements. We have no employment agreements
with our executive officers. All of our executive officers are
“at will” employees. We have an Executive Severance
Pay Plan that provides for payment of severance in the event of
either termination without cause, or, in the event of a change
of control of the company, constructive termination. This plan
terminates upon the closing of the initial public offering. The
terms of this plan are summarized on page 114.
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In addition, in the event of a termination of an executive
officer’s employment by the company without cause or by the
executive due to a constructive termination, in either case
within 24 months of a change of control, executives receive
certain payments under our Performance Share Plan as described
in more detail on pages 114 and 115. We provide for this
change in control-related benefit as an incentive and retention
mechanism by providing security to our executives in the event
that we experience a change in ownership.
Retirement benefits. All of our employees,
including our Named Executive Officers, may participate in our
qualified 401(k) plan, which includes a safe harbor employer
match. The safe harbor employer match is equal to 100% of the
employee contributions up to the first 6% of eligible
compensation. We have no defined benefit pension plans,
non-qualified deferred compensation plans or retiree medical
plans.
Perquisites. Our executive officers receive
the same benefits that are available to all employees. Benefits
such as medical and dental insurance, life insurance, short- and
long-term disability, vacation and sick leave, tuition
reimbursement and professional education funding, charitable
gift matching, employee referral program, and relocation
assistance are available to all employees. All employees are
also eligible for several discount programs including fitness
club memberships, computers/software, wireless programs, office
supplies, rental cars and hotels for personal use.
Tax
and accounting implications of executive compensation
programs
After the consummation of this offering, Section 162(m) of
the Internal Revenue Code would limit the deductibility of the
compensation of our Named Executive Officers to $1,000,000 per
individual to the extent that such compensation is not
“performance-based” as defined in Section 162(m).
We intend to rely on an exemption from Internal Revenue Code
Section 162(m) for compensation plans adopted prior to a
company’s initial public offering. This transition
exemption for our compensation plans will no longer be available
to us after the date of our annual meeting that occurs after the
third calendar year following the year of our initial public
offering, or if we materially modify the plan earlier. We will
continue to consider the implications of Internal Revenue Code
Section 162(m) and the limits of deductibility of
compensation in excess of $1,000,000 as we design our
compensation programs going forward.
Summary
Compensation Table
The following table presents compensation earned during 2006 by
the company’s CEO, CFO and its three most highly
compensated executive officers other than the chief executive
officer and chief financial officer (the “Named Executive
Officers”):
|
Non-Equity |
||||||||||||||||||||
|
Incentive Plan |
All Other |
Total |
||||||||||||||||||
|
Name and |
Salary |
Compensation |
Compensation |
Compensation |
||||||||||||||||
|
Principal Position
|
Year | ($) | ($)(a) | ($)(b) | ($) | |||||||||||||||
|
Randall H. Talbot
|
2006 | 525,000 | 4,523,083 | 13,200 | 5,061,283 | |||||||||||||||
|
President and Chief Executive
Officer
|
||||||||||||||||||||
|
Roger F. Harbin
|
2006 | 400,000 | 3,010,789 | 13,200 | 3,423,989 | |||||||||||||||
|
Executive Vice President and COO
|
||||||||||||||||||||
|
Margaret A.
Meister(c)
|
2006 | 269,615 | 380,331 | 11,560 | 661,506 | |||||||||||||||
|
Executive Vice President and Chief
Financial Officer
|
||||||||||||||||||||
|
Oscar C.
Tengtio(d)
|
2006 | 48,750 | — | 13,180 | 61,930 | |||||||||||||||
|
Executive Vice President and Chief
Financial Officer
|
||||||||||||||||||||
|
M. Scott Taylor
|
2006 | 276,050 | 492,033 | 13,200 | 781,283 | |||||||||||||||
|
Senior Vice President Group
Division
|
||||||||||||||||||||
|
Patrick B. McCormick
|
2006 | 200,000 | 494,154 | 12,092 | 706,246 | |||||||||||||||
|
Senior Vice President Sales and
Distribution
|
||||||||||||||||||||
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| (a) | Represents (i) 2006 annual incentive bonuses paid in March 2007 (other than with respect to Mr. McCormick), (ii) in the case of Mr. McCormick, amounts earned under the 2006 Sales Incentive Plan, and (iii) amounts earned under the 2004-2006 Performance Share Plan and paid in March 2007. Mr. Talbot earned $241,500 for the 2006 annual incentive bonus and $4,281,583 for the 2004-2006 Performance Share Plan. Mr. Harbin earned $156,400 for the 2006 annual incentive bonus and $2,854,389 for the 2004-2006 Performance Share Plan. Ms. Meister earned $130,572 for the 2006 annual incentive bonus and $249,759 for the 2004-2006 Performance Share Plan. Mr. Taylor earned $99,555 for the 2006 annual incentive bonus and $392,478 for the 2004-2006 Performance Share Plan. Mr. McCormick earned $137,355 in his Sales Incentive Plan and $356,799 for the 2004-2006 Performance Share Plan. |
| (b) | Represents employer contributions to the Symetra Retirement Savings Plan. In addition, in the case of Ms. Meister, this amount also includes a grossed up employee referral bonus of $1,360. In the case of Mr. Tengtio, this amount also includes payment of $10,231 for accrued vacation upon the resignation of his employment. |
| (c) | Ms. Meister was promoted to Executive Vice President and Chief Financial Officer on February 17, 2006. |
| (d) | Mr. Tengtio resigned as an executive officer and employee on February 17, 2006. |
Grant of
Plan-Based Awards
The following table summarizes the estimated future payouts
under grants made by us to the Named Executive Officers in 2006
under our incentive plans:
|
Estimated Future Payouts Under |
||||||||||||||||||||
|
Number of |
Non-Equity Incentive Plan Awards | |||||||||||||||||||
|
Non-Equity |
Units |
Threshold |
Target |
Maximum |
||||||||||||||||
|
Name
|
Incentive Plan(a) | Cycle | Granted | ($) | ($) | ($) | ||||||||||||||
|
Randall H. Talbot
|
Annual Incentive Bonus Plan | 2006 | n/a | 0 | 262,500 | 525,000 | ||||||||||||||
| Performance Share Plan | 2006 - 2008 | 30,000 | 0 | 4,320,000 | 9,360,000 | |||||||||||||||
|
Roger F. Harbin
|
Annual Incentive Bonus Plan | 2006 | n/a | 0 | 200,000 | 400,000 | ||||||||||||||
| Performance Share Plan | 2006 - 2008 | 12,500 | 0 | 1,800,000 | 3,900,000 | |||||||||||||||
|
Margaret A. Meister
|
Annual Incentive Bonus Plan | 2006 | n/a | 0 | 126,719 | 253,438 | ||||||||||||||
| Performance Share Plan | 2006 - 2008 | 6,500 | 0 | 936,000 | 2,028,000 | |||||||||||||||
|
M. Scott Taylor
|
Annual Incentive Bonus Plan | 2006 | n/a | 0 | 96,618 | 193,235 | ||||||||||||||
| Performance Share Plan | 2006 - 2008 | 4,000 | 0 | 576,000 | 1,248,000 | |||||||||||||||
|
Patrick B. McCormick
|
Sales Incentive Plan | 2006 | n/a | 0 | 171,190 | 456,506 | ||||||||||||||
| Performance Share Plan | 2006 - 2008 | 2,750 | 0 | 396,000 | 858,000 | |||||||||||||||
| (a) | On May 17, 2006, the 2006 targets of the Annual Incentive Bonus Plan were approved for Messrs. Talbot, Harbin, Taylor and Ms. Meister. Mr. McCormick’s 2006 Sales Incentive Plan was approved by Mr. Talbot on January 25, 2006. On May 17, 2006, all Named Executive Officers were granted units in the 2006-2008 Performance Share Plan. Each unit was initially valued at $100.00. |
Please see Compensation Discussion and Analysis —
Elements of Compensation starting on page 110 for a
description of the material terms of the Annual Incentive Bonus
Plan, the Sales Incentive Plan and the Performance Share Plan.
Potential
Payments Upon Termination or Change in Control
We have no employment agreements with our Named Executive
Officers that would provide payments upon termination of
employment.
Annual
Incentive Bonus Plan
The Annual Incentive Bonus Plan requires that an executive be an
active employee on December 31 of the plan year, and remain
continuously employed by the company through the award payout
date, in order to
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be eligible to receive a bonus award. Exceptions to this
include death, disability, retirement at age 65 or older or
position elimination. In these cases, the bonus will be based on
eligible earnings paid through the executive’s last day of
work within the plan year.
Sales
Incentive Plan
Mr. McCormick’s Sales Incentive Plan provides that if
he leaves his position for any reason, he will be paid for
production earned through the end of the last full month of
employment.
Performance
Share Plan
The Performance Share Plan provides that, except for the change
of control provision described below, the executive would
immediately forfeit all outstanding awards upon termination of
employment prior to the end of the applicable award period. The
board of directors, at its discretion, may provide that if an
executive dies, retires, is disabled or is granted a leave of
absence, or if the executive is otherwise terminated in a manner
reasonably judged to be not seriously detrimental to the
company, then all or a portion of the executive’s award, as
determined by the board, may be paid to the executive (or
beneficiary).
The Performance Share Plan includes a “double trigger”
change in control provision which provides that if a
participant’s employment is terminated without cause or
constructively terminated within 24 months after a change
in control, each award held by the participant prior to the
change in control is cancelled and the participant is entitled
to receive an award payment equal to the product of (i) the
then financial value of 100% of the performance shares and
(ii) the harvest percentage, which is based on the level of
attainment of the performance goal as of the last day of the
calendar quarter ending prior to the date of the termination
event. Alternatively, following the change in control, if the
participant remains continuously employed through the end of the
award period, then the participant will receive those awards for
which the participant would have been paid had the change of
control not occurred. For purposes of this plan, a change of
control occurs when any person or group, other than White
Mountains or Berkshire Hathaway, an underwriter or an employee
benefit plan of the company, becomes the beneficial owner of 35%
or more of the company’s outstanding common stock.
Under the Performance Share Plan, a “constructive
termination” is defined as a termination of the
participant’s employment at the initiative of the
participant following a material decrease in salary or a
material diminution in the participant’s authority, duties
or responsibilities.
Executive
Severance Pay Plan
Our Named Executive Officers each participate in our Executive
Severance Pay Plan. This plan was adopted in 2007, but
terminates upon the closing of our initial public offering. The
plan provides for payment of severance in the event of a
qualifying termination, in an amount equal to:
| • | a multiple, ranging from 1.5 to 2.0, of such officer’s annual base salary at the time of termination; and |
| • | the officer’s target annual incentive bonus in the year of termination, or in the case of Mr. McCormick, the sales incentive bonus earned in the year prior to termination. |
A qualifying termination is defined as termination of an officer
without cause, or, in the event of a change of control of the
company, constructive termination. For purposes of this plan, a
change of control occurs when any person, entity or group
becomes, whether by merger or otherwise, the beneficial owner of
securities representing 100% of the combined voting power of the
company’s outstanding voting securities. Constructive
termination means termination following a material decrease in
base salary or target total annual compensation, a material
diminution in authority or duties, or relocation to a location
that is more than 100 miles away from the officer’s
current office, subject in each case to cure by the company
following notice.
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Table of Contents
Potential
Payments Upon Termination or Change in Control
The following table shows the potential payments that would have
been made by us to each of the Named Executive Officers,
assuming that each executive’s employment was terminated on
December 31, 2006.
|
2006 Annual |
2005-2007 |
2006-2008 |
||||||||||||||
|
Incentive |
Performance |
Performance |
||||||||||||||
|
Executive
|
Bonus Plan ($)(a) | Share Plan ($)(b) | Share Plan ($)(b) | Total ($) | ||||||||||||
|
Randall H. Talbot
|
262,500 | 3,413,110 | 3,087,610 | 6,763,220 | ||||||||||||
|
Roger F. Harbin
|
200,000 | 1,422,129 | 1,286,504 | 2,908,633 | ||||||||||||
|
Margaret A. Meister
|
126,719 | 255,983 | 668,982 | 1,051,684 | ||||||||||||
|
M. Scott Taylor
|
96,618 | 455,081 | 411,681 | 963,380 | ||||||||||||
|
Patrick B. McCormick
|
137,355 | 312,868 | 283,031 | 733,254 | ||||||||||||
| (a) | Reflects the amount payable under the 2006 Annual Incentive Bonus Plan, except with respect to Mr. McCormick, who would instead receive payment under his Sales Incentive Plan. This amount is payable in the event of death, disability, retirement at age 65 or older or elimination of position, whether or not a change of control of the company has occurred. |
| (b) | Payable in the event a Named Executive Officer’s employment is terminated without cause or constructively terminated within 24 months following a change of control of the company. In addition, the board of directors, at its discretion, may elect to award all or a portion of such amounts to an officer in the event of such executive’s death, retirement, disability or leave of absence, or in the event of termination in a manner not determined to be seriously detrimental to the company. |
Compensation
of Directors
The following table presents compensation paid to our board of
directors for the year ended December 31, 2006:
|
Fees Earned |
||||||||
|
or Paid in |
||||||||
|
Name
|
Cash ($) | Total ($) | ||||||
|
David T. Foy, Chairman(a)
|
67,000 | 67,000 | ||||||
|
John D. Gillespie(b)
|
28,000 | 28,000 | ||||||
|
Lois W. Grady(c)
|
32,800 | 32,800 | ||||||
|
Sander M. Levy(d)
|
54,500 | 54,500 | ||||||
|
Robert R. Lusardi(e)
|
30,000 | 30,000 | ||||||
|
Ronald P. McIntosh(f)
|
30,700 | 30,700 | ||||||
|
David I. Schamis(g)
|
38,800 | 38,800 | ||||||
|
Randall H. Talbot(h)
|
— | — | ||||||
| (a) | Includes Chairman of the Board retainer, annual retainer, and Board, Audit Committee and Compensation Committee meeting fees. |
| (b) | Includes annual retainer and Board meeting fees. Mr. Gillespie retired as a member of the Board as of June 26, 2007. |
| (c) | Includes annual retainer, and Board and Compensation Committee meeting fees. Ms. Grady also serves on the First Symetra National Life Insurance Company of New York Board of Directors and Audit Committee. |
| (d) | Includes Chairman of the Audit Committee retainer, annual retainer and Board and Audit Committee meeting fees. Mr. Levy also serves on the First Symetra National Life Insurance Company of New York Board of Directors and Audit Committee. All compensation is paid to Vestar Capital Partners. |
| (e) | Includes annual retainer and Board meeting fees. |
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Table of Contents
| (f) | Includes annual retainer and Board meeting fees. Mr. McIntosh also served on the First Symetra National Life Insurance Company of New York Board of Directors. Mr. McIntosh retired as a member of the Board of Symetra Financial Corporation as of June 21, 2007 and from the board of directors of First Symetra National Life Insurance Company of New York as of June 25, 2007. |
| (g) | Includes annual retainer, and Board and Audit Committee meeting fees. Mr. Schamis also serves on the First Symetra National Life Insurance Company of New York Board of Directors and Audit Committee. All compensation is paid to JC Flowers & Co. LLC. |
| (h) | Mr. Talbot is our employee and receives no additional retainer or fee for Board participation. |
Our directors, who are not employees of the Company, are
entitled to the following compensation for service on our board
of directors and board committees:
| • | Board Annual Retainer: $20,000 ($500 for First Symetra National Life Insurance Co. of New York) |
| • | Attendance at Board Meeting: $2,000 ($100 for First Symetra National Life Insurance Co. of New York) |
| • | Attendance at Committee Meeting: $1,000 ($50 for First Symetra National Life Insurance Co. of New York) |
| • | Board Chair retainer: $25,000 |
| • | Audit Committee Chair retainer: $15,000 |
| • | Compensation Committee Chair retainer: $10,000 |
We reimburse our directors for reasonable costs and expenses
incurred in connection with attendance at board and committee
meetings.
After this offering, director’s fees and retainers will be
increased to be more appropriate for public company
responsibilities.
116
Table of Contents
The following is a summary of each transaction or series of
similar transactions since August 2, 2004, to which we were
or are a party in which the amount involved exceeded or exceeds
$120,000 and in which any of our directors or executive
officers, any holder of 5% of our capital stock or any member of
the immediate family of any of the foregoing persons had or will
have a direct or indirect material interest.
Investment
Management Agreement with White Mountains Advisors LLC
Certain of our investments are managed by WM Advisors, a wholly
owned subsidiary of White Mountains Insurance Group, Ltd. The
total fees paid to WM Advisors under our existing investment
management agreements, or IMAs, with them during 2006 were
$20.2 million. Immediately prior to the effectiveness of
this offering, we and certain of our subsidiaries will enter
into an amended investment management agreement, or the WMA
Agreement, with WM Advisors pursuant to which WM Advisors will
continue to supervise and direct the fixed income and
alternative investment portion of our investment portfolio in
accordance with our investment philosophy described under
“Business — Investments.”
Under this agreement and consistent with the existing IMA, WM
Advisors will have full discretion and authority to make all
investment decisions in respect of the fixed income and
alternative investment portion of our investment portfolio on
our behalf and at our sole risk, and to do anything which WM
Advisors deems is required, appropriate or advisable in
connection with the foregoing.
The assets of our portfolio will be held in one or more
separately identifiable accounts in the custody of a bank or
similar entity designated by us and acceptable to WM Advisors.
We will be responsible for custodial arrangements and the
payment of all custodial charges and fees.
We will agree to pay annual investment management fees generally
based on the month-end market / book values held under
custody as set forth in the table below:
| Value | Annual Fee | |||
|
Investment grade fixed income:
|
||||
|
Up to $1 billion
|
Book |
10.0 basis points (0.1% or 0.001) |
||
|
$1 billion —
$2 billion
|
Book | 8.5 basis points | ||
|
$2 billion —
$5 billion
|
Book | 7.5 basis points | ||
|
Greater than $5 billion
|
Book | 2.5 basis points | ||
|
High yield debt
|
Market | 25.0 basis points | ||
|
Fully funded hedge funds, limited
partnerships & limited liability companies
|
Market | 100.0 basis points | ||
|
Private equities & other
deferred fundings:
|
||||
|
First two years of
fund’s life
|
Committed | 100.0 basis points | ||
|
Thereafter
|
Market | 100.0 basis points |
We will pay WM Advisors a quarterly fee for Portfolio Management
Services computed at the annual rate of one basis point (0.01%)
of the aggregate value of the net assets of the Aggregate
Investment Account, which includes equities and commercial
mortgage loans in addition to the items managed by WM Advisors.
WM Advisors will provide reports containing a detailed listing
of invested assets and transactions in our investment portfolio,
as well as various other analytical reports as outlined by
Symetra, at least quarterly. We will review periodically the
performance of and the fees paid to WM Advisors under the WMA
Agreement.
The WMA Agreement will provide for an initial fixed term of
one year, which will be extendible by us for an additional
year (a second year), and if so extended, for a second
additional year (a third year). Following the end of the
initial term and any extensions, the WMA Agreement may be
terminated by either party on 60 days written notice.
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Table of Contents
WM Advisors also provides investment advisory services to White
Mountains Insurance Group, Ltd., its subsidiaries and a number
of its affiliates.
Investment
Management Agreement with Prospector Partners, LLC
Prospector is a registered investment adviser managing
approximately $3.6 billion in assets under management for
corporations, foundations, endowments, and high net worth
individuals. Mr. John D. Gillespie, the founder and
Managing Member of Prospector, is a former director of the
Company. Mr. Gillespie resigned his board seat on
June 26, 2007. Historically, Prospector managed most of the
publicly-traded common equity and convertible securities in our
portfolio through a sub-advisory agreement with WM Advisors. As
of June 30, 2007, Prospector served as a discretionary
advisor to WM Advisors under the sub-advisory agreement with
respect to approximately $0.2 billion of specified assets
in our combined insurance and non-insurance portfolios. During
2006, we paid $1.6 million in fees with respect to our
portfolio.
Immediately prior to the effectiveness of this offering, we will
enter into a separate investment management agreement with
Prospector, or the Prospector Agreement, pursuant to which
Prospector will agree to supervise and direct the
publicly-traded common equity and convertible securities portion
of our investment portfolio in accordance with our investment
guidelines described under “Business —
Investments.” Under the Prospector Agreement, Prospector
will have discretion and authority with respect to the portfolio
it manages for us that is substantially similar to WM
Advisors’ discretion and authority under the WMA Agreement.
The assets of our portfolio will be held in one or more
separately identifiable accounts in the custody of a bank or
similar entity designated by us and acceptable to Prospector. We
will be responsible for custodial arrangements and the payment
of all custodial charges and fees.
We will agree to pay annual investment management fees based on
aggregate net assets under management according to the following
schedule:
|
Assets Under Management
|
Annual Fee | |
|
Up to $200 million
|
100.0 basis points | |
|
$200 million to $400 million
|
50.0 basis points | |
|
Greater than $400 million
|
25.0 basis points |
The Prospector Agreement will have an initial fixed term of
three years, which will be extendible by us for an additional
year (a fourth year) at or prior to the end of the second year
of the term, and if so extended, for a second additional year (a
fifth year) at or prior to the end of the third year of the
term. The Prospector Agreement will be terminable by us only
(i) for cause (including material non-performance by
Prospector), (ii) if either John D. Gillespie or Richard P.
Howard are no longer affiliated with Prospector, or
(iii) if there is a change in control of Prospector.
Following the end of the initial term and any extensions, the
Prospector Agreement may be terminated by either party on
60 days written notice. We will review periodically the
performance of and the fees paid to Prospector under the
Prospector Agreement.
Relationships
and Transactions with White Mountains Insurance Group, Ltd. and
its Affiliates
We are party to certain shareholders agreements, dated as of
March 8, 2004, March 19, 2004 and April 16, 2004,
with our stockholders. The shareholders agreements will
terminate on the consummation of this offering other than
certain provisions relating to registration rights, transfer
restrictions, tag-along rights, competition and confidentiality.
In addition, following an initial public offering and so long as
White Mountains Insurance Group, Ltd. holds at least 20% of our
outstanding common stock, assuming exercise of any outstanding
warrants, each stockholder party to a shareholder’s
agreement is required to vote its shares for two board members
designated by White Mountains Insurance Group, Ltd. which will
be reduced to one nominee so long as White Mountains Insurance
Group, Ltd. holds at least 10%, but less than 20%, of our
outstanding common stock.
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Table of Contents
Relationships
and Transactions with Others
We are parties to certain agency agreements with various
insurance agencies affiliated with Talbot Financial Corporation,
or TFC. Mr. Randall H. Talbot, our President, Chief
Executive Officer and a director of Symetra, is a member of
Talman, LLC which owned stock constituting a minority interest
in Satellite Acquisition Corporation (“Satellite”),
the parent company of TFC. Talman, LLC sold its interest in
Satellite on April 2, 2007 and has no continuing interest
in Satellite or TFC. We paid commissions of $0.1 million,
$0.6 million and $2.4 million for 2006, 2005 and 2004,
respectively, to agencies affiliated with TFC. Additionally, TFC
provided training, consulting and other marketing services for
which we paid fees of $0.6 million for 2005. The
contractual relationship with the TFC agencies, including
negotiations, establishment of contract terms, and setting of
commission levels, was managed by members of our senior
management other than Mr. Talbot. At the time the
transactions occurred, Mr. Talbot had recused himself from
all activities surrounding management of the relationship with
the TFC agencies or any related administrative decisions.
Mr. Talbot disclosed his indirect ownership interest in
Satellite Acquisition Corporation to the audit committee, which
ratified the relationship.
Another of our subsidiaries, Symetra Life Insurance Company, in
the ordinary course of business, has issued medical stop-loss
and group life insurance policies to related parties MidAmerican
Energy Holdings Company, an affiliate of Berkshire Hathaway
Inc., and Talbot Agency, Inc., an affiliated company of one of
our directors and officers. Premiums received from MidAmerican
Energy Holding Company were $2.7 million and
$2.2 million during 2006 and 2005, respectively. Premiums
received from Talbot Agency, Inc. were $0.5 million for
2005.
During 2005, Symetra Life Insurance Company, in the ordinary
course of business, entered into a coinsurance agreement with
Wilton Reassurance Company, or Wilton Re. We recorded ceded
reinsurance premiums of $1.4 million and $0.7 million
during 2006 and 2005, respectively. Vestar Capital Partners,
which holds 700,000 shares of our common stock, has an
investment interest in Wilton Re. Mr. Sander M. Levy, one
of our directors and our audit committee chair, serves on the
board of directors of Wilton Re. Mr. Levy is not directly
involved in the business dealings between the two companies but
disclosed the relationship to our audit committee, which
ratified the relationship.
Procedures
for Approval of Related Party Transactions
Prior to this offering, we did not have a written policy
relating to the approval of related party transactions. Any such
transactions were approved by our board of directors or audit
committee in accordance with applicable law.
In connection with this offering, we will adopt a written policy
relating to the approval of related party transactions. We will
review all relationships and transactions in which we and our
directors and executive officers or their immediate family
members are participants to determine whether such persons have
a direct or indirect material interest. Our legal staff will be
primarily responsible for the development and implementation of
processes and controls to obtain information from our directors
and executive officers with respect to related party
transactions and for determining, based on the facts and
circumstances, whether we or a related person have a direct or
indirect material interest in the transaction.
In addition, our audit committee will review and approve or
ratify any related party transaction reaching a certain
threshold of significance. As will be set forth in the audit
committee’s charter upon completion of this offering, in
the course of its review and approval or ratification of a
related party transaction, the committee will consider:
| • | the nature of the related person’s interest in the transaction; | |
| • | the material terms of the transaction, including, without limitation, the amount and type of transaction; | |
| • | the importance of the transaction to the related person; | |
| • | the importance of the transaction to us; |
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Table of Contents
| • | whether the transaction would impair the judgment of a director or executive officer to act in the best interest of the company; and | |
| • | any other matters the audit committee deems appropriate. |
Any member of the audit committee who is a related person with
respect to a transaction under review will not be permitted to
participate in the deliberations or vote respecting approval or
ratification of the transaction. However, such director may be
counted in determining the presence of a quorum at a meeting of
the committee that considers the transaction.
120
Table of Contents
The following table sets forth, as of August 31, 2007,
information regarding the beneficial ownership of our common
stock by:
| • | each person known by us to beneficially own more than 5% of the outstanding shares of our common stock; | |
| • | each selling stockholder; | |
| • | each of our current directors; | |
| • | each of our named executive officers; and | |
| • | our directors and named executive officers as a group. |
Beneficial ownership is determined in accordance with the SEC
rules and includes voting or investment power with respect to
the securities. Shares of common stock subject to options that
are currently exercisable or exercisable within 60 days are
deemed to be outstanding and beneficially owned by the person
holding such options. Such shares, however, are not deemed to be
outstanding for the purposes of computing the percentage
ownership of any other person.
Percentage of beneficial ownership is based on
12,830,120 shares of our common stock (assuming exercise of
all outstanding warrants) outstanding as of August 31,
2007,
and shares
of our common stock (assuming exercise of all outstanding
warrants) to be outstanding after completion of the offering.
Unless otherwise indicated, the address for all beneficial
owners is
c/o Symetra
Financial Corporation, 777 108th Ave. NE, Suite 1200,
Bellevue, WA 98004.
121
Table of Contents
|
Shares Beneficially Owned |
||||||||||||||||||||||||||||||||
| Shares Offered Hereby | After Offering | |||||||||||||||||||||||||||||||
|
Shares of |
Assuming No |
Assuming Full |
Assuming No |
Assuming Full |
||||||||||||||||||||||||||||
|
Common Stock |
Exercise of |
Exercise of |
Exercise of |
Exercise of |
||||||||||||||||||||||||||||
|
Beneficially Owned |
Over-Allotment |
Over-Allotment |
Over-Allotment |
Over-Allotment |
||||||||||||||||||||||||||||
| Prior to the Offering | Option | Option | Option | Option | ||||||||||||||||||||||||||||
|
Beneficial Owner
|
Number | % | Number | Number | Number | % | Number | % | ||||||||||||||||||||||||
|
Selling Stockholders:
|
||||||||||||||||||||||||||||||||
|
Berkshire Hathaway Inc.
|
3,090,560 | (1)(2) | 24.1 | % | ||||||||||||||||||||||||||||
|
White Mountains Insurance Group,
Ltd.
|
3,090,560 | (1)(3) | 24.1 | |||||||||||||||||||||||||||||
|
Franklin Mutual Advisers, LLC
|
1,250,000 | (4) | 9.7 | |||||||||||||||||||||||||||||
|
Highfields Capital Management LP
|
700,000 | (5) | 5.5 | |||||||||||||||||||||||||||||
|
Caxton Associates, L.L.C.
|
700,000 | (6) | 5.5 | |||||||||||||||||||||||||||||
|
OZ Master Fund, Ltd.
|
700,000 | (7) | 5.5 | |||||||||||||||||||||||||||||
|
Vestar Capital Partners
|
700,000 | (8) | 5.5 | |||||||||||||||||||||||||||||
|
Prospector Partners, LLC
|
400,000 | (9) | 3.1 | |||||||||||||||||||||||||||||
|
CSFB Private Equity- DLJ Growth
Capital Partners
|
250,000 | (10) | 1.9 | |||||||||||||||||||||||||||||
|
J.C. Flowers & Co. LLC
|
250,000 | (11) | 1.9 | |||||||||||||||||||||||||||||
|
Fairholme Capital Management, LLC
|
200,000 | (12) | 1.6 | |||||||||||||||||||||||||||||
|
Marshfield Associates
|
200,000 | (13) | 1.6 | |||||||||||||||||||||||||||||
|
Scion Capital, LLC
|
200,000 | (14) | 1.6 | |||||||||||||||||||||||||||||
|
Montpelier Reinsurance Ltd.
|
200,000 | (15) | 1.6 | |||||||||||||||||||||||||||||
|
Sayro Fund Investors III, LLC
|
112,000 | (16) | * | |||||||||||||||||||||||||||||
|
Ulysses Partners, L.P.
|
85,000 | (17) | * | |||||||||||||||||||||||||||||
|
Bay Pond Partners, L.P.
|
75,000 | (18) | * | |||||||||||||||||||||||||||||
|
Rho Capital Partners, Inc.
|
74,750 | (19) | * | |||||||||||||||||||||||||||||
|
The Sulam Trust
|
27,500 | (20) | * | |||||||||||||||||||||||||||||
|
Bay Pond Investors (Bermuda) LP
|
25,000 | (18) | * | |||||||||||||||||||||||||||||
|
Chou Associates Management,
Inc.
|
20,000 | (21) | * | |||||||||||||||||||||||||||||
|
James A. Stern
|
10,000 | * | ||||||||||||||||||||||||||||||
|
Roger Taylor
|
10,000 | * | ||||||||||||||||||||||||||||||
|
Terry Baxter
|
5,000 | * | ||||||||||||||||||||||||||||||
|
Snyder, Cahoon & Co.,
PLLC Profit Sharing Plan
|
2,000 | (22) | * | |||||||||||||||||||||||||||||
|
Michael J. Batal III
|
750 | * | ||||||||||||||||||||||||||||||
|
Gene Lee
|
500 | * | ||||||||||||||||||||||||||||||
|
Directors and Executive
Officers:
|
||||||||||||||||||||||||||||||||
|
David T. Foy
|
3,090,560 | (1)(23) | 24.1 | % | ||||||||||||||||||||||||||||
|
Randall H. Talbot
|
7,500 | * | — | — | 7,500 | * | 7,500 | * | ||||||||||||||||||||||||
|
Roger F. Harbin
|
2,500 | * | — | — | 2,500 | * | 2,500 | * | ||||||||||||||||||||||||
|
Patrick B. McCormick
|
— | — | — | — | — | — | — | — | ||||||||||||||||||||||||
|
Margaret A. Meister
|
— | — | — | — | — | — | — | — | ||||||||||||||||||||||||
|
M. Scott Taylor
|
— | — | — | — | — | — | — | — | ||||||||||||||||||||||||
|
Lois W. Grady
|
— | — | — | — | — | — | — | — | ||||||||||||||||||||||||
|
Sander M. Levy
|
700,000 | (24) | 5.5 | |||||||||||||||||||||||||||||
|
Robert R. Lusardi
|
3,090,560 | (1)(25) | 24.1 | |||||||||||||||||||||||||||||
|
David I. Schamis
|
250,000 | (26) | 1.9 | |||||||||||||||||||||||||||||
|
Lowndes A. Smith
|
— | — | — | — | — | — | — | — | ||||||||||||||||||||||||
|
Directors and executive officers as
a group (18 persons)
|
4,050,560 | 31.5 | % | — | — | |||||||||||||||||||||||||||
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Table of Contents
| * | Represents ownership of less than 1% |
| (1) | Includes 1,090,560 of exercisable warrants. |
| (2) | Represents shares held by General Reinsurance Corporation. |
| (3) | Represents shares held by White Mountains Holdings (NL) B.V. |
| (4) | Represents 136,000 shares held by Franklin Mutual Beacon Fund, 51,200 shares held by Franklin Mutual Recovery Fund, 29,400 shares held by Mutual Beacon Fund (Canada), 117,300 shares held by Mutual Financial Services Fund, 394,800 shares held by Mutual Qualified Fund, 9,700 shares held by Mutual Recovery Fund, Ltd. and 511,600 shares held by Mutual Beacon Fund, collectively “the Funds.” Franklin Mutual Advisers, LLC (“FMA”), an indirect wholly owned subsidiary of Franklin Resources, Inc. (“FRI”), is the investment manager for each of the Funds. Charles B. Johnson and Rupert H. Johnson, Jr. are the principal shareholders of FRI. However, because FMA exercises voting and investment control on behalf of its advisory clients independently of FRI, the principal shareholders, and their respective affiliates, beneficial ownership of the shares is being attributed only to FMA. FMA disclaims any economic interest or beneficial ownership in any of the shares. The address of FMA is 101 John F. Kennedy Parkway, Short Hills, NJ 07078. |
| (5) | Represents 63,664 shares held by Highfields Capital I LP, 150,164 shares held by Highfields Capital II LP and 486,172 shares held by Highfields Capital III L.P., collectively “the Funds.” Highfields Capital Management LP serves as the investment manager to each of the Funds. Highfields GP LLC is the general partner of Highfields Capital Management LP. Highfields Associates LLC is the general partner of the Funds. Jonathon S. Jacobson and Richard L. Grubman are Senior Managing Directors of Highfields Capital Management LP, Managing Members of Highfields GP LLC, and Senior Managing Members of Highfields Associates LLC. Each of Highfields Capital Management LP, Highfields GP LLC, Highfields Associates LLC, Mr. Jacobson and Mr. Grubman has complete voting and investment control over the shares. The address of Highfields Capital Management LP, Highfields GP LLC, Highfields Associates LLC, Mr. Jacobson and Mr. Grubman is c/o Highfields Capital Management LP, John Hancock Tower, 200 Clarendon Street, 59th Floor, Boston, MA 02116. |
| (6) | Represents shares held by CxLife, LLC. Caxton Associates, L.L.C. is the manager of CxLife, LLC. Bruce S. Kovner is the Chairman of Caxton Associates, L.L.C. and the sole shareholder of Caxton Corporation, the manager and majority owner of Caxton Associates, L.L.C. As a result of the foregoing, Mr. Kovner may be deemed to beneficially own the shares. The address of Caxton Associates, L.L.C. is 500 Park Avenue, New York, NY 10022. The address of Caxton Corporation is 731 Alexander Road, Building 2, Princeton, NJ 08540. |
| (7) | OZ Management LP. Daniel S. Och, Senior Managing Member of Och-Ziff GP, LLC may be deemed to have investment and/or voting control of OZMD. The address of OZ Management LP is 9 West 57th Street, 39th Floor, New York, NY 10019. |
| (8) | Represents 14,761 shares held by Vestar Symetra LLC and 685,239 shares held by Vestar Capital Partners IV, LP, entities which are affiliated with or managed by Vestar Capital Partners. Sander M. Levy is a managing director of Vestar Capital Partners. Mr. Levy disclaims beneficial ownership in the shares except to the extent of any pecuniary interest therein. The address of Vestar Capital Partners is 245 Park Avenue, 41st Floor, New York, NY 10167. |
| (9) | Represents (i) 380,000 common shares owned by various funds (235,300 shares held by Prospector Partners Fund, LP, 112,200 shares held by Prospector Offshore Fund (Bermuda), Ltd., 28,000 shares held by Prospector Partners Small Cap Fund, LP, and 4,500 shares held by Prospector Turtle Fund, LP) of Prospector Partners, LLC in which John D. Gillespie is a managing member, (ii) 10,000 common shares held by Main Street America Assurance Corporation to which Mr. Gillespie serves as an investment manager and (iii) 10,000 common shares held by National Grange Mutual Insurance Company to which Mr. Gillespie serves as an investment manager. Mr. Gillespie disclaims beneficial ownership of such common shares owned by Prospector Partners, LLC, except to the extent of his pecuniary interest therein. The address of Prospector Partners, LLC is 370 Church Street, Guilford, CT 06437. |
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| (10) | Represents 202,020 shares held by DLJ Growth Capital Partners, L.P. and 47,980 shares held by GCP Plan Investors, L.P. Voting and investment control over the shares held by DLJ Growth Capital Partners, L.P. and GCP Plan Investors, L.P. are exercised by an investment committee of DLJ Growth Capital, L.P., which is the Associate General Partner of DLJ Growth Capital Partners, L.P. The investment committee consists of the following individuals: Nicole S. Arnaboldi, Edward A. Johnson and Thompson Dean. Such individuals disclaim beneficial ownership of the shares, except to the extent of their direct pecuniary interest therein. The business address of DLJ Growth Capital Partners, L.P. and GCP Plan Investors, L.P. is 11 Madison Avenue, New York, NY 10010. |
| (11) | Represents shares held by J.C. Flowers I L.P. JCF Associates I LLC is the general partner of J.C. Flowers I L.P., and J. Christopher Flowers is the managing member of JCF Associates I LLC and possesses voting and investment control over the shares held by J.C. Flowers I L.P. J. Christopher Flowers disclaims beneficial ownership of the shares, except to the extent of his direct pecuniary interest therein. The business address of J.C. Flowers I L.P. is 717 Fifth Avenue, 26th Floor, New York, NY 10022. |
| (12) | Represents 100,000 shares held by Fairholme Ventures II, LLC and 100,000 shares held by Fairholme Holdings, Ltd. Fairholme Capital Management, LLC acts as the Managing Member of Fairholme Ventures II, LLC and is the Investment Manager to Fairholme Holdings, Ltd. Bruce R. Berkowitz is the Managing Member of Fairholme Capital Management, LLC, and the Chairman and Director of Fairholme Holdings, Ltd., a Bermuda exempted mutual fund, and has the sole voting and investment control over the shares. The address of Fairholme Capital Management, LLC is 1001 Brickell Bay Drive, Suite 3112, Miami, FL 33131. |
| (13) | Represents shares held by Marshfield Insurance II, LLC. Marshfield Management II, LLC is the Managing Member of Marshfield Insurance II, LLC. Christopher M. Niemczewski, Melissa Vinick, Elise Hoffmann, Carolyn Miller, Sara J. Cavendish and William G. Stott are the Managers of Marshfield Management II, LLC and share voting and investment control over the shares held by Marshfield Insurance II, LLC. The Managers of Marshfield Management II, LLC disclaim beneficial ownership of the shares, except to the extent of their direct pecuniary interest in the shares. The address of Marshfield Management II, LLC is 21 Dupont Circle, Washington, DC 20036. |
| (14) | Represents 165,415 shares held by Scion Qualified Value Fund and 34,585 shares held by Scion Value Fund. Scion Capital, LLC is the managing member of both Scion Value Fund and Scion Qualified Value Fund. Dr. Michael J. Burry is the managing member of Scion Capital, LLC and has sole voting and investment control over the shares held by Scion Value Fund and Scion Qualified Value Fund. The managing member of Scion Capital, LLC disclaims beneficial ownership of the shares, except to the extent of his direct pecuniary interest in the shares. The address of Scion Capital, LLC is 20400 Stevens Creek Blvd., Suite 840, Cupertino, CA 95014. |
| (15) | The board of directors of Montpelier Reinsurance Ltd., consisting of Anthony Taylor, Thomas G.S. Busher and Christopher L. Harris, exercises shared voting and investment control over such shares. Each of Messrs. Taylor, Busher and Harris disclaim beneficial ownership of the shares owned by Montpelier Reinsurance Ltd., except to the extent of their direct pecuniary interest in the shares. The address of Montpelier Reinsurance Ltd. is 94 Pitts Bay Road, Pembroke HM08, Bermuda. |
| (16) | Sayro Ventures, Ltd. is the managing member of Sayro Fund Investors III, LLC. George D. Kean, Kenneth J. Simpson, and Ashley Cox are the directors of Sayro Ventures, Ltd., and possess shared voting and investment control over the shares. The address of Sayro Ventures, Ltd. is Barclays Wealth, P.O. Box 487, First Caribbean House, 4th Floor, 25 Main Street, Grand Cayman KY1-1106, Cayman Islands. |
| (17) | Joshua Nash LLC is a general partner of Ulysses Partners, L.P. and has voting and investment control over the shares held by Ulysses Partners, L.P. Joshua Nash is the managing member of Joshua Nash LLC and has the sole power to vote, direct the voting of, dispose of and direct the disposition of the shares of common stock beneficially owned by Ulysses Partners, L.P. Joshua Nash expressly disclaims any such beneficial ownership which exceeds the proportionate interest in the common stock which he may be deemed to own indirectly through Ulysses Partners, L.P. The address of Joshua Nash is c/o Ulysses Partners, L.P., 280 Park Avenue, New York, NY 10017. |
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| (18) | Wellington Management Company, LLP (“Wellington”) is an investment adviser registered under the Investment Advisers Act of 1940, as amended. Wellington, in such capacity, may be deemed to share beneficial ownership over the shares held by its client accounts. The address of Wellington is 75 State Street, Boston, MA 02109. |
| (19) | Represents shares held by Rho Management Trust I (“RMT I”). Pursuant to an Investment Advisory Agreement between RMT I and Rho Management Partners L.P. (“Rho”), Rho exercises sole voting and investment control over the shares held of record by RMT I. Altas Capital Corp., a Delaware corporation, is sole general partner of Rho. As sole stockholder of Atlas Capital Corp., Joshua Ruch may be deemed to have sole voting and investment control over the shares held by RMT I. Joshua Ruch disclaims beneficial ownership of the shares held of record by RMT I, except to the extent of his indirect pecuniary interest in such shares. The address of RMT I, Rho, and Joshua Ruch is c/o Rho Capital Partners, Inc., 152 W. 57th Street, 23rd Floor, New York, NY 10019. |
| (20) | Represents shares held by JP Morgan Trust Co. of Delaware as Trustee for the Sulam Trust. Pursuant to the Trust instrument, Moris Tabacinic serves as investment adviser to the Trust and possesses sole voting and investment control over the shares. The address of JP Morgan Trust Co. of Delaware is 500 Stanton Christiana Road, Newark, DE 19713. |
| (21) | Represents shares held by Chou RRSP Fund. The manager of Chou RRSP Fund is Chou Associates Management, Inc. Francis Chou is the Chief Executive Officer of the manager and portfolio manager for Chou RRSP Fund. The address of Chou Associates Management, Inc. is 95 Wellington St., West, Suite 701, Toronto, Ontario M5J 2N7. |
| (22) | Robert E. Snyder and Michael Cahoon, trustees of the Snyder, Cahoon & Co., PLLC Profit Sharing Plan (“Plan”) possess voting and investment control over the shares. The address of the Plan and trustees is c/o Snyder, Cahoon & Co., PLLC, 80 South S. Main Street, Suite 202, Hanover, NH 03755. |
| (23) | Represents shares owned by affiliates of White Mountains Insurance Group, Ltd. of which Mr. Foy is an executive officer. Mr. Foy disclaims beneficial ownership of all such shares. |
| (24) | Represents shares owned by affiliates of Vestar Capital Partners of which Mr. Levy is a Managing Director. Mr. Levy disclaims beneficial ownership of all such shares. |
| (25) | Represents shares owned by affiliates of White Mountains Insurance Group, Ltd. of which Mr. Lusardi is an executive officer. Mr. Lusardi disclaims beneficial ownership of all such shares. |
| (26) | Represents shares owned by affiliates of J.C. Flowers & Co. LLC of which Mr. Schamis is a Managing Director. Mr. Schamis disclaims beneficial ownership of all such shares. |
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The following information reflects our certificate of
incorporation and restated bylaws as these documents will be in
effect upon completion of this offering. Our certificate of
incorporation and bylaws will be filed as exhibits to the
registration statement of which this prospectus forms a part.
The summaries of these documents are qualified in their entirety
by reference to the full text of the documents.
General
Immediately following the completion of this offering, our
authorized capital stock will consist
of shares
of common stock, $0.01 par value per share
and shares
of preferred stock, $0.01 par value per share. Immediately
following this
offering, shares
of our common stock will be issued and outstanding and no shares
of preferred stock will be outstanding.
Immediately prior to this offering, there was no public market
for our common stock. Although we will apply to list our common
stock on the NYSE, we cannot assure you that a market for our
common stock will develop or if it develops that it will be
sustained.
Common
Stock
Voting
Rights
Each share of common stock entitles the holder to one vote with
respect to each matter presented to our stockholders on which
the holders of common stock are entitled to vote. Our common
stock votes as a single class on all matters relating to the
election and removal of directors on our board of directors and
as provided by law, with each share of common stock entitling
its holder to one vote. Holders of our common stock will not
have cumulative voting rights.
Dividends
Holders of common stock and warrant holders will share equally
in any dividend declared by our board of directors, subject to
the rights of the holders of any outstanding preferred stock.
Liquidation
Rights
In the event of any voluntary or involuntary liquidation,
dissolution or winding up of our affairs, holders of our common
stock would be entitled to share ratably in our assets that are
legally available for distribution to stockholders after payment
of liabilities. If we have any preferred stock outstanding at
such time, holders of the preferred stock may be entitled to
distributions
and/or
liquidation preferences. In either such case, we must pay the
applicable distribution to the holders of our preferred stock
before we may pay distributions to the holders of our common
stock.
Other
Rights
Our stockholders have no preemptive or other rights to subscribe
for additional shares. All holders of our common stock are
entitled to share equally on a share-for-share basis in any
assets available for distribution to common stockholders upon
our liquidation, dissolution or winding up. All outstanding
shares are, and all shares offered by this prospectus will be,
when sold, validly issued, fully paid and nonassessable.
Warrants
We currently have outstanding warrants to purchase
2,181,120 shares of our common stock at an exercise price
of $100 per share.
The exercise price and number of shares of common stock for each
warrant are subject to anti-dilution adjustments in respect of
certain events. If certain of these events occur, the warrant
holders will receive the right to receive the full intrinsic
value of the warrants instead of the stock acquirable and
receivable upon exercise. In the event we pay cash or stock
dividends or other distributions to our common stockholders, the
warrant holders will also receive such dividends or
distributions.
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Preferred
Stock
Following the offering, our board of directors will be
authorized, subject to the limits imposed by the Delaware
General Corporation Law, or DGCL, to issue to
up shares
of preferred stock in one or more series, to establish from time
to time the number of shares to be included in each series, and
to fix the rights, preferences, privileges, qualifications,
limitations and restrictions of the shares of each wholly
unissued series. Our board of directors will also be authorized
to increase or decrease the number of shares of any series, but
not below the number of shares of that series then outstanding,
without any further vote or action by our stockholders.
Our board of directors may authorize the issuance of preferred
stock with voting or conversion rights that affect adversely the
voting power or other rights of our common stockholders. The
issuance of preferred stock, while providing flexibility in
connection with possible acquisitions and other corporate
purposes, could have the effect of delaying, deferring or
preventing a change in control, causing the market price of our
common stock to decline, or impairing the voting and other
rights of the holders of our common stock. We have no current
plans to issue any shares of preferred stock.
Certain
Anti-Takeover Provisions of our Charter and Bylaws and the
Delaware Law
Upon completion of this offering, we will have the following
provisions in our certificate of incorporation and bylaws that
could deter, delay or prevent a third-party from acquiring us,
even if doing so would benefit our stockholders.
Undesignated
Preferred Stock
The ability to authorize undesignated preferred stock makes it
possible for our board of directors to issue preferred stock
with super voting, special approval, dividend or other rights or
preferences on a discriminatory basis that could impede the
success of any attempt to acquire us. These and other provisions
may have the effect of deferring, delaying or discouraging
hostile takeovers, or changes in control or management of our
Company.
Classified
Board of Directors
Our certificate of incorporation will provide that our board of
directors is divided into three classes. Each class of directors
will serve three-year terms except that the term of the first
class of directors will expire at the first annual meeting after
the consummation of this offering and the second and third
classes of directors will expire at the second and third annual
meetings, respectively, after the consummation of this offering.
Requirements
for Advance Notification of Stockholder Meetings, Nominations
and Proposals
Our bylaws will provide that special meetings of the
stockholders may be called only upon the request of the majority
of the board of directors or upon request of the president. Our
bylaws will prohibit the conduct of any business at a special
meeting other than as specified in the notice for such meeting.
Our bylaws will establish advance notice procedures with respect
to stockholder proposals for annual meetings and the nomination
of candidates for election as directors, other than nominations
made by or at the direction of the board of directors or a
committee of the board of directors. In order for any matter to
be “properly brought” before a meeting, a stockholder
will have to comply with advance notice requirements and provide
us with certain information. Additionally, vacancies and newly
created directorships may be filled only by a vote of a majority
of the directors then in office, even though less than a quorum,
and not by the stockholders. Our bylaws will allow the chairman
of a meeting of the stockholders to adopt rules and regulations
for the conduct of meetings that may have the effect of
precluding the conduct of certain business at a meeting if the
rules and regulations are not followed. These provisions may
also defer, delay or discourage a potential acquiror from
conducting a solicitation of proxies to elect the
acquiror’s own slate of directors or otherwise attempting
to obtain control of us.
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No
Stockholder Action by Written Consent
Pursuant to Section 228 of the DGCL, any action required to
be taken at any annual or special meeting of the stockholders
may be taken without a meeting, without prior notice and without
a vote if a consent or consents in writing, setting forth the
action so taken, is signed by the holders of outstanding stock
having not less than the minimum number of votes that would be
necessary to authorize or take such action at a meeting at which
all shares of our stock entitled to vote thereon were present
and voted, unless our certificate of incorporation provides
otherwise. Our certificate of incorporation will provide that
any action required or permitted to be taken by our stockholders
may be effected at a duly called annual or special meeting of
our stockholders and may not be effected by consent in writing
by such stockholders.
Certain
Other Provisions of our Charter and Bylaws and the Delaware
Law
Board
of Directors
Our certificate of incorporation will provide that the number of
directors will be fixed in the manner provided in our bylaws.
Our bylaws will provide that the number of directors will be
fixed from time to time solely pursuant to a resolution adopted
by the board of directors. Upon completion of this offering, our
board of directors will
have members who will serve
staggered terms as described above.
Limitations
of Liability and Indemnification of Officers and
Directors
The DGCL authorizes corporations to limit or eliminate the
personal liability of directors to corporations and their
stockholders for monetary damages for breaches of
directors’ fiduciary duties. Our certificate of
incorporation will include a provision that eliminates the
personal liability of directors for monetary damages for actions
taken as a director to the fullest extent authorized by the
DGCL. The DGCL does not permit exculpation for liability:
| • | for breach of duty of loyalty; | |
| • | for acts or omissions not in good faith or involving intentional misconduct or knowing violation of law; | |
| • | under Section 174 of the DGCL (unlawful dividends); or | |
| • | for transactions from which the director derived improper personal benefit. |
Our certificate of incorporation and bylaws will provide that we
shall indemnify our directors and officers to the fullest extent
permitted by law. We are also expressly authorized to carry
directors’ and officers’ insurance providing
indemnification for our directors, officers and certain
employees and agents for some liabilities. We believe that these
indemnification provisions and insurance are useful to attract
and retain qualified directors and executive officers.
The limitation of liability and indemnification provisions in
our certificate of incorporation and bylaws may discourage
stockholders from bringing a lawsuit against directors for
breach of their fiduciary duty. These provisions may also have
the effect of reducing the likelihood of derivative litigation
against directors and officers, even though such an action, if
successful, might otherwise benefit us and our stockholders. In
addition, your investment may be adversely affected to the
extent we pay the costs of settlement and damage awards against
directors and officers pursuant to these indemnification
provisions.
There is currently no pending material litigation or proceeding
involving any of our directors, officers or employees for which
indemnification is sought.
Transfer
Agent and Registrar
The transfer agent and registrar of our common stock
is .
New York
Stock Exchange Listing
We intend to apply to have our common stock quoted on the NYSE
under the symbol “SYA.”
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6.125% Senior
Notes due 2016
In March 2006, we issued $300.0 million aggregate principal
amount of 6.125% senior notes due 2016.
The senior notes pay interest semi-annually on April 1 and
October 1 each year. The senior notes are redeemable at our
option at any time, in whole or in part, at a redemption price
equal to the greater of (i) 100% of the principal amount of
the senior notes or (ii) the sum of the present values of
the remaining scheduled payments of principal and interest on
the notes (exclusive of interest accrues to the date of
redemption), discounted to the redemption date on a semiannual
basis (assuming a
360-day year
consisting of twelve
30-day
months) at the U.S. Treasury rate plus 25 basis
points, plus, in each case accrued and unpaid interest thereon
to the date of redemption.
The indenture for the senior notes contains covenants that,
among other things, limit the ability of our subsidiaries to:
| • | create liens; | |
| • | enter into certain sale and leaseback transactions; and | |
| • | enter into certain mergers and acquisitions. |
The indenture also provides for events of default that, if any
of them occurs, would permit or require the principal of,
premium, if any, interest and any other monetary obligations on
the senior notes to become or to be declared to be immediately
due and payable. These events of default include default in the
payment of interest or principal, default in the performance of
covenants under the indenture and default under the terms of any
instrument evidencing or securing indebtedness of us that
results in the acceleration of the payment of such indebtedness
or constitutes the failure to pay the principal of such
indebtedness when due, in each case where the total amount of
such indebtedness has an outstanding aggregate principal amount
greater than $25.0 million.
Revolving
Credit Facilities
Long-Term
Facility
On August 16, 2007, we entered into a $200.0 million
senior unsecured revolving credit agreement with a syndicate of
lending institutions led by Bank of America, N.A. The credit
facility matures on August 16, 2012. The revolving credit
facility is available to provide support for working capital,
capital expenditures and other general corporate purposes,
including permitted acquisitions, issuance of letters of
credits, refinancing and payment of fees in connection with this
facility. This new credit facility replaced our prior
$70.0 million revolving credit facility.
The facility enables us to obtain letters of credit of up to
$50.0 million and short-term loans of up to
$10.0 million, which would count against the
$200.0 million limit. We can increase the
$200.0 million limit by up to an additional
$100.0 million, upon the agreement of any lender to lend
such additional amount, without the consent of the other
lenders. In addition, we may, with the consent of individual
lenders, elect to extend the term of the facility by up to two
additional one-year periods.
Loans under the credit facility bear interest, at our election,
at a spread above LIBOR, or at a base rate. The initial spread
above the LIBOR rate is 190 basis points, and may vary from 190
to 600 basis points depending on our credit rating. The base
rate is equal to the higher of 500 basis points above the
federal funds rate, and the Bank of America prime rate. Interest
under LIBOR-based loans is payable periodically, with the period
at the election of the company (but at most annually). Interest
under base rate loans is payable quarterly. In addition, we are
obligated to pay a facility fee of between 60 and 150 basis
points, depending on our credit rating, quarterly over the term
of the facility, as well as letter of credit and other fees as
applicable.
Under the terms of the credit agreement, we are required to
maintain certain financial ratios. In particular, each of our
material insurance subsidiaries must maintain a risk-based
capital ratio of at least 200%, measured
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at the end of each year, and our debt-to-capitalization ratio
may not exceed 37.5%, measured at the end of each quarter. In
addition, we have agreed to other covenants restricting the
ability of our subsidiaries to incur additional indebtedness,
our ability to create liens, and our ability to change our
fiscal year and to enter into new lines of business, as well as
other customary affirmative covenants.
To be eligible for borrowing funds under this facility, the
representations and warranties that we make in the credit
agreement must continue to be true in all material respects, and
we must not be in default under the facility, including failure
to comply with the covenants described above.
As of August 31, 2007, we had no borrowings outstanding
under this facility.
Short-term
Facilities
In addition on October 17, 2005, we entered into two
$25.0 million revolving credit facilities with The Bank of
New York to support our overnight repurchase agreements program
which provides us with the liquidity to meet general funding
requirements. Borrowings under the revolving credit agreement
bear interest at the federal funds rate plus 0.2%.
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Before this offering, there has been no public market for our
common stock. We cannot predict the effect, if any, that market
sales of shares or the availability of shares will have on the
market price of our common stock. Sales of substantial amounts
of common stock in the public market, or the perception that
such sales could occur, could cause the prevailing market price
to decrease or to be lower than it might be in the absence of
those sales or perceptions.
Sales of
Restricted Securities
Upon the closing of this offering, we will have outstanding
approximately 10,649,000 shares of common stock. We have no
shares of common stock held in treasury. All of the shares of
our common stock sold in this offering will be freely tradeable
without restriction under the Securities Act of 1933, as amended
(the “Securities Act”), except for any shares that may
be acquired by an affiliate of us, as the term
“affiliate” is defined in Rule 144 under the
Securities Act. Persons who may be deemed to be affiliates
generally include individuals or entities that control, are
controlled by, or are under common control with, us and may
include our directors and officers as well as our significant
stockholders. Following the expiration of the lock-up agreements
described below, the
remaining shares
outstanding held by current stockholders of the company will be
available for sale pursuant to Rule 144, subject to compliance
with the volume, manner of sale and other limitations under Rule
144 in the case of shares held by affiliates, all as further
described below.
Rule 144
Generally, Rule 144 provides that a person who has
beneficially owned “restricted” shares for at least
one year will be entitled to sell on the open market in
brokers’ transactions, within any three-month period, a
number of shares that does not exceed the greater of:
| • | 1% of the then outstanding shares of common stock, which will equal approximately shares of common stock immediately after this offering; and | |
| • | the average weekly trading volume of the common stock on the open market during the four calendar weeks preceding the filing of notice with respect to such sale. |
Sales under Rule 144 are also subject to manner of sale
provisions and notice requirements and the availability of
current public information about our Company.
In the event that any person who is deemed to be our affiliate
purchases shares of our common stock in this offering or
acquires shares of our common stock pursuant to one of our
employee benefits plans, sales under Rule 144 of the shares
held by that person are subject to the volume limitations and
other restrictions (other than the one-year holding period
requirement) described in the preceding two paragraphs.
Under Rule 144(k), a person who is not deemed to have been
one of our affiliates for purposes of the Securities Act at any
time during the 90 days preceding a sale and who has
beneficially owned the shares proposed to be sold for at least
two years, including the holding period of any prior owner other
than our affiliates, is entitled to sell such shares without
complying with the manner of sale, public information, volume
limitation or notice provisions of Rule 144. Therefore,
unless otherwise restricted, “144(k) shares” may be
sold immediately upon the closing of this offering.
Lock-Up
Arrangements
In connection with this offering, each of our executive officers
and directors and all existing stockholders have agreed to enter
into lock-up
agreements described under “Underwriting” that
restrict the sale of shares of our common stock and securities
convertible into or exchangeable or exercisable for common stock
for up to 180 days after the date of this prospectus,
subject to an extension in certain circumstances. Following the
expiration of the
lock-up
period, our stockholders will have the right, subject to certain
conditions, to require us to register the sale of their
remaining shares of our common stock under federal securities
laws. By exercising their registration rights, and selling a
large number of shares, our stockholders could cause the
prevailing market price of our common stock to decline.
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This is a general summary of material U.S. federal income
and estate tax considerations with respect to your acquisition,
ownership and disposition of common stock if you purchase your
common stock in this offering, you will hold the common stock as
a capital asset and you are a beneficial owner of shares other
than:
| • | an individual citizen or resident of the United States; | |
| • | a corporation or other entity taxable as a corporation created or organized in, or under the laws of, the United States or any political subdivision of the United States; | |
| • | an estate, the income of which is subject to U.S. federal income taxation regardless of its source; | |
| • | a trust, if a court within the United States is able to exercise primary supervision over the administration of the trust and one or more U.S. persons have the authority to control all substantial decisions of the trust; or | |
| • | a trust that has a valid election in place to be treated as a U.S. person. |
This summary does not address all of the U.S. federal
income and estate tax considerations that may be relevant to you
in light of your particular circumstances or if you are a
beneficial owner subject to special treatment under
U.S. income tax laws (such as a “controlled foreign
corporation,” “passive foreign investment
company”, a company that accumulates earnings to avoid
U.S. federal income tax, foreign tax-exempt organization,
financial institution, broker or dealer in securities, insurance
company, regulated investment company, real estate investment
trust, financial asset securitization investment trust, person
who holds common stock as part of a hedging or conversion
transaction or as part of a short-sale or straddle, or former
U.S. citizen or resident). This summary does not discuss
any aspect of U.S. federal alternative minimum tax, state,
local or
non-U.S. taxation.
This summary is based on current provisions of the Internal
Revenue Code (“Code”), Treasury regulations, judicial
opinions, published positions of the United States Internal
Revenue Service (“IRS”) and all other applicable
authorities, all of which are subject to change, possibly with
retroactive effect.
If a partnership holds our common stock, the tax treatment of a
partner will generally depend on the status of the partner and
the activities of the partnership. If you are a partner of a
partnership holding our common stock, you should consult your
tax advisor.
WE URGE PROSPECTIVE
NON-U.S. STOCKHOLDERS
TO CONSULT THEIR TAX ADVISORS REGARDING THE UNITED STATES
FEDERAL, STATE, LOCAL AND
NON-UNITED
STATES INCOME AND OTHER TAX CONSIDERATIONS OF ACQUIRING, HOLDING
AND DISPOSING OF SHARES OF COMMON STOCK.
Dividends
In general, any distributions we make to you with respect to
your shares of common stock that constitute dividends for
U.S. federal income tax purposes will be subject to
U.S. withholding tax at a rate of 30% of the gross amount,
unless you are eligible for a reduced rate of withholding tax
under an applicable income tax treaty and you provide proper
certification of your eligibility for such reduced rate. A
distribution will constitute a dividend for U.S. federal
income tax purposes to the extent of our current or accumulated
earnings and profits as determined under the Code. Any
distribution not constituting a dividend will be treated first
as reducing your basis in your shares of common stock and, to
the extent it exceeds your basis, as capital gain.
Dividends we pay to you that are effectively connected with your
conduct of a trade or business within the United States (and, if
certain income tax treaties apply, are attributable to a
U.S. permanent establishment maintained by you) generally
will not be subject to U.S. withholding tax if you comply
with applicable certification and disclosure requirements.
Instead, such dividends generally will be subject to
U.S. federal income tax, net of certain deductions, at the
same graduated individual or corporate rates applicable to
U.S. persons. If you are a corporation, effectively
connected income may also be subject to a “branch profits
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Table of Contents
tax” at a rate of 30% (or such lower rate as may be
specified by an applicable income tax treaty). Dividends that
are effectively connected with your conduct of a trade or
business but that under an applicable income tax treaty are not
attributable to a U.S. permanent establishment maintained
by you may be eligible for a reduced rate of
U.S. withholding tax under such treaty, provided you comply
with certification and disclosure requirements necessary to
obtain treaty benefits.
Sale or
Other Disposition of Common Stock
You generally will not be subject to U.S. federal income
tax on any gain realized upon the sale or other disposition of
your shares of common stock unless:
| • | the gain is effectively connected with your conduct of a trade or business within the United States (and, under certain income tax treaties, is attributable to a U.S. permanent establishment you maintain); | |
| • | you are an individual, you are present in the United States for 183 days or more in the taxable year of disposition and you meet other conditions, and you are not eligible for relief under an applicable income tax treaty; or | |
| • | we are or have been a “United States real property holding corporation” for U.S. federal income tax purposes (which we believe we are not and have never been, and do not anticipate we will become) and you hold or have held, directly or indirectly, at any time within the shorter of the five-year period preceding disposition or your holding period for your shares of common stock, more than 5% of our common stock. |
Gain that is effectively connected with your conduct of a trade
or business within the United States generally will be subject
to U.S. federal income tax, net of certain deductions, at
the same rates applicable to U.S. persons. If you are a
corporation, the branch profits tax (described above) also may
apply to such effectively connected gain. If the gain from the
sale or disposition of your shares is effectively connected with
your conduct of a trade or business in the United States but
under an applicable income tax treaty is not attributable to a
permanent establishment you maintain in the United States, your
gain may be exempt from U.S. tax under the treaty. If you
are described in the second bullet point above, you generally
will be subject to U.S. tax at a rate of 30% on the gain
realized, although the gain may be offset by some
U.S. source capital losses realized during the same taxable
year.
Information
Reporting and Backup Withholding
We must report annually to the IRS the amount of dividends or
other distributions we pay to you on your shares of common stock
and the amount of tax we withhold on these distributions
regardless of whether withholding is required. The IRS may make
copies of the information returns reporting those distributions
and amounts withheld available to the tax authorities in the
country in which you reside pursuant to the provisions of an
applicable income tax treaty or exchange of information treaty.
The United States imposes a backup withholding tax on dividends
and certain other types of payments to U.S. persons. You
will not be subject to backup withholding tax on dividends you
receive on your shares of common stock if you provide proper
certification of your status as a
non-U.S. person
or you are a corporation or one of several types of entities and
organizations that qualify for exemption (an “exempt
recipient”).
Information reporting and backup withholding generally are not
required with respect to the amount of any proceeds from the
sale of your shares of common stock outside the United States
through a foreign office of a foreign broker that does not have
certain specified connections to the United States. However, if
you sell your shares of common stock through a U.S. broker
or the U.S. office of a foreign broker, the broker will be
required to report the amount of proceeds paid to you to the IRS
and also perform backup withholding on that amount unless you
provide appropriate certification to the broker of your status
as a
non-U.S. person
or you are an exempt recipient. Information reporting will also
apply if you sell your shares of common stock through a foreign
broker deriving more than a specified percentage of its income
from U.S. sources or having certain other connections to
the United States, unless such broker has documenting evidence
in its records that you are a
non-U.S. person
and certain other conditions are met or you are an exempt
recipient.
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Any amounts withheld with respect to your shares of common stock
under the backup withholding rules will be refunded to you or
credited against your U.S. federal income tax liability, if
any, by the IRS if the required information is furnished in a
timely manner.
Estate
Tax
Common stock owned or treated as owned by an individual who is
not a citizen or resident (as defined for U.S. federal
estate tax purposes) of the United States at the time of his or
her death will be included in the individual’s gross estate
for U.S. federal estate tax purposes and therefore may be
subject to U.S. federal estate tax unless an applicable
treaty provides otherwise.
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Table of Contents
We intend to offer the shares in the U.S. and Canada
through the underwriters. Merrill Lynch, Pierce,
Fenner & Smith Incorporated, Goldman,
Sachs & Co., J.P. Morgan Securities Inc., and
Lehman Brothers Inc. are acting as representatives of the
underwriters named below. Subject to the terms and conditions
described in an underwriting agreement among us, the selling
stockholders and the underwriters, the selling stockholders have
agreed to sell to the underwriters, and the underwriters
severally have agreed to purchase from the selling stockholders,
the number of shares listed opposite their names below.
|
Underwriter
|
Number of Shares | |||
|
Merrill Lynch, Pierce,
Fenner & Smith
Incorporated |
||||
|
Goldman, Sachs & Co.
|
||||
|
J.P. Morgan Securities Inc.
|
||||
|
Lehman Brothers Inc.
|
||||
|
Total
|
||||
The underwriters have agreed to purchase all of the shares sold
under the underwriting agreement if any of these shares are
purchased. If an underwriter defaults, the underwriting
agreement provides that the purchase commitments of the
nondefaulting underwriters may be increased or the underwriting
agreement may be terminated.
The underwriters are offering the shares, subject to prior sale,
when, as and if issued to and accepted by them, subject to
approval of legal matters by their counsel, including the
validity of the shares, and other conditions contained in the
underwriting agreement, such as the receipt by the underwriters
of officer’s certificates and legal opinions. The
underwriters reserve the right to withdraw, cancel or modify
offers to the public and to reject orders in whole or in part.
Commissions
and Discounts
The representatives have advised the selling stockholders that
the underwriters propose initially to offer the shares to the
public at the initial public offering price on the cover page of
this prospectus and to dealers at that price less a concession
not in excess of $ per share. The
underwriters may allow, and the dealers may reallow, a discount
not in excess of $ per share to
other dealers. After the initial public offering, the public
offering price, concession and discount may be changed.
The following table shows the public offering price,
underwriting discount and proceeds before expenses to the
selling stockholders. The information assumes either no exercise
or full exercise by the underwriters of their over-allotment
options.
| Per Share | Without Option | With Option | ||||||||||
|
Public offering price
|
$ | $ | $ | |||||||||
|
Underwriting discount
|
$ | $ | $ | |||||||||
|
Proceeds, before expenses, to the
selling stockholders
|
$ | $ | $ | |||||||||
The expenses of the offering, not including the underwriting
discount, are estimated at $ and are
payable by us.
Overallotment
Option
The selling stockholders have granted options to the
underwriters to purchase up
to additional
shares at the public offering price less the underwriting
discount. The underwriters may exercise these options for
30 days from the date of this prospectus solely to cover
any overallotments. If the underwriters exercise these options,
each will be obligated, subject to conditions contained in the
underwriting agreement, to
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Table of Contents
purchase a number of additional shares proportionate to that
underwriter’s initial amount reflected in the above table.
Indemnification
We and the selling stockholders have agreed to indemnify the
underwriters against certain liabilities, including liabilities
under the Securities Act and liabilities incurred in connection
with the directed share program referred to below, and to
contribute to payments that the underwriters may be required to
make for these liabilities.
Directed
Share Program
At our request, the underwriters have reserved for sale at the
initial public offering price up
to shares
offered hereby for officers, employees and certain other persons
associated with us. The number of shares available for sale to
the general public will be reduced to the extent such persons
purchase such reserved shares. Any reserved shares not so
purchased will be offered by the underwriters to the general
public on the same basis as the other shares offered hereby.
No Sales
of Similar Securities
We, our executive officers and directors and all of our
stockholders have agreed, with exceptions, not to sell or
transfer any common stock for 180 days after the date of
this prospectus without first obtaining the written consent of
the representatives. Specifically, we and these other
individuals have agreed not to directly or indirectly
| • | offer, pledge, sell or contract to sell any common stock; | |
| • | sell any option or contract to purchase any common stock; | |
| • | purchase any option or contract to sell any common stock; | |
| • | grant any option, right or warrant for the sale of any common stock; | |
| • | lend or otherwise dispose of or transfer any common stock; | |
| • | request or demand that we file a registration statement related to the common stock; or | |
| • | enter into any swap or other agreement that transfers, in whole or in part, the economic consequence of ownership of any common stock whether any such swap or transaction is to be settled by delivery of shares or other securities, in cash or otherwise. |
This lock-up provision applies to common stock and to securities
convertible into or exchangeable or exercisable for or repayable
with common stock. It also applies to common stock owned now or
acquired later by the person executing the agreement or for
which the person executing the agreement later acquires the
power of disposition.
Notwithstanding the foregoing, if: (1) during the last
17 days of the
180-day
lock-up period, we issue an earnings release or material news or
a material event relating to the company occurs; or
(2) prior to the expiration of the
180-day
lock-up period, we announce that we will release earnings
results or become aware that material news or a material event
will occur during the
16-day
period beginning on the last day of the
180-day
lock-up period, then the restrictions imposed by this lock-up
provision shall continue to apply until the expiration of the
18-day
period beginning on the issuance of the earnings release or the
occurrence of the material news or material event, as
applicable, unless the representatives waive, in writing, such
extension.
New York
Stock Exchange Listing
We expect the shares to be approved for listing on the NYSE
under the symbol “SYA.” In order to meet the
requirements for listing on that exchange, the underwriters have
undertaken to sell a minimum number of shares to a minimum
number of beneficial owners as required by that exchange. Before
this offering, there has been no public market for our common
stock. The initial public offering price will be determined
through negotiations among the selling stockholders and the
representatives. In addition to prevailing market conditions,
the factors to be considered in determining the initial public
offering price are as follows:
| • | the valuation multiples of publicly traded companies that the representatives believe to be comparable to us; | |
| • | our financial information; |
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Table of Contents
| • | the history of, and the prospects for, our company and the industry in which we compete; | |
| • | an assessment of our management, its past and present operations, and the prospects for, and timing of, our future revenues; | |
| • | the present state of our development; and | |
| • | the above factors in relation to market values and various valuation measures of other companies engaged in activities similar to ours. |
An active trading market for the shares may not develop. It is
also possible that after the offering the shares will not trade
in the public market at or above the initial public offering
price.
The underwriters do not expect to sell more than 5% of the
shares in the aggregate to accounts over which they exercise
discretionary authority.
Price
Stabilization, Short Positions and Penalty Bids
Until the distribution of the shares is completed, SEC rules may
limit underwriters and selling group members from bidding for
and purchasing our common stock. However, the representatives
may engage in transactions that stabilize the price of the
common stock, such as bids or purchases to peg, fix or maintain
that price.
If the underwriters create a short position in the common stock
in connection with the offering (i.e., if they sell more shares
than are listed on the cover of this prospectus), the
representatives may reduce that short position by purchasing
shares in the open market. The representatives may also elect to
reduce any short position by exercising all or part of the
over-allotment option described above. Purchases of the common
stock to stabilize its price or to reduce a short position may
cause the price of the common stock to be higher than it might
be in the absence of such purchases.
The representatives may also impose a penalty bid on
underwriters and selling group members. This means that if the
representatives purchase shares in the open market to reduce the
underwriter’s short position or to stabilize the price of
such shares, they may reclaim the amount of the selling
concession from the underwriters and selling group members who
sold those shares. The imposition of a penalty bid may also
affect the price of the shares in that it discourages resales of
those shares.
Neither we nor any of the underwriters makes any representation
or prediction as to the direction or magnitude of any effect
that the transactions described above may have on the price of
the common stock. In addition, neither we nor any of the
underwriters makes any representation that the representatives
will engage in these transactions or that these transactions,
once commenced, will not be discontinued without notice.
Other
Relationships
J.P. Morgan Securities Inc. and Lehman Brothers Inc., were
initial purchasers in connection with the offering of our 6.125%
senior notes due 2016. JPMorgan Chase Bank, N.A., an affiliate
of J.P. Morgan Securities Inc., and Lehman Commercial Paper
Inc., an affiliate of Lehman Brothers Inc., were involved in the
financing of the Acquisition. JPMorgan Chase Bank, N.A., Lehman
Commercial Paper Inc., Merrill Lynch Bank USA (an affiliate of
Merrill Lynch, Pierce, Fenner & Smith Incorporated)
and an affiliate of Goldman, Sachs & Co. are lenders under
our revolving credit facility, and JPMorgan Chase Bank, N.A. is
syndication agent under our revolving credit facility. We
recently entered into an arm’s length distribution
relationship with Chase Insurance Agency, Inc. (an affiliate of
J.P. Morgan Securities Inc.) in connection with the sale of
our income annuity products. Howard L. Clark, Jr., Vice
Chairman of Lehman Brothers Inc., is a director of White
Mountains Insurance Group, Ltd.
Some of the underwriters and their affiliates have engaged in,
and may in the future engage in, investment banking and other
commercial dealings in the ordinary course of business with us,
our affiliates, and White Mountains Insurance Group, Ltd. They
have received customary fees and commissions for these
transactions.
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Table of Contents
Offering
Restrictions
In relation to each Member State of the European Economic Area
which has implemented the Prospectus Directive (each, a Relevant
Member State), each underwriter has represented and agreed that
with effect from and including the date on which the Prospectus
Directive is implemented in that Relevant Member State (the
Relevant Implementation Date) it has not made and will not make
an offer of shares to the public in that Relevant Member State
prior to the publication of a prospectus in relation to the
shares which has been approved by the competent authority in
that Relevant Member State or, where appropriate, approved in
another Relevant Member State and notified to the competent
authority in that Relevant Member State, all in accordance with
the Prospectus Directive, except that it may, with effect from
and including the Relevant Implementation Date, make an offer of
shares to the public in that Relevant Member State at any time:
| • | to legal entities which are authorized or regulated to operate in the financial markets or, if not so authorized or regulated, whose corporate purpose is solely to invest in securities; |
| • | to any legal entity which has two or more of (1) an average of at least 250 employees during the last financial year; (2) a total balance sheet of more than €43,000,000 and (3) an annual net turnover of more than €50,000,000, as shown in its last annual or consolidated accounts; | |
| • | to fewer than 100 natural or legal persons (other than qualified investors as defined in the Prospectus Directive) subject to obtaining the prior consent of the representatives for any such offer; or | |
| • | in any other circumstances which do not require the publication by the Issuer of a prospectus pursuant to Article 3 of the Prospectus Directive. |
For the purposes of this provision, the expression an
“offer of shares to the public” in relation to any
shares in any Relevant Member State means the communication in
any form and by any means of sufficient information on the terms
of the offer and the shares to be offered so as to enable an
investor to decide to purchase or subscribe the shares, as the
same may be varied in that Relevant Member State by any measure
implementing the Prospectus Directive in that Relevant Member
State and the expression Prospectus Directive means Directive
2003/71/EC and includes any relevant implementing measure in
each Relevant Member State.
Each underwriter has represented and agreed that:
| • | it has only communicated or caused to be communicated and will only communicate or cause to be communicated an invitation or inducement to engage in investment activity (within the meaning of Section 21 of the FSMA) received by it in connection with the issue or sale of the shares in circumstances in which Section 21(1) of the FSMA does not apply to the Issuer; and | |
| • | it has complied and will comply with all applicable provisions of the FSMA with respect to anything done by it in relation to the shares in, from or otherwise involving the United Kingdom. |
The shares may not be offered or sold by means of any document
other than (i) in circumstances which do not constitute an
offer to the public within the meaning of the Companies
Ordinance (Cap. 32, Laws of Hong Kong), or (ii) to
“professional investors” within the meaning of the
Securities and Futures Ordinance (Cap. 571, Laws of Hong
Kong) and any rules made thereunder, or (iii) in other
circumstances which do not result in the document being a
“prospectus” within the meaning of the Companies
Ordinance (Cap. 32, Laws of Hong Kong), and no
advertisement, invitation or document relating to the shares may
be issued or may be in the possession of any person for the
purpose of issue (in each case whether in Hong Kong or
elsewhere), which is directed at, or the contents of which are
likely to be accessed or read by, the public in Hong Kong
(except if permitted to do so under the laws of Hong Kong) other
than with respect to shares which are or are intended to be
disposed of only to persons outside Hong Kong or only to
“professional investors” within the meaning of the
Securities and Futures Ordinance (Cap. 571, Laws of Hong Kong)
and any rules made thereunder.
This prospectus has not been registered as a prospectus with the
Monetary Authority of Singapore. Accordingly, this prospectus
and any other document or material in connection with the offer
or sale, or invitation for subscription or purchase, of the
shares may not be circulated or distributed, nor may the shares
138
Table of Contents
be offered or sold, or be made the subject of an invitation for
subscription or purchase, whether directly or indirectly, to
persons in Singapore other than (i) to an institutional
investor under Section 274 of the Securities and Futures
Act, Chapter 289 of Singapore (the “SFA”),
(ii) to a relevant person, or any person pursuant to
Section 275(1A), and in accordance with the conditions,
specified in Section 275 of the SFA or (iii) otherwise
pursuant to, and in accordance with the conditions of, any other
applicable provision of the SFA.
Where the shares are subscribed or purchased under
Section 275 by a relevant person which is: (a) a
corporation (which is not an accredited investor) the sole
business of which is to hold investments and the entire share
capital of which is owned by one or more individuals, each of
whom is an accredited investor; or (b) a trust (where the
trustee is not an accredited investor) whose sole purpose is to
hold investments and each beneficiary is an accredited investor,
shares, debentures and units of shares and debentures of that
corporation or the beneficiaries’ rights and interest in
that trust shall not be transferable for 6 months after
that corporation or that trust has acquired the shares under
Section 275 except: (1) to an institutional investor
under Section 274 of the SFA or to a relevant person, or
any person pursuant to Section 275(1A), and in accordance
with the conditions, specified in Section 275 of the SFA;
(2) where no consideration is given for the transfer; or
(3) by operation of law.
The securities have not been and will not be registered under
the Securities and Exchange Law of Japan (the Securities and
Exchange Law) and each underwriter has agreed that it will not
offer or sell any securities, directly or indirectly, in Japan
or to, or for the benefit of, any resident of Japan (which term
as used herein means any person resident in Japan, including any
corporation or other entity organized under the laws of Japan),
or to others for re-offering or resale, directly or indirectly,
in Japan or to a resident of Japan, except pursuant to an
exemption from the registration requirements of, and otherwise
in compliance with, the Securities and Exchange Law and any
other applicable laws, regulations and ministerial guidelines of
Japan.
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Table of Contents
The validity of our common stock offered hereby will be passed
upon for us by Cravath, Swaine & Moore LLP, New York,
New York. The underwriters are being represented in connection
with this offering by Simpson Thacher & Bartlett LLP,
New York, New York.
The consolidated financial statements of Symetra Financial
Corporation at December 31, 2006 and 2005 and for the years
ended December 31, 2006 and 2005, and for the period from
August 2, 2004 through December 31, 2004, and the
period from January 1, 2004 through August 1, 2004
(Predecessor), appearing in this prospectus and registration
statement have been audited by Ernst & Young LLP,
independent registered public accounting firm, as set forth in
their report thereon appearing elsewhere herein, and are
included in reliance upon such report given on the authority of
such firm as experts in accounting and auditing.
We have filed with the SEC a registration statement on
Form S-1
under the Securities Act of 1933, as amended, with respect to
the common stock we propose to sell in this offering. This
prospectus, which constitutes part of the registration
statement, does not contain all of the information set forth in
the registration statement. For further information about us and
the common stock we propose to sell in this offering, we refer
you to the registration statement and the exhibits and schedules
filed as a part of the registration statement. Statements
contained in this prospectus as to the contents of any contract
or other document filed as an exhibit to the registration
statement are not necessarily complete. If a contract or
document has been filed as an exhibit to the registration
statement, we refer you to the copy of the contract or document
that has been filed. The registration statement may be inspected
without charge at the principal office of the SEC in
Washington, D.C. and copies of all or any part of the
registration statement may be inspected and copied at the public
reference facilities maintained by the SEC at
100 F Street, N.E., Washington, D.C. 20549.
Copies of such material can also be obtained at prescribed rates
by mail from the Public Reference Section of the SEC at
100 F Street, N.E., Washington, D.C. 20549. The
SEC’s toll-free number is
1-800-SEC-0330.
In addition, the SEC maintains a website
(http://www.sec.gov)
that contains reports, proxy and information statements and
other information regarding registrants that file electronically
with the SEC. Prior to this offering, we were not required to
file reports with the SEC.
Upon completion of this offering, we will become subject to the
information and periodic reporting requirements of the Exchange
Act. The periodic reports and other information that we file
with the SEC will be available for inspection and copying at the
SEC’s public reference facilities and on the website of the
SEC referred to above.
140
| Page | ||||
|
Audited Consolidated Financial
Statements of Symetra Financial Corporation
|
||||
| F-2 | ||||
| F-3 | ||||
| F-4 | ||||
| F-5 | ||||
| F-6 | ||||
| F-7 | ||||
| F-9 | ||||
|
Unaudited Consolidated
Financial Statements
|
||||
| F-43 | ||||
| F-44 | ||||
| F-45 | ||||
| F-46 | ||||
| F-47 | ||||
| F-48 | ||||
F-1
Table of Contents
The Board of Directors
Symetra Financial Corporation
We have audited the accompanying consolidated balance sheets of
Symetra Financial Corporation (the Company) as of
December 31, 2006 and 2005, and the related consolidated
statements of operations, changes in stockholders’ equity,
comprehensive income (loss), and cash flows for the years ended
December 31, 2006 and 2005, and for the period from
August 2, 2004 through December 31, 2004, and the
period from January 1, 2004 through August 1, 2004
(Predecessor). These financial statements are the responsibility
of the Company’s management. Our responsibility is to
express an opinion on these financial statements based on our
audits.
We conducted our audits in accordance with the standards of the
Public Company Accounting Oversight Board (United States). Those
standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are
free of material misstatement. We were not engaged to perform an
audit of the Company’s internal control over financial
reporting. Our audits included consideration of internal control
over financial reporting as a basis for designing audit
procedures that are appropriate in the circumstances, but not
for the purpose of expressing an opinion on the effectiveness of
the Company’s internal control over financial reporting.
Accordingly, we express no such opinion. An audit also includes
examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by
management, and evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable
basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the consolidated
financial position of the Company at December 31, 2006 and
2005, and the consolidated results of its operations and its
cash flows for the years ended December 31, 2006 and 2005
and for the period from August 2, 2004 through
December 31, 2004, and the period from January 1, 2004
through August 1, 2004 (Predecessor), in conformity with
U.S. generally accepted accounting principles.
/s/ Ernst &
Young LLP
Seattle, Washington
February 20, 2007
F-2
Table of Contents
| December 31, | ||||||||
| 2006 | 2005 | |||||||
| (In thousands) | ||||||||
|
ASSETS
|
||||||||
|
Investments: (Note 3)
|
||||||||
|
Available-for-sale securities:
|
||||||||
|
Fixed maturities, at fair value
(amortized cost:
|
||||||||
|
$16,086,596 and $16,987,097,
respectively)
|
$ | 16,049,878 | $ | 17,183,197 | ||||
|
Marketable equity securities, at
fair value (cost:
|
||||||||
|
$171,003 and $148,917,
respectively)
|
201,706 | 162,301 | ||||||
|
Mortgage loans
|
794,283 | 776,923 | ||||||
|
Policy loans
|
79,244 | 80,463 | ||||||
|
Short-term investments
|
48,882 | 7,364 | ||||||
|
Investments in limited partnerships
|
112,648 | 93,400 | ||||||
|
Other invested assets
|
18,705 | 29,125 | ||||||
|
Total investments
|
17,305,346 | 18,332,773 | ||||||
|
Cash and cash equivalents
|
253,210 | 111,023 | ||||||
|
Accrued investment income
|
206,717 | 213,914 | ||||||
|
Accounts receivable and other
receivables
|
81,993 | 50,909 | ||||||
|
Reinsurance recoverables
(Note 7)
|
238,764 | 229,888 | ||||||
|
Deferred policy acquisition costs
(Note 8)
|
88,237 | 49,017 | ||||||
|
Goodwill
|
3,687 | 3,687 | ||||||
|
Current income tax recoverable
|
— | 26,281 | ||||||
|
Deferred income tax assets, net
(Note 12)
|
219,091 | 137,347 | ||||||
|
Property, equipment, and leasehold
improvements, net (Note 9)
|
28,076 | 30,522 | ||||||
|
Other assets
|
16,275 | 7,429 | ||||||
|
Securities lending collateral
(Note 5)
|
439,292 | 598,451 | ||||||
|
Separate account assets
|
1,233,929 | 1,188,820 | ||||||
|
Total assets
|
$ | 20,114,617 | $ | 20,980,061 | ||||
|
LIABILITIES AND
STOCKHOLDERS’ EQUITY
|
||||||||
|
Funds held under deposit contracts
|
$ | 15,986,198 | $ | 16,697,903 | ||||
|
Future policy benefits
|
376,363 | 371,457 | ||||||
|
Policy and contract claims
(Note 10)
|
119,514 | 135,655 | ||||||
|
Unearned premiums
|
11,721 | 11,560 | ||||||
|
Other policyholders’ funds
|
46,369 | 47,532 | ||||||
|
Notes payable (Note 11)
|
298,737 | 300,000 | ||||||
|
Current income taxes payable
(Note 12)
|
2,551 | — | ||||||
|
Other liabilities
|
272,630 | 223,815 | ||||||
|
Securities lending payable
(Note 5)
|
439,292 | 598,451 | ||||||
|
Separate account liabilities
|
1,233,929 | 1,188,820 | ||||||
|
Total liabilities
|
18,787,304 | 19,575,193 | ||||||
|
Commitments and contingencies
(Note 14)
|
||||||||
|
Capital stock (Note 1)
|
106 | 106 | ||||||
|
Additional paid-in capital
|
1,166,325 | 1,166,325 | ||||||
|
Retained earnings
|
161,432 | 101,902 | ||||||
|
Accumulated other comprehensive
income (loss), net of taxes (Note 13)
|
(550 | ) | 136,535 | |||||
|
Total stockholders’ equity
|
1,327,313 | 1,404,868 | ||||||
|
Total liabilities and
stockholders’ equity
|
$ | 20,114,617 | $ | 20,980,061 | ||||
See accompanying notes.
F-3
Table of Contents
| Predecessor | ||||||||||||||||
|
Period from |
Period from |
|||||||||||||||
|
August 2, 2004 |
January 1, 2004 |
|||||||||||||||
|
Year Ended |
Year Ended |
through |
through |
|||||||||||||
|
December 31, |
December 31, |
December 31, |
August 1, |
|||||||||||||
| 2006 | 2005 | 2004 | 2004 | |||||||||||||
| (In thousands) | ||||||||||||||||
|
Revenues:
|
||||||||||||||||
|
Premiums (Note 7)
|
$ | 525,657 | $ | 575,459 | $ | 263,195 | $ | 357,925 | ||||||||
|
Net investment income
(Note 3)
|
984,927 | 994,048 | 411,120 | 693,702 | ||||||||||||
|
Other revenues
|
56,172 | 58,559 | 27,050 | 43,943 | ||||||||||||
|
Net realized investment gains
(Note 3)
|
1,680 | 14,140 | 7,003 | 34,892 | ||||||||||||
|
Total revenues
|
1,568,436 | 1,642,206 | 708,368 | 1,130,462 | ||||||||||||
|
Benefits and expenses:
|
||||||||||||||||
|
Policyholder benefits and claims
|
264,252 | 327,427 | 127,499 | 223,578 | ||||||||||||
|
Interest credited
|
765,871 | 810,928 | 360,196 | 556,433 | ||||||||||||
|
Other underwriting and operating
expenses
|
260,541 | 273,247 | 123,242 | 182,334 | ||||||||||||
|
Fair value of warrants issued to
investors
|
— | — | 101,531 | — | ||||||||||||
|
Interest expense
(Note 11)
|
19,155 | 12,388 | 3,466 | — | ||||||||||||
|
Amortization of deferred policy
acquisition costs (Note 8)
|
14,589 | 11,861 | 1,626 | 34,164 | ||||||||||||
|
Intangible asset amortization
|
— | — | — | 4,929 | ||||||||||||
|
Total benefits and expenses
|
1,324,408 | 1,435,851 | 717,560 | 1,001,438 | ||||||||||||
|
Income (loss) from continuing
operations before income taxes
|
244,028 | 206,355 | (9,192 | ) | 129,024 | |||||||||||
|
Provision (benefit) for income
taxes (Note 12):
|
||||||||||||||||
|
Current
|
92,414 | 22,193 | 21,299 | 916 | ||||||||||||
|
Deferred
|
(7,916 | ) | 39,720 | 10,683 | 30,486 | |||||||||||
|
Total provision for income taxes
|
84,498 | 61,913 | 31,982 | 31,402 | ||||||||||||
|
Income (loss) from continuing
operations
|
159,530 | 144,442 | (41,174 | ) | 97,622 | |||||||||||
|
Income (loss) from discontinued
operations (net of taxes of $(0), $536, $(1,335), and $1,235,
respectively) (Note 15)
|
— | 1,045 | (2,411 | ) | 2,296 | |||||||||||
|
Net income (loss)
|
$ | 159,530 | $ | 145,487 | $ | (43,585 | ) | $ | 99,918 | |||||||
See accompanying notes.
F-4
Table of Contents
| Predecessor | ||||||||||||||||
|
Period from |
Period from |
|||||||||||||||
|
August 2, 2004 |
January 1, 2004 |
|||||||||||||||
|
Year Ended |
Year Ended |
through |
through |
|||||||||||||
|
December 31, |
December 31, |
December 31, |
August 1, |
|||||||||||||
| 2006 | 2005 | 2004 | 2004 | |||||||||||||
| (In thousands) | ||||||||||||||||
|
Capital stock:
|
||||||||||||||||
|
Balance at beginning of period
|
$ | 106 | $ | 106 | $ | 7,459 | $ | 7,459 | ||||||||
|
Purchase method accounting
adjustment
|
— | — | (7,459 | ) | — | |||||||||||
|
Capital contribution from
stockholders
|
— | — | 106 | — | ||||||||||||
|
Balance at end of period
|
106 | 106 | 106 | 7,459 | ||||||||||||
|
Additional paid-in capital:
|
||||||||||||||||
|
Balance at beginning of period
|
1,166,325 | 1,166,325 | 407,683 | 397,354 | ||||||||||||
|
Purchase method accounting
adjustment
|
— | — | (407,683 | ) | — | |||||||||||
|
Capital contribution from Safeco
|
— | — | — | 8,834 | ||||||||||||
|
Capital contributions from
stockholders
|
— | — | 1,064,794 | — | ||||||||||||
|
Issuance of warrants to investors
|
— | — | 101,531 | — | ||||||||||||
|
Stock option expense allocation
from Safeco
|
— | — | — | 1,495 | ||||||||||||
|
Balance at end of period
|
1,166,325 | 1,166,325 | 1,166,325 | 407,683 | ||||||||||||
|
Retained earnings (deficit):
|
||||||||||||||||
|
Balance at beginning of period
|
101,902 | (43,585 | ) | 1,367,690 | 1,332,072 | |||||||||||
|
Purchase method accounting
adjustment
|
— | — | (1,367,690 | ) | — | |||||||||||
|
Net income (loss)
|
159,530 | 145,487 | (43,585 | ) | 99,918 | |||||||||||
|
Dividend distributions
|
(100,000 | ) | — | — | (64,300 | ) | ||||||||||
|
Balance at end of period
|
161,432 | 101,902 | (43,585 | ) | 1,367,690 | |||||||||||
|
Accumulated other comprehensive
income (loss), net of taxes (Note 13):
|
||||||||||||||||
|
Balance at beginning of period
|
136,535 | 312,931 | 636,149 | 829,772 | ||||||||||||
|
Purchase method accounting
adjustment
|
— | — | (636,149 | ) | — | |||||||||||
|
Other comprehensive income (loss)
|
(137,085 | ) | (176,396 | ) | 312,931 | (193,623 | ) | |||||||||
|
Balance at end of period
|
(550 | ) | 136,535 | 312,931 | 636,149 | |||||||||||
|
Total stockholders’ equity
|
$ | 1,327,313 | $ | 1,404,868 | $ | 1,435,777 | $ | 2,418,981 | ||||||||
See accompanying notes.
F-5
Table of Contents
| Predecessor | ||||||||||||||||
|
Period from |
Period from |
|||||||||||||||
|
August 2, 2004 |
January 1, 2004 |
|||||||||||||||
|
Year Ended |
Year Ended |
through |
through |
|||||||||||||
|
December 31, |
December 31, |
December 31, |
August 1, |
|||||||||||||
| 2006 | 2005 | 2004 | 2004 | |||||||||||||
| (In thousands) | ||||||||||||||||
|
Net income (loss)..
|
$ | 159,530 | $ | 145,487 | $ | (43,585 | ) | $ | 99,918 | |||||||
|
Other comprehensive income (loss),
net of taxes:
|
||||||||||||||||
|
Changes in unrealized gains and
losses on available-for-sales securities (net of tax:
|
||||||||||||||||
|
$(75,838), $(91,878), $170,296,
and $(103,157), respectively)
|
(140,843 | ) | (170,629 | ) | 316,262 | (191,578 | ) | |||||||||
|
Reclassification adjustment for
net realized investment (gains) losses included in net income
(net of tax: $383, $(3,525), $(1,551), and $(12,395),
respectively)
|
712 | (6,547 | ) | (2,879 | ) | (23,018 | ) | |||||||||
|
Derivatives qualifying as cash
flow hedges — net change in fair value (net of tax:
|
||||||||||||||||
|
$1,601, $(0), $(0), and $(2,390),
respectively)
|
2,976 | — | — | (4,439 | ) | |||||||||||
|
Adjustment for deferred policy
acquisition costs valuation allowance (net of tax: $38, $421,
$(243), and $13,683, respectively)
|
70 | 780 | (452 | ) | 25,412 | |||||||||||
|
Other comprehensive income (loss)
|
(137,085 | ) | (176,396 | ) | 312,931 | (193,623 | ) | |||||||||
|
Comprehensive income (loss)
|
$ | 22,445 | $ | (30,909 | ) | $ | 269,346 | $ | (93,705 | ) | ||||||
See accompanying notes.
F-6
Table of Contents
| Predecessor | ||||||||||||||||
|
Period from |
Period from |
|||||||||||||||
|
August 2, 2004 |
January 1, 2004 |
|||||||||||||||
|
Year Ended |
Year Ended |
through |
through |
|||||||||||||
|
December 31, |
December 31, |
December 31, |
August 1, |
|||||||||||||
| 2006 | 2005 | 2004 | 2004 | |||||||||||||
| (In thousands) | ||||||||||||||||
|
Cash flows from operating
activities
|
||||||||||||||||
|
Net income (loss)
|
$ | 159,530 | $ | 145,487 | $ | (43,585 | ) | $ | 99,918 | |||||||
|
Adjustments to reconcile net
income (loss) to net cash provided by operating activities:
|
||||||||||||||||
|
(Income) loss from discontinued
operations, net of taxes
|
— | (1,045 | ) | 2,411 | (2,296 | ) | ||||||||||
|
Net realized investment gains
|
(1,680 | ) | (14,140 | ) | (7,003 | ) | (34,892 | ) | ||||||||
|
Accretion of fixed maturity
investments and mortgage loans
|
72,474 | 99,078 | 62,770 | 4,007 | ||||||||||||
|
Accrued interest on accrual bonds
|
(43,444 | ) | (45,383 | ) | (19,502 | ) | (27,504 | ) | ||||||||
|
Amortization and depreciation
|
12,077 | 9,069 | 1,090 | 6,035 | ||||||||||||
|
Deferred income tax provision
(benefit)
|
(7,916 | ) | 39,720 | 10,683 | 30,486 | |||||||||||
|
Interest credited on deposit
contracts
|
765,871 | 810,928 | 360,196 | 556,433 | ||||||||||||
|
Mortality and expense charges and
administrative fees
|
(91,187 | ) | (89,185 | ) | (35,825 | ) | (50,718 | ) | ||||||||
|
Fair value of warrants issued to
investors
|
— | 101,531 | — | |||||||||||||
|
Changes in:
|
||||||||||||||||
|
Accrued investment income
|
7,197 | 15,459 | 9,331 | (7,726 | ) | |||||||||||
|
Deferred policy acquisition costs
|
(39,112 | ) | (33,438 | ) | (13,816 | ) | 11,011 | |||||||||
|
Other receivables
|
(28,957 | ) | (6,537 | ) | (6,450 | ) | 20,554 | |||||||||
|
Policy and contract claims
|
(16,141 | ) | (17,518 | ) | (113 | ) | 14,061 | |||||||||
|
Future policy benefits
|
4,906 | 16,545 | (5,234 | ) | 5,710 | |||||||||||
|
Unearned premiums
|
161 | 2,157 | (710 | ) | 275 | |||||||||||
|
Accrued income taxes
|
28,832 | (27,944 | ) | 13,125 | (38,416 | ) | ||||||||||
|
Other assets and liabilities
|
17,793 | (33,221 | ) | 10,361 | (60,298 | ) | ||||||||||
|
Other, net
|
1,170 | (86 | ) | 247 | 780 | |||||||||||
|
Total adjustments
|
682,044 | 724,459 | 483,092 | 427,502 | ||||||||||||
|
Net cash provided by operating
activities
|
841,574 | 869,946 | 439,507 | 527,420 | ||||||||||||
|
Cash flows from investing
activities
|
||||||||||||||||
|
Purchases of:
|
||||||||||||||||
|
Fixed maturities
|
(1,613,303 | ) | (2,928,632 | ) | (1,229,884 | ) | (1,677,343 | ) | ||||||||
|
Equity securities
|
(114,008 | ) | (121,143 | ) | (42,992 | ) | (3,375 | ) | ||||||||
|
Other invested assets and
investments in limited partnerships
|
(12,457 | ) | (68,659 | ) | (19,410 | ) | (173 | ) | ||||||||
|
Issuance of mortgage loans
|
(121,987 | ) | (101,992 | ) | (15,543 | ) | (40,854 | ) | ||||||||
|
Issuance of policy loans
|
(19,574 | ) | (17,895 | ) | (7,546 | ) | (12,550 | ) | ||||||||
|
Maturities and calls of fixed
maturities available-for-sale
|
840,885 | 1,278,633 | 791,391 | 974,773 | ||||||||||||
|
Sales of:
|
||||||||||||||||
|
Fixed maturities
|
1,603,453 | 2,364,806 | 363,859 | 713,652 | ||||||||||||
|
Equity securities
|
106,657 | 59,782 | 41,573 | 4,491 | ||||||||||||
|
Other invested assets and
investments in limited partnerships
|
13,235 | 1,525 | 17,320 | 1,621 | ||||||||||||
|
Repayment of mortgage loans
|
99,085 | 134,774 | 70,230 | 152,745 | ||||||||||||
|
Repayment of policy loans
|
20,663 | 19,244 | 8,555 | 12,956 | ||||||||||||
F-7
Table of Contents
CONSOLIDATED
STATEMENTS OF CASH FLOWS — (Continued)
| Predecessor | ||||||||||||||||
|
Period from |
Period from |
|||||||||||||||
|
August 2, 2004 |
January 1, 2004 |
|||||||||||||||
|
Year Ended |
Year Ended |
through |
through |
|||||||||||||
|
December 31, |
December 31, |
December 31, |
August 1, |
|||||||||||||
| 2006 | 2005 | 2004 | 2004 | |||||||||||||
| (In thousands) | ||||||||||||||||
|
Net (increase) decrease in
short-term investments
|
$ | (41,518 | ) | $ | 5,426 | $ | (1,635 | ) | $ | 18,306 | ||||||
|
Purchase of Safeco
Life & Investments
|
— | — | (1,349,911 | ) | — | |||||||||||
|
Purchase of property, equipment,
and leasehold improvements
|
(3,164 | ) | (34,614 | ) | — | — | ||||||||||
|
Cash received from sale of
discontinued operations
|
— | — | 30,000 | — | ||||||||||||
|
Other, net
|
(10 | ) | (401 | ) | (1,099 | ) | 281 | |||||||||
|
Net cash provided by (used in)
investing activities
|
757,957 | 590,854 | (1,345,092 | ) | 144,530 | |||||||||||
|
Cash flows from financing
activities
|
||||||||||||||||
|
Capital contributions received
|
— | — | — | 1,131 | ||||||||||||
|
Policyholder account balances:
|
||||||||||||||||
|
Deposit
|
656,526 | 444,638 | 179,250 | 211,851 | ||||||||||||
|
Withdrawals
|
(2,014,315 | ) | (1,972,483 | ) | (675,351 | ) | (757,495 | ) | ||||||||
|
Repayment of notes payable
|
(300,000 | ) | — | (15,000 | ) | — | ||||||||||
|
Proceeds from notes payable
|
298,671 | — | 315,000 | — | ||||||||||||
|
Proceeds from sale of capital stock
|
— | — | 1,064,900 | — | ||||||||||||
|
Dividend distributions
|
(100,000 | ) | — | — | (64,300 | ) | ||||||||||
|
Dividends from discontinued
operations
|
— | 29,236 | 20,001 | — | ||||||||||||
|
Other, net
|
1,774 | — | — | — | ||||||||||||
|
Net cash provided by (used in)
financing activities
|
(1,457,344 | ) | (1,498,609 | ) | 888,800 | (608,813 | ) | |||||||||
|
Net increase (decrease) in cash
and cash equivalents from continuing operations
|
142,187 | (37,809 | ) | (16,785 | ) | 63,137 | ||||||||||
|
Cash and cash equivalents at
beginning of period
|
111,023 | 148,832 | 165,617 | 102,480 | ||||||||||||
|
Cash and cash equivalents at end
of period
|
$ | 253,210 | $ | 111,023 | $ | 148,832 | $ | 165,617 | ||||||||
|
Supplemental disclosures of
cash flow information
|
||||||||||||||||
|
Net cash paid during the year for:
|
||||||||||||||||
|
Interest
|
$ | 17,840 | $ | 12,040 | $ | 3,312 | $ | — | ||||||||
|
Income taxes
|
62,795 | 60,016 | 8,079 | 39,489 | ||||||||||||
|
Non-cash transactions during the
year:
|
||||||||||||||||
|
Issuance of warrants to investors
|
— | — | 101,531 | — | ||||||||||||
|
Investments in limited
partnerships and capital obligation incurred
|
19,864 | 31,599 | — | — | ||||||||||||
|
Other capital contribution
|
— | — | — | 7,703 | ||||||||||||
|
Acquisitions:
|
||||||||||||||||
|
Purchase price adjustment to
intangible assets
|
— | 4,200 | — | — | ||||||||||||
|
Fair value of assets acquired:
|
— | — | 21,912,561 | — | ||||||||||||
|
Cash paid in acquisition
|
— | — | 1,349,910 | — | ||||||||||||
|
Liabilities assumed in acquisition
|
— | — | 20,562,651 | — | ||||||||||||
See accompanying notes.
F-8
Table of Contents
(All Dollar Amounts in Thousands, Unless Otherwise
Stated)
| 1. | Organization and Description of Business |
Symetra Financial Corporation is a Delaware corporation
privately owned by an investor group led by White Mountains
Insurance Group, Ltd. and Berkshire Hathaway Inc.
On March 15, 2004, Symetra Financial Corporation entered
into a definitive agreement to purchase a group of life and
investment companies from Safeco Corporation (Safeco).
The following companies which are wholly owned directly or
indirectly by Symetra Financial Corporation were included in the
transaction:
| • | Symetra Life Insurance Company (formerly Safeco Life Insurance Company) | |
| • | Symetra National Life Insurance Company (formerly Safeco National Life Insurance Company) | |
| • | American States Life Insurance Company | |
| • | First Symetra National Life Insurance Company of New York (formerly First Safeco National Life Insurance Company of New York) | |
| • | Symetra Administrative Services, Inc. (formerly Safeco Administrative Services, Inc.) | |
| • | Symetra Asset Management Company (formerly Safeco Asset Management Company) | |
| • | Symetra Securities, Inc. (formerly Safeco Securities, Inc.) | |
| • | Symetra Services Corporation (formerly Safeco Services Corporation) | |
| • | Symetra Investment Services, Inc. (formerly Safeco Investment Services, Inc.) | |
| • | Symetra Assigned Benefits Service Company (formerly Safeco Assigned Benefits Service Company) |
The acquisition was completed effective August 2, 2004, at
a purchase price of $1,349.9 million, representing the
amount paid to Safeco at closing of $1,350 million, plus
capitalized transaction costs of $11.0 million, and less a
purchase price adjustment of $11.1 million. The acquisition
was financed through investor capital contributions of
$1,065 million and the issuance of a note payable of
$300 million. On December 29, 2004, Symetra Financial
Corporation received $22.8 million from Safeco in final
settlement of its tax sharing agreement and purchase price
related to the August 2, 2004 transaction.
The acquisition was accounted for using the purchase method
under Statement of Financial Accounting Standards (SFAS)
No. 141, Business Combinations. Under
SFAS No. 141, the purchase price is allocated to the
estimated fair value of the tangible and identifiable assets
acquired less liabilities assumed at the date of acquisition.
Deferred policy acquisition costs (DAC), intangible assets, and
goodwill were reset to zero on August 2, 2004.
During 2005, the Company adjusted the deferred tax asset
valuation allowance that resulted from the realization of
certain income tax benefits related to the acquisition. The
adjustment increased the amount of deferred tax assets and
decreased the amount of intangible assets by $4,200. See
Note 12 for more information.
F-9
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
The following pro forma results for the seven months ended
August 1, 2004, are based on the historical financial
statements of the Predecessor, adjusted to include the effect of
the acquisition as if the acquisition had occurred at the
beginning of each period presented:
|
Seven Months Ended |
||||
| August 1, 2004 | ||||
|
Net income as reported in
Consolidated Statements of Operations
|
$ | 99,918 | ||
|
Add back: Amortization of DAC and
intangibles
|
25,410 | |||
|
Pro forma net income
|
$ | 125,328 | ||
Symetra Financial Corporation’s subsidiaries offer group
and individual insurance products and retirement products,
including annuities marketed through professional agents and
distributors in all states and the District of Columbia. The
Company’s principal products include stop-loss medical
insurance, fixed deferred annuities, variable annuities, single
premium immediate annuities, and individual life insurance.
The accompanying financial statements include on a consolidated
basis the accounts of Symetra Financial Corporation and its
subsidiaries which are referred to as “Symetra
Financial” or “the Company,” and the new names of
the entities have been used as if those names were in effect
prior to August 2, 2004. The discontinued mutual fund
business, including the transfer agent business, is referred to
as “discontinued operations.” In addition, all
references to affiliated companies in the periods prior to
August 2, 2004, refer to former Safeco affiliates.
Capital
Stock (in thousands, except par value and share
amounts)
Capital stock for Symetra Financial is comprised of
15,000,000 shares authorized and 10,649,000 shares
issued and outstanding at $.01 par value per share, for a
total value of $106. In 2004, the Company issued warrants to its
two lead investors and incurred expense in connection with their
issuance. The warrant holders have the option to purchase
2,181,120 shares of common stock in the aggregate. The fair
value of the warrants was calculated using the Black-Scholes
model with the following assumptions: dividend yield of 0.0%;
expected volatility of 25.0%; risk-free interest rate of 4.48%,
and expected term of ten years.
On December 4, 2006, the Company declared a cash dividend
of $7.794 per share to its stockholders. The dividend in the
amount of $100,000 was paid on December 26, 2006.
| 2. | Summary of Significant Accounting Policies |
Basis
of Presentation and Use of Estimates
The Consolidated Financial Statements have been prepared in
conformity with U.S. generally accepted accounting
principles (GAAP). The preparation of financial statements in
conformity with GAAP requires the Company to make estimates and
assumptions that may affect the amounts reported in the
Consolidated Financial Statements and accompanying notes. Actual
results could differ from those estimates.
The most significant estimates include those used in determining
reserves for future policy benefits, DAC, valuation of
investments and evaluation of other-than-temporary impairments,
income taxes, and contingencies. All significant intercompany
transactions and balances have been eliminated in the
Consolidated Financial Statements.
Certain reclassifications have been made to the prior year
financial information for it to conform to the current period
presentation.
F-10
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
Recognition
of Insurance Revenue and Related Benefits
Premiums from group life and health insurance products are
recognized as revenue when earned over the life of the policy.
The Company reports the portion of premiums unearned as a
liability for unearned premiums on the Consolidated Balance
Sheets. These policies are short-duration contracts.
Traditional individual life insurance products, primarily term
and whole life insurance products, are long-duration contracts
consisting principally of products with fixed and guaranteed
premiums and benefits. Premiums from these products are
recognized as revenue when due. Benefits and expenses are
associated with earned premiums to result in the recognition of
profits over the life of the policy. This association is
accomplished by the provision for future policy benefits and the
deferral and amortization of policy acquisition costs.
Deposits related to universal life-type, limited payment-type,
and investment-type products are credited to policyholder
account balances and reflected as liabilities rather than as
premium income when received. Revenues from these contracts
consist of investment income on the policyholders’ fund
balances and amounts assessed during the period against
policyholders’ account balances for cost of insurance
charges, policy administration charges, and surrender charges.
The Company includes these cost of insurance charges in
premiums. Policy administration charges and surrender charges
are included in other revenue in the Consolidated Statements of
Operations. Amounts that are charged to operations include
interest credited and benefit claims incurred in excess of
related policyholder account balances.
Variable product fees are charged to variable annuity and
variable life policyholders’ accounts based upon the daily
net assets of the policyholders’ account values, and are
recognized as other revenue when charged. Cost of insurance
charges, policy administration charges, and surrender charges
are included in other revenue in the Consolidated Statements of
Operations.
Investments
In accordance with the provisions of SFAS No. 115,
Accounting for Certain Investments in Debt and Equity
Securities, the Company classifies its investments into one
of three categories: held-to-maturity, available-for-sale, or
trading. Fixed maturities include bonds, mortgage-backed
securities, and redeemable preferred stocks. The Company
classifies all fixed maturities as available-for-sale and
carries them at fair value. The Company reports net unrealized
investment gains and losses related to available-for-sale
securities in accumulated other comprehensive income (loss)
(OCI) in Shareholders’ Equity, net of related DAC and
deferred income taxes.
For mortgage-backed securities, the Company recognizes income
using a constant effective yield based on anticipated
prepayments and the estimated economic life of the securities.
Quarterly, the Company compares actual prepayments to
anticipated prepayments and recalculates the effective yield to
reflect actual payments to date plus anticipated future
payments. The Company includes any resulting adjustment in net
investment income.
Marketable equity securities include common stocks,
nonredeemable preferred stocks, and investments in other limited
partnerships when the ownership percentage of such investment is
less than 3%. The Company classifies marketable equity
securities as available-for-sale and carries them at fair value.
Changes in net unrealized investment gains and losses are
recorded directly to OCI in Shareholders’ Equity, net of
related DAC and deferred income taxes.
When the collectibility of interest income for fixed maturities
is considered doubtful, any accrued but uncollectible interest
income is reversed against investment income in the current
period. The Company then places the securities on nonaccrual
status, and they are not restored to accrual status until all
delinquent interest and principal are paid.
Investments are considered to be impaired when a decline in fair
value is judged to be other-than-temporary. The Company’s
review of investment securities includes both quantitative and
qualitative criteria.
F-11
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
Quantitative criteria include the length of time and amount that
each security is in an unrealized position, and for fixed
maturities, whether the issuer is in compliance with the terms
and covenants of the security.
The Company’s review of its fixed maturities and marketable
equity securities for impairments includes an analysis of the
total gross unrealized losses by three categories of securities:
(i) securities where the estimated fair value has declined
and remained below cost or amortized cost by less than 20%,
(ii) securities where the estimated fair value has declined
and remained below cost or amortized cost by 20% or more for
less than six months, and (iii) securities where the
estimated fair value has declined and remained below cost or
amortized cost by 20% or more for six months or greater. While
all securities are monitored for impairment, the Company’s
experience indicates that the first two categories do not
represent a significant risk of impairment and, often, fair
values recover over time as the factors that caused the declines
improve.
If the value of any of the Company’s investments falls into
the third category, the Company analyzes the decrease to
determine whether it is an other-than-temporary decline in
value. To make this determination for each security, the Company
considers:
| • | How long and by how much the fair value has been below its cost or amortized cost. | |
| • | The financial condition and near-term prospects of the issuer of the security, including any specific events that may affect its operations or earnings potential. | |
| • | The Company’s intent and ability to hold the security long enough for it to recover its value, considering any long-range plans that may affect the Company’s ability to hold securities. | |
| • | Any downgrades of the security by a rating agency. | |
| • | Any reduction or elimination of dividends, or nonpayment of scheduled interest payments. |
Based on the analysis, the Company makes a judgment as to
whether the loss is other-than-temporary. If the loss is
other-than-temporary, the Company records an impairment charge
within net realized investment gains in its Consolidated
Statements of Operations in the period that the Company makes
the determination. In addition, any impaired investments where
the Company does not have the intent and ability to hold the
security long enough for it to recover its value is recorded as
an other-than-temporary impairment.
The Company uses public market pricing information to determine
the fair value of its investments when such information is
available. When such information is not available for
investments, as in the case of securities that are not publicly
traded, the Company uses other valuation techniques. Such
techniques include using independent pricing sources, evaluating
discounted cash flows, identifying comparable securities with
quoted market prices, and using internally prepared valuations
based on certain modeling and pricing methods. The
Company’s investment portfolio at December 31, 2006
and 2005, included $604,313 and $619,751, respectively, of fixed
maturities and $25,770 and $23,967, respectively, of marketable
equity securities that were not publicly traded, and values for
these securities were determined using these other valuation
techniques.
The cost of securities sold is determined by the
specific-identification method.
The Company carries mortgage loans at outstanding principal
balances, less a valuation allowance for mortgage loan losses.
The Company considers a mortgage loan impaired when it is
probable that the Company will be unable to collect principal
and interest amounts due according to the contractual terms of
the mortgage loan agreement. For mortgage loans that the Company
determines to be impaired, the Company charges the difference
between the amortized cost and fair value of the underlying
collateral to the valuation allowance. Changes in the valuation
allowance are recorded in net realized investment gains. The
Company accrues interest income on impaired loans to the extent
that it is deemed collectible and the loan continues to perform
under its original or restructured terms. Interest income on
nonperforming loans is generally recognized on a cash basis.
Policy loans are carried at unpaid principal balances, which
approximate fair value.
F-12
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
Cash and cash equivalents consist of short-term highly liquid
investments with original maturities of three months or less at
the time of purchase. Short-term investments consist of highly
liquid debt instruments with maturities of greater than three
months and less than twelve months when purchased.
Investments in limited partnership interests are accounted for
under the equity method when the Company has more than a minor
interest of 3% or greater, has influence over the
partnership’s operating and financial policies, and does
not have a controlling interest. The Company has identified
certain investments in limited partnerships that meet the
definition of a variable interest entity (VIE) under Financial
Accounting Standards Board (FASB) Interpretation No. (FIN) 46R,
Consolidation of Variable Interest Entities. Based on the
analysis of these interests, the Company does not meet the
FIN No. 46R definition of “primary
beneficiary” of any of these partnerships and therefore has
not consolidated these entities.
Derivative
Financial Instruments
Derivative financial instruments are included in other invested
assets on the Company’s Consolidated Balance Sheets. The
Company’s financial statement recognition of the change in
fair value of a derivative depends on the intended use of the
derivative and the extent to which it is effective as part of a
hedging transaction. Derivatives that are highly effective and
designated as either fair value or cash flow hedges receive
hedge accounting treatment.
Derivatives that hedge the change in fair value of recognized
assets or liabilities are designated as fair value hedges. For
such derivatives, the Company recognizes the changes in the fair
value of both the derivative and the hedged items in net
realized investment gains in the Consolidated Statements of
Operations.
Derivatives that hedge variable rate assets or liabilities or
forecasted transactions are designated as cash flow hedges. For
such derivatives, the Company recognizes the changes in the fair
value of the derivative as a component of OCI, net of deferred
income taxes, until the hedged transaction affects current
earnings. At the time current earnings are affected by the
variability of cash flows, the related portion of deferred gains
or losses on cash flow hedge derivatives are reclassified from
OCI and recorded in the Consolidated Statements of Operations.
When the changes in the fair value of such derivatives do not
perfectly offset the changes in the fair value of the hedged
transaction, the Company recognizes the ineffective portion in
the Consolidated Statements of Operations. For derivatives that
do not qualify for hedge accounting treatment, the Company
records the changes in the fair value of these derivatives in
net realized investment gains in the Consolidated Statements of
Operations.
The Company formally documents all relationships between the
hedging instruments and hedged items, as well as risk-management
objectives and strategies for undertaking various hedge
transactions. The Company links all hedges that are designated
as fair value hedges to specific assets or liabilities on the
Consolidated Balance Sheets. The Company links all hedges that
are designated as cash flow hedges to specific variable rate
assets or liabilities or to forecasted transactions. The Company
also assesses, both at the inception of the hedge and on an
ongoing basis, whether the derivatives that are used in hedging
transactions are highly effective in offsetting the changes in
fair values or cash flows of hedged items. When it is determined
that a derivative is not highly effective as a hedge, the
Company discontinues hedge accounting on a prospective basis.
Reinsurance
The Company utilizes reinsurance agreements to manage its
exposure to potential losses. The Company reinsures all or a
portion of its risk to reinsurers for certain types of directly
written business. In addition, the Company reinsures through
pools to cover catastrophic losses. Reinsurance does not affect
the Company’s liability to the policyholders. Accordingly,
the policy and contract claims liabilities and future policy
benefit reserves are reported gross of any related reinsurance
recoverables. The Company reports premiums, benefits,
F-13
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
and settlement expenses net of reinsurance ceded on the
Consolidated Statements of Operations. The Company accounts for
reinsurance premiums, commissions, expense reimbursements,
benefits, and reserves related to reinsured business on bases
consistent with those used in accounting for the original
policies issued and the terms of the reinsurance contracts. The
Company remains liable to the policyholders to the extent that
counterparties to reinsurance ceded contracts do not meet their
contractual obligations.
Deferred
Policy Acquisition Costs
The Company defers as assets certain costs, principally
commissions, distribution costs, and other underwriting costs,
that vary with and are primarily related to the production of
business. The Company amortizes acquisition costs for deferred
and immediate annuity contracts and universal life insurance
policies over the lives of the contracts or policies in
proportion to the present value of the estimated future gross
profits of each of these product lines. In this estimation
process, the Company makes assumptions as to surrender rates,
mortality experience, maintenance expenses, and investment
performance. Actual profits can vary from the estimates and can
thereby result in increases or decreases to DAC amortization
rates. For interest-sensitive life products, the Company
regularly evaluates its assumptions and, when necessary, revises
the estimated gross profits of these contracts, resulting in
adjustments to DAC amortization which are recorded in earnings
when such estimates are revised. The Company adjusts the
unamortized balance of DAC for the impact on estimated future
gross profits as if net unrealized investment gains and losses
on securities had been realized as of the balance sheet date.
The Company includes the impact of this adjustment, net of tax,
in OCI in Stockholders’ Equity.
The Company amortizes acquisition costs for traditional
individual life insurance policies over the premium paying
period of the related policies, using assumptions consistent
with those used in computing policy benefit liabilities. The
Company amortizes acquisition costs for group life and medical
policies over the policy period of one year.
The Company conducts regular recoverability analyses for
deferred and immediate annuity contract, universal life
contract, and traditional life contract DAC balances. The
Company compares the current DAC balance with the estimated
present value of future profitability of the underlying
business. The DAC balances are considered recoverable if the
present value of future profits is greater than the current DAC
balance. As of December 31, 2006, all of the DAC balances
were considered recoverable.
Goodwill
Goodwill represents the excess of the cost of businesses
acquired over the fair value of the net assets. Goodwill is not
amortized but is tested for impairment at least annually using a
fair value approach, which requires the use of estimates and
judgment.
In December 1999, Symetra Life Insurance Company purchased
the assets of Sound Benefits Administration and Sound Benefits
Marketing (collectively, referred to as Sound Benefits), the
agency involved in selling and supporting the Company’s
Select Benefits group medical product. This transaction resulted
in adjustments to goodwill in the amounts of $287 and $3,400 for
the years ended December 31, 2005 and 2004, respectively.
Such adjustments were based on the 2004 earnings performance of
Sound Benefits. The Company paid the purchase price adjustment
of $3,687 in January 2005.
During 2005, $4,200 of other identifiable intangible assets were
written down to zero due to a purchase price allocation
adjustment resulting from the realization of certain income tax
benefits. See Note 12 for more information.
Property,
Equipment, and Leasehold Improvements
Property, equipment, and leasehold improvements are stated at
cost, less accumulated depreciation and amortization.
Depreciation is determined using the straight-line method over
the estimated useful lives of the
F-14
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
assets. Estimated useful lives generally range from one to ten
years for leasehold improvements and three to ten years for all
other property and equipment. Leasehold improvements are
amortized over the shorter of their economic useful lives or the
term of the lease.
Leases
Certain of the Company’s operating leases provide for
minimum annual payments that change over the life of the lease.
The aggregate minimum annual payments are expensed on the
straight-line basis over the minimum lease term. The Company
recognizes a deferred rent liability for minimum step rents when
the amount of rent expense exceeds the actual lease payments and
it reduces the deferred rent liability when the actual lease
payments exceed the amount of straight-line rent expense. Rent
holidays, rent incentives, and tenant improvement allowances are
amortized on the straight-line basis over the initial term of
the lease and any option period that is reasonably assured.
Sales
Inducements
The Company defers sales inducements to contract holders for
bonus interest features on deferred annuities. The bonus
interest entitles the contract holder to an incremental amount
of interest to be credited to the account value over the twelve
month period following the initial deposit. The incremental
interest causes the first year credited rate to be higher than
the contract’s expected ongoing crediting rates for periods
after the inducement. Deferred sales inducements to contract
holders are reported as other assets and amortized into interest
credited to policy holder account values using the same
methodology and assumptions used to amortize DAC.
Separate
Accounts
Separate account assets and liabilities reported on the
accompanying Consolidated Balance Sheets consist of the fair
value of variable annuity and variable universal life contracts
and represent funds that the Company administers and invests to
meet the specific fund allocations of the policyholder. The
assets of each separate account are legally segregated and are
not subject to claims that arise out of the Company’s other
business activities. Net investment income and net realized and
unrealized investment gains and losses accrue directly to such
policyholder who bears the investment risk, subject to
guaranteed minimum death benefits (GMDB). For variable annuity
contracts with GMDB, the Company contractually guarantees total
deposits made to the contract, less any partial withdrawals, in
the event of death. The Company offers three types of GMDB
contracts consisting of return of premium and two versions of
ratchet, which are evaluated every fifth and eighth year,
respectively.
The Company reinsures nearly all of the GMDB risk on its
individual variable annuity contracts. Therefore, the liability
balance is not material. The Company does not include investment
results accruing directly to the policyholder in its revenues.
Fees charged to policyholders include mortality, policy
administration, and surrender charges and are included in other
revenues.
Funds
Held Under Deposit Contracts
Liabilities for fixed deferred annuity contracts, guaranteed
investment contracts, and universal life policies are computed
as deposits net of withdrawals made by the policyholder, plus
amounts credited based on contract specifications, less contract
fees and charges assessed, plus any additional interest. For
single premium immediate annuities (SPIAs), including structured
settlements, future benefits are either fully guaranteed or are
contingent on the survivorship of the annuitant. Liabilities are
based on discounted amounts of estimated future benefits.
Contingent future benefits are discounted with current pricing
mortality assumptions, which include provisions for longer life
spans over time. The interest rate pattern used to calculate the
reserves for SPIAs is set at issue. The interest rates within
the pattern vary over time and start
F-15
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
with interest rates that prevailed at the contract issue. The
weighted-average implied interest rate on the existing block is
currently 5.9% and will grade to an ultimate assumed level of
6.7% in about 20 years.
Future
Policy Benefits
The Company computes liabilities for future policy benefits
under traditional individual life and group life insurance
policies on the level premium method, which uses a level premium
assumption to fund reserves. The Company selects the level
premiums so that the actuarial present value of future benefits
equals the actuarial present value of future premiums. The
Company sets the interest, mortality, and persistency
assumptions in the year of issue and includes provisions for
adverse deviations. These liabilities are contingent upon the
death of the insured while the policy is in force. The Company
derives mortality assumptions from both company-specific and
industry statistics. The Company discounts future benefits at
interest rates that vary by year of policy issue, are graded to
the statutory valuation interest rate over time, and range from
6.0% to 4.0%.
Policy
and Contract Claims
Liabilities for policy and contract claims primarily represent
liabilities for claims under group medical coverages and are
established on the basis of reported losses (case basis method).
The Company also provides for claims incurred but not reported
(IBNR), based on expected loss ratios, claims paying completion
patterns, and historical experience. The Company periodically
reviews estimates for reported but unpaid claims and IBNR. Any
necessary adjustments are reflected in current operating results.
Income
Taxes
Through the date of acquisition, the Company was included in a
consolidated federal income tax return filed by Safeco. Tax
payments (credits) were made to or received from Safeco in
accordance with the tax allocation agreement on a separate
company tax return filing basis. Subsequent to the acquisition,
the Symetra Life insurance companies file a separate life
consolidated tax return. The non-life insurance companies file a
separate non-life consolidated tax return. Pursuant to Internal
Revenue Code (IRC) § 1504(c), the life insurance
companies will file a separate life consolidated tax return for
five years subsequent to the acquisition.
Income taxes have been provided using the liability method in
accordance with SFAS No. 109, Accounting for Income
Taxes. The provision for income taxes has two components:
amounts currently payable or receivable and deferred income
taxes. The deferred income taxes are calculated as the
difference between the book and tax basis of the appropriate
assets and liabilities. Deferred tax assets are recognized only
to the extent that it is probable that future tax profits will
be available. A valuation allowance is established where
deferred tax assets cannot be recognized.
Recently
Issued Accounting Standards
SFAS No. 157,
Fair Value Measurements
In September 2006, the FASB issued SFAS No. 157,
Fair Value Measurements. SFAS No. 157 defines
fair value, establishes a framework for measuring fair value
under GAAP, and expands disclosures about fair value
measurements. SFAS No. 157 does not require any new
fair value measurements, but provides guidance on how to measure
fair value by providing a fair value hierarchy used to classify
the source of the information. SFAS No. 157 is
effective for financial statements issued for fiscal years
beginning after November 15, 2007. The Company is currently
evaluating the impact the adoption of this Statement could have
on its financial condition, results of operations, and cash
flows.
F-16
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
FASB
Interpretation No. 48, Accounting for Uncertainty in Income
Taxes — An Interpretation of FASB Statement
No. 109
In June 2006, the FASB issued FASB Interpretation (FIN)
No. 48, Accounting for Uncertainty in Income Taxes, an
Interpretation of FASB Statement No. 109, Accounting for
Income Taxes. FIN No. 48 clarifies the accounting
for uncertainty in income taxes recognized in an
enterprise’s financial statements in accordance with
SFAS No. 109. FIN No. 48 prescribes a
recognition threshold and measurement attribute for the
financial statement recognition and measurement of a tax
position taken or expected to be taken in a tax return.
FIN No. 48 also provides guidance on de-recognition,
classification, interest and penalties, accounting in interim
periods, disclosure, and transition. FIN No. 48 is
effective for fiscal years beginning after December 15,
2006. The Company adopted FIN No. 48 as of
January 1, 2007, as required. The adoption did not have a
material impact on the Company’s consolidated financial
statements.
SFAS No. 155,
Accounting for Certain Hybrid Financial Instruments
In February 2006, the FASB issued SFAS No. 155,
Accounting for Certain Hybrid Financial Instruments.
SFAS No. 155 amends certain paragraphs of
SFAS No. 133, Accounting for Derivative Instruments
and Hedging Activities, and SFAS No. 140,
Accounting for Transfers and Servicing of Financial Assets
and Extinguishments of Liabilities. SFAS No. 155
also resolves issues addressed in SFAS No. 133
Implementation Issue No. D1, Application of Statement
133 to Beneficial Interests in Securitized Financial Assets.
In summary, SFAS No. 155: (1) permits an entity
to make an irrevocable election to measure any hybrid financial
instrument that contains an embedded derivative that otherwise
would require bifurcation at fair value in its entirety, with
changes in fair value recognized in earnings; (2) clarifies
which interest-only strips and principal-only strips are not
subject to the requirements of SFAS No. 133;
(3) establishes a requirement to evaluate interests in
securitized financial assets to identify interests that are
freestanding derivatives or that are hybrid financial
instruments that contain an embedded derivative requiring
bifurcation; (4) clarifies that concentrations of credit
risk in the form of subordination are not embedded derivatives;
and (5) amends SFAS No. 140 to eliminate the
prohibition on a qualifying special purpose entity from holding
a derivative financial instrument that pertains to a beneficial
interest other than another derivative financial instrument.
SFAS No. 155 is effective for all financial
instruments acquired or issued after the beginning of an
entity’s first fiscal year that begins after
September 15, 2006. Provisions of
SFAS No. 155 may be applied to instruments that
an entity holds at the date of adoption on an
instrument-by-instrument
basis. The Company adopted SFAS No. 155 as of
January 1, 2007, as required. The adoption did not have a
material impact on the Company’s consolidated financial
statements.
American
Institute of Certified Public Accountants (AICPA) Statement of
Position (SOP)
05-1,
Accounting by Insurance Enterprises for Deferred Acquisition
Costs in Connection with Modifications or Exchanges of Insurance
Contracts
In September 2005, the AICPA issued
SOP 05-1,
Accounting by Insurance Enterprises for Deferred Acquisition
Costs in Connection with Modifications or Exchanges of Insurance
Contracts.
SOP 05-1
provides guidance on accounting by insurance enterprises for
deferred acquisition costs on internal replacements of insurance
and investment contracts other than those specifically described
in SFAS No. 97, Accounting and Reporting by
Insurance Enterprises for Certain Long-Duration Contracts and
For Realized Gains and Losses from the Sale of Investments.
SOP 05-1
defines an internal replacement as a modification in product
benefits, features, rights, or coverages that occurs by the
exchange of a contract for a new contract, or by amendment,
endorsement, or rider to a contract, or by the election of a
feature or coverage within a contract. Under
SOP 05-1,
modifications that result in a substantially unchanged contract
will be accounted for as a continuation of the replaced
contract. A replacement contract that is substantially changed
will be accounted for as an extinguishment of the replaced
contract, resulting in a release of unamortized DAC, unearned
revenue, and deferred sales inducements associated with the
replaced contract.
F-17
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
The provisions of
SOP 05-1
are effective for fiscal years beginning after December 15,
2006. The Company adopted
SOP 05-1
effective on January 1, 2007 as required. The adoption of
SOP 05-1
did not have a material impact on the Company’s
consolidated financial statements.
| 3. | Investments |
The following tables summarize the Company’s fixed
maturities and marketable equity securities:
|
Cost or |
Gross |
Gross |
||||||||||||||
|
Amortized |
Unrealized |
Unrealized |
Fair |
|||||||||||||
| Cost | Gains | Losses | Value | |||||||||||||
|
December 31,
2006
|
||||||||||||||||
|
Fixed maturities:
|
||||||||||||||||
|
U.S. government and agencies
|
$ | 157,000 | $ | 1,775 | $ | (879 | ) | $ | 157,896 | |||||||
|
State and political subdivisions
|
666,101 | 9,329 | (4,532 | ) | 670,898 | |||||||||||
|
Foreign governments
|
205,186 | 4,166 | (477 | ) | 208,875 | |||||||||||
|
Corporate securities
|
10,670,752 | 164,266 | (168,550 | ) | 10,666,468 | |||||||||||
|
Mortgage-backed securities
|
4,387,557 | 26,750 | (68,566 | ) | 4,345,741 | |||||||||||
|
Total fixed maturities
|
16,086,596 | 206,286 | (243,004 | ) | 16,049,878 | |||||||||||
|
Marketable equity securities
|
171,003 | 32,046 | (1,343 | ) | 201,706 | |||||||||||
|
Total
|
$ | 16,257,599 | $ | 238,332 | $ | (244,347 | ) | $ | 16,251,584 | |||||||
|
Cost or |
Gross |
Gross |
||||||||||||||
|
Amortized |
Unrealized |
Unrealized |
Fair |
|||||||||||||
| Cost | Gains | Losses | Value | |||||||||||||
|
December 31,
2005
|
||||||||||||||||
|
Fixed maturities:
|
||||||||||||||||
|
U.S. government and agencies
|
$ | 652,304 | $ | 49,460 | $ | (799 | ) | $ | 700,965 | |||||||
|
State and political subdivisions
|
741,671 | 25,217 | (1,636 | ) | 765,252 | |||||||||||
|
Foreign governments
|
353,333 | 13,119 | (227 | ) | 366,225 | |||||||||||
|
Corporate securities
|
10,881,369 | 267,274 | (137,063 | ) | 11,011,580 | |||||||||||
|
Mortgage-backed securities
|
4,358,420 | 42,290 | (61,535 | ) | 4,339,175 | |||||||||||
|
Total fixed maturities
|
16,987,097 | 397,360 | (201,260 | ) | 17,183,197 | |||||||||||
|
Marketable equity securities
|
148,917 | 15,234 | (1,850 | ) | 162,301 | |||||||||||
|
Total
|
$ | 17,136,014 | $ | 412,594 | $ | (203,110 | ) | $ | 17,345,498 | |||||||
F-18
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
| 3. | Investments — (Continued) |
The following table shows the Company’s investments’
gross unrealized losses and fair values, aggregated by
investment category and length of time that individual
securities have been in a continuous unrealized loss position.
| Less Than 12 Months | 12 Months or More | Total | ||||||||||||||||||||||
|
Gross |
Gross |
Gross |
||||||||||||||||||||||
|
Fair |
Unrealized |
Fair |
Unrealized |
Fair |
Unrealized |
|||||||||||||||||||
| Value | Losses | Value | Losses | Value | Losses | |||||||||||||||||||
|
December 31,
2006
|
||||||||||||||||||||||||
|
Fixed maturities:
|
||||||||||||||||||||||||
|
U.S. government and agencies
|
$ | 52,723 | $ | (671 | ) | $ | 24,683 | $ | (208 | ) | $ | 77,406 | $ | (879 | ) | |||||||||
|
State and political subdivisions
|
219,608 | (2,922 | ) | 65,722 | (1,610 | ) | 285,330 | (4,532 | ) | |||||||||||||||
|
Foreign governments
|
14,404 | (214 | ) | 11,103 | (263 | ) | 25,507 | (477 | ) | |||||||||||||||
|
Corporate securities
|
2,732,600 | (55,864 | ) | 3,686,854 | (112,686 | ) | 6,419,454 | (168,550 | ) | |||||||||||||||
|
Mortgage-backed securities
|
1,501,485 | (22,776 | ) | 1,888,331 | (45,790 | ) | 3,389,816 | (68,566 | ) | |||||||||||||||
|
Total fixed maturities
|
4,520,820 | (82,447 | ) | 5,676,693 | (160,557 | ) | 10,197,513 | (243,004 | ) | |||||||||||||||
|
Marketable equity securities
|
9,829 | (206 | ) | 2,926 | (1,137 | ) | 12,755 | (1,343 | ) | |||||||||||||||
|
Total
|
$ | 4,530,649 | $ | (82,653 | ) | $ | 5,679,619 | $ | (161,694 | ) | $ | 10,210,268 | $ | (244,347 | ) | |||||||||
| Less Than 12 Months | 12 Months or More | Total | ||||||||||||||||||||||
|
Gross |
Gross |
Gross |
||||||||||||||||||||||
|
Fair |
Unrealized |
Fair |
Unrealized |
Fair |
Unrealized |
|||||||||||||||||||
| Value | Losses | Value | Losses | Value | Losses | |||||||||||||||||||
|
December 31,
2005
|
||||||||||||||||||||||||
|
Fixed maturities:
|
||||||||||||||||||||||||
|
U.S. government and agencies
|
$ | 43,881 | $ | (642 | ) | $ | 10,547 | $ | (157 | ) | $ | 54,428 | $ | (799 | ) | |||||||||
|
State and political subdivisions
|
87,574 | (675 | ) | 51,278 | (961 | ) | 138,852 | (1,636 | ) | |||||||||||||||
|
Foreign governments
|
20,927 | (225 | ) | 2,502 | (2 | ) | 23,429 | (227 | ) | |||||||||||||||
|
Corporate securities
|
4,956,275 | (123,274 | ) | 697,497 | (13,789 | ) | 5,653,772 | (137,063 | ) | |||||||||||||||
|
Mortgage-backed securities
|
2,077,490 | (36,639 | ) | 1,044,399 | (24,896 | ) | 3,121,889 | (61,535 | ) | |||||||||||||||
|
Total fixed maturities
|
7,186,147 | (161,455 | ) | 1,806,223 | (39,805 | ) | 8,992,370 | (201,260 | ) | |||||||||||||||
|
Marketable equity securities
|
10,729 | (1,759 | ) | 228 | (91 | ) | 10,957 | (1,850 | ) | |||||||||||||||
|
Total
|
$ | 7,196,876 | $ | (163,214 | ) | $ | 1,806,451 | $ | (39,896 | ) | $ | 9,003,327 | $ | (203,110 | ) | |||||||||
As of December 31, 2006 and 2005, $148,552 and $36,480,
respectively, of unrealized losses for a period of twelve months
or more relate to investment grade fixed income securities.
Unrealized losses on investment grade securities are principally
related to changes in interest rates or changes in the issuer
and the sector related credit spreads since the securities were
acquired. As of December 31, 2006 and 2005, the Company had
the intent and ability to hold these investments for a period of
time sufficient for them to recover in value.
F-19
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
| 3. | Investments — (Continued) |
The Company reviewed all its investments with unrealized losses
at the end of 2006 and 2005 in accordance with the impairment
policy described in Note 2. The Company’s evaluation
determined that these declines in fair value were temporary and
it had the intent and ability to hold them until recovery.
At December 31, 2006 and 2005, the Company held
below-investment-grade fixed maturities with a fair value of
$1,332,000 and $1,387,000, respectively, and an amortized cost
of $1,305,000 and $1,359,000, respectively. These holdings
amounted to 8.3% and 8.1%, respectively, of the Company’s
investments in fixed maturities at fair value at
December 31, 2006 and 2005.
The following table summarizes the cost or amortized cost and
fair value of fixed maturities at December 31, 2006, by
contractual years-to-maturity. Expected maturities will differ
from contractual maturities because borrowers may have the right
to call or prepay obligations with or without prepayment
penalties.
|
Cost or |
||||||||
|
Amortized |
Fair |
|||||||
| Cost | Value | |||||||
|
One year or less
|
$ | 377,113 | $ | 374,632 | ||||
|
Over one year through five years
|
2,655,755 | 2,613,674 | ||||||
|
Over five years through ten years
|
2,746,470 | 2,701,652 | ||||||
|
Over ten years
|
5,919,701 | 6,014,179 | ||||||
|
Mortgage-backed securities
|
4,387,557 | 4,345,741 | ||||||
|
Total fixed maturities
|
$ | 16,086,596 | $ | 16,049,878 | ||||
The carrying value of certain securities and cash on deposit
with state regulatory authorities was $8,302 and $14,103 at
December 31, 2006 and 2005, respectively.
No industry represented more than 9.1% of the amortized cost of
fixed maturities and equity securities at December 31, 2006
and 2005.
The following table summarizes the Company’s consolidated
pretax net investment income:
| Predecessor | ||||||||||||||||
|
Period from |
||||||||||||||||
|
Period from |
January 1, |
|||||||||||||||
|
August 2, 2004 |
2004 |
|||||||||||||||
|
Year Ended |
Year Ended |
through |
through |
|||||||||||||
|
December 31, |
December 31, |
December 31, |
August 1, |
|||||||||||||
| 2006 | 2005 | 2004 | 2004 | |||||||||||||
|
Interest:
|
||||||||||||||||
|
Fixed maturities
|
$ | 926,678 | $ | 945,737 | $ | 390,111 | $ | 633,756 | ||||||||
|
Mortgage loans
|
48,849 | 46,052 | 21,943 | 44,233 | ||||||||||||
|
Short-term investments and cash
and cash equivalents
|
9,851 | 4,156 | 1,159 | 2,000 | ||||||||||||
|
Dividends:
|
||||||||||||||||
|
Marketable equity securities
|
6,759 | 3,967 | 2,671 | 3,302 | ||||||||||||
|
Redeemable preferred stock
|
3,640 | 3,387 | 492 | 2,965 | ||||||||||||
|
Policy loans
|
4,870 | 5,112 | 2,241 | 3,067 | ||||||||||||
|
Income from equity method
investments
|
4,658 | 2,514 | — | — | ||||||||||||
|
Other
|
3,612 | 6,058 | 3,208 | 9,287 | ||||||||||||
|
Total investment income
|
1,008,917 | 1,016,983 | 421,825 | 698,610 | ||||||||||||
|
Investment expenses
|
(23,990 | ) | (22,935 | ) | (10,705 | ) | (4,908 | ) | ||||||||
|
Net investment income
|
$ | 984,927 | $ | 994,048 | $ | 411,120 | $ | 693,702 | ||||||||
F-20
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
| 3. | Investments — (Continued) |
The carrying value of investments in fixed maturities that have
not produced income for the last 12 months was $30,453 and
$10,354 at December 31, 2006 and 2005, respectively. All of
the Company’s mortgage loans produced income during 2006
and 2005.
The following table summarizes the Company’s consolidated
net realized investment gains before income taxes:
| Predecessor | ||||||||||||||||
|
Period from |
||||||||||||||||
|
Period from |
January 1, |
|||||||||||||||
|
August 2, 2004 |
2004 |
|||||||||||||||
|
Year Ended |
Year Ended |
through |
through |
|||||||||||||
|
December 31, |
December 31, |
December 31, |
August |
|||||||||||||
| 2006 | 2005 | 2004 | 1, 2004 | |||||||||||||
|
Fixed maturities
|
$ | (16,089 | ) | $ | 1,840 | $ | 4,117 | $ | 34,345 | |||||||
|
Marketable equity securities
|
14,842 | 8,221 | 291 | 972 | ||||||||||||
|
Other invested assets
|
1,737 | 3,992 | 2,584 | 92 | ||||||||||||
|
Deferred policy acquisition costs
adjustment
|
1,190 | 87 | 11 | (517 | ) | |||||||||||
|
Net realized investment gains
|
$ | 1,680 | $ | 14,140 | $ | 7,003 | $ | 34,892 | ||||||||
During 2006, the Company recorded impairment charges of fixed
maturity investments and equity securities totaling $25,719.
These write-downs were primarily from investments in the
paper-related industry totaling $15,655, or 60.9%. The
additional write-downs represent securities that the Company
does not intend to hold until recovery. The following tables
summarize the proceeds from sales of investment securities and
related net realized investment gains before income taxes for
2006, 2005 and 2004.
| Year Ended December 31, 2006 | ||||||||||||||||
|
Marketable |
||||||||||||||||
|
Fixed |
Equity |
|||||||||||||||
| Maturities | Securities | Other | Total | |||||||||||||
|
Proceeds from sales
|
$ | 1,603,453 | $ | 106,657 | $ | 13,235 | $ | 1,723,345 | ||||||||
|
Gross realized investment gains
|
$ | 26,847 | $ | 18,274 | $ | 2,497 | $ | 47,618 | ||||||||
|
Gross realized investment losses
|
(18,373 | ) | (1,437 | ) | (112 | ) | (19,922 | ) | ||||||||
|
Net realized investment gains
|
8,474 | 16,837 | 2,385 | 27,696 | ||||||||||||
|
Impairments
|
(24,608 | ) | (1,111 | ) | — | (25,719 | ) | |||||||||
|
Other, including gains (losses) on
calls and redemptions
|
45 | (884 | ) | 542 | (297 | ) | ||||||||||
|
Net realized investment gains
(losses)
|
$ | (16,089 | ) | $ | 14,842 | $ | 2,927 | $ | 1,680 | |||||||
F-21
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
| 3. | Investments — (Continued) |
| Year Ended December 31, 2005 | ||||||||||||||||
|
Marketable |
||||||||||||||||
|
Fixed |
Equity |
|||||||||||||||
| Maturities | Securities | Other | Total | |||||||||||||
|
Proceeds from sales
|
$ | 2,364,806 | $ | 59,782 | $ | 1,525 | $ | 2,426,113 | ||||||||
|
Gross realized investment gains
|
$ | 30,782 | $ | 9,626 | $ | — | $ | 40,408 | ||||||||
|
Gross realized investment losses
|
(27,027 | ) | (1,184 | ) | — | (28,211 | ) | |||||||||
|
Net realized investment gains
|
3,755 | 8,442 | — | 12,197 | ||||||||||||
|
Impairments
|
(7,664 | ) | — | — | (7,664 | ) | ||||||||||
|
Other, including gains (losses) on
calls and redemptions
|
5,749 | (221 | ) | 4,079 | 9,607 | |||||||||||
|
Net realized investment gains
|
$ | 1,840 | $ | 8,221 | $ | 4,079 | $ | 14,140 | ||||||||
|
Period from August 2, |
||||||||||||||||
| 2004 through December 31, 2004 | ||||||||||||||||
|
Marketable |
||||||||||||||||
|
Fixed |
Equity |
|||||||||||||||
| Maturities | Securities | Other | Total | |||||||||||||
|
Proceeds from sales
|
$ | 363,859 | $ | 41,573 | $ | 17,320 | $ | 422,752 | ||||||||
|
Gross realized investment gains
|
$ | 8,379 | $ | 978 | $ | 6,345 | $ | 15,702 | ||||||||
|
Gross realized investment losses
|
(7,862 | ) | (224 | ) | (5,747 | ) | (13,833 | ) | ||||||||
|
Net realized investment gains
|
517 | 754 | 598 | 1,869 | ||||||||||||
|
Impairments
|
(27 | ) | (87 | ) | — | (114 | ) | |||||||||
|
Other, including gains (losses) on
calls and redemptions
|
3,627 | (376 | ) | 1,997 | 5,248 | |||||||||||
|
Net realized investment gains
|
$ | 4,117 | $ | 291 | $ | 2,595 | $ | 7,003 | ||||||||
|
Period from January 1, 2004 through |
||||||||||||||||
| August 1, 2004 — Predecessor | ||||||||||||||||
|
Marketable |
||||||||||||||||
|
Fixed |
Equity |
|||||||||||||||
| Maturities | Securities | Other | Total | |||||||||||||
|
Proceeds from sales
|
$ | 713,652 | $ | 4,491 | $ | 1,621 | $ | 719,764 | ||||||||
|
Gross realized investment gains
|
$ | 45,705 | $ | 1,137 | $ | 17,846 | $ | 64,688 | ||||||||
|
Gross realized investment losses
|
(17,163 | ) | (165 | ) | (15,467 | ) | (32,795 | ) | ||||||||
|
Net realized investment gains
|
28,542 | 972 | 2,379 | 31,893 | ||||||||||||
|
Impairments
|
(10,272 | ) | — | — | (10,272 | ) | ||||||||||
|
Other, including gains (losses) on
calls and redemptions
|
16,075 | — | (2,804 | ) | 13,271 | |||||||||||
|
Net realized investment gains
(losses)
|
$ | 34,345 | $ | 972 | $ | (425 | ) | $ | 34,892 | |||||||
F-22
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
| 3. | Investments — (Continued) |
The following table summarizes the Company’s allowance for
mortgage loan losses:
| Predecessor | ||||||||||||||||
|
Period from |
Period from |
|||||||||||||||
|
August 2, |
January 1, |
|||||||||||||||
|
2004 |
2004 |
|||||||||||||||
|
Year Ended |
Year Ended |
through |
through |
|||||||||||||
|
December 31, |
December 31, |
December 31, |
August 1, |
|||||||||||||
| 2006 | 2005 | 2004 | 2004 | |||||||||||||
|
Allowance at beginning of period
|
$ | 3,903 | $ | 10,172 | $ | 10,172 | $ | 10,172 | ||||||||
|
Provision
|
109 | — | — | — | ||||||||||||
|
Adjustment
|
— | (6,269 | ) | — | — | |||||||||||
|
Allowance at end of period
|
$ | 4,012 | $ | 3,903 | $ | 10,172 | $ | 10,172 | ||||||||
This allowance relates to mortgage loan investments of $798,295
and $780,826 at December 31, 2006 and 2005, respectively.
All of the Company’s mortgage loan investments were in good
standing at December 31, 2006.
At December 31, 2006, mortgage loans constituted
approximately 3.9% of total assets and are secured by
first-mortgage liens on income-producing commercial real estate,
primarily in the retail, industrial, and office building
sectors. The majority of the properties are located in the
western United States, with 27% of the total in California and
22% in Washington. Individual loans generally do not exceed
$15,000.
The carrying value of other invested assets approximates fair
value. The following table summarizes the Company’s other
invested assets:
| December 31, | ||||||||
| 2006 | 2005 | |||||||
|
Options
|
$ | 2,053 | $ | 3,331 | ||||
|
Note receivable — agency
|
7,823 | 7,930 | ||||||
|
Embedded derivatives
|
8,257 | 17,164 | ||||||
|
Other
|
572 | 700 | ||||||
|
Total other invested assets
|
$ | 18,705 | $ | 29,125 | ||||
| 4. | Derivative Financial Instruments |
Derivatives are instruments whose values are derived from
underlying instruments, indices, or rates, have a notional
amount, and can be net settled. This may include derivatives
that are “embedded” in financial instruments or in
certain existing assets or liabilities. The Company uses
derivative financial instruments, including interest rate swaps
and options, as a means of hedging exposure to equity price
changes
and/or
interest rate risk on anticipated transactions or on existing
assets and liabilities.
Interest rate risk is the risk of economic loss due to changes
in the level of interest rates. The Company manages interest
rate risk through active portfolio management and selective use
of interest rate swaps as hedges to change the characteristics
of certain assets and liabilities. With interest rate swap
agreements, the Company exchanges with a counterparty, at
specified intervals, interest rate payments of differing
character (e.g., fixed-rate payments exchanged for variable-rate
payments), based on an underlying principal balance (notional
amount). No cash is exchanged at the outset of the contract, and
no principal payments are made by either party. The net interest
accrued and the net interest payments made at each interest
payment due date are recorded to interest income or expense,
depending on the hedged item.
F-23
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
Fair
Value Hedges
In August 2004, all fair value hedges, totaling $330,409 of
notional amount outstanding, were terminated resulting in a
realized investment loss of $3,491. Prior to August 2004, the
Company used interest rate swaps to hedge the change in fair
value of certain fixed-rate assets. As discussed in Note 2,
derivatives that were determined to be highly effective were
given hedge accounting treatment and changes in their fair
values and the fair values of the related assets that they
hedged were recognized in net realized investment gains (losses)
in the Consolidated Statements of Operations.
Cash
Flow Hedges
In January 2006, the Company’s Board of Directors
authorized a private offering to qualified institutional buyers
of $300,000 fixed rate senior subordinated notes due in ten
years (the Notes). The Company was exposed to interest rate risk
as it expected to issue the Notes on or about March 31,
2006 at or near par at the then current market interest rate. To
manage this risk, the Company bought a $300,000 forward-starting
interest rate swap at 5.0575%, maturing on March 31, 2006,
and designated the derivative as a hedge of a forecasted
transaction carried at fair value with changes recorded in OCI.
Since the critical terms of the derivative were the same as the
forecasted transaction, the Company did not record any
ineffectiveness.
On March 30, 2006, the Company issued $300,000 of
6.125% senior notes due on April 1, 2016
(Note 11). As a result, the Company recorded a $4,814 gain
in OCI related to the swap which will be reclassified into
income concurrent with the interest expense over the life of the
Notes. For the year ended December 31, 2006, $237 was
reclassified from OCI to interest expense.
In August 2004, all cash flow interest rate swaps were
terminated, resulting in a net realized investment gain of $393.
Prior to August 2004, the Company used interest rate swaps to
hedge the variability of future cash flows arising from changes
in interest rates associated with certain variable rate assets
and forecasted transactions. Amounts recorded in OCI related to
derivatives qualifying as cash flow hedges resulted in a
decrease in OCI of $4,439 after tax for the seven month period
ended August 1, 2004.
In August 2004, interest rate swaps related to the forecasted
transactions were terminated resulting in a realized investment
gain of $3,640.
Prior to August 2004, the interest rate swaps related to
forecasted transactions that were considered probable of
occurring were considered to be highly effective and qualified
for hedge treatment under SFAS No. 133.
SFAS No. 133 requires that amounts deferred in OCI be
reclassified into earnings either when the forecasted
transaction occurs or when it is considered not probable of
occurring, whichever happens sooner. In the seven month period
ended August 1, 2004, $7,442 after tax was reclassified
from OCI to net realized investment gains and losses relating to
forecasted transactions that were no longer probable of
occurring.
Other
Derivatives
The Company has a closed block of fixed indexed annuity (FIA)
product that credits the policyholders’ account based on a
percentage of the gain in the S&P 500 Index. In connection
with this product, the Company has a hedging program with the
objective to hedge the exposure to changes in the S&P 500
Index. This program consists of buying S&P 500 Index
options. Although the Company uses index options to hedge the
equity return component of the FIA, the options do not qualify
as hedging instruments or for hedge accounting treatment
pursuant to SFAS No. 133. Accordingly, the assets are
recorded as a free-standing derivative asset or options in other
invested assets, and mark-to-market gains or losses to record
the options at fair value are recognized in net realized
investment gains. The Company recognized pretax gains (losses)
on these options of $2,227, $(4,413), $2,007, and $(2,611) for
the years ended December 31, 2006 and 2005, the five month
period ended December 31, 2004, and the seven month period
ended August 1, 2004, respectively.
The Company has convertible bonds that contain embedded options.
The values of these options are bifurcated from the host value
of the respective bonds and are accounted for as derivatives.
During 2006 and
F-24
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
2005, the embedded derivatives are recorded in other invested
assets, and mark-to-market gains or losses to record the
embedded derivatives at fair value are recognized in net
realized investment gains. The value of these options is $8,257
and $17,164 at December 31, 2006 and 2005, respectively.
Counterparty credit risk is the risk that a counterparty to a
derivative contract will be unable to perform its obligations.
The Company manages counterparty credit risk on an individual
counterparty basis, and gains and losses are netted by
counterparty. The Company mitigates counterparty credit risk
through credit reviews, approval controls, and by only entering
into agreements with credit-worthy counterparties. The Company
performs ongoing monitoring of counterparty credit exposure risk
against credit limits. The contract or notional amounts of these
instruments reflect the extent of involvement the Company has in
a particular class of derivative financial instrument. However,
the maximum loss of cash flow associated with these instruments
can be less than these amounts. For interest rate swaps, credit
risk is limited to the amount that it would cost the Company to
replace the contract.
| 5. | Securities Lending Program |
The Company participates in a securities lending program whereby
blocks of securities included in investments are loaned to third
parties, primarily major brokerage firms. The Company requires a
minimum of 102% of the fair value of the loaned securities to be
separately maintained as collateral for the loans. Securities
with a cost or amortized cost of $395,942 and $577,877 and an
estimated fair value of $427,660 and $574,824 were on loan under
the program at December 31, 2006 and 2005, respectively.
The Company was liable for cash collateral under its control of
$439,292 and $598,451 at December 31, 2006 and 2005,
respectively.
| 6. | Fair Value of Financial Instruments |
The Company estimates the fair values for mortgage loans by
discounting the projected cash flows using the current rate at
which the loans would be made to borrowers with similar credit
ratings and for the same maturities.
For cash and cash equivalents, policy loans, short-term
investments, accounts receivable, and other liabilities the
carrying value is a reasonable estimate of fair value.
The fair value of investments in limited partnerships is
provided by the general partner or manager of each investment.
Included in investments in limited partnerships are investments
in tax-sheltered affordable housing projects for which the fair
values are calculated as the sum of cash contributions and the
present value of future commitments.
The carrying amount of the note receivable approximates fair
value.
All derivatives are carried at fair value on the Consolidated
Balance Sheets. The fair values of the derivative financial
instruments generally represent the estimated amounts that the
Company would expect to receive or pay upon termination of the
contracts as of the reporting date. Quoted fair values are
available for certain derivatives. For derivative instruments
not actively traded, the Company estimates fair value using
values obtained from independent pricing services, internal
modeling, or quoted market prices of comparable instruments.
The carrying value of securities lending collateral and
securities lending payable approximates fair value.
Separate account assets and the related liabilities are reported
at fair value using quoted market prices.
The Company estimates the fair values of investment contracts
(funds held under deposit contracts) with defined maturities by
discounting projected cash flows using rates that would be
offered for similar contracts with the same remaining
maturities. For investment contracts with no defined maturities,
the Company estimates fair values to be the present surrender
value.
F-25
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
The following table summarizes the carrying or reported values
and corresponding fair values of financial instruments:
| December 31, 2006 | December 31, 2005 | |||||||||||||||
|
Carrying |
Carrying |
|||||||||||||||
| Amount | Fair Value | Amount | Fair Value | |||||||||||||
|
Financial assets:
|
||||||||||||||||
|
Fixed maturities
|
$ | 16,049,878 | $ | 16,049,878 | $ | 17,183,197 | $ | 17,183,197 | ||||||||
|
Marketable equity securities
|
201,706 | 201,706 | 162,301 | 162,301 | ||||||||||||
|
Mortgage loans
|
794,283 | 796,078 | 776,923 | 798,430 | ||||||||||||
|
Investment in limited partnerships
|
112,648 | 112,648 | 93,400 | 93,400 | ||||||||||||
|
Other invested assets:
|
||||||||||||||||
|
Options
|
2,053 | 2,053 | 3,331 | 3,331 | ||||||||||||
|
Embedded derivatives
|
8,257 | 8,257 | 17,164 | 17,164 | ||||||||||||
|
Note receivable — agency
|
7,823 | 7,823 | 7,930 | 7,930 | ||||||||||||
|
Other
|
572 | 572 | — | — | ||||||||||||
|
Securities lending collateral
|
439,292 | 439,292 | 598,451 | 598,451 | ||||||||||||
|
Separate account assets
|
1,233,929 | 1,233,929 | 1,188,820 | 1,188,820 | ||||||||||||
|
Financial liabilities:
|
||||||||||||||||
|
Funds held under deposit contracts
|
15,986,198 | 15,954,265 | 16,697,903 | 16,960,272 | ||||||||||||
|
Other liabilities:
|
||||||||||||||||
|
Limited partnership contributions
payable
|
44,646 | 44,646 | 31,599 | 31,599 | ||||||||||||
|
Securities lending payable
|
439,292 | 439,292 | 598,451 | 598,451 | ||||||||||||
|
Separate account liabilities
|
1,233,929 | 1,233,929 | 1,188,820 | 1,188,820 | ||||||||||||
| 7. | Reinsurance |
The Company evaluates the financial condition of its reinsurers
to minimize the exposure to losses from reinsurer insolvencies.
Management of the Company is not aware of any of the
Company’s major reinsurers currently experiencing material
financial difficulties. The Company analyzes reinsurance
recoverables according to the credit ratings of its reinsurers.
Of the total amount due from reinsurers at December 31,
2006, 99.7% was with reinsurers rated A− or higher by
A.M. Best. The Company had no reserve for uncollectible
reinsurance in 2006 or 2005. None of the Company’s
reinsurance contracts exclude certified terrorist acts.
For the individual life business, the Company has coinsurance
agreements on policies exceeding $500,000 and other
miscellaneous policies where the reinsurer reimburses the
Company based on the percentage in the contract, which ranges
from 50% to 80% based upon the year that the policy was written.
The Company reinsures 100% of its group long-term disability and
group short-term disability business. The reinsurer is
responsible for paying all claims.
F-26
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
Reinsurance recoverables are comprised of the following amounts:
| December 31, | ||||||||
| 2006 | 2005 | |||||||
|
Life insurance
|
||||||||
|
Reinsurance recoverables on:
|
||||||||
|
Policy and contract claims
|
$ | 5,861 | $ | 6,694 | ||||
|
Paid claims
|
10 | 77 | ||||||
|
Future policy benefits
|
166,621 | 149,853 | ||||||
|
Total life insurance
|
172,492 | 156,624 | ||||||
|
Accident and health
insurance
|
||||||||
|
Reinsurance recoverables on:
|
||||||||
|
Policy and contract claims
|
725 | 338 | ||||||
|
Paid claims
|
79 | 295 | ||||||
|
Future policy benefits
|
65,468 | 72,631 | ||||||
|
Total accident and health insurance
|
66,272 | 73,264 | ||||||
|
Total reinsurance recoverables
|
$ | 238,764 | $ | 229,888 | ||||
The following table sets forth net life insurance in-force as of
December 31:
| 2006 | 2005 | 2004 | ||||||||||
|
Direct life insurance in-force
|
$ | 55,656,360 | $ | 56,928,623 | $ | 69,610,844 | ||||||
|
Amounts assumed from other
companies
|
211,656 | 219,626 | 228,006 | |||||||||
|
Amounts ceded to other companies
|
(21,944,907 | ) | (20,266,656 | ) | (19,081,945 | ) | ||||||
|
Net life insurance in-force.
|
$ | 33,923,109 | $ | 36,881,593 | $ | 50,756,905 | ||||||
|
Percentage of amount assumed to net
|
0.62 | % | 0.59 | % | 0.44 | % | ||||||
F-27
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
The effects of reinsurance on earned premiums are as follows:
| Predecessor | ||||||||||||||||
|
Period from |
Period from |
|||||||||||||||
|
August 2, |
January 1, |
|||||||||||||||
|
2004 |
2004 |
|||||||||||||||
|
Year Ended |
Year Ended |
through |
through |
|||||||||||||
|
December 31, |
December 31, |
December 31, |
August 1, |
|||||||||||||
| 2006 | 2005 | 2004 | 2004 | |||||||||||||
|
Direct:
|
||||||||||||||||
|
Accident and health premiums
|
$ | 390,873 | $ | 430,821 | $ | 185,464 | $ | 264,032 | ||||||||
|
Life insurance premiums
|
191,881 | 192,854 | 84,743 | 118,226 | ||||||||||||
|
Total
|
582,754 | 623,675 | 270,207 | 382,258 | ||||||||||||
|
Assumed:
|
||||||||||||||||
|
Accident and health premiums
|
(1 | ) | 15,277 | 18,753 | 23,220 | |||||||||||
|
Life insurance premiums
|
209 | 240 | 165 | 229 | ||||||||||||
|
Total
|
208 | 15,517 | 18,918 | 23,449 | ||||||||||||
|
Ceded:
|
||||||||||||||||
|
Accident and health premiums
|
(10,215 | ) | (22,529 | ) | (8,544 | ) | (11,804 | ) | ||||||||
|
Life insurance premiums
|
(47,090 | ) | (41,204 | ) | (17,386 | ) | (35,978 | ) | ||||||||
|
Total
|
(57,305 | ) | (63,733 | ) | (25,930 | ) | (47,782 | ) | ||||||||
|
Total premiums
|
$ | 525,657 | $ | 575,459 | $ | 263,195 | $ | 357,925 | ||||||||
|
Percentage of amount assumed to net
|
0.04 | % | 2.70 | % | 7.19 | % | 6.55 | % | ||||||||
Ceded reinsurance reduced policy benefits by $45,533, $39,253,
$11,529, and $23,722 for the years ended December 31, 2006
and 2005, the five months ended December 31, 2004, and the
seven months ended August 1, 2004, respectively.
| 8. | Deferred Policy Acquisition Costs and Deferred Sales Inducements |
Activities impacting deferred policy acquisition costs are as
follows:
| December 31, | ||||||||
| 2006 | 2005 | |||||||
|
Unamortized balance at beginning
of period
|
$ | 48,511 | $ | 15,073 | ||||
|
Deferral of acquisition costs
|
52,511 | 45,213 | ||||||
|
Amortization related to investment
gains
|
1,190 | 86 | ||||||
|
Amortization related to other
expenses
|
(14,589 | ) | (11,861 | ) | ||||
|
Unamortized balance at end of
period
|
87,623 | 48,511 | ||||||
|
Accumulated effect of net
unrealized investment gains
|
614 | 506 | ||||||
|
Balance at end of period
|
$ | 88,237 | $ | 49,017 | ||||
F-28
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
The following table provides a reconciliation of the beginning
and ending balance for sales inducements, which are included in
other assets:
| December 31, | ||||||||
| 2006 | 2005 | |||||||
|
Unamortized balance at beginning
of period
|
$ | 2,905 | $ | 293 | ||||
|
Capitalizations
|
6,113 | 2,612 | ||||||
|
Amortization
|
(8 | ) | — | |||||
|
Unamortized balance at end of
period
|
$ | 9,010 | $ | 2,905 | ||||
| 9. | Property, Equipment, and Leasehold Improvements |
Property, equipment, and leasehold improvements are comprised of
the following amounts:
| December 31, | ||||||||
| 2006 | 2005 | |||||||
|
Computer equipment and software
|
$ | 6,151 | $ | 4,060 | ||||
|
Office equipment, furniture, and
fixtures
|
8,977 | 8,785 | ||||||
|
Equipment and software under
capital leases
|
13,825 | 13,586 | ||||||
|
Leasehold improvements
|
13,728 | 13,598 | ||||||
| 42,681 | 40,029 | |||||||
|
Less accumulated depreciation and
amortization
|
14,605 | 9,507 | ||||||
|
Total property, equipment, and
leasehold improvements, net
|
$ | 28,076 | $ | 30,522 | ||||
Depreciation and amortization expenses associated with property,
equipment, and leasehold improvements, including equipment and
software under capital leases, amounted to $5,610, $4,554, $159,
and $367, for the years ended December 31, 2006 and 2005,
the five months ended December 31, 2004, and the seven
months ended August 1, 2004, respectively.
F-29
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
| 10. | Policy and Contract Claims |
The following table provides a reconciliation of the beginning
and ending reserve balances for policy and contract claims for
2006, 2005 and 2004:
| 2006 | 2005 | 2004 | ||||||||||
|
Balance as of January 1
|
$ | 135,655 | $ | 153,173 | $ | 139,113 | ||||||
|
Less: reinsurance recoverable
|
7,032 | 4,176 | 5,571 | |||||||||
|
Net balance as of January 1
|
128,623 | 148,997 | 133,542 | |||||||||
|
Incurred related to insured events
of:
|
||||||||||||
|
The current year
|
298,269 | 364,832 | 369,948 | |||||||||
|
Prior years
|
(1,445 | ) | 1,807 | 12,158 | ||||||||
|
Total incurred
|
296,824 | 366,639 | 382,106 | |||||||||
|
Paid related to insured events of:
|
||||||||||||
|
The current year
|
231,890 | 292,482 | 290,857 | |||||||||
|
Prior years
|
80,629 | 94,531 | 75,794 | |||||||||
|
Total paid
|
312,519 | 387,013 | 366,651 | |||||||||
|
Net balance as of December 31
|
112,928 | 128,623 | 148,997 | |||||||||
|
Add: reinsurance recoverable
|
6,586 | 7,032 | 4,176 | |||||||||
|
Balance as of December 31
|
$ | 119,514 | $ | 135,655 | $ | 153,173 | ||||||
The Company uses estimates for determining its liability for
policy and contract claims, which are based on historical claim
payment patterns, and expected loss ratios to provide for the
inherent variability in claim patterns and severity. For the
year ended December 31, 2006, the change in prior year
incurred liabilities primarily relates to a favorable
development in contract claims. For the years ended
December 31, 2005 and 2004, the change in incurred
liabilities was primarily from higher-than-expected loss and
claims experience, and a change in estimates.
| 11. | Notes Payable |
Revolving
Credit Facilities
On June 14, 2004, the Company entered into a $370,000
revolving credit agreement with several lending institutions,
with Bank of America, N.A. acting as administrative agent for
the lenders. On August 2, 2004, the Company borrowed
$300,000 against the revolving credit facility, which was used
to purchase the life and investment companies, and $15,000,
which was used to purchase a loan from Safeco. On
August 31, 2004, $15,025 was repaid, which included $25 of
interest expense.
During the year ended December 31, 2006, the Company repaid
the $300,000 outstanding revolving credit line, and the line of
credit was subsequently reduced to $70,000. The credit agreement
contains restrictive covenants, which include maintaining
certain financial ratios. The interest rate is currently three
months at LIBOR, plus a margin of 0.60%. The margin is adjusted
based on the Company’s debt-to-capitalization ratio. There
was no borrowing activity on this facility in 2006. At
December 31, 2005, the balance outstanding was $300,000 and
the rate was 4.52%. Interest expense for 2006 and 2005 was
$3,851 and $12,388, respectively.
In 2005, the Company entered into two $25,000 revolving credit
facilities with The Bank of New York to support the
Company’s overnight repurchase agreement program, which
provides the Company liquidity to meet its general funding
requirements. There was no borrowing activity on these
facilities in 2006 and 2005.
F-30
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
Senior
Notes Payable
On March 30, 2006, the Company issued $300,000 of
6.125% senior notes due on April 1, 2016, which were
issued at a discount yielding $298,671. As a result of this
transaction, the Company paid $3,040 in debt issuance costs
which have been capitalized and included in other assets and
realized $4,814 of deferred gains related to a hedging
transaction (Note 4). Both amounts are being amortized
using the effective-interest method over the term of the Notes,
yielding to an effective interest rate of 6.11%.
These senior notes are unsecured senior obligations and will be
equal in right of payment to all existing and future unsecured
senior indebtedness. These notes are redeemable, in whole or in
part, at the option of the Company at any time or from time to
time at a redemption price equal to the greater of:
(1) 100% of the aggregate principal amount of the notes to
be redeemed; or (2) the sum of the present value of the
remaining scheduled payments of principal and interest on the
Notes, discounted to the redemption date on a semi-annual basis
at a prevailing U.S. Treasury rate plus 25 basis
points, together in each case with accrued interest payments to
the redemption date.
Proceeds from the Notes were used to pay down the outstanding
principal on the revolving line of credit. Interest on the notes
is payable semi-annually in arrears, beginning on
October 2, 2006. The Company made interest payments on the
senior notes of $9,239 in 2006.
The terms of the senior notes contain various business and
financial covenants, including limitations on the disposition of
subsidiaries. As of December 31, 2006, the Company was in
compliance with all such covenants.
| 12. | Income Taxes |
The Company uses the liability method of accounting for income
taxes in accordance with SFAS No. 109, under which
deferred income tax assets and liabilities are determined based
on the differences between their financial reporting and tax
bases and are measured using the enacted tax rates.
Differences between income taxes computed by applying the
U.S. federal income tax rate of 35% to income from
continuing operations before income taxes and the provision for
income taxes were as follows:
| Predecessor | ||||||||||||||||||||||||||||||||
|
Period from |
Period from |
|||||||||||||||||||||||||||||||
|
August 2, 2004 |
January 1, 2004 |
|||||||||||||||||||||||||||||||
|
through |
through |
|||||||||||||||||||||||||||||||
| Year Ended December 31, 2006 | Year Ended December 31, 2005 | December 31, 2004 | August 1, 2004 | |||||||||||||||||||||||||||||
|
Income (loss) from continuing
operations before income taxes
|
$ | 244,028 | $ | 206,355 | $ | (9,192 | ) | $ | 129,024 | |||||||||||||||||||||||
|
Computed “expected” tax
expense
|
85,410 | 35.00 | % | 72,224 | 35.00 | % | (3,217 | ) | 35.00 | % | 45,158 | 35.00 | % | |||||||||||||||||||
|
Separate account dividend received
deduction
|
(1,981 | ) | (0.81 | ) | (3,960 | ) | (1.92 | ) | (1,103 | ) | 12.00 | (1,461 | ) | (1.13 | ) | |||||||||||||||||
|
Purchase transaction costs
|
(402 | ) | (0.17 | ) | (413 | ) | (0.20 | ) | (455 | ) | 4.95 | — | — | |||||||||||||||||||
|
Miscellaneous permanent differences
|
(308 | ) | (0.13 | ) | (158 | ) | (0.08 | ) | (237 | ) | 2.58 | 117 | 0.09 | |||||||||||||||||||
|
IRS audit adjustments
|
— | — | — | — | — | — | (8,749 | ) | (6.78 | ) | ||||||||||||||||||||||
|
Warrants
|
— | — | — | — | 35,536 | (386.60 | ) | — | — | |||||||||||||||||||||||
|
Valuation allowance
|
— | — | (5,440 | ) | (2.64 | ) | — | — | — | — | ||||||||||||||||||||||
|
Low income housing credits
|
(838 | ) | (0.34 | ) | — | — | — | — | — | — | ||||||||||||||||||||||
|
Other
true-up
adjustments
|
2,617 | 1.08 | (340 | ) | (0.16 | ) | 1,458 | (15.86 | ) | (3,663 | ) | (2.84 | ) | |||||||||||||||||||
|
Provision for income taxes
|
$ | 84,498 | 34.63 | % | $ | 61,913 | 30.00 | % | $ | 31,982 | (347.93 | )% | $ | 31,402 | 24.34 | % | ||||||||||||||||
F-31
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
The warrant adjustment for the period from August 2, 2004
through December 31, 2004, reflects the reduction of
current income from continuing operations related to warrants
issued to investors for certain services provided. For tax
purposes, warrants for services are not deductible until the
time of exercise. As of December 31, 2006, $2,720 of the
warrant expense is accounted for as a temporary difference for
which a deferred tax asset has been established. For tax-basis,
the remaining portion of $32,816 has been allocated to
non-amortizable
capital expenditures.
The tax effects of temporary differences which give rise to the
deferred income tax assets and deferred income tax liabilities
were as follows:
| December 31, | ||||||||
| 2006 | 2005 | |||||||
|
Deferred income tax assets:
|
||||||||
|
Goodwill
|
$ | 3,453 | $ | 5,289 | ||||
|
Intangibles
|
18,408 | 19,036 | ||||||
|
Adjustment to life policy
liabilities
|
343,120 | 369,329 | ||||||
|
Capitalization of policy
acquisition costs
|
50,150 | 57,785 | ||||||
|
Long-term incentive plan
|
4,451 | 4,266 | ||||||
|
Warrants
|
2,720 | 35,536 | ||||||
|
Investment impairments
|
9,002 | 8,927 | ||||||
|
Uncollected premium adjustment
|
194 | — | ||||||
|
Guaranty fund assessments
|
502 | 522 | ||||||
|
Furniture and fixtures
|
510 | 2,262 | ||||||
|
Bond discount accrual
|
504 | — | ||||||
|
Unrealized depreciation of
investment securities (net of deferred policy acquisition costs
adjustment: $(215) and $(0), respectively)
|
296 | — | ||||||
|
Other
|
6,442 | 11,019 | ||||||
|
Total deferred income tax assets
|
439,752 | 513,971 | ||||||
|
Deferred income tax liabilities:
|
||||||||
|
Unrealized appreciation of
investment securities (net of deferred policy acquisition costs
adjustment: $(0) and $(177), respectively)
|
— | 73,520 | ||||||
|
Securities — basis
adjustment
|
185,164 | 242,909 | ||||||
|
Mortgage loans
|
1,234 | 3,170 | ||||||
|
Warrants
|
2,720 | 35,536 | ||||||
|
Deferred policy acquisition costs
|
30,668 | 16,641 | ||||||
|
Bond discount accrual
|
— | 4,546 | ||||||
|
Other
|
875 | 302 | ||||||
|
Total deferred income tax
liabilities
|
220,661 | 376,624 | ||||||
|
Net deferred income tax asset
|
$ | 219,091 | $ | 137,347 | ||||
On August 2, 2004, the Company established a valuation
allowance related to capital loss carryforwards of $27,392
($9,587 at the effective tax rate). The Company determined the
need for a valuation allowance due to the fact that the capital
losses generated in 2002 and 2003 continued to be available for
carryback purposes by the Company’s former parent, Safeco.
During 2005, the valuation allowance was reduced in its entirety
as a result of a change in the anticipated realizability of
deferred tax assets. The adjustment resulted in a write-down of
other intangible assets in the amount of $4,200.
F-32
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
Prior to 1984, as provided for under the Life Insurance Company
Tax Act of 1959, a portion of statutory income was not subject
to current taxation, but was accumulated for income tax purposes
in a memorandum account referred to as the
“policyholders’ surplus account” (PSA). In any
taxable year beginning after 2004 and before 2007, direct and
indirect distributions from the PSA will be treated as zero (no
tax due). At December 31, 2005 the balance in the
Company’s PSA account was $7,448. During 2006, direct
dividends from the insurance companies of $123,030 were
distributed, which reduced the balance in the Company’s PSA
account to zero.
| 13. | Comprehensive Income |
Comprehensive income is defined as all changes in
Stockholders’ Equity, except those arising from
transactions with stockholders. Comprehensive income includes
net income and OCI, which consists of changes in unrealized
gains or losses of investments and derivatives carried at fair
value and the DAC valuation allowance.
The components of OCI are as follows:
| December 31, | ||||||||
| 2006 | 2005 | |||||||
|
Net unrealized gains (losses) on
available-for-sale securities
|
$ | (6,037 | ) | $ | 209,549 | |||
|
Net unrealized gains on derivative
financial instruments
|
4,577 | — | ||||||
|
Adjustment for deferred policy
acquisition costs
|
614 | 506 | ||||||
|
Deferred income taxes
|
296 | (73,520 | ) | |||||
|
Accumulated other comprehensive
income (loss)
|
$ | (550 | ) | $ | 136,535 | |||
The following summarizes the net changes in OCI:
| Predecessor | ||||||||||||||||
|
Period from |
Period from |
|||||||||||||||
|
August 2, |
January 1, |
|||||||||||||||
|
2004 |
2004 |
|||||||||||||||
|
Year Ended |
Year Ended |
through |
through |
|||||||||||||
|
December 31, |
December 31, |
December 31, |
August 1, |
|||||||||||||
| 2006 | 2005 | 2004 | 2004 | |||||||||||||
|
Increase (decrease) in unrealized
appreciation/depreciation of:
|
||||||||||||||||
|
Available-for-sale securities
|
$ | (215,586 | ) | $ | (272,579 | ) | $ | 482,128 | $ | (330,148 | ) | |||||
|
Derivative financial instruments
|
4,577 | — | — | (6,829 | ) | |||||||||||
|
Adjustment for deferred policy
acquisition costs
|
108 | 1,201 | (695 | ) | 39,095 | |||||||||||
|
Deferred income taxes
|
73,816 | 94,982 | (168,502 | ) | 104,259 | |||||||||||
|
Net change in accumulated OCI
|
$ | (137,085 | ) | $ | (176,396 | ) | $ | 312,931 | $ | (193,623 | ) | |||||
| 14. | Commitments and Contingencies |
Under state insolvency and guaranty laws, insurers licensed to
do business in a state can be assessed or required to contribute
to state guaranty funds to cover policyholder losses resulting
from insurer insolvencies. Liabilities for guaranty funds are
not discounted or recorded net of premium taxes and are included
in other liabilities in the Consolidated Balance Sheets. At
December 31, 2006, the Company had liabilities of $7,278
for estimated guaranty fund assessments. The Company has a
related asset for premium tax offsets of $5,843, which are
available for a period of five to twenty years.
F-33
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
At December 31, 2006 the Company was invested in six
limited partnership interests related to tax sheltered
affordable housing projects and state tax credit funds, four of
which were entered into during 2006. The Company unconditionally
committed to provide capital contributions of approximately
$64,298 over a period of four years. These investments were
accounted for under the equity method and are recorded at
present value in investments in limited partnerships with the
corresponding amount in other liabilities. Capital contributions
of $10,584 were paid as of December 31, 2006, with the
remaining expected cash capital contributions payable as follows:
|
2007
|
$ | 9,262 | ||
|
2008
|
7,867 | |||
|
2009
|
21,439 | |||
|
2010
|
15,146 | |||
|
Total capital contributions payable
|
$ | 53,714 | ||
The Company has committed to invest $17,500 in two private
equity limited partnerships. The Company will provide capital
contributions to the partnerships up to the committed amount at
the discretion of the general partners, subject to certain
incremental contribution limits. The term of the capital
commitment ranges from five to ten years ending in 2015.
Investments in both partnerships amounted to $2,495 for the year
ended December 31, 2006.
Because of the nature of the business, the Company is subject to
legal actions filed or threatened in the ordinary course of its
business operations. The Company does not believe that such
litigation will have a material adverse effect on its
consolidated financial condition, future operating results, or
liquidity.
The Company leases office space, commercial real estate, and
certain equipment under leases that expire at various dates
through 2015. The Company accounts for these leases as operating
leases. Certain leases include renewal options.
Future minimum lease commitments, including cost escalation
clauses, for the next five years and thereafter, are as follows:
|
Operating |
||||
| Leases | ||||
|
2007
|
$ | 6,853 | ||
|
2008
|
6,692 | |||
|
2009
|
6,747 | |||
|
2010
|
6,550 | |||
|
2011
|
6,192 | |||
|
Thereafter
|
23,072 | |||
|
Total
|
$ | 56,106 | ||
The amount of rent expense was $8,244, $9,592, $4,500, and
$5,867 for the years ended December 31, 2006 and 2005, the
five months ended December 31, 2004, and the seven months
ended August 1, 2004, respectively.
In October 2004, the Company entered into a service agreement
with a third-party service provider to outsource the majority of
its information technology infrastructure. The term of the
service agreement is for five years, subject to certain renewal
options and early termination provisions. Under the terms of the
service agreement, the Company agreed to pay an annual service
fee ranging from $13,194 to $14,664 for five years. The
remaining annual service fee is $13,224 for 2007, $13,269 for
2008, $13,928 for 2009, and $8,362 for 2010, subject to certain
annual service fee adjustments based on actual benchmarks and
production utilization.
F-34
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
During 2005, the Company entered into an agreement and paid the
service provider a fixed transition fee in the amount of $15,488
related to the acquisition of the initial equipment and software
used by the service provider to fulfill and perform its
services. The ownership of these assets will be conveyed to the
Company upon the termination of the service agreement. The
Company recorded the equipment and software as a capital lease
with no related future minimum lease payment. Additional
equipment and software may be purchased by the service provider
based on capacity and demand. Equipment and software costs under
the capital lease were $13,825 and $13,586, respectively, at
December 31, 2006 and 2005 with accumulated amortization of
$5,885 and $3,057, respectively. There were no capitalized
leases at December 31, 2004.
At December 31, 2006 and 2005, unfunded mortgage loan
commitments were $14,465 and $35,175, respectively. The Company
had no other material commitments or contingencies at
December 31, 2006 and 2005.
| 15. | Discontinued Operations |
On August 2, 2004, the Company announced it would exit the
mutual fund business through a sale agreement with Pioneer
Investment Management Inc. (Pioneer) for $30,000, subject to
adjustment based on the value of the assets under management at
closing and stockholder and trustee approval. Symetra Asset
Management (SAM), manager of the Safeco mutual funds, was
replaced with Pioneer. On December 10, 2004,
$3.1 billion in assets from Safeco’s 22 mutual funds
merged into the Pioneer family of funds and the Company received
$30,000. No realized investment gain or loss was recorded.
Accordingly, the Company has presented the asset management
segment, which is primarily composed of activity related to the
mutual fund business, as discontinued operations in the
Consolidated Financial Statements in accordance with
SFAS No. 144, Accounting for the Impairment or
Disposal of Long-Lived Assets.
During 2005, the discontinued operations sold its assets, which
were primarily composed of marketable equity securities. The
Company received a cash dividend of $29,236 from the
discontinued operations.
Included in discontinued operations are the operations of SAM
and the majority of the business component of Symetra Services
Corporation. SAM provided fund accounting and other
administrative services to the funds through the sale date. The
other asset management entity, Symetra Services Corporation,
functioned as the transfer agent for the Safeco mutual funds.
Results of discontinued operations were as follows:
| Predecessor | ||||||||||||||||
|
Period from |
Period from |
|||||||||||||||
|
August 2, |
January 1, |
|||||||||||||||
|
2004 |
2004 |
|||||||||||||||
|
Year Ended |
Year Ended |
through |
through |
|||||||||||||
|
December 31, |
December 31, |
December 31, |
August 1, |
|||||||||||||
| 2006 | 2005 | 2004 | 2004 | |||||||||||||
|
Revenues
|
$ | — | $ | 2,426 | $ | 932 | $ | 14,608 | ||||||||
|
Benefits and expenses:
|
||||||||||||||||
|
Other underwriting and operating
expenses
|
— | 845 | 4,678 | 11,077 | ||||||||||||
|
Income (loss) before income taxes:
|
— | 1,581 | (3,746 | ) | 3,531 | |||||||||||
|
Provision (benefit) for income
taxes:
|
||||||||||||||||
|
Current
|
— | 262 | 8,764 | 1,166 | ||||||||||||
|
Deferred
|
— | 274 | (10,099 | ) | 69 | |||||||||||
|
Total
|
— | 536 | (1,335 | ) | 1,235 | |||||||||||
|
Net income (loss)
|
$ | — | $ | 1,045 | $ | (2,411 | ) | $ | 2,296 | |||||||
F-35
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
| 16. | Employee Benefit Plans |
The Company sponsors a defined contribution plan for all
eligible employees. Prior to 2006, the Symetra Financial
Retirement Plan was a 401(k)/profit-sharing retirement plan that
included a matching contribution of 66.6% of a
participant’s contributions up to 6% of eligible
compensation, a profit-sharing feature comprised of a minimum
contribution of 3% of each eligible participant’s
compensation, and a variable component based on the Board of
Directors’ discretion. No variable profit-sharing
contributions were made for the year ended December 31,
2005 and the five month period ended December 31, 2004.
Effective on January 1, 2006, the plan was amended to
include only an immediate safe harbor contribution of 100% of a
participant’s contributions up to 6% of eligible
compensation. The expense related to this plan was $2,155,
$5,141, and $2,526 for the years ended December 31, 2006
and 2005, and the five months ended December 31, 2004,
respectively.
The Company also sponsors a performance share plan (the
Performance Share Plan) that provides incentives to selected
executives based on the long-term success of the Company. The
Board of Directors of the Company may grant to an executive an
award of performance shares. Each performance share reflects the
financial value of the growth in both the book value and the
enterprise value, conditional upon attainment of a stated
performance goal over the award period specified in the grant.
The performance shares are exchanged for a cash payment at the
end of the award period. The amount expensed for the years ended
December 31, 2006 and 2005 and the five months ended
December 31, 2004, related to the Performance Share Plan,
was $11,801, $10,262, and $1,928, respectively. The Company does
not offer any healthcare, life insurance, or other
post-retirement benefits to retired employees.
Predecessor
Plans
Through the date of acquisition, Safeco sponsored defined
contribution and defined benefit plans covering substantially
all employees of the Company and its subsidiaries and provided a
postretirement benefit program for certain retired employees.
Eligibility for participation in the various plans was generally
based on completion of a specified period of continuous service
or date of hire. Employer contributions to these plans were made
in cash. Costs allocated to the Company for these plans were
$2,363 for the seven months ended August 1, 2004.
The Safeco 401(k)/Profit-Sharing Retirement Plan was a defined
contribution plan. It included a minimum contribution of 3% of
each eligible participant’s compensation, a matching
contribution of 66.6% of participant’s contributions up to
6% of eligible compensation, and a profit-sharing component
based on Safeco’s income. No profit-sharing contributions
were made for the seven month period ended August 1, 2004.
The Safeco Employee’s Cash Balance Plan (CBP) was a
noncontributory defined benefit plan that provided benefits for
each year of service after 1988, based on the participant’s
eligible compensation, plus a stipulated rate of return on the
benefit balance. Safeco made contributions to the CBP based on
the funding requirements set by the Employee Retirement Income
Security Act of 1974. Costs allocated to the Company for the CBP
were 1% or less of income before income taxes for the seven
months ended August 1, 2004.
The Company participated in Safeco’s Long-Term Incentive
Plan of 1997 (the Plan), as amended. Incentive stock options,
non-qualified stock options, restricted stock rights,
performance stock rights, and stock appreciation rights were
authorized under the Plan. Stock-based compensation expense
allocated to the Company was $1,873 for the seven months ended
August 1, 2004.
| 17. | Dividend Restrictions |
Insurance companies are restricted by state regulations as to
the aggregate amount of dividends they may pay in any
consecutive
12-month
period without regulatory approval. Generally, dividends may be
paid out of earned surplus without approval with
30 days’ prior written notice, within certain limits.
The limits are generally based on the greater of 10% of the
prior year statutory surplus or the prior year statutory net
gain
F-36
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
from operations. Dividends in excess of the prescribed limits or
earned surplus require formal state insurance commission
approval. Based on statutory limits as of December 31,
2006, the amount of surplus available for the payment of
dividends without prior regulatory approval is $166,415.
| 18. | Statutory-Basis Information |
State insurance regulatory authorities require insurance
companies to file annual statements prepared on an accounting
basis prescribed or permitted by their respective states of
domicile. Prescribed statutory accounting practices include
state laws, regulations, and general administrative rules, as
well as a variety of publications of the National Association of
Insurance Commissioners (NAIC), including the revised
Accounting Practices and Procedures Manual. Permitted
statutory accounting practices encompass all accounting
practices not so prescribed.
During 2005, American States Life Insurance Company (ASL) was
statutorily merged into Symetra Life Insurance Company.
Statutory net income and surplus of ASL for the years ended
December 31, 2006 and 2005, are included in Symetra Life
Insurance Company. Statutory net income (loss) and capital and
surplus, by company, are as follows:
| Year Ended December 31, | ||||||||||||
| 2006 | 2005 | 2004 | ||||||||||
|
Statutory net income (loss):
|
||||||||||||
|
Symetra Life Insurance Company
|
$ | 145,020 | $ | 162,210 | $ | 222,104 | ||||||
|
Symetra National Life Insurance
Company
|
1,107 | (936 | ) | 119 | ||||||||
|
First Symetra National Life
Insurance Company of New York
|
35 | (3,016 | ) | 857 | ||||||||
|
American States Life Insurance
Company
|
— | — | 23,237 | |||||||||
|
Total
|
$ | 146,162 | $ | 158,258 | $ | 246,317 | ||||||
| December 31 | ||||||||
| 2006 | 2005 | |||||||
|
Statutory capital and surplus:
|
||||||||
|
Symetra Life Insurance Company
|
$ | 1,266,222 | $ | 1,260,136 | ||||
Statutory net income differs from income reported in accordance
with GAAP primarily because policy acquisition costs are
expensed when incurred, reserves are based on different
assumptions, and income tax expense reflects only taxes paid or
currently payable.
Statutory capital and surplus differs from amounts reported in
accordance with GAAP primarily because of the effect of GAAP
purchase price accounting adjustments, policy acquisition costs
are expensed when incurred, reserves are based on different
assumptions, and fixed maturities are carried at amortized cost.
Life and health insurance companies are subject to certain
Risk-Based Capital (RBC) requirements as specified by the NAIC.
Under those requirements, the amount of capital and surplus
maintained by a life and health insurance company is to be
determined based on various risk factors related to it. At
December 31, 2006, Symetra Life Insurance Company and its
subsidiaries met the RBC requirements.
| 19. | Related Parties |
The Company entered into an Investment Management Agreement on
March 14, 2004 with White Mountains Advisors, LLC. This
agreement provides for investment advisory services related to
the Company’s invested assets and portfolio management
services. Fees are paid quarterly and amounted to $20,187,
$18,533, and $7,768 for the years ended December 31, 2006
and 2005, and the five months ended December 31, 2004.
F-37
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
On August 2, 2004, the Company issued warrants to two lead
investors. At December 31, 2006, 2,181,120 shares of
warrants to purchase the Company’s common stock remain
outstanding at an exercise price of $100 per share.
Predecessor
During 2005, the Company relocated its main office location to
Bellevue, Washington. Prior to August 2, 2004, the Company
was obligated under a real estate lease with General America
Corporation, a subsidiary of Safeco, through July 31, 2005.
The current minimum aggregate rental commitment under this lease
obligation was $5,281 at December 31, 2004. Total
related-party rent expense for all facilities charged to
operations was $5,408 for the seven months ended August 1,
2004.
Prior to August 2, 2004, Safeco and its affiliates provided
the Company with personnel, property, and facilities in carrying
out certain of its corporate functions. Safeco annually
determined allocation factors based on headcount, time studies,
actual usage, or other relevant allocation bases in order to
allocate expenses for these services and facilities. These
expenses were included in net investment income and other
operating expenses within the Company’s Consolidated
Statements of Operations. Safeco charged the Company expenses of
$25,167 for the seven months ended August 1, 2004. These
expenses included charges for corporate overhead, data
processing systems, payroll, and other miscellaneous charges.
On July 30, 2004, as part of the purchase of Safeco’s
Life & Investment companies, $7,703 of fixed assets
and software were transferred to the Company and reflected as a
capital contribution. The remaining $1,131 of the total $8,834
was a cash contribution.
| 20. | Segment Information |
The Company provides a broad range of products and services that
include group and individual insurance products, pension
products, annuities, and investment advisory services. These
operations are managed separately as five reportable segments
based on product groupings: Group, Income Annuities, Retirement
Services, Individual, and Other:
| • | Group’s principal product is stop-loss medical insurance sold to employers with self-insured medical plans. Also included in this segment are group life, accidental death and dismemberment insurance, and disability products. | |
| • | Retirement Services’ products are primarily fixed and variable deferred annuities (both qualified and non-qualified), tax-sheltered annuities (marketed to teachers and not-for-profit organizations), and corporate retirement funds. | |
| • | Income Annuities’ principal products are the structured settlement annuities that are sold to fund third-party personal injury settlements, providing a reliable income stream to the injured party and immediate annuities purchased to fund income after retirement. | |
| • | Individual’s products include term, universal and variable universal life, and bank-owned life insurance. | |
| • | Other includes Symetra Financial Corporation (the holding company), inter-segment elimination entries, and various non-insurance companies. | |
| • | Discontinued operations are comprised of the discontinued mutual fund businesses (see Notes 1 and 15). |
The accounting policies of the reportable segments are the same
as those described in the summary of significant accounting
policies (Note 2).
The Company allocates capital and related investment income to
each segment using a risk-based capital formula. The Company
evaluates its results based upon segment operating income, GAAP
and non-GAAP financial measure that excludes net realized
investment gains (losses). Management believes the presentation
F-38
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
of segment pretax operating income enhances the understanding of
its results of operations by highlighting earnings attributable
to the normal recurring operations of the business.
The following tables present selected financial information by
segment and reconciles to segment income before income taxes
operating earnings to amounts reported in the Consolidated
Statements of Operations:
| Year Ended December 31, 2006 | ||||||||||||||||||||||||
|
Retirement |
Income |
|||||||||||||||||||||||
| Group | Services | Annuities | Individual | Other | Total | |||||||||||||||||||
|
Revenues:
|
||||||||||||||||||||||||
|
Premiums
|
$ | 387,231 | $ | 130 | $ | — | $ | 138,296 | $ | — | $ | 525,657 | ||||||||||||
|
Net investment income
|
18,030 | 269,821 | 439,001 | 232,759 | 25,316 | 984,927 | ||||||||||||||||||
|
Other revenue
|
10,195 | 22,831 | 797 | 12,939 | 9,410 | 56,172 | ||||||||||||||||||
|
Net realized investment gains
(losses)
|
(66 | ) | (17,061 | ) | 16,798 | (3,807 | ) | 5,816 | 1,680 | |||||||||||||||
|
Total revenues
|
415,390 | 275,721 | 456,596 | 380,187 | 40,542 | 1,568,436 | ||||||||||||||||||
|
Benefits and expenses:
|
||||||||||||||||||||||||
|
Policyholder benefits and claims
|
230,753 | (16,501 | ) | — | 50,000 | — | 264,252 | |||||||||||||||||
|
Interest credited
|
— | 186,232 | 371,786 | 208,180 | (327 | ) | 765,871 | |||||||||||||||||
|
Other underwriting and operating
expenses
|
105,742 | 61,738 | 21,591 | 57,370 | 14,100 | 260,541 | ||||||||||||||||||
|
Interest expense
|
— | — | — | — | 19,155 | 19,155 | ||||||||||||||||||
|
Amortization of deferred policy
acquisition costs
|
10,882 | 1,081 | 580 | 2,046 | — | 14,589 | ||||||||||||||||||
|
Total benefits and expenses
|
347,377 | 232,550 | 393,957 | 317,596 | 32,928 | 1,324,408 | ||||||||||||||||||
|
Segment pre-tax income
|
68,013 | 43,171 | 62,639 | 62,591 | 7,614 | 244,028 | ||||||||||||||||||
|
Less: Net realized investment
gains (losses)
|
(66 | ) | (17,061 | ) | 16,798 | (3,807 | ) | 5,816 | 1,680 | |||||||||||||||
|
Segment pre-tax operating income
|
$ | 68,079 | $ | 60,232 | $ | 45,841 | $ | 66,398 | $ | 1,798 | $ | 242,348 | ||||||||||||
|
Assets:
|
||||||||||||||||||||||||
|
Total investments
|
$ | 168,743 | $ | 4,443,302 | $ | 6,967,906 | $ | 4,074,927 | $ | 1,650,468 | $ | 17,305,346 | ||||||||||||
|
Separate account assets
|
— | 1,115,519 | — | 118,410 | — | 1,233,929 | ||||||||||||||||||
|
Total assets
|
300,084 | 5,904,981 | 7,273,385 | 4,601,697 | 2,034,470 | 20,114,617 | ||||||||||||||||||
F-39
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
| Year Ended December 31, 2005 | ||||||||||||||||||||||||||||||||
|
Retirement |
Continuing |
Discontinued |
||||||||||||||||||||||||||||||
| Group | Services | Income Annuities | Individual | Other | Operations | Operations | Total | |||||||||||||||||||||||||
|
Revenues:
|
||||||||||||||||||||||||||||||||
|
Premiums
|
$ | 438,276 | $ | 121 | $ | — | $ | 137,062 | $ | — | $ | 575,459 | $ | — | $ | 575,459 | ||||||||||||||||
|
Net investment income
|
19,270 | 292,801 | 441,438 | 222,613 | 17,926 | 994,048 | 172 | 994,220 | ||||||||||||||||||||||||
|
Other revenue
|
11,801 | 23,223 | 515 | 13,968 | 9,052 | 58,559 | — | 58,559 | ||||||||||||||||||||||||
|
Net realized investment gains
(losses)
|
(74 | ) | (17,122 | ) | 17,382 | 1,344 | 12,610 | 14,140 | 2,254 | 16,394 | ||||||||||||||||||||||
|
Total revenues
|
469,273 | 299,023 | 459,335 | 374,987 | 39,588 | 1,642,206 | 2,426 | 1,644,632 | ||||||||||||||||||||||||
|
Benefits and expenses:
|
||||||||||||||||||||||||||||||||
|
Policyholder benefits and claims
|
296,036 | (25,697 | ) | — | 57,088 | — | 327,427 | — | 327,427 | |||||||||||||||||||||||
|
Interest credited
|
— | 211,538 | 392,534 | 206,856 | — | 810,928 | — | 810,928 | ||||||||||||||||||||||||
|
Other underwriting and operating
expenses
|
115,342 | 62,636 | 19,383 | 61,374 | 14,512 | 273,247 | 845 | 274,092 | ||||||||||||||||||||||||
|
Interest expense
|
— | — | — | — | 12,388 | 12,388 | — | 12,388 | ||||||||||||||||||||||||
|
Amortization of deferred policy
acquisition costs
|
10,478 | 94 | 272 | 1,017 | — | 11,861 | — | 11,861 | ||||||||||||||||||||||||
|
Total benefits and expenses
|
421,856 | 248,571 | 412,189 | 326,335 | 26,900 | 1,435,851 | 845 | 1,436,696 | ||||||||||||||||||||||||
|
Segment pre-tax income
|
47,417 | 50,452 | 47,146 | 48,652 | 12,688 | 206,355 | 1,581 | 207,936 | ||||||||||||||||||||||||
|
Less: Net realized investment gains
(losses)
|
(74 | ) | (17,122 | ) | 17,382 | 1,344 | 12,610 | 14,140 | 2,254 | 16,394 | ||||||||||||||||||||||
|
Segment pre-tax operating income
(loss)
|
$ | 47,491 | $ | 67,574 | $ | 29,764 | $ | 47,308 | $ | 78 | $ | 192,215 | $ | (673 | ) | $ | 191,542 | |||||||||||||||
|
Assets:
|
||||||||||||||||||||||||||||||||
|
Total investments
|
$ | 137,826 | $ | 5,096,016 | $ | 7,276,295 | $ | 4,130,472 | $ | 1,692,164 | $ | 18,332,773 | $ | — | $ | 18,332,773 | ||||||||||||||||
|
Separate account assets
|
— | 1,074,463 | — | 114,357 | — | 1,188,820 | — | 1,188,820 | ||||||||||||||||||||||||
|
Total assets
|
242,751 | 6,526,179 | $ | 7,451,961 | 4,638,575 | 2,120,595 | 20,980,061 | — | 20,980,061 | |||||||||||||||||||||||
F-40
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
| Period from August 2, 2004 through December 31, 2004 | ||||||||||||||||||||||||||||||||
|
Retirement |
Income |
Continuing |
Discontinued |
|||||||||||||||||||||||||||||
| Group | Services | Annuities | Individual | Other | Operations | Operations | Total | |||||||||||||||||||||||||
|
Revenues:
|
||||||||||||||||||||||||||||||||
|
Premiums
|
$ | 207,396 | $ | 105 | $ | — | $ | 55,694 | $ | — | $ | 263,195 | $ | — | $ | 263,195 | ||||||||||||||||
|
Net investment income
|
8,764 | 124,188 | 184,074 | 89,229 | 4,865 | 411,120 | 393 | 411,513 | ||||||||||||||||||||||||
|
Other revenue
|
5,621 | 11,480 | 207 | 6,224 | 3,518 | 27,050 | 413 | 27,463 | ||||||||||||||||||||||||
|
Net realized investment gains
(losses)
|
(1 | ) | 4,166 | (3,277 | ) | 2,809 | 3,306 | 7,003 | 126 | 7,129 | ||||||||||||||||||||||
|
Total revenues
|
221,780 | 139,939 | 181,004 | 153,956 | 11,689 | 708,368 | 932 | 709,300 | ||||||||||||||||||||||||
|
Benefits and expenses:
|
||||||||||||||||||||||||||||||||
|
Policyholder benefits and claims
|
124,008 | (15,849 | ) | — | 19,340 | — | 127,499 | — | 127,499 | |||||||||||||||||||||||
|
Interest credited
|
— | 109,211 | 164,100 | 86,885 | — | 360,196 | — | 360,196 | ||||||||||||||||||||||||
|
Other underwriting and operating
expenses
|
54,410 | 26,682 | 7,226 | 28,566 | 6,358 | 123,242 | 4,678 | 127,920 | ||||||||||||||||||||||||
|
Fair Value of warrants issued to
investors
|
— | — | — | — | 101,531 | 101,531 | — | 101,531 | ||||||||||||||||||||||||
|
Interest expense
|
— | — | — | — | 3,466 | 3,466 | — | 3,466 | ||||||||||||||||||||||||
|
Amortization of deferred policy
acquisition costs
|
1,352 | 236 | — | 38 | — | 1,626 | — | 1,626 | ||||||||||||||||||||||||
|
Total benefits and expenses
|
179,770 | 120,280 | 171,326 | 134,829 | 111,355 | 717,560 | 4,678 | 722,238 | ||||||||||||||||||||||||
|
Segment pre-tax income
|
42,010 | 19,659 | 9,678 | 19,127 | (99,666 | ) | (9,192 | ) | (3,746 | ) | (12,938 | ) | ||||||||||||||||||||
|
Less: Net realized investment gains
(losses)
|
(1 | ) | 4,166 | (3,277 | ) | 2,809 | 3,306 | 7,003 | 126 | 7,129 | ||||||||||||||||||||||
|
Segment pre-tax operating income
(loss)
|
$ | 42,011 | $ | 15,493 | $ | 12,955 | $ | 16,318 | $ | (102,972 | ) | $ | (16,195 | ) | $ | (3,872 | ) | $ | (20,067 | ) | ||||||||||||
|
Assets:
|
||||||||||||||||||||||||||||||||
|
Total investments
|
$ | 534,402 | $ | 6,724,045 | $ | 7,752,785 | $ | 4,271,000 | $ | (37,471 | ) | $ | 19,244,761 | $ | 32,290 | $ | 19,277,051 | |||||||||||||||
|
Separate account assets
|
— | 1,114,843 | — | 113,517 | — | 1,228,360 | — | 1,228,360 | ||||||||||||||||||||||||
|
Total assets
|
639,582 | 8,247,675 | 7,885,813 | 4,737,864 | 606,492 | 22,117,426 | 64,556 | 22,181,982 | ||||||||||||||||||||||||
F-41
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
| Period from January 1, 2004 through August 1, 2004 — Predecessor | ||||||||||||||||||||||||||||||||
|
Retirement |
Income |
Continuing |
Discontinued |
|||||||||||||||||||||||||||||
| Group | Services | Annuities | Individual | Other | Operations | Operations | Total | |||||||||||||||||||||||||
|
Revenues:
|
||||||||||||||||||||||||||||||||
|
Premiums
|
$ | 293,213 | $ | 92 | $ | — | $ | 64,620 | $ | — | $ | 357,925 | $ | — | $ | 357,925 | ||||||||||||||||
|
Net investment income
|
13,632 | 225,008 | 290,328 | 139,063 | 25,671 | 693,702 | 754 | 694,456 | ||||||||||||||||||||||||
|
Other revenue
|
8,323 | 15,755 | 276 | 14,774 | 4,815 | 43,943 | 13,729 | 57,672 | ||||||||||||||||||||||||
|
Net realized investment gains
|
143 | 2,372 | 12,751 | 5,225 | 14,401 | 34,892 | 125 | 35,017 | ||||||||||||||||||||||||
|
Total revenues
|
315,311 | 243,227 | 303,355 | 223,682 | 44,887 | 1,130,462 | 14,608 | 1,145,070 | ||||||||||||||||||||||||
|
Benefits and expenses:
|
||||||||||||||||||||||||||||||||
|
Policyholder benefits and claims
|
196,468 | 172 | — | 26,938 | — | 223,578 | — | 223,578 | ||||||||||||||||||||||||
|
Interest credited
|
— | 155,403 | 274,800 | 126,230 | — | 556,433 | — | 556,433 | ||||||||||||||||||||||||
|
Other underwriting and operating
expenses
|
78,727 | 36,789 | 9,522 | 36,059 | 21,237 | 182,334 | 11,077 | 193,411 | ||||||||||||||||||||||||
|
Amortization of deferred policy
acquisition costs
|
10,537 | 16,313 | — | 7,314 | — | 34,164 | — | 34,164 | ||||||||||||||||||||||||
|
Intangibles and goodwill
amortization
|
794 | 801 | — | 1,746 | 1,588 | 4,929 | — | 4,929 | ||||||||||||||||||||||||
|
Total benefits and expenses
|
286,526 | 209,478 | 284,322 | 198,287 | 22,825 | 1,001,438 | 11,077 | 1,012,515 | ||||||||||||||||||||||||
|
Segment pre-tax income
|
28,785 | 33,749 | 19,033 | 25,395 | 22,062 | 129,024 | 3,531 | 132,555 | ||||||||||||||||||||||||
|
Less: Net realized investment gains
|
143 | 2,372 | 12,751 | 5,225 | 14,401 | 34,892 | 125 | 35,017 | ||||||||||||||||||||||||
|
Segment pre-tax operating income
|
$ | 28,642 | $ | 31,377 | $ | 6,282 | $ | 20,170 | $ | 7,661 | $ | 94,132 | $ | 3,406 | $ | 97,538 | ||||||||||||||||
F-42
Table of Contents
|
June 30, |
December 31, |
|||||||
| 2007 | 2006 | |||||||
| (Unaudited) | ||||||||
| (In millions) | ||||||||
|
ASSETS
|
||||||||
|
Investments:
|
||||||||
|
Available-for-sale securities:
|
||||||||
|
Fixed maturities, at fair value
|
$ | 15,440.8 | $ | 16,049.9 | ||||
|
Marketable equity securities, at
fair value
|
209.9 | 201.7 | ||||||
|
Mortgage loans
|
789.6 | 794.3 | ||||||
|
Policy loans
|
77.8 | 79.2 | ||||||
|
Short-term investments
|
5.3 | 48.9 | ||||||
|
Investments in limited partnerships
|
159.8 | 112.6 | ||||||
|
Other invested assets
|
11.8 | 18.7 | ||||||
|
Total investments
|
16,695.0 | 17,305.3 | ||||||
|
Cash and cash equivalents
|
362.4 | 253.2 | ||||||
|
Restricted funds
|
10.4 | — | ||||||
|
Accrued investment income
|
196.7 | 206.7 | ||||||
|
Accounts receivable and other
receivables
|
147.9 | 82.0 | ||||||
|
Reinsurance recoverables
|
249.1 | 238.8 | ||||||
|
Deferred policy acquisition costs
|
107.1 | 88.2 | ||||||
|
Goodwill
|
20.9 | 3.7 | ||||||
|
Deferred income tax assets, net
|
313.7 | 219.1 | ||||||
|
Property, equipment, and leasehold
improvements, net
|
26.2 | 28.1 | ||||||
|
Other assets
|
28.1 | 16.3 | ||||||
|
Securities lending collateral
|
419.8 | 439.3 | ||||||
|
Separate account assets
|
1,268.5 | 1,233.9 | ||||||
|
Total assets
|
$ | 19,845.8 | $ | 20,114.6 | ||||
|
LIABILITIES AND
STOCKHOLDERS’ EQUITY
|
||||||||
|
Funds held under deposit contracts
|
$ | 15,655.3 | $ | 15,986.2 | ||||
|
Future policy benefits
|
381.8 | 376.4 | ||||||
|
Policy and contract claims
|
123.1 | 119.5 | ||||||
|
Unearned premiums
|
12.0 | 11.7 | ||||||
|
Other policyholders’ funds
|
79.6 | 46.4 | ||||||
|
Notes payable
|
298.8 | 298.7 | ||||||
|
Current income taxes payable
|
8.5 | 2.6 | ||||||
|
Other liabilities
|
350.8 | 272.6 | ||||||
|
Securities lending payable
|
419.8 | 439.3 | ||||||
|
Separate account liabilities
|
1,268.5 | 1,233.9 | ||||||
|
Total liabilities
|
18,598.2 | 18,787.3 | ||||||
|
Commitments and Contingencies
|
||||||||
|
Capital stock
|
0.1 | 0.1 | ||||||
|
Additional paid-in capital
|
1,166.3 | 1,166.3 | ||||||
|
Retained earnings
|
260.1 | 161.4 | ||||||
|
Accumulated other comprehensive
income (loss), net of taxes
|
(178.9 | ) | (0.5 | ) | ||||
|
Total stockholders’ equity
|
1,247.6 | 1,327.3 | ||||||
|
Total liabilities and
stockholders’ equity
|
$ | 19,845.8 | $ | 20,114.6 | ||||
F-43
Table of Contents
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
| 2007 | 2006 | 2007 | 2006 | |||||||||||||
| (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |||||||||||||
| (In millions, except for per share data) | ||||||||||||||||
|
Revenues:
|
||||||||||||||||
|
Premiums
|
$ | 131.3 | $ | 132.6 | $ | 265.0 | $ | 269.2 | ||||||||
|
Net investment income
|
246.5 | 244.0 | 490.9 | 490.5 | ||||||||||||
|
Other revenues
|
17.4 | 14.0 | 32.7 | 29.7 | ||||||||||||
|
Net realized investment gains
(losses)
|
10.6 | (5.2 | ) | 24.5 | (0.5 | ) | ||||||||||
|
Total revenues
|
405.8 | 385.4 | 813.1 | 788.9 | ||||||||||||
|
Benefits and expenses:
|
||||||||||||||||
|
Policyholder benefits and claims
|
69.4 | 63.4 | 136.1 | 147.6 | ||||||||||||
|
Interest credited
|
189.1 | 190.1 | 374.1 | 382.2 | ||||||||||||
|
Other underwriting and operating
expenses
|
70.5 | 65.7 | 141.2 | 129.8 | ||||||||||||
|
Interest expense
|
4.6 | 4.6 | 9.3 | 9.8 | ||||||||||||
|
Amortization of deferred policy
acquisition costs
|
5.0 | 4.0 | 9.4 | 7.6 | ||||||||||||
|
Total benefits and expenses
|
338.6 | 327.8 | 670.1 | 677.0 | ||||||||||||
|
Income before taxes
|
67.2 | 57.6 | 143.0 | 111.9 | ||||||||||||
|
Provision for income taxes:
|
||||||||||||||||
|
Current
|
29.8 | 68.0 | 49.0 | 59.4 | ||||||||||||
|
Deferred
|
(8.1 | ) | (46.7 | ) | (2.2 | ) | (20.2 | ) | ||||||||
|
Total provision for income taxes
|
21.7 | 21.3 | 46.8 | 39.2 | ||||||||||||
|
Net income
|
$ | 45.5 | $ | 36.3 | $ | 96.2 | $ | 72.7 | ||||||||
|
Net income per common share:
|
||||||||||||||||
|
Basic
|
$ | 3.54 | $ | 2.83 | $ | 7.50 | $ | 5.66 | ||||||||
|
Diluted
|
$ | 3.54 | $ | 2.83 | $ | 7.50 | $ | 5.66 | ||||||||
|
Weighted average number of common
shares
|
||||||||||||||||
|
outstanding:
|
||||||||||||||||
|
Basic
|
12.8 | 12.8 | 12.8 | 12.8 | ||||||||||||
|
Diluted
|
12.8 | 12.8 | 12.8 | 12.8 | ||||||||||||
F-44
Table of Contents
|
Accumulated |
||||||||||||||||||||
|
Other |
||||||||||||||||||||
|
Additional |
Comprehensive |
Total |
||||||||||||||||||
|
Capital |
Paid-in |
Retained |
Income (loss), |
Stockholders’ |
||||||||||||||||
| Stock | Capital | Earnings | Net of Taxes | Equity | ||||||||||||||||
| (In millions) | ||||||||||||||||||||
|
Balances at January 1, 2006
|
$ | 0.1 | $ | 1,166.3 | $ | 101.9 | $ | 136.6 | $ | 1,404.9 | ||||||||||
|
Net income
|
— | — | 72.7 | — | 72.7 | |||||||||||||||
|
Other comprehensive income (loss),
after tax
|
— | — | — | (485.8 | ) | (485.8 | ) | |||||||||||||
|
Balances at June 30, 2006
|
$ | 0.1 | $ | 1,166.3 | $ | 174.6 | $ | (349.2 | ) | $ | 991.8 | |||||||||
|
Balances at January 1, 2007
|
$ | 0.1 | $ | 1,166.3 | $ | 161.4 | $ | (0.5 | ) | $ | 1,327.3 | |||||||||
|
Net income
|
— | — | 96.2 | — | 96.2 | |||||||||||||||
|
Other comprehensive income (loss),
after tax
|
— | — | — | (175.9 | ) | (175.9 | ) | |||||||||||||
|
Cumulative effect adjustment upon
adoption of SFAS No. 155
|
— | — | 2.5 | (2.5 | ) | — | ||||||||||||||
|
Balances at June 30, 2007
|
$ | 0.1 | $ | 1,166.3 | $ | 260.1 | $ | (178.9 | ) | $ | 1,247.6 | |||||||||
F-45
Table of Contents
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
| 2007 | 2006 | 2007 | 2006 | |||||||||||||
| (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |||||||||||||
| (In millions) | ||||||||||||||||
|
Net income
|
$ | 45.5 | $ | 36.3 | $ | 96.2 | $ | 72.7 | ||||||||
|
Other comprehensive income (loss),
net of taxes:
|
||||||||||||||||
|
Changes in unrealized gains and
losses on available-for-sales securities
|
(208.0 | ) | (194.6 | ) | (164.3 | ) | (488.9 | ) | ||||||||
|
Reclassification adjustment for
net realized investment gains included in net income
|
(6.6 | ) | 1.5 | (16.2 | ) | (0.4 | ) | |||||||||
|
Derivatives qualifying as cash
flow hedges
|
— | — | (0.1 | ) | 3.1 | |||||||||||
|
Adjustment for deferred policy
acquisition costs valuation allowance
|
1.0 | 0.1 | 2.2 | 0.4 | ||||||||||||
|
Other comprehensive income (loss)
|
(213.6 | ) | (193.0 | ) | (178.4 | ) | (485.8 | ) | ||||||||
|
Comprehensive income (loss)
|
$ | (168.1 | ) | $ | (156.7 | ) | $ | (82.2 | ) | $ | (413.1 | ) | ||||
F-46
Table of Contents
| Six Months Ended June 30, | ||||||||
| 2007 | 2006 | |||||||
| (Unaudited) | (Unaudited) | |||||||
| (In millions) | ||||||||
|
Cash flows from operating
activities:
|
||||||||
|
Net income
|
$ | 96.2 | $ | 72.7 | ||||
|
Adjustments to reconcile net income
to net cash provided by operating activities:
|
||||||||
|
Net realized investment (gains)
losses
|
(24.5 | ) | 0.5 | |||||
|
Accretion of fixed maturity
investments and mortgage loans
|
32.3 | 36.2 | ||||||
|
Accrued interest on accrual bonds
|
(20.2 | ) | (21.9 | ) | ||||
|
Amortization and depreciation
|
6.2 | 4.9 | ||||||
|
Deferred income tax provision
|
(2.2 | ) | (20.2 | ) | ||||
|
Interest credited on deposit
contracts
|
374.1 | 382.2 | ||||||
|
Mortality and expense charges and
administrative fees
|
(46.7 | ) | (45.4 | ) | ||||
|
Other
|
0.4 | (0.2 | ) | |||||
|
Changes in:
|
||||||||
|
Accrued investment income
|
10.0 | 4.2 | ||||||
|
Deferred policy acquisition costs
|
(15.4 | ) | (17.6 | ) | ||||
|
Other receivables
|
7.4 | 7.4 | ||||||
|
Policy and contract claims
|
3.6 | (7.6 | ) | |||||
|
Future policy benefits
|
5.4 | 2.9 | ||||||
|
Unearned premiums
|
0.3 | (0.6 | ) | |||||
|
Accrued income taxes
|
5.9 | 47.6 | ||||||
|
Other assets and liabilities
|
(95.1 | ) | (13.7 | ) | ||||
|
Other policyholder funds
|
3.8 | (8.4 | ) | |||||
|
Total adjustments
|
245.3 | 350.3 | ||||||
|
Net cash provided by operating
activities
|
341.5 | 423.0 | ||||||
|
Cash flows from investing
activities:
|
||||||||
|
Purchases of:
|
||||||||
|
Fixed maturities
|
(1,244.7 | ) | (959.6 | ) | ||||
|
Equity securities
|
(30.0 | ) | (39.1 | ) | ||||
|
Other invested assets and
investments in limited partnerships
|
(30.6 | ) | (0.7 | ) | ||||
|
Issuance of mortgage loans
|
(40.6 | ) | (75.2 | ) | ||||
|
Issuance of policy loans
|
(8.4 | ) | (10.6 | ) | ||||
|
Maturities, calls, paydowns, other
|
541.5 | 400.9 | ||||||
|
Purchase of subsidiary, net of cash
received
|
(21.9 | ) | — | |||||
|
Other assets
|
(0.2 | ) | (0.3 | ) | ||||
|
Sales of:
|
||||||||
|
Fixed maturities
|
1,094.2 | 995.1 | ||||||
|
Equity securities
|
36.1 | 23.8 | ||||||
|
Other invested assets and
investments in limited partnerships
|
— | 0.9 | ||||||
|
Repayment of mortgage loans
|
43.6 | 50.5 | ||||||
|
Repayment of policy loans
|
9.2 | 10.0 | ||||||
|
Purchase of property, equipment and
leasehold improvements
|
(1.6 | ) | (2.2 | ) | ||||
|
Net decrease in short-term
investments
|
43.6 | (1.3 | ) | |||||
|
Net cash provided by investing
activities
|
390.2 | 392.2 | ||||||
|
Cash flows from financing
activities:
|
||||||||
|
Policyholder account balances:
|
||||||||
|
Deposits
|
318.7 | 294.2 | ||||||
|
Withdrawals
|
(941.2 | ) | (1,003.9 | ) | ||||
|
Repayments of notes payable
|
— | 298.7 | ||||||
|
Proceeds from notes payable
|
— | (300.0 | ) | |||||
|
Other, net
|
— | 3.1 | ||||||
|
Net cash used in financing
activities
|
(622.5 | ) | (707.9 | ) | ||||
|
Net decrease in cash and cash
equivalents
|
109.2 | 107.3 | ||||||
|
Cash and cash equivalents at the
beginning of the period
|
253.2 | 111.0 | ||||||
|
Cash and cash equivalents at the
end of the period
|
$ | 362.4 | $ | 218.3 | ||||
F-47
Table of Contents
| 1. | Nature of Operations and Summary of Significant Accounting Policies |
Organization
and Description of Business
The accompanying interim financial statements include on a
consolidated basis the accounts of Symetra Financial Corporation
and its subsidiaries which are referred to as “Symetra
Financial” or “the Company”. Symetra Financial
Corporation is a Delaware corporation privately owned by an
investor group led by White Mountains Insurance Group, Ltd. and
Berkshire Hathaway Inc.
Symetra Financial Corporation’s subsidiaries offer group
and individual insurance products and retirement products,
including annuities marketed through professional agents and
distributors in all states and the District of Columbia. The
Company’s principal products include medical stop-loss
insurance, fixed deferred annuities, variable annuities, single
premium immediate annuities, and individual life insurance.
Basis
of presentation
The Consolidated Financial Statements have been prepared in
conformity with U.S. generally accepted accounting
principles (GAAP). The preparation of financial statements in
conformity with GAAP requires the Company to make estimates and
assumptions that may affect the amounts reported in the
Consolidated Financial Statements and accompanying notes. Actual
results could differ from those estimates.
The most significant estimates include those used in determining
reserves for future policy benefits, deferred policy acquisition
costs (DAC), valuation of investments and evaluation of
other-than-temporary impairments, income taxes, and
contingencies. All significant intercompany transactions and
balances have been eliminated in the Consolidated Financial
Statements.
Certain reclassifications have been made to the prior year
financial information for it to conform to the current period
presentation.
Recently
Adopted Changes in Accounting Principles
FASB Interpretation No. 48, Accounting for Uncertainty
in Income Taxes — An Interpretation of FASB Statement
No. 109
In June 2006, the FASB issued FASB Interpretation (FIN)
No. 48, Accounting for Uncertainty in Income Taxes, an
Interpretation of FASB Statement No. 109, Accounting
for Income Taxes. FIN No. 48 clarifies the
accounting for uncertainty in income taxes recognized in an
enterprise’s financial statements in accordance with
SFAS No. 109. FIN No. 48 prescribes a
recognition threshold and measurement attribute for the
financial statement recognition and measurement of a tax
position taken or expected to be taken in a tax return.
FIN No. 48 also provides guidance on de-recognition,
classification, interest and penalties, accounting in interim
periods, disclosure, and transition. FIN No. 48 is
effective for fiscal years beginning after December 15,
2006. The Company adopted FIN No. 48 as of
January 1, 2007, as required.
Upon adoption of FIN No. 48, the Company did not
recognize an increase in the liability for unrecognized tax
benefits or an adjustment to retained earnings.
The Company includes penalties and interest accrued related to
unrecognized tax benefits in the calculation of income tax
expense. During the three and six month periods ended
June 30, 2007 and 2006, amounts recognized for interest and
penalties and amounts accrued for the payment of interest and
penalties were not material.
The Company files income tax returns in the U.S. Federal
and various state jurisdictions. The Company’s Federal
income tax returns have been examined and closing agreements
have been executed with the Internal Revenue Service through the
tax period ended December 31, 2003. Final computations are
being reviewed by the Joint Committee on Taxation. The Internal
Revenue Service has commenced an audit of our returns for tax
F-48
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
years ended July 31, 2004, December 31, 2004 and
December 31, 2005. To date, no significant tax issues or
proposed adjustments have been raised by the examiners. The
Company is not currently subject to any state income tax
examinations.
SFAS No. 155,
Accounting for Certain Hybrid Financial Instruments
In February 2006, the FASB issued SFAS No. 155,
Accounting for Certain Hybrid Financial Instruments.
SFAS No. 155 amends certain paragraphs of
SFAS No. 133, Accounting for Derivative Instruments
and Hedging Activities, and SFAS No. 140,
Accounting for Transfers and Servicing of Financial Assets
and Extinguishments of Liabilities. SFAS No. 155
also resolves issues addressed in SFAS No. 133
Implementation Issue No. D1, Application of Statement
133 to Beneficial Interests in Securitized Financial Assets.
In summary, SFAS No. 155 eliminates the requirement to
bifurcate financial instruments with embedded derivatives if the
holder of the instrument elects to account for the entire
instrument on a fair value basis. Changes in fair value are
recorded as realized gains. The fair value election may be
applied upon adoption of the statement for hybrid instruments
that had been bifurcated under SFAS 133 prior to adoption.
SFAS No. 155 is effective for all financial
instruments acquired or issued after the beginning of an
entity’s first fiscal year that begins after
September 15, 2006. Provisions of SFAS No. 155
may be applied to instruments that an entity holds at the date
of adoption on an
instrument-by-instrument
basis.
The Company adopted SFAS No. 155 as of January 1,
2007, as required. Prior to adoption, the Company bifurcated the
equity conversion option in its investment in convertible bonds.
Changes in fair value of the host instrument, the convertible
bonds, were recorded as unrealized gains (losses) on investments
while changes in the fair value of the equity conversion option
were recorded as realized investment gains (losses). At
December 31, 2006, the Company recorded $68.3 million
related to the fair value of host instrument in fixed maturity
investments and $8.3 million related to the fair value of
the equity conversion options in other investments. Upon
adoption of SFAS No. 155, the Company recorded an
adjustment of $2.5 million, net of tax, to reclassify net
unrealized gains on investments to beginning retained earnings
to reflect the cumulative effective of adoption. At
June 30, 2007 the Company recorded $89.3 million of
convertible bonds recorded in fixed maturities, and at
December 31, 2006, the Company had $76.6 million.
American
Institute of Certified Public Accountants (AICPA) Statement of
Position (SOP)
05-1,
Accounting by Insurance Enterprises for Deferred Acquisition
Costs in Connection with Modifications or Exchanges of Insurance
Contracts
In September 2005, the AICPA issued
SOP 05-1,
Accounting by Insurance Enterprises for Deferred Acquisition
Costs in Connection with Modifications or Exchanges of Insurance
Contracts.
SOP 05-1
provides guidance on accounting by insurance enterprises for
deferred acquisition costs on internal replacements of insurance
and investment contracts other than those specifically described
in SFAS No. 97, Accounting and Reporting by
Insurance Enterprises for Certain Long-Duration Contracts and
For Realized Gains and Losses from the Sale of Investments.
SOP 05-1
defines an internal replacement as a modification in product
benefits, features, rights, or coverages that occurs by the
exchange of a contract for a new contract, or by amendment,
endorsement, or rider to a contract, or by the election of a
feature or coverage within a contract. Under
SOP 05-1,
modifications that result in a substantially unchanged contract
will be accounted for as a continuation of the replaced
contract. A replacement contract that is substantially changed
will be accounted for as an extinguishment of the replaced
contract, resulting in a release of unamortized DAC, unearned
revenue, and deferred sales inducements associated with the
replaced contract.
The provisions of
SOP 05-1
are effective for fiscal years beginning after December 15,
2006. The Company adopted
SOP 05-1
effective on January 1, 2007 as required. The adoption of
SOP 05-1
did not have a material impact on the Company’s financial
position.
F-49
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
Recent
Accounting Pronouncements
Fair
Value Measurements
In September 2006, the FASB issued SFAS No. 157,
Fair Value Measurements. The Statement provides a revised
definition of fair value and guidance on the methods used to
measure fair value. The Statement also expands financial
statement disclosure requirements for fair value information.
The Statement establishes a fair value hierarchy that
distinguishes between assumptions based on market data from
independent sources (“observable inputs”) and a
reporting entity’s internal assumptions based upon the best
information available when external market data is limited or
unavailable (“unobservable inputs”). The fair value
hierarchy in SFAS No. 157 prioritizes inputs within
three levels: quoted prices in active markets have the highest
priority (Level 1) followed by observable inputs other
than quoted prices (Level 2) and unobservable inputs
having the lowest priority (Level 3). The Statement is
effective for financial statements issued for fiscal years
beginning after November 15, 2007, with earlier application
allowed for entities that have not issued financial statements
in the fiscal year of adoption. The Company has not yet
determined the effect of adoption on its financial statements.
Fair
Value Option
In February 2007, the FASB issued SFAS No. 159, The
Fair Value Option for Financial Assets and Financial
Liabilities. The Statement allows companies to make an
election, on an individual instrument basis, to report financial
assets and liabilities at fair value. The election must be made
at the inception of a transaction and may not be reversed. The
election may also be made for existing financial assets and
liabilities at the time of adoption. Unrealized gains and losses
on assets or liabilities for which the fair value option has
been elected are to be reported in earnings. The Statement
requires additional disclosures for instruments for which the
election has been made, including a description of
management’s reasons for making the election. SFAS 159
is effective as of fiscal years beginning after
November 15, 2007 and is to be adopted prospectively and
concurrent with the adoption of SFAS 157. The Company has
not yet determined the effect of adoption on its financial
condition of results of operations.
| 2. | Investments |
The following tables summarize the Company’s fixed
maturities and marketable equity securities:
| As of June 30, 2007 | ||||||||||||||||
|
Cost or |
Gross |
Gross |
||||||||||||||
|
Amortized |
Unrealized |
Unrealized |
||||||||||||||
| Cost | Gains | Losses | Fair Value | |||||||||||||
| (Amounts in millions) | ||||||||||||||||
|
Fixed maturities:
|
||||||||||||||||
|
U.S. government and agencies
|
$ | 263.6 | $ | 0.2 | $ | (4.7 | ) | $ | 259.1 | |||||||
|
State and political subdivisions
|
501.4 | 1.3 | (8.1 | ) | 494.6 | |||||||||||
|
Foreign government
|
158.0 | 0.2 | (2.2 | ) | 156.0 | |||||||||||
|
Corporate securities
|
10,485.4 | 70.0 | (279.2 | ) | 10,276.2 | |||||||||||
|
Mortgage-backed securities
|
4,351.4 | 6.5 | (103.0 | ) | 4,254.9 | |||||||||||
|
Total fixed maturities
|
15,759.8 | 78.2 | (397.2 | ) | 15,440.8 | |||||||||||
|
Marketable equity securities
|
172.2 | 39.1 | (1.4 | ) | 209.9 | |||||||||||
|
Total
|
$ | 15,932.0 | $ | 117.3 | $ | (398.6 | ) | $ | 15,650.7 | |||||||
F-50
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
| As of December 31, 2006 | ||||||||||||||||
|
Cost or |
Gross |
Gross |
||||||||||||||
|
Amortized |
Unrealized |
Unrealized |
Fair |
|||||||||||||
| Cost | Gains | Losses | Value | |||||||||||||
| (Amounts in millions) | ||||||||||||||||
|
Fixed maturities:
|
||||||||||||||||
|
U.S. government and agencies
|
$ | 157.0 | $ | 1.8 | $ | (0.9 | ) | $ | 157.9 | |||||||
|
State and political subdivisions
|
666.1 | 9.3 | (4.5 | ) | 670.9 | |||||||||||
|
Foreign government
|
205.2 | 4.2 | (0.5 | ) | 208.9 | |||||||||||
|
Corporate securities
|
10,670.7 | 164.3 | (168.5 | ) | 10,666.5 | |||||||||||
|
Mortgage-backed securities
|
4,387.6 | 26.7 | (68.6 | ) | 4,345.7 | |||||||||||
|
Total fixed maturities
|
16,086.6 | 206.3 | (243.0 | ) | 16,049.9 | |||||||||||
|
Marketable equity securities
|
171.0 | 32.0 | (1.3 | ) | 201.7 | |||||||||||
|
Total
|
$ | 16,257.6 | $ | 238.3 | $ | (244.3 | ) | $ | 16,251.6 | |||||||
The following table shows the Company’s investments’
gross unrealized losses and fair values, aggregated by
investment category and length of time that individual
securities have been in a continuous unrealized loss position.
| Less Than 12 Months | 12 Months or More | Total | ||||||||||||||||||||||
|
Gross |
Gross |
Gross |
||||||||||||||||||||||
|
Unrealized |
Unrealized |
Unrealized |
||||||||||||||||||||||
| Fair Value | Losses | Fair Value | Losses | Fair Value | Losses | |||||||||||||||||||
| (Amounts in millions) | ||||||||||||||||||||||||
|
June 30, 2007
|
||||||||||||||||||||||||
|
Fixed maturities:
|
||||||||||||||||||||||||
|
U.S. government and agencies
|
$ | 79.3 | $ | (1.7 | ) | $ | 101.2 | $ | (3.0 | ) | $ | 180.5 | $ | (4.7 | ) | |||||||||
|
State and political subdivisions
|
223.7 | (3.9 | ) | 140.6 | (4.2 | ) | 364.3 | (8.1 | ) | |||||||||||||||
|
Foreign government
|
104.5 | (1.6 | ) | 21.5 | (0.6 | ) | 126.0 | (2.2 | ) | |||||||||||||||
|
Corporate securities
|
3,900.1 | (108.5 | ) | 4,150.6 | (170.7 | ) | 8,050.7 | (279.2 | ) | |||||||||||||||
|
Mortgage-backed securities
|
1,708.0 | (32.5 | ) | 2,083.2 | (70.5 | ) | 3,791.2 | (103.0 | ) | |||||||||||||||
|
Total fixed maturities
|
6,015.6 | (148.2 | ) | 6,497.1 | (249.0 | ) | 12,512.7 | (397.2 | ) | |||||||||||||||
|
Marketable equity securities
|
31.4 | (0.3 | ) | 6.6 | (1.1 | ) | 38.0 | (1.4 | ) | |||||||||||||||
|
Total
|
$ | 6,047.0 | $ | (148.5 | ) | $ | 6,503.7 | $ | (250.1 | ) | $ | 12,550.7 | $ | (398.6 | ) | |||||||||
F-51
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
| Less Than 12 Months | 12 Months or More | Total | ||||||||||||||||||||||
|
Gross |
Gross |
Gross |
||||||||||||||||||||||
|
Fair |
Unrealized |
Fair |
Unrealized |
Fair |
Unrealized |
|||||||||||||||||||
| Value | Losses | Value | Losses | Value | Losses | |||||||||||||||||||
| (Amounts in millions) | ||||||||||||||||||||||||
|
December 31,
2006
|
||||||||||||||||||||||||
|
Fixed maturities:
|
||||||||||||||||||||||||
|
U.S. government and agencies
|
$ | 52.7 | (0.7 | ) | $ | 24.7 | $ | (0.2 | ) | $ | 77.4 | $ | (0.9 | ) | ||||||||||
|
State and political subdivisions
|
219.6 | (2.9 | ) | 65.7 | (1.6 | ) | 285.3 | (4.5 | ) | |||||||||||||||
|
Foreign government
|
14.4 | (0.2 | ) | 11.1 | (0.3 | ) | 25.5 | (0.5 | ) | |||||||||||||||
|
Corporate securities
|
2,732.6 | (55.8 | ) | 3,686.9 | (112.7 | ) | 6,419.5 | (168.5 | ) | |||||||||||||||
|
Mortgage-backed securities
|
1,501.5 | (22.8 | ) | 1,888.3 | (45.8 | ) | 3,389.8 | (68.6 | ) | |||||||||||||||
|
Total fixed maturities
|
4,520.8 | (82.4 | ) | 5,676.7 | (160.6 | ) | 10,197.5 | (243.0 | ) | |||||||||||||||
|
Marketable equity securities
|
9.8 | (0.2 | ) | 2.9 | (1.1 | ) | 12.7 | (1.3 | ) | |||||||||||||||
|
Total
|
$ | 4,530.6 | $ | (82.6 | ) | $ | 5,679.6 | $ | (161.7 | ) | $ | 10,210.2 | $ | (244.3 | ) | |||||||||
The Company recorded impairment charges of fixed maturity
investments and equity securities totaling $3.0 million and
$9.2 million for the three months ended June 30, 2007
and 2006, respectively, and impairment charges totaling
$4.9 million and $13.7 million for the six months
ended June 30, 2007 and 2006,
F-52
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
respectively. The following tables summarize the net realized
investment gains before income taxes for the three and six
months ended June 30, 2007 and 2006.
|
For the Three Months Ended |
For the Six Months Ended |
|||||||||||||||
| June 30, | June 30, | |||||||||||||||
| 2007 | 2006 | 2007 | 2006 | |||||||||||||
| (Amounts in millions) | ||||||||||||||||
|
Gross realized gains on sales:
|
||||||||||||||||
|
Fixed maturities
|
$ | 12.0 | $ | 5.7 | $ | 27.1 | $ | 16.5 | ||||||||
|
Marketable equity securities
|
5.9 | 5.7 | 10.4 | 7.3 | ||||||||||||
|
Total gross realized gains on sales
|
17.9 | 11.4 | 37.5 | 23.8 | ||||||||||||
|
Gross realized losses on sales:
|
||||||||||||||||
|
Fixed maturities
|
(4.3 | ) | (5.2 | ) | (7.9 | ) | (9.4 | ) | ||||||||
|
Marketable equity securities
|
(1.9 | ) | — | (2.0 | ) | — | ||||||||||
|
Total gross realized losses on
sales
|
(6.2 | ) | (5.2 | ) | (9.9 | ) | (9.4 | ) | ||||||||
|
Impairments:
|
||||||||||||||||
|
Fixed maturities
|
(3.0 | ) | (9.2 | ) | (4.5 | ) | (12.6 | ) | ||||||||
|
Marketable equity securities
|
— | — | (0.4 | ) | (1.1 | ) | ||||||||||
|
Total impairments
|
(3.0 | ) | (9.2 | ) | (4.9 | ) | (13.7 | ) | ||||||||
|
Other, including gains (losses) on
calls and redemptions:
|
||||||||||||||||
|
Fixed maturities
|
1.4 | 0.6 | 2.2 | (0.2 | ) | |||||||||||
|
Marketable equity securities
|
0.1 | (1.0 | ) | 0.1 | (1.0 | ) | ||||||||||
|
Other
|
0.4 | (1.8 | ) | (0.5 | ) | — | ||||||||||
|
Total other
|
1.9 | (2.2 | ) | 1.8 | (1.2 | ) | ||||||||||
|
Net investment gains (losses)
|
$ | 10.6 | $ | (5.2 | ) | $ | 24.5 | $ | (0.5 | ) | ||||||
The following table summarizes the Company’s consolidated
pretax net investment income:
|
For the Three Months Ended |
For the Six Months Ended |
|||||||||||||||
| June 30, | June 30, | |||||||||||||||
| 2007 | 2006 | 2007 | 2006 | |||||||||||||
| (Amounts in millions) | ||||||||||||||||
|
Net investment income
|
||||||||||||||||
|
Fixed maturities
|
$ | 226.7 | $ | 231.4 | $ | 455.6 | $ | 464.9 | ||||||||
|
Marketable equity securities
|
2.2 | 3.0 | 3.8 | 5.2 | ||||||||||||
|
Mortgage loans
|
12.5 | 12.5 | 24.5 | 23.8 | ||||||||||||
|
Policy loans
|
1.1 | 1.3 | 2.3 | 2.5 | ||||||||||||
|
Investments in limited partnerships
|
3.2 | (1.2 | ) | 3.8 | 0.7 | |||||||||||
|
Other(1)
|
5.7 | 2.9 | 10.6 | 5.3 | ||||||||||||
|
Total investment income
|
251.4 | 249.9 | 500.6 | 502.4 | ||||||||||||
|
Less investment expense
|
(4.9 | ) | (5.9 | ) | (9.7 | ) | (11.9 | ) | ||||||||
|
Net investment income, pre-tax
|
$ | 246.5 | $ | 244.0 | $ | 490.9 | $ | 490.5 | ||||||||
| (1) | Includes income from investments such as short-term, embedded derivatives, a note receivable and options, and from cash and cash equivalents. |
F-53
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
| 3. | Deferred Policy Acquisitions Costs |
Activities impacting deferred policy acquisition costs were as
follows:
|
June 30, |
December 31, |
|||||||
| 2007 | 2006 | |||||||
| (Amounts in millions) | ||||||||
|
Unamortized balance at beginning
of period
|
$ | 87.6 | $ | 48.5 | ||||
|
Deferral of acquisition costs
|
24.3 | 52.5 | ||||||
|
Amortization related to investment
gains
|
(9.4 | ) | 1.2 | |||||
|
Amortization related to other
expenses
|
0.5 | (14.6 | ) | |||||
| 103.0 | 87.6 | |||||||
|
Accumulated effect of net
unrealized gains
|
4.1 | 0.6 | ||||||
|
Balance at end of period
|
$ | 107.1 | $ | 88.2 | ||||
| 4. | Segment Information |
The Company provides a broad range of products and services that
include group and individual insurance products, pension
products, annuities, and investment advisory services. These
operations are managed separately as five reportable segments
based on product groupings: Group, Income Annuities, Retirement
Services, Individual, and Other:
| • | Group’s principal product is stop-loss medical insurance sold to employers with self-insured medical plans. Also included in this segment are group life, accidental death and dismemberment insurance, and disability products. | |
| • | Retirement Services’ products are primarily fixed and variable deferred annuities (both qualified and non-qualified), tax-sheltered annuities (marketed to teachers and not-for-profit organizations), and section 457 plans, and group variable annuities for qualified structured retirement plans. We also provide record keeping services for qualified retirement plans invested in mutual funds. | |
| • | Income Annuities’ principal products are the structured settlement annuities that are sold to fund third-party personal injury settlements and single premium immediate annuities purchased to fund income after retirement. | |
| • | Individual’s products include a wide array of term, universal and variable universal life, and bank-owned life insurance. | |
| • | Other includes Symetra Financial Corporation (the holding company), inter-segment elimination entries, various non-insurance businesses managed outside of our operating segments and unallocated income and expenses. |
The accounting policies of the reportable segments are the same
as those described in the summary of significant accounting
policies.
F-54
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
The following tables present selected financial information by
segment, and reconciles pretax operating earnings to amounts
reported in the Consolidated Statements of Operations.
| Three Months Ended June 30, 2007 | ||||||||||||||||||||||||
|
Retirement |
Income |
|||||||||||||||||||||||
| Group | Services | Annuities | Individual | Other | Total | |||||||||||||||||||
| (Amounts in millions) | ||||||||||||||||||||||||
|
Revenues:
|
||||||||||||||||||||||||
|
Premiums
|
$ | 96.4 | $ | — | $ | — | $ | 34.9 | $ | — | $ | 131.3 | ||||||||||||
|
Net investment income
|
4.4 | 61.5 | 113.2 | 60.7 | 6.7 | 246.5 | ||||||||||||||||||
|
Other revenues
|
3.8 | 6.2 | 0.3 | 4.0 | 3.1 | 17.4 | ||||||||||||||||||
|
Net realized investment gains
(losses)
|
— | (0.8 | ) | 9.4 | (0.3 | ) | 2.3 | 10.6 | ||||||||||||||||
|
Total revenues
|
104.6 | 66.9 | 122.9 | 99.3 | 12.1 | 405.8 | ||||||||||||||||||
|
Benefits and expenses:
|
||||||||||||||||||||||||
|
Policyholder benefits and claims
|
52.8 | (1.9 | ) | — | 18.5 | — | 69.4 | |||||||||||||||||
|
Interest credited
|
— | 42.9 | 92.2 | 54.3 | (0.3 | ) | 189.1 | |||||||||||||||||
|
Other underwriting and operating
expenses
|
27.0 | 18.0 | 5.7 | 14.4 | 5.4 | 70.5 | ||||||||||||||||||
|
Interest expense
|
— | — | — | — | 4.6 | 4.6 | ||||||||||||||||||
|
Amortization of deferred policy
acquisition costs
|
2.0 | 1.7 | 0.3 | 1.0 | — | 5.0 | ||||||||||||||||||
|
Total benefits and expenses
|
81.8 | 60.7 | 98.2 | 88.2 | 9.7 | 338.6 | ||||||||||||||||||
|
Segment income before income taxes
|
22.8 | 6.2 | 24.7 | 11.1 | 2.4 | 67.2 | ||||||||||||||||||
|
Less: Net realized investment
gains (losses)
|
— | (0.8 | ) | 9.4 | (0.3 | ) | 2.3 | 10.6 | ||||||||||||||||
|
Segment operating income before
income taxes
|
$ | 22.8 | $ | 7.0 | $ | 15.3 | $ | 11.4 | $ | 0.1 | $ | 56.6 | ||||||||||||
|
As of June 30,
2007
|
||||||||||||||||||||||||
|
Total investments
|
$ | 210.2 | $ | 4,048.4 | $ | 6,718.4 | $ | 4,110.0 | $ | 1,608.0 | $ | 16,695.0 | ||||||||||||
|
Separate account assets
|
— | 1,142.8 | — | 125.7 | — | 1,268.5 | ||||||||||||||||||
|
Total assets
|
342.3 | 5,528.9 | 7,269.1 | 4,725.6 | 1,979.9 | 19,845.8 | ||||||||||||||||||
F-55
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
| Three Months Ended June 30, 2006 | ||||||||||||||||||||||||
|
Retirement |
Income |
|||||||||||||||||||||||
| Group | Services | Annuities | Individual | Other | Total | |||||||||||||||||||
| (Amounts in millions) | ||||||||||||||||||||||||
|
Revenues:
|
||||||||||||||||||||||||
|
Premiums
|
$ | 97.8 | $ | 0.1 | $ | — | $ | 34.7 | $ | — | $ | 132.6 | ||||||||||||
|
Net investment income
|
4.4 | 67.9 | 108.5 | 57.5 | 5.7 | 244.0 | ||||||||||||||||||
|
Other revenues
|
2.4 | 5.1 | 0.2 | 3.5 | 2.8 | 14.0 | ||||||||||||||||||
|
Net realized investment gains
(losses)
|
(0.1 | ) | (11.7 | ) | 6.1 | (1.6 | ) | 2.1 | (5.2 | ) | ||||||||||||||
|
Total revenues
|
104.5 | 61.4 | 114.8 | 94.1 | 10.6 | 385.4 | ||||||||||||||||||
|
Benefits and expenses:
|
||||||||||||||||||||||||
|
Policyholder benefits and claims
|
59.7 | (5.1 | ) | — | 8.8 | — | 63.4 | |||||||||||||||||
|
Interest credited
|
— | 44.2 | 91.7 | 54.3 | (0.1 | ) | 190.1 | |||||||||||||||||
|
Other underwriting and operating
expenses
|
25.4 | 16.4 | 5.5 | 14.6 | 3.8 | 65.7 | ||||||||||||||||||
|
Interest expense
|
— | — | — | — | 4.6 | 4.6 | ||||||||||||||||||
|
Amortization of deferred policy
acquisition costs
|
2.8 | 0.3 | 0.2 | 0.6 | 0.1 | 4.0 | ||||||||||||||||||
|
Total benefits and expenses
|
87.9 | 55.8 | 97.4 | 78.3 | 8.4 | 327.8 | ||||||||||||||||||
|
Segment income before income taxes
|
16.6 | 5.6 | 17.4 | 15.8 | 2.2 | 57.6 | ||||||||||||||||||
|
Less: Net realized investment
gains (losses)
|
(0.1 | ) | (11.7 | ) | 6.1 | (1.6 | ) | 2.1 | (5.2 | ) | ||||||||||||||
|
Segment operating income before
income taxes
|
$ | 16.7 | $ | 17.3 | $ | 11.3 | $ | 17.4 | $ | 0.1 | $ | 62.8 | ||||||||||||
|
As of June 30,
2006
|
||||||||||||||||||||||||
|
Total investments
|
$ | 108.1 | $ | 4,656.2 | $ | 6,783.0 | $ | 4,010.8 | $ | 1,611.2 | $ | 17,169.3 | ||||||||||||
|
Separate account assets
|
— | 1,057.9 | — | 112.6 | — | 1,170.5 | ||||||||||||||||||
|
Total assets
|
238.4 | 6,034.5 | 7,170.0 | 4,575.0 | 2,064.2 | 20,082.1 | ||||||||||||||||||
F-56
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
| Six Months Ended June 30, 2007 | ||||||||||||||||||||||||
|
Retirement |
Income |
|||||||||||||||||||||||
| Group | Services | Annuities | Individual | Other | Total | |||||||||||||||||||
| (Amounts in millions) | ||||||||||||||||||||||||
|
Revenues:
|
||||||||||||||||||||||||
|
Premiums
|
$ | 195.0 | $ | — | $ | — | $ | 70.0 | $ | — | $ | 265.0 | ||||||||||||
|
Net investment income
|
8.8 | 124.5 | 223.8 | 120.3 | 13.5 | 490.9 | ||||||||||||||||||
|
Other revenues
|
6.3 | 12.4 | 0.5 | 7.1 | 6.4 | 32.7 | ||||||||||||||||||
|
Net realized investment gains
(losses)
|
(0.1 | ) | (3.7 | ) | 24.2 | 0.1 | 4.0 | 24.5 | ||||||||||||||||
|
Total revenues
|
210.0 | 133.2 | 248.5 | 197.5 | 23.9 | 813.1 | ||||||||||||||||||
|
Benefits and expenses:
|
||||||||||||||||||||||||
|
Policyholder benefits and claims
|
107.7 | (4.0 | ) | — | 32.4 | — | 136.1 | |||||||||||||||||
|
Interest credited
|
— | 84.3 | 183.8 | 106.4 | (0.4 | ) | 374.1 | |||||||||||||||||
|
Other underwriting and operating
expenses
|
55.1 | 35.8 | 11.7 | 29.3 | 9.3 | 141.2 | ||||||||||||||||||
|
Interest expense
|
— | — | — | — | 9.3 | 9.3 | ||||||||||||||||||
|
Amortization of deferred policy
acquisition costs
|
4.5 | 3.7 | 0.5 | 0.8 | (0.1 | ) | 9.4 | |||||||||||||||||
|
Total benefits and expenses
|
167.3 | 119.8 | 196.0 | 168.9 | 18.1 | 670.1 | ||||||||||||||||||
|
Segment income before income taxes
|
42.7 | 13.4 | 52.5 | 28.6 | 5.8 | 143.0 | ||||||||||||||||||
|
Less: Net realized investment
gains (losses)
|
(0.1 | ) | (3.7 | ) | 24.2 | 0.1 | 4.0 | 24.5 | ||||||||||||||||
|
Segment operating income before
income taxes
|
$ | 42.8 | $ | 17.1 | $ | 28.3 | $ | 28.5 | $ | 1.8 | $ | 118.5 | ||||||||||||
|
As of June 30,
2007
|
||||||||||||||||||||||||
|
Total investments
|
$ | 210.2 | $ | 4,048.4 | $ | 6,718.4 | $ | 4,110.0 | $ | 1,608.0 | $ | 16,695.0 | ||||||||||||
|
Separate account assets
|
— | 1,142.8 | — | 125.7 | — | 1,268.5 | ||||||||||||||||||
|
Total assets
|
342.3 | 5,528.9 | 7,269.1 | 4,725.6 | 1,979.9 | 19,845.8 | ||||||||||||||||||
F-57
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
| Six Months Ended June 30, 2006 | ||||||||||||||||||||||||
|
Retirement |
Income |
|||||||||||||||||||||||
| Group | Services | Annuities | Individual | Other | Total | |||||||||||||||||||
| (Amounts in millions) | ||||||||||||||||||||||||
|
Revenues:
|
||||||||||||||||||||||||
|
Premiums
|
$ | 199.5 | $ | 0.1 | $ | — | $ | 69.6 | $ | — | $ | 269.2 | ||||||||||||
|
Net investment income
|
9.0 | 137.7 | 217.7 | 114.7 | 11.4 | 490.5 | ||||||||||||||||||
|
Other revenues
|
5.5 | 11.6 | 0.4 | 6.8 | 5.4 | 29.7 | ||||||||||||||||||
|
Net realized investment gains
(losses)
|
(0.1 | ) | (16.4 | ) | 15.4 | (1.9 | ) | 2.5 | (0.5 | ) | ||||||||||||||
|
Total revenues
|
213.9 | 133.0 | 233.5 | 189.2 | 19.3 | 788.9 | ||||||||||||||||||
|
Benefits and expenses:
|
||||||||||||||||||||||||
|
Policyholder benefits and claims
|
132.2 | (9.7 | ) | — | 25.1 | — | 147.6 | |||||||||||||||||
|
Interest credited
|
— | 91.4 | 187.0 | 103.9 | (0.1 | ) | 382.2 | |||||||||||||||||
|
Other underwriting and operating
expenses
|
53.4 | 30.4 | 10.6 | 28.6 | 6.8 | 129.8 | ||||||||||||||||||
|
Interest expense
|
— | — | — | — | 9.8 | 9.8 | ||||||||||||||||||
|
Amortization of deferred policy
acquisition costs
|
5.7 | 0.5 | 0.3 | 1.0 | 0.1 | 7.6 | ||||||||||||||||||
|
Total benefits and expenses
|
191.3 | 112.6 | 197.9 | 158.6 | 16.6 | 677.0 | ||||||||||||||||||
|
Segment income before income taxes
|
22.6 | 20.4 | 35.6 | 30.6 | 2.7 | 111.9 | ||||||||||||||||||
|
Less: Net realized investment
gains (losses)
|
(0.1 | ) | (16.4 | ) | 15.4 | (1.9 | ) | 2.5 | (0.5 | ) | ||||||||||||||
|
Segment operating income before
income taxes
|
$ | 22.7 | $ | 36.8 | $ | 20.2 | $ | 32.5 | $ | 0.2 | $ | 112.4 | ||||||||||||
|
As of June 30,
2006
|
||||||||||||||||||||||||
|
Total investments
|
$ | 108.1 | $ | 4,656.2 | $ | 6,783.0 | $ | 4,010.8 | $ | 1,611.2 | $ | 17,169.3 | ||||||||||||
|
Separate account assets
|
— | 1,057.9 | — | 112.6 | — | 1,170.5 | ||||||||||||||||||
|
Total assets
|
238.4 | 6,034.5 | 7,170.0 | 4,575.0 | 2,064.2 | 20,082.1 | ||||||||||||||||||
| 5. | Acquisitions |
On May 1, 2007, the Company acquired 100% ownership of
Medical Risk Managers Holding Inc, or MRM. MRM is a full-service
managing general underwriter and health care network consulting
firm specializing in the stop-loss market. This acquisition
provides the Company with pricing and underwriting competitive
advantages, and an additional source of revenue.
The aggregate purchase price was $32.2 million, of which
$22.0 million was paid in cash and the remaining
$10.2 million is subject to purchase price adjustment,
contingently payable over the next five years based upon the
achievement of certain annual profitability targets. In
connection with the acquisition, $5.3 million of the cash
paid was held in escrow and we have classified such amount as
restricted funds. We classified an additional $5.1 million
as restricted funds as such amount represents cash held in
fiduciary accounts.
The acquisition was accounted for using the purchase method of
accounting in accordance with SFAS No. 141,
Business Combinations. The results of operations are
presented in our Group segment and consolidated in the
accompanying financial statements from the date of acquisition.
The purchase price allocation resulted in $6.9 million of
identifiable intangible assets including customer relationships,
employment contracts, non-compete agreements, and the MRM trade
name with useful lives ranging from 5 to
F-58
Table of Contents
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
10 years. Preliminary goodwill of $17.3 million has
been recognized as of June 30, 2007 for the amount in
excess of the initial purchase price paid over the fair market
value of the net assets acquired.
6. Subsequent
event
New
Credit Facility
On August 16, 2007, the Company entered into a
$200.0 million senior unsecured revolving credit agreement
with a syndicate of lending institutions led by Bank of America,
N.A. The credit facility matures on August 16, 2012. The
revolving credit facility is available to provide support for
working capital, capital expenditures and other general
corporate purposes, including permitted acquisitions, issuance
of letters of credits, refinancing and payment of fees in
connection with this facility. This new credit facility replaced
the Company’s prior $70.0 million revolving credit
facility.
The facility enables the Company to obtain letters of credit of
up to $50.0 million and short-term loans of up to
$10.0 million, which would count against the
$200.0 million limit. The Company can increase the
$200.0 million limit by up to an additional
$100.0 million, upon the agreement of any lender to lend
such additional amount, without the consent of the other
lenders. In addition, the Company may, with the consent of
individual lenders, elect to extend the term of the facility by
up to two additional one-year periods.
Loans under the credit facility bear interest, at the
Company’s election, at a spread above LIBOR, or at a base
rate. The initial spread above the LIBOR rate is 190 basis
points, and may vary from 190 to 600 basis points depending
on the Company’s credit rating. The base rate is equal to
the higher of 500 basis points above the federal funds
rate, and the Bank of America prime rate. Interest under
LIBOR-based loans is payable periodically, with the period at
the election of the Company (but at most annually). Interest
under base rate loans is payable quarterly. In addition, we are
obligated to pay a facility fee of between 60 and 150 basis
points, depending on the Company’s credit rating, quarterly
over the term of the facility, as well as letter of credit and
other fees as applicable.
Under the terms of the credit agreement, the Company is required
to maintain certain financial ratios. In particular, each of the
Company’s material insurance subsidiaries must maintain a
risk-based capital ratio of at least 200%, measured at the end
of each year, and the Company’s debt-to-capitalization
ratio may not exceed 37.5%, measured at the end of each quarter.
In addition, the Company has agreed to other covenants
restricting the ability of its subsidiaries to incur additional
indebtedness, its ability to create liens, and its ability to
change its fiscal year and to enter into new lines of business,
as well as other customary affirmative covenants.
To be eligible for borrowing funds under this facility, the
representations and warranties that the Company makes in the
credit agreement must continue to be true in all material
respects, and the Company must not be in default under the
facility, including failure to comply with the covenants
described above.
As of August 31, 2007, the Company had no borrowings
outstanding under this facility. Compliance with the covenants
under the credit agreement will be determined starting the third
quarter of 2007.
Amendment
to Certificate of Incorporation
On August 8, 2007, the Board of Directors of the Company
approved an Amended and Restated Certificate of Incorporation
which, among other things, will increase the Company’s
authorized shares of common stock to 750,000,000 shares and
will authorize the issuance of 10,000,000 shares of a new
class of preferred stock with rights, preferences and privileges
to be designated by the Board of Directors.
F-59
Table of Contents
| Contract values | The amounts held for the benefit of policyholders or contract holders within investment products. For variable products, account value is equal to fair value. | |
| Accumulation period | The period during which deferred annuity accumulate interest or investment gains (losses). The period ends when the income payments begin. | |
| Annualized first-year premiums (AFYP) | This term applies to our Group and Individual segments. For recurring premium products it represents the total expected premium payments over the first 12 months on new sales. The entire 12 months of expected premium is reported AFYP in the period during which the policy is issued. For single-premium products, the AFYP is 10% of the single premium. | |
| Annuity | A contract sold by insurance companies that offers tax-deferred savings and a choice of payout options to meet the owner’s income needs in retirement. | |
| Bank-owned life insurance (BOLI) | A life insurance policy purchased to insure the life of certain bank employees, usually officers and other highly compensated employees. The policies are commonly used to fund employee pension and benefit plans. | |
| Brokerage general agent | An independent contractor of the insurance company who has the authority to appoint brokers on behalf of the insurance company. | |
| Cash value | The amount of cash available to a policyholder on the surrender of or withdrawal from a life insurance policy or annuity contract. | |
| Cede | Reinsuring with another insurance company all or a portion of the risk we insure. | |
| Deferred annuities | Annuity contracts that delay income payments until the holder chooses to receive them. These contracts might also be surrendered for cash, exchanged for another contract, or rolled over to another contract. | |
| Defined benefit plan | A pension plan that promises to pay a specified amount to each eligible plan member who retires. | |
| Defined contribution plan | A plan established under Section 401(a), 401(k), 403(b) or 457(b) of the Internal Revenue Code, under which the benefits to a participant depend on contributions made to, and the investment return on, the participant’s account. | |
| Earned premiums | The portion of a premium, net of any amount ceded, that represents coverage already provided or that belongs to the insurer based on the part of the policy period that has passed. |
| Expense risk | The measure of the sensitivity of the insurance company’s liability for the resultant higher expense rates than charged for in the premium, expense charge or margin. |
| Experience rating | The statistical procedure used to calculate a premium rate based on the loss experience of an insured group. |
G-1
Table of Contents
| Fixed annuity | An annuity that guarantees that a specific sum of money will be paid in the future, usually as monthly income, to an annuitant. The dollar amount will not fluctuate regardless of adverse changes in the insurance company’s mortality experience, investment return, and expenses. |
| Fixed indexed annuity (FIA) | Modifications of the single premium deferred annuity, which usually guarantees at a minimum a return of the premium. Additional interest can be earned that is linked to a specified stock index. Thus, this insurance product usually guarantees the principal of the investment, while at the same time providing the opportunity for increasing values tied to the equities market. |
| General account | All of the assets of our insurance companies recognized for statutory accounting purposes other than those specifically allocated to separate accounts. We bear the risk of our investments held in our general account. | |
| Group insurance | A single contract or policy under which individuals in a natural group (such as employees of a business firm) and potentially their dependants are covered. | |
| Group medical stop-loss insurance | Coverage purchased by employers in order to limit their exposure under self-insured medical plans. | |
| Guaranteed investment contract | A contract, usually purchased by ERISA qualified plans, that guarantees a minimum rate of return on the amount invested. | |
| Guaranteed minimum income benefit (GMIB) | A benefit that guarantees a specified minimum appreciation rate for a defined period of time, after which annuity payments commence. | |
| Guaranteed minimum withdrawal benefit (GMWB) | A benefit that guarantees a customer’s minimum stream of income, equal to the return of the contract’s principal provided it is withdrawn within specified limits over time. | |
| Immediate annuities | Annuity contracts under which the benefits payable to the annuitant begin to be paid within one year of contract issuance. | |
| In-force | Policies and contracts reflected on our applicable records that have not expired or been terminated as of a given date. | |
| Interest spread | Yield on investments less the interest rate credited on liabilities. | |
| Managing general underwriter (MGU) | An MGU is a business that acts as a sales intermediary between an insurance company and medical stop-loss policyholder. MGU’s can provide marketing, premium administration, claims administration, claims adjudication and pricing. The MGU is generally paid a percentage of premium and does not share in any of the risk. | |
| Market value adjustment (MVA) | A market value adjustment is a feature that adjusts the surrender value of a contract in the event of surrender prior to the end of the contract period to protect an insurer against losses due to higher interest rates at the time of the surrender. | |
| Morbidity | The incidence of disease or disability in a specific population over a specific period of time. |
G-2
Table of Contents
| Mortality | The number of deaths in a specific population over a specific period of time. | |
| Mortality gains | Mortality gains may arise if mortality rates are higher or lower than expected. For structured settlements and SPIAs mortality gains occur if policyholders die sooner than expected. For life insurance, mortality gains occur if policyholders die later than expected. | |
| Non-admitted assets | Certain assets or portions thereof that are not permitted to be reported as admitted assets in an insurer’s annual statement prepared in accordance with statutory accounting principles. As a result, certain assets that normally would be accorded value in the financial statements of non-insurance corporations are accorded no value and thus reduce the reported statutory surplus of the insurer. | |
| Non-qualified plan | An employee benefits plan that does not have the federal tax advantages of a qualified pension plan, in which employers receive a federal tax deduction for contributions paid into the plan on behalf of their employees. For an employer, not having a tax deduction can be a serious disadvantage, but a nonqualified plan has these advantages. | |
|
1) otherwise discriminatory coverage for some employees is
allowed,
|
||
|
2) benefits can be allocated to certain employees whom the
employer wishes to reward. The result could be that the total
cost of the benefits for a particular group of employees may be
less under a non-qualified plan than for all employees under a
qualified plan.
|
||
| Persistency | Measurement by premiums of the percentage of insurance policies or annuity contracts remaining in force between specified measurement dates. | |
| Premiums | Payments and other consideration received on insurance policies issued or reinsurance assumed by an insurance company. Under generally accepted accounting principles, premiums on variable life and other investment-type contracts are not accounted for as revenues. | |
| Regulatory capital | Regulatory capital is the sum of statutory capital and surplus and asset valuation reserve (AVR). | |
| Reinsurance | A form of insurance that insurance companies buy for their own protection, “a sharing of insurance.” An insurer (the reinsured) reduces its possible maximum loss on either an individual risk or a large number of risks by giving a portion of its liability to another insurance company (the reinsurer). Reinsurance enables an insurance company to (1) expand its capacity; (2) stabilize its underwriting results; (3) finance its expanding volume; (4) secure catastrophe protection against shock losses; (5) withdraw from a class or line of business, or a geographical area, within a relatively short time period and (6) share large risks with other companies. | |
| Reserves | Liabilities established by insurers and reinsurers to reflect the estimated costs of claim payments and benefits and the related |
G-3
Table of Contents
| expenses that the insurer or reinsurer will ultimately be required to pay in respect of insurance or reinsurance it has written. | ||
| Section 403(b) plan | A retirement plan which is available primarily to public school employees and non-profit organizations that allows individuals to defer compensation on a pre-tax basis through payroll deductions and to defer federal and sometimes state taxes until the assets are withdrawn. | |
| Section 457 plan | A retirement plan available to government employees that allows an individual to defer compensation on a pre-tax basis through payroll deductions and to defer federal and sometimes state taxes until the assets are withdrawn. | |
| Single Premium Immediate Annuities (SPIAs) | An annuity that is purchased for a single premium at the time of issue and guarantees a series of payments beginning within one year of the issue date and continuing over a fixed number of years or for the life of the annuitant. | |
| Statutory reserves | Liabilities established by state insurance law that an insurer must have available to provide for future obligations with respect to all policies. Statutory reserves are liabilities on the balance sheet of financial statements prepared in conformity with statutory accounting principles. | |
| Statutory surplus | The excess of admitted assets over statutory liabilities as shown on an insurer’s statutory financial statements. | |
| Structured settlement | A customized annuity used to provide a claimant ongoing periodic payments instead of a lump sum payment. A structured settlement provides an alternative to a lump sum settlement generally in a personal injury lawsuit and typically is purchased by a property and casualty insurance company for the benefit of an injured claimant with benefits scheduled to be paid throughout a fixed period or for the life of the claimant. | |
| Surrender charge | An amount specified in an insurance policy or annuity contract that is charged to a policyholder or contractholder for early cancellation of, or withdrawal under, that policy or contract. | |
| Surrenders and withdrawals | Amounts taken from life insurance policies and annuity contracts representing the full or partial values of these policies or contracts. | |
| Tax sheltered annuity | An annuity issued as part of a Section 403(b) plan. Tax-sheltered annuities are also referred to as “Section 403(b) annuities.” | |
| Term life insurance | Life insurance that stays in effect for only a specified, limited period. If an insured dies within that period, the beneficiary receives the death payments. If the insured survives, the policy ends and the beneficiary receives nothing. | |
| Third party administrator (TPA) | A person or entity that, pursuant to a service contract, processes claims or provides administrative services for an employee benefits plan. | |
| Underwriting | The insurer’s process of reviewing applications submitted for insurance coverage, deciding whether to accept all or part of the coverage requested and determining the applicable premiums. |
G-4
Table of Contents
| Universal life (UL) insurance | Adjustable life insurance under which (1) premiums are flexible, not fixed; (2) protection is adjustable, not fixed and (3) insurance company expenses and other charges are specifically disclosed to a purchaser. This policy is referred to as unbundled life insurance because its three basic elements (investment earnings, pure cost of protection, and company expenses) are separately identified both in the policy and in an annual report to the policyowner. After the first premium, additional premiums can be paid at any time. A specified percentage expense charge is deducted from each premium before the balance is credited to the cash value, along with interest. The pure cost of protection is subtracted from the cash value monthly. As selected by the insured, the death benefit can be a specified amount plus the cash value or the specified amount that includes the cash value. After payment of the minimal initial premium required, there are no contractually scheduled premium payments (provided the cash value account balance is sufficient to pay the pure cost of protection each month and any other expenses and charges.) Expenses and charges may take the form of a flat dollar amount for the first policy year, a sales charge for each premium received, and a monthly expense charge for each policy year. An annual report is provided the policy owner that shows the status of the policy. | |
| Variable annuity | An annuity in which premium payments are used to purchase accumulation units, their number depending on the value of each unit. The value of a unit is determined by the value of the portfolio of stocks in which the insurance company invests the premiums. | |
| Variable life (VL) insurance | An investment-oriented life insurance policy that provides a return linked to an underlying portfolio of securities. The investment offered through the policy is typically established as a separate account, which is divided into subaccounts that invest in underlying mutual funds. The policyholder has discretion in choosing among the available subaccounts, such as a common stock fund, bond fund, or money market fund. The life insurance policy benefits payable to the beneficiary upon the death of the insured or the surrender of the policy will vary to reflect the investment performance of the subaccounts chosen by the policy owner. | |
| Waiver of premium | A provision of a life insurance policy pursuant to which an insured with total disability that lasts for a specified period no longer has to pay premiums for the duration of the disability or for a stated period, during which time the life insurance policy provides continued coverage. | |
| Wealth transfer life insurance | A life insurance policy purchased with the primary intent to transfer wealth to chosen beneficiaries. | |
| Whole life insurance | Level premium life insurance that covers the lifetime of the individual instead of a fixed term. |
G-5
Table of Contents
Table of Contents
PART II
INFORMATION
NOT REQUIRED IN PROSPECTUS
| Item 13. | Other Expenses of Issuance and Distribution. |
The following table sets forth the expenses (other than
underwriting compensation expected to be incurred) in connection
with this offering. All of such amounts (except the SEC
registration fee and NASD filing fee) are estimated.
|
SEC registration fee
|
$ | 23,025 | ||
|
Listing fee
|
* | |||
|
NASD filing fee
|
$ | 75,500 | ||
|
Blue Sky fees and expenses
|
* | |||
|
Printing and engraving costs
|
* | |||
|
Legal fees and expenses
|
* | |||
|
Accounting fees and expenses
|
* | |||
|
Transfer Agent and Registrar fees
and expenses
|
* | |||
|
Miscellaneous expenses
|
* | |||
|
Total
|
* |
| * | To be provided by amendment |
| Item 14. | Indemnification of Directors and Officers. |
Section 145(a) of the Delaware General Corporation Law (the
“DGCL”) provides in relevant part that a corporation
may indemnify any officer or director who was or is a party or
is threatened to be made a party to any threatened, pending or
completed action, suit or proceeding (other than an action by or
in the right of the corporation) by reason of the fact that such
person is or was a director or officer of the corporation, or is
or was serving at the request of the corporation as a director
or officer of another entity, against expenses (including
attorneys’ fees), judgments, fines and amounts paid in
settlement actually and reasonably incurred by such person in
connection with such action, suit or proceeding if such person
acted in good faith and in a manner such person reasonably
believed to be in or not opposed to the best interests of the
corporation, and, with respect to any criminal action or
proceeding, had no reasonable cause to believe such
person’s conduct was unlawful.
Section 145(b) of the DGCL provides in relevant part that a
corporation may indemnify any person who was or is a party or is
threatened to be made a party to any threatened, pending or
completed action or suit by or in the right of the corporation
to procure a judgment in its favor by reason of the fact that
the person is or was a director, officer, employee or agent of
the corporation, or is or was serving at the request of the
corporation as a director, officer, employee or agent of another
corporation, partnership, joint venture, trust or other
enterprise against expenses (including attorneys’ fees)
actually and reasonably incurred by the person in connection
with the defense or settlement of such action or suit if the
person acted in good faith and in a manner the person reasonably
believed to be in or not opposed to the best interests of the
corporation and except that no indemnification shall be made in
respect of any claim, issue or matter as to which such person
shall have been adjudged to be liable to the corporation unless
and only to the extent that the Court of Chancery or the court
in which such action or suit was brought shall determine upon
application that, despite the adjudication of liability but in
view of all the circumstances of the case, such person is fairly
and reasonably entitled to indemnity for such expenses which the
Court of Chancery or such other court shall deem proper.
Our bylaws generally provide that we will indemnify our
directors and officers to the fullest extent permitted by law.
The registrant also obtained officers’ and directors’
liability insurance which insures against liabilities that
officers and directors of the registrant may, in such
capacities, incur. Section 145(g) of the DGCL provides that
a corporation shall have power to purchase and maintain
insurance on behalf of any person who is or was a director,
officer, employee or agent of the corporation, or is or was
serving at the request of the corporation
II-1
Table of Contents
as a director, officer, employee or agent of another
corporation, partnership, joint venture, trust or other
enterprise against any liability asserted against such person
and incurred by such person in any such capacity, or arising out
of such person’s status as such, whether or not the
corporation would have the power to indemnify such person
against such liability under that section.
Reference is made to the form of underwriting agreement to be
filed as Exhibit 1.1 hereto for provisions providing that
the underwriters are obligated under certain circumstances to
indemnify our directors, officers and controlling persons
against certain liabilities under the Securities Act of 1933, as
amended.
| Item 15. | Recent Sales of Unregistered Securities. |
In the three years preceding the filing of this registration
statement, the Registrant has issued the following securities
that were not registered under the Securities Act:
On August 2, 2004 we issued 10,649,000 shares of
common stock in connection with Symetra Financial
Corporation’s initial formation.
On March 30, 2006, we issued $300.0 million aggregate
principal amount of senior notes due 2016 to Lehman Brothers
Inc., Banc of America Securities LLC and J.P. Morgan
Securities Inc. as representatives of several initial purchasers
for $298.7 million. These transactions were conducted in
reliance upon the available exemptions from the registration
requirements of the Securities Act, including those contained in
Section 4(2) of the Securities Act of 1933. The net
proceeds of this offering were used to repay borrowing
outstanding under the Registrant’s revolving credit
facility.
| Item 16. | Exhibits and Financial Statement Schedules. |
(a) Exhibits
|
Exhibit |
||||
|
Number
|
Description
|
|||
| 1 | .1 | Underwriting Agreement* | ||
| 2 | .1 | Stock Purchase Agreement by and among Safeco Corporation, General America Corporation, White Mountains Insurance Group, Ltd. and Occum Acquisition Corp. dated as of March 15, 2004** | ||
| 3 | .1 | Amended and Restated Certificate of Incorporation of Symetra Financial Corporation* | ||
| 3 | .2 | Bylaws of Symetra Financial Corporation* | ||
| 4 | .1 | Specimen Common Stock Certificate* | ||
| 4 | .2 | Fiscal Agency Agreement between Symetra Financial Corporation and U.S. Bank dated March 30, 2006** | ||
| 4 | .3 | Master Promissory Note between The Bank of New York and Symetra Financial Corporation dated October 17, 2005** | ||
| 4 | .4 | Security Agreement between The Bank of New York and Symetra Financial Corporation dated October 17, 2005** | ||
| 4 | .5 | Master Promissory Note between The Bank of New York and Symetra Life Insurance Company dated October 17, 2005** | ||
| 4 | .6 | Security Agreement between The Bank of New York and Symetra Life Insurance Company dated October 17, 2005** | ||
| 4 | .7 | Warrant Certificate — Berkshire Hathaway, Inc. dated July 29, 2004** | ||
| 4 | .8 | Warrant Certificate — White Mountains Re Group, Ltd. dated July 29, 2004** | ||
| 4 | .9 | Credit Agreement among Occum Acquisition Corp. and the seven lenders and Bank of America, N.A. as Administrative Agent dated June 14, 2004** | ||
| 4 | .10 | Credit Agreement among Symetra Financial Corporation, the lenders and Bank of America, N.A., as administrative agent, dated August 16, 2007. | ||
| 5 | .1 | Opinion of Cravath, Swaine & Moore LLP | ||
| 9 | .1 | Shareholders’ Agreement among Occum Acquisition Corp. and the persons listed on the signature page thereto dated as of March 8, 2004** | ||
II-2
Table of Contents
|
Exhibit |
||||
|
Number
|
Description
|
|||
| 9 | .2 | Shareholders’ Agreement among Occum Acquisition Corp. and the persons listed on the signature page thereto dated as of March 19, 2004** | ||
| 9 | .3 | Shareholders’ Agreement among Occum Acquisition Corp. and the persons listed on the signature page thereto dated as of April 16, 2004** | ||
| 10 | .1 | Service Agreement between ACS Commercial Solutions, Inc. and Symetra Financial Corporation dated October 28, 2004† | ||
| 10 | .2 | Reinsurance Agreement dated as of January 1, 1998 between Safeco Life Insurance Company and Reinsurance Group of America† | ||
| 10 | .3 | Group Short Term Disability Reinsurance Agreement dated January 1, 1999 between Safeco Life Insurance Company and Duncanson & Holt Services, Inc.** | ||
| 10 | .4 | Group Long Term Disability Reinsurance Agreement dated January 1, 1999 between Safeco Life Insurance Company and Duncanson & Holt Services, Inc.** | ||
| 10 | .5 | Reinsurance Agreement dated as of August 24, 2001 between Safeco Life Insurance Company and Lincoln National Life Insurance Company† | ||
| 10 | .6 | Reinsurance Agreement dated as of December 1, 2001 between Safeco Life Insurance Company and Transamerica Life Insurance Company† | ||
| 10 | .7 | White Mountains Advisors LLC Investment Management Agreement* | ||
| 10 | .8 | Prospector Partners Investment LLC Investment Management Agreement* | ||
| 10 | .9 | Agency Agreement dated as of March 10, 2006 among Symetra Life Insurance Company, WM Financial Services, Inc. and WMFS Insurance Services, Inc.† | ||
| 10 | .10 | Agency Agreement dated as of June 1, 2005 between Symetra Life Insurance Company and US Bancorp Investments Inc.† | ||
| 10 | .11 | Symetra Financial Corporation Performance Share Plan 2007-2009 | ||
| 10 | .12 | Annual Incentive Bonus Plan | ||
| 10 | .13 | Symetra Financial Corporation Material Terms and Conditions of the Executive Severance Pay Plan | ||
| 10 | .14 | 2006 Sales Incentive Plan for Patrick B. McCormick* | ||
| 10 | .15 | IPO Bonus Plan* | ||
| 21 | .1 | Subsidiaries of Symetra Financial Corporation** | ||
| 23 | .1 | Consent of Ernst & Young LLP, Independent Registered Public Accounting Firm | ||
| 23 | .2 | Consent of Cravath, Swaine & Moore LLP (included in the opinion filed as Exhibit 5.1) | ||
| 24 | .1 | Power of Attorney (included in signature page to the Registration Statement filed June 29, 2007)** | ||
* To be filed by amendment.
** Previously filed.
† An application for confidential treatment of
selected portions of this agreement has been filed with the
Commission.
(b) Financial Statement Schedules.
|
Schedule I
|
Summary of Investments — Other than Investments in Related Parties | |
|
Schedule II
|
Condensed Statements of Financial Position, Operations and Cash Flows | |
|
Schedule III
|
Supplemental Insurance Information |
| Item 17. | Undertakings. |
The undersigned registrant hereby undertakes as follows:
(1) The undersigned will provide to the underwriters at the
closing specified in the underwriting agreement certificates in
such denominations and registered in such names as required by
the underwriters to permit prompt delivery to each purchaser.
II-3
Table of Contents
(2) For purposes of determining any liability under the
Securities Act of 1933, as amended, the information omitted from
the form of prospectus filed as part of this registration
statement in reliance upon Rule 430A and contained in a
form of prospectus filed by the registrant pursuant to
Rule 424(b)(1) or (4) or 497(h) under the Securities
Act shall be deemed to be part of this registration statement as
of the time it is declared effective.
(3) For the purpose of determining any liability under the
Securities Act of 1933, each post-effective amendment that
contains a form of prospectus shall be deemed to be a new
registration statement relating to the securities offered
therein and the offering of such securities at that time shall
be deemed to be the initial bona fide offering thereof.
Insofar as indemnification for liabilities arising under the
Securities Act of 1933, as amended may be permitted to
directors, officers and controlling persons of the registrant
pursuant to the provisions described in Item 14 or
otherwise, the registrant has been advised that in the opinion
of the Securities and Exchange Commission such indemnification
is against public policy as expressed in the Securities Act of
1933, as amended, and is, therefore, unenforceable. In the event
that a claim for indemnification against such liabilities (other
than the payment by the registrant of expenses incurred or paid
by a director, officer or controlling person of the registrant
in the successful defense of any action, suit or proceeding) is
asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant
will, unless in the opinion of its counsel the matter has been
settled by controlling precedent, submit to a court of
appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in
the Act and will be governed by the final adjudication of such
issue.
II-4
Table of Contents
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
registrant has duly caused this Amendment No. 2 to the
Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the city of New York,
state of New York, on September 5, 2007.
SYMETRA FINANCIAL CORPORATION
| By: |
/s/ Margaret
A. Meister
|
Name: Margaret A. Meister
| Title: | Chief Financial Officer |
Pursuant to the requirements of the Securities Act of 1933, this
Amendment No. 2 to the Registration Statement has been
signed by the following persons in the capacities indicated on
the 5th day of September, 2007.
|
Signature
|
Title
|
|||
|
* |
Randall H. Talbot President, Chief Executive Officer and Director (Principal Executive Officer) |
|||
|
/s/ Margaret
A. Meister |
Margaret A. Meister Chief Financial Officer (Principal Financial and Accounting Officer) |
|||
|
* |
David T. Foy (Director) |
|||
|
* |
Lois W. Grady (Director) |
|||
|
* |
Sander M. Levy (Director) |
|||
|
* |
Robert R. Lusardi (Director) |
|||
|
* |
David I. Schamis (Director) |
|||
|
* |
Lowndes A. Smith (Director) |
|||
| *By: |
/s/ Margaret
A. Meister |
Margaret A. Meister (Attorney-in-Fact) |
||
Table of Contents
EXHIBIT INDEX
|
Exhibit |
||||
|
Number
|
Description
|
|||
| 1 | .1 | Underwriting Agreement* | ||
| 2 | .1 | Stock Purchase Agreement by and among Safeco Corporation, General America Corporation, White Mountains Insurance Group, Ltd. and Occum Acquisition Corp. dated as of March 15, 2004** | ||
| 3 | .1 | Amended and Restated Certificate of Incorporation of Symetra Financial Corporation* | ||
| 3 | .2 | Bylaws of Symetra Financial Corporation* | ||
| 4 | .1 | Specimen Common Stock Certificate* | ||
| 4 | .2 | Fiscal Agency Agreement between Symetra Financial Corporation and U.S. Bank dated March 30, 2006** | ||
| 4 | .3 | Master Promissory Note between The Bank of New York and Symetra Financial Corporation dated October 17, 2005** | ||
| 4 | .4 | Security Agreement between The Bank of New York and Symetra Financial Corporation dated October 17, 2005** | ||
| 4 | .5 | Master Promissory Note between The Bank of New York and Symetra Life Insurance Company dated October 17, 2005** | ||
| 4 | .6 | Security Agreement between The Bank of New York and Symetra Life Insurance Corporation dated October 17, 2005** | ||
| 4 | .7 | Warrant Certificate — Berkshire Hathaway, Inc. dated July 29, 2004** | ||
| 4 | .8 | Warrant Certificate — White Mountains Re Group, Ltd. dated July 29, 2004** | ||
| 4 | .9 | Credit Agreement among Occum Acquisition Corp. and the seven lenders and Bank of America, N.A. as Administrative Agent dated June 14, 2004** | ||
| 4 | .10 | Credit Agreement among Symetra Financial Corporation, the lenders and Bank of America, N.A., as administrative agent, dated August 16, 2007. | ||
| 5 | .1 | Opinion of Cravath, Swaine & Moore LLP | ||
| 9 | .1 | Shareholders’ Agreement among Occum Acquisition Corp. and the persons listed on the signature page thereto dated as of March 8, 2004** | ||
| 9 | .2 | Shareholders’ Agreement among Occum Acquisition Corp. and the persons listed on the signature page thereto dated as of March 19, 2004** | ||
| 9 | .3 | Shareholders’ Agreement among Occum Acquisition Corp. and the persons listed on the signature page thereto dated as of April 16, 2004** | ||
| 10 | .1 | Service Agreement between ACS Commercial Solutions, Inc. and Symetra Financial Corporation dated October 28, 2004† | ||
| 10 | .2 | Reinsurance Agreement dated as of January 1, 1998 between Safeco Life Insurance Company and Reinsurance Group of America† | ||
| 10 | .3 | Group Short Term Disability Reinsurance Agreement dated January 1, 1999 between Safeco Life Insurance Company and Duncanson & Holt Services, Inc.** | ||
| 10 | .4 | Group Long Term Disability Reinsurance Agreement dated January 1, 1999 between Safeco Life Insurance Company and Duncanson & Holt Services, Inc.** | ||
| 10 | .5 | Reinsurance Agreement dated as of August 24, 2001 between Safeco Life Insurance Company and Lincoln National Life Insurance Company† | ||
| 10 | .6 | Reinsurance Agreement dated as of December 1, 2001 between Safeco Life Insurance Company and Transamerica Life Insurance Company† | ||
| 10 | .7 | White Mountains Advisors LLC Investment Management Agreement* | ||
| 10 | .8 | Prospector Partners Investment LLC Investment Management Agreement* | ||
| 10 | .9 | Agency Agreement dated as of March 10, 2006 among Symetra Life Insurance Company, WM Financial Services, Inc. and WMFS Insurance Services, Inc.† | ||
| 10 | .10 | Agency Agreement dated as of June 1, 2005 between Symetra Life Insurance Company and US Bancorp Investment Inc.† | ||
| 10 | .11 | Symetra Financial Corporation Performance Share Plan 2007-2009 | ||
| 10 | .12 | Annual Incentive Bonus Plan | ||
| 10 | .13 | Symetra Financial Corporation Material Terms and Conditions of the Executive Severance Pay Plan | ||
| 10 | .14 | 2006 Sales Incentive Plan for Patrick B. McCormick* | ||
| 10 | .15 | IPO Bonus Plan* | ||
| 21 | .1 | Subsidiaries of Symetra Financial Corporation** | ||
Table of Contents
|
Exhibit |
||||
|
Number
|
Description
|
|||
| 23 | .1 | Consent of Ernst & Young LLP, Independent Registered Public Accounting Firm | ||
| 23 | .2 | Consent of Cravath, Swaine & Moore LLP (included in the opinion filed as Exhibit 5.1) | ||
| 24 | .1 | Power of Attorney (included in signature page to the Registration Statement filed June 29, 2007)** | ||
| * | To be filed by amendment. |
** Previously filed.
| † | An application for confidential treatment of selected portions of this agreement has been filed with the Commission. |
Table of Contents
Report of
Independent Registered Public Accounting Firm
The Board of Directors
Symetra Financial Corporation
We have audited the consolidated financial statements of Symetra
Financial Corporation as of December 31, 2006 and 2005, and
for the years ended December 31, 2006 and 2005, and for the
period from August 2, 2004 through December 31, 2004,
and the period from January 1, 2004 through August 1,
2004, and have issued our report thereon dated February 20,
2007 (included elsewhere in this Registration Statement). Our
audits also included the financial statement schedules listed in
Item 16(b) of
Form S-1
of this Registration Statement. These schedules are the
responsibility of the Company’s management. Our
responsibility is to express an opinion based on our audits.
In our opinion, the financial statement schedules referred to
above, when considered in relation to the basic financial
statements taken as a whole, present fairly in all material
respects the information set forth therein.
/s/ Ernst & Young LLP
Seattle, Washington
February 20, 2007
S-1
Table of Contents
SUMMARY
OF INVESTMENTS — OTHER THAN INVESTMENTS IN RELATED
PARTIES
Year
Ended December 31, 2006
|
Amount as |
||||||||||||
|
Cost or |
Fair |
Shown on the |
||||||||||
|
Type of Investment
|
Amortized Cost | Value | Balance Sheet | |||||||||
| (In thousands) | ||||||||||||
|
Fixed maturities:
|
||||||||||||
|
Bonds:
|
||||||||||||
|
United States government and
government agencies and authorities
|
$ | 157,000 | $ | 157,896 | $ | 157,896 | ||||||
|
States, municipalities, and
political subdivisions
|
666,101 | 670,898 | 670,898 | |||||||||
|
Foreign governments
|
205,186 | 208,875 | 208,875 | |||||||||
|
Public utilities
|
2,032,006 | 2,037,298 | 2,037,298 | |||||||||
|
Convertibles and bonds with
warrants attached
|
64,556 | 68,315 | 68,315 | |||||||||
|
All other corporate bonds
|
12,901,309 | 12,846,824 | 12,846,824 | |||||||||
|
Redeemable preferred stock
|
60,438 | 59,772 | 59,772 | |||||||||
|
Total fixed maturities
|
16,086,596 | 16,049,878 | 16,049,878 | |||||||||
|
Marketable Equity
securities:
|
||||||||||||
|
Common stocks:
|
||||||||||||
|
Public utilities
|
8,617 | 11,665 | 11,665 | |||||||||
|
Banks, trusts, and insurance
companies
|
16,312 | 19,372 | 19,372 | |||||||||
|
Industrial, miscellaneous, and all
other
|
93,483 | 115,811 | 115,811 | |||||||||
|
Nonredeemable preferred stocks
|
52,591 | 54,858 | 54,858 | |||||||||
|
Total equity securities
|
171,003 | 201,706 | 201,706 | |||||||||
|
Mortgage loans on real estate(1)
|
798,295 | 796,078 | 794,283 | |||||||||
|
Policy loans
|
79,244 | 79,244 | 79,244 | |||||||||
|
Other long-term investments
|
124,229 | 131,353 | 131,353 | |||||||||
|
Short-term investments
|
48,893 | 48,882 | 48,882 | |||||||||
|
Total investments
|
$ | 17,308,260 | $ | 17,307,141 | $ | 17,305,346 | ||||||
| (1) | The amount shown in the consolidated balance sheets for mortgage loans on real estate differs from cost as these investments are presented net of a $4,012 allowance. |
S-2
Table of Contents
SCHEDULE II
CONDENSED
STATEMENTS OF FINANCIAL POSITION
(PARENT
COMPANY ONLY)
| December 31, | ||||||||
| 2006 | 2005 | |||||||
| (In thousands) | ||||||||
|
ASSETS
|
||||||||
|
Cash and investments:
|
||||||||
|
Investments
|
$ | 100,899 | $ | 83,938 | ||||
|
Investment in subsidiaries
|
1,516,626 | 1,617,147 | ||||||
|
Cash and cash equivalents
|
12,800 | 1,893 | ||||||
|
Total cash and investments
|
1,630,325 | 1,702,978 | ||||||
|
Current and deferred tax
receivables
|
4,213 | 2,695 | ||||||
|
Receivables due from affiliates
|
22,665 | 8,560 | ||||||
|
Other assets
|
15,627 | 14,730 | ||||||
|
Total assets
|
$ | 1,672,830 | $ | 1,728,963 | ||||
|
LIABILITIES AND
STOCKHOLDERS’ EQUITY
|
||||||||
|
Notes payable
|
$ | 298,737 | $ | 300,000 | ||||
|
Current and deferred taxes payable
|
— | 419 | ||||||
|
Other liabilities
|
47,258 | 23,795 | ||||||
|
Total liabilities
|
345,995 | 324,214 | ||||||
|
Capital stock, par value $0.1 per
share, 15,000 shares authorized and 10,649 shares
issued and outstanding
|
106 | 106 | ||||||
|
Additional
paid-in-capital
|
1,166,325 | 1,166,325 | ||||||
|
Retained earnings
|
161,815 | 102,485 | ||||||
|
Accumulated other comprehensive
income (loss)
|
(1,411 | ) | 135,833 | |||||
|
Total stockholders’ equity
|
1,326,835 | 1,404,749 | ||||||
|
Total liabilities and
stockholders’ equity
|
$ | 1,672,830 | $ | 1,728,963 | ||||
S-3
Table of Contents
SCHEDULE II
(CONTINUED)
CONDENSED
STATEMENTS OF OPERATIONS
(PARENT
COMPANY ONLY)
|
Period from |
||||||||||||
|
August 2, |
||||||||||||
|
2004 |
||||||||||||
|
Year Ended |
Year Ended |
through |
||||||||||
|
December 31, |
December 31, |
December 31, |
||||||||||
| 2006 | 2005 | 2004 | ||||||||||
| (In thousands) | ||||||||||||
|
Revenues:
|
||||||||||||
|
Dividends from subsidiaries:
|
||||||||||||
|
Symetra Life Insurance Company
|
$ | 122,500 | $ | — | $ | — | ||||||
|
Other subsidiaries
|
— | 6,000 | — | |||||||||
|
Net investment income
|
2,160 | 2,374 | 523 | |||||||||
|
Net realized investment gains
|
7,365 | 1,976 | — | |||||||||
|
Total revenues
|
132,025 | 10,350 | 523 | |||||||||
|
Expenses:
|
||||||||||||
|
Fair value of warrants issued to
investors
|
— | — | 101,531 | |||||||||
|
Interest expense on debt
|
19,155 | 12,388 | 3,466 | |||||||||
|
Operating expenses
|
610 | 276 | 1,888 | |||||||||
|
Total expenses
|
19,765 | 12,664 | 106,885 | |||||||||
|
Income (loss) from continuing
operations before income taxes
|
112,260 | (2,314 | ) | (106,362 | ) | |||||||
|
Income tax benefits
|
(3,884 | ) | (2,856 | ) | (2,146 | ) | ||||||
|
Income before equity in
undistributed net income (loss) of subsidiaries
|
116,144 | 542 | (104,216 | ) | ||||||||
|
Equity in undistributed net income
(loss) of subsidiaries:
|
||||||||||||
|
Symetra Life Insurance Company
|
38,556 | 150,486 | 62,416 | |||||||||
|
Other subsidiaries
|
4,629 | (5,870 | ) | 493 | ||||||||
| 43,185 | 144,616 | 62,909 | ||||||||||
|
Net income (loss) from continuing
operations
|
159,329 | 145,158 | (41,307 | ) | ||||||||
|
Income (loss) from equity in
discontinued operations (net of taxes of $(0), $536, and
$(1,335), respectively)
|
— | 1,045 | (2,411 | ) | ||||||||
|
Net income (loss)
|
$ | 159,329 | $ | 146,203 | $ | (43,718 | ) | |||||
S-4
Table of Contents
SCHEDULE II
(CONTINUED)
CONDENSED
STATEMENTS OF CASH FLOWS
(PARENT
COMPANY ONLY)
|
Period from |
||||||||||||
|
August 2, |
||||||||||||
|
2004 |
||||||||||||
|
Year Ended |
Year Ended |
through |
||||||||||
|
December 31, |
December 31, |
December 31, |
||||||||||
| 2006 | 2005 | 2004 | ||||||||||
| (In thousands) | ||||||||||||
|
Cash flows from operating
activities
|
||||||||||||
|
Net income (loss)
|
$ | 159,329 | $ | 146,203 | $ | (43,718 | ) | |||||
|
Adjustments to reconcile net
income (loss) to net cash provided by operating activities:
|
||||||||||||
|
Income (loss) from equity in
discontinued operations, net of taxes
|
— | (1,045 | ) | 2,411 | ||||||||
|
Equity in undistributed net income
of subsidiaries
|
(43,185 | ) | (144,616 | ) | (62,909 | ) | ||||||
|
Net realized investment gains
|
(7,365 | ) | (1,976 | ) | — | |||||||
|
Fair value of warrants issued to
investors
|
— | — | 101,531 | |||||||||
|
Changes in accrued items and other
adjustments, net
|
7,180 | 2,495 | 10,642 | |||||||||
|
Total adjustments
|
(43,370 | ) | (145,142 | ) | 51,675 | |||||||
|
Net cash provided by operating
activities
|
115,959 | 1,061 | 7,957 | |||||||||
|
Cash flows from investing
activities
|
||||||||||||
|
Purchases of investments
|
(46,686 | ) | (94,490 | ) | (40,773 | ) | ||||||
|
Sales of investments
|
52,965 | 51,920 | 5,539 | |||||||||
|
Purchases of Safeco
Life & Investments
|
— | — | (1,349,911 | ) | ||||||||
|
Cash received from discontinued
operations
|
— | — | 30,000 | |||||||||
|
Other, net
|
(11,062 | ) | (21,286 | ) | — | |||||||
|
Net cash provided by (used in)
investing activities
|
(4,783 | ) | (63,856 | ) | (1,355,145 | ) | ||||||
|
Cash flows from financing
activities
|
||||||||||||
|
Capital contributions/loans to
subsidiaries
|
(715 | ) | (202 | ) | — | |||||||
|
Proceeds from sale of capital stock
|
— | — | 1,064,900 | |||||||||
|
Dividends from discontinued
operations
|
— | 29,236 | 20,001 | |||||||||
|
Cash dividend to investors
|
(100,000 | ) | — | — | ||||||||
|
Proceeds from note payable
|
298,671 | — | 315,000 | |||||||||
|
Repayments of note payable
|
(300,000 | ) | — | (15,000 | ) | |||||||
|
Other, net
|
1,775 | — | (2,059 | ) | ||||||||
|
Net cash provided by (used in)
financing activities
|
(100,269 | ) | 29,034 | 1,382,842 | ||||||||
|
Net increase (decrease) in cash
and cash equivalents from continuing operations
|
10,907 | (33,761 | ) | 35,654 | ||||||||
|
Cash and cash equivalents at
beginning of period
|
1,893 | 35,654 | — | |||||||||
|
Cash and cash equivalents at end
of period
|
$ | 12,800 | $ | 1,893 | $ | 35,654 | ||||||
S-5
Table of Contents
SCHEDULE II
(CONTINUED)
NOTES TO
CONDENSED FINANCIAL STATEMENTS
(PARENT COMPANY ONLY)
(In Thousands)
(PARENT COMPANY ONLY)
(In Thousands)
Year
Ended December 31, 2006
| 1. | Organization and Presentation |
The accompanying financial statements comprise a condensed
presentation of financial position, results of operations, and
cash flows of Symetra Financial Corporation (the Company) on a
separate-company basis. These condensed financial statements do
not include the accounts of the Company’s wholly owned
subsidiaries, but instead include the Company’s investment
in those subsidiaries, stated at amounts which are substantially
equal to the Company’s equity in the subsidiaries’ net
assets. Therefore, the accompanying financial statements are not
those of the primary reporting entity.
Additional information about accounting policies pertaining to
investments and other significant accounting policies applied by
the Company and its subsidiaries, debt, and commitments and
contingencies are as set forth in Notes 2, 11, and 14,
respectively, to the audited consolidated financial statements
of the Company.
| 2. | Related Parties |
The Company received dividends of $122,500, $35,236, and $20,001
from its consolidated subsidiaries for the years ended
December 31, 2006 and 2005 and the five months ended
December 31, 2004.
See Note 19 to the audited consolidated financial
statements of the Company included earlier in this report for a
description of other related-party transactions.
S-6
Table of Contents
SCHEDULE III
SUPPLEMENTAL
INSURANCE INFORMATION
Year Ended December 31, 2006
Year Ended December 31, 2006
|
Future |
||||||||||||||||||||||||||||||||||||
|
Policy |
||||||||||||||||||||||||||||||||||||
|
Benefits, |
Benefits, |
Amortization |
||||||||||||||||||||||||||||||||||
|
Deferred |
Losses, |
Claims, |
of Deferred |
|||||||||||||||||||||||||||||||||
|
Policy |
Claims, |
Other |
Net |
Losses, and |
Policy |
Other |
||||||||||||||||||||||||||||||
|
Acquisition |
and Loss |
Unearned |
Policyholder |
Premium |
Investment |
Settlement |
Acquisition |
Operating |
||||||||||||||||||||||||||||
|
Segment
|
Costs | Expenses(1) | Premiums | Funds | Revenue | Income | Expenses | Costs | Expenses | |||||||||||||||||||||||||||
| (In thousands) | ||||||||||||||||||||||||||||||||||||
|
December 31, 2006
|
||||||||||||||||||||||||||||||||||||
|
Group
|
$ | 3,998 | $ | 185,215 | $ | 2,522 | $ | 8,376 | $ | 387,231 | $ | 18,030 | $ | 230,753 | $ | 10,882 | $ | 105,742 | ||||||||||||||||||
|
Retirement Services
|
54,472 | 4,916,869 | — | 5,677 | 130 | 269,821 | 169,731 | 1,081 | 61,738 | |||||||||||||||||||||||||||
|
Income Annuities
|
6,813 | 7,010,585 | — | 1,989 | — | 439,001 | 371,786 | 580 | 21,591 | |||||||||||||||||||||||||||
|
Individual
|
22,954 | 4,370,104 | 9,199 | 22,016 | 138,296 | 232,759 | 258,180 | 2,046 | 57,370 | |||||||||||||||||||||||||||
|
Other
|
— | (698 | ) | — | 8,311 | — | 25,316 | (327 | ) | — | 14,100 | |||||||||||||||||||||||||
|
Total
|
$ | 88,237 | $ | 16,482,075 | $ | 11,721 | $ | 46,369 | $ | 525,657 | $ | 984,927 | $ | 1,030,123 | $ | 14,589 | $ | 260,541 | ||||||||||||||||||
|
December 31, 2005
|
||||||||||||||||||||||||||||||||||||
|
Group
|
$ | 5,288 | $ | 208,122 | $ | 2,795 | $ | 8,423 | $ | 438,276 | $ | 19,270 | $ | 296,036 | $ | 10,478 | $ | 115,342 | ||||||||||||||||||
|
Retirement Services
|
25,537 | 5,576,531 | — | 5,313 | 121 | 292,801 | 185,841 | 94 | 62,636 | |||||||||||||||||||||||||||
|
Income Annuities
|
4,291 | 7,173,678 | — | 2,363 | — | 441,438 | 392,534 | 272 | 19,383 | |||||||||||||||||||||||||||
|
Individual
|
13,901 | 4,246,684 | 8,765 | 24,058 | 137,062 | 222,613 | 263,944 | 1,017 | 61,374 | |||||||||||||||||||||||||||
|
Other
|
— | — | — | 7,375 | — | 17,926 | — | — | 14,512 | |||||||||||||||||||||||||||
|
Discontinued Operations
|
— | — | — | — | — | 172 | — | — | 845 | |||||||||||||||||||||||||||
|
Total
|
$ | 49,017 | $ | 17,205,015 | $ | 11,560 | $ | 47,532 | $ | 575,459 | $ | 994,220 | $ | 1,138,355 | $ | 11,861 | $ | 274,092 | ||||||||||||||||||
|
August 2, 2004 Through
December 31, 2004
|
||||||||||||||||||||||||||||||||||||
|
Group
|
$ | 3,946 | $ | 231,193 | $ | 1,315 | $ | 7,018 | $ | 207,396 | $ | 8,764 | $ | 124,008 | $ | 1,352 | $ | 54,410 | ||||||||||||||||||
|
Retirement Services
|
5,914 | 6,413,824 | — | 3,741 | 105 | 124,188 | 93,362 | 236 | 26,682 | |||||||||||||||||||||||||||
|
Income Annuities
|
1,257 | 7,282,235 | — | 3,996 | — | 184,074 | 164,100 | — | 7,226 | |||||||||||||||||||||||||||
|
Individual
|
3,260 | 4,123,410 | 8,088 | 24,189 | 55,694 | 89,229 | 106,225 | 38 | 28,566 | |||||||||||||||||||||||||||
|
Other
|
— | — | — | 4,344 | — | 4,865 | — | — | 6,358 | |||||||||||||||||||||||||||
|
Discontinued Operations
|
— | — | — | — | — | 393 | — | — | 4,678 | |||||||||||||||||||||||||||
|
Total
|
$ | 14,377 | $ | 18,050,662 | $ | 9,403 | $ | 43,288 | $ | 263,195 | $ | 411,513 | $ | 487,695 | $ | 1,626 | $ | 127,920 | ||||||||||||||||||
|
January 1, 2004 Through
August 1, 2004 (Predecessor)
|
||||||||||||||||||||||||||||||||||||
|
Group
|
$ | 14,261 | $ | 244,684 | $ | 1,658 | $ | 8,333 | $ | 293,213 | $ | 13,632 | $ | 196,468 | $ | 10,537 | $ | 78,727 | ||||||||||||||||||
|
Retirement Services
|
146,432 | 6,540,337 | — | 2,999 | 92 | 225,008 | 155,575 | 16,313 | 36,789 | |||||||||||||||||||||||||||
|
Income Annuities
|
— | 6,339,003 | — | 4,725 | — | 290,328 | 274,800 | — | 9,522 | |||||||||||||||||||||||||||
|
Individual
|
192,156 | 3,910,168 | 8,456 | 24,231 | 64,620 | 139,063 | 153,168 | 7,314 | 36,059 | |||||||||||||||||||||||||||
|
Other
|
— | — | — | 3,184 | — | 25,671 | — | — | 21,237 | |||||||||||||||||||||||||||
|
Discontinued Operations
|
— | — | — | — | — | 754 | — | — | 11,077 | |||||||||||||||||||||||||||
|
Total
|
$ | 352,849 | $ | 17,034,192 | $ | 10,114 | $ | 43,472 | $ | 357,925 | $ | 694,456 | $ | 780,011 | $ | 34,164 | $ | 193,411 | ||||||||||||||||||
| (1) | Funds held under deposit contracts, future policy benefits, and policy and contract claims are included in this column. |
S-7
Exhibit 4.10
[EXECUTION COPY]
CREDIT AGREEMENT
Dated as of August 16, 2007
among
SYMETRA FINANCIAL CORPORATION,
as the Borrower,
as the Borrower,
BANK OF AMERICA, N.A.,
as Administrative Agent, Swing Line Lender and Issuing Lender,
as Administrative Agent, Swing Line Lender and Issuing Lender,
and
THE OTHER LENDERS PARTY HERETO
JPMORGAN CHASE BANK, N.A.,
as Syndication Agent
and
THE BANK OF NEW YORK,
THE BANK OF TOKYO-MITSUBISHI UFJ, LTD. NEW YORK BRANCH,
and
U.S. BANK, NATIONAL ASSOCIATION
as Co-Documentation Agents
and
BANC OF AMERICA SECURITIES LLC,
as Sole Lead Arranger and Sole Book Manager
as Sole Lead Arranger and Sole Book Manager
| 1. | DEFINITIONS | 1 | ||||||||
1.1.
|
Defined Terms | 1 | ||||||||
1.2.
|
Other Definitional Provisions | 22 | ||||||||
1.3.
|
Letter of Credit Amounts | 22 | ||||||||
1.4.
|
Rounding | 23 | ||||||||
1.5.
|
Times of Day | 23 | ||||||||
| 2. | AMOUNT AND TERMS OF COMMITMENTS | 23 | ||||||||
2.1.
|
Revolving Credit Commitments | 23 | ||||||||
2.2.
|
Procedure for Revolving Credit Borrowing | 23 | ||||||||
2.3.
|
Swing Line Commitment | 24 | ||||||||
2.4.
|
Procedure for Swing Line Borrowing; Refunding of Swing Line Loans | 25 | ||||||||
2.5.
|
Repayment of Loans; Evidence of Debt | 27 | ||||||||
2.6.
|
Facility Fee, etc | 28 | ||||||||
2.7.
|
Termination or Reduction of Revolving Credit Commitments | 28 | ||||||||
2.8.
|
Prepayments | 29 | ||||||||
2.9.
|
Conversion and Continuation Options | 29 | ||||||||
2.10.
|
Maximum Number of Eurodollar Loans | 30 | ||||||||
2.11.
|
Interest Rates and Payment Dates | 30 | ||||||||
2.12.
|
Computation of Interest and Fees | 31 | ||||||||
2.13.
|
Inability to Determine Interest Rate | 31 | ||||||||
2.14.
|
Pro Rata Treatment and Payments | 32 | ||||||||
2.15.
|
Requirements of Law | 34 | ||||||||
2.16.
|
Taxes | 35 | ||||||||
2.17.
|
Compensation for Losses | 37 | ||||||||
2.18.
|
Illegality | 37 | ||||||||
2.19.
|
Change of Office | 38 | ||||||||
2.20.
|
Replacement of Lenders under Certain Circumstances | 38 | ||||||||
2.21.
|
Increase in Commitments | 38 | ||||||||
2.22.
|
Extension of Revolving Credit Termination Date | 39 | ||||||||
| 3. | LETTERS OF CREDIT | 41 | ||||||||
3.1.
|
L/C Commitment | 41 | ||||||||
3.2.
|
Procedure for Issuance and Amendment of Letter of Credit | 41 | ||||||||
3.3.
|
Drawings and Reimbursements; Funding of Participations | 42 | ||||||||
3.4.
|
Repayment of Participations | 44 | ||||||||
3.5.
|
Obligations Absolute | 45 | ||||||||
3.6.
|
Role of Issuing Lender | 45 | ||||||||
3.7.
|
Cash Collateral | 46 | ||||||||
3.8.
|
Applicability of ISP98 and UCP | 46 | ||||||||
3.9.
|
Fees and Other Charges | 47 | ||||||||
3.10.
|
Conflict with Issuer Documents | 47 | ||||||||
| 4. | CONDITIONS PRECEDENT | 47 | ||||||||
4.1.
|
Conditions to Closing | 47 | ||||||||
iv
4.2.
|
Conditions to Closing and Each Extension of Credit | 48 | ||||||||
| 5. | REPRESENTATIONS AND WARRANTIES | 49 | ||||||||
5.1.
|
Financial Statements | 49 | ||||||||
5.2.
|
Corporate Existence; Compliance with Law | 50 | ||||||||
5.3.
|
Corporate Power; Authorization; Enforceable Obligations | 50 | ||||||||
5.4.
|
No Legal Bar | 50 | ||||||||
5.5.
|
No Material Litigation | 51 | ||||||||
5.6.
|
Ownership of Property; Liens | 51 | ||||||||
5.7.
|
Intellectual Property | 51 | ||||||||
5.8.
|
Taxes | 51 | ||||||||
5.9.
|
Federal Regulations | 51 | ||||||||
5.10.
|
ERISA | 51 | ||||||||
5.11.
|
Investment Company Act; Other Regulations | 52 | ||||||||
5.12.
|
Use of Proceeds | 52 | ||||||||
5.13.
|
Accuracy of Information, etc | 52 | ||||||||
5.14.
|
Insurance Regulatory Matters | 52 | ||||||||
5.15.
|
Indebtedness and Liens | 53 | ||||||||
5.16.
|
Taxpayer Identification Number | 53 | ||||||||
| 6. | AFFIRMATIVE COVENANTS | 53 | ||||||||
6.1.
|
Financial Statements | 53 | ||||||||
6.2.
|
Certificates; Other Information | 55 | ||||||||
6.3.
|
Payment of Obligations | 56 | ||||||||
6.4.
|
Conduct of Business and Maintenance of Existence, etc | 56 | ||||||||
6.5.
|
Maintenance of Property; Insurance | 56 | ||||||||
6.6.
|
Inspection of Property; Books and Records; Discussions | 56 | ||||||||
6.7.
|
Notices | 57 | ||||||||
6.8.
|
Taxes | 58 | ||||||||
6.9.
|
Use of Proceeds | 58 | ||||||||
6.10.
|
Further Assurances | 58 | ||||||||
| 7. | NEGATIVE COVENANTS | 58 | ||||||||
7.1.
|
Financial Condition Covenants | 58 | ||||||||
7.2.
|
Limitation on Indebtedness | 59 | ||||||||
7.3.
|
Limitation on Liens | 60 | ||||||||
7.4.
|
Limitation on Changes in Fiscal Periods | 61 | ||||||||
7.5.
|
Limitation on Lines of Business | 61 | ||||||||
| 8. | EVENTS OF DEFAULT | 61 | ||||||||
8.1.
|
Events of Default | 61 | ||||||||
8.2.
|
Remedies Upon Event of Default | 63 | ||||||||
| 9. | THE ADMINISTRATIVE AGENT | 64 | ||||||||
9.1.
|
Appointment | 64 | ||||||||
v
9.2.
|
Delegation of Duties | 64 | ||||||||
9.3.
|
Liability of Administrative Agent | 64 | ||||||||
9.4.
|
Reliance by Administrative Agent | 65 | ||||||||
9.5.
|
Notice of Default | 65 | ||||||||
9.6.
|
Credit Decision; Disclosure of Information by Administrative Agent | 66 | ||||||||
9.7.
|
Indemnification of Administrative Agent | 66 | ||||||||
9.8.
|
Administrative Agent in its Individual Capacity | 67 | ||||||||
9.9.
|
Successor Administrative Agent | 67 | ||||||||
9.10.
|
Administrative Agent May File Proofs of Claim | 68 | ||||||||
9.11.
|
Guarantee and Collateral Matters | 68 | ||||||||
9.12.
|
Other Agents; Arrangers and Managers | 69 | ||||||||
| 10. | MISCELLANEOUS | 69 | ||||||||
10.1.
|
Amendments, Etc | 69 | ||||||||
10.2.
|
Notices; Effectiveness; Electronic Communication | 71 | ||||||||
10.3.
|
No Waiver; Cumulative Remedies | 73 | ||||||||
10.4.
|
Survival of Representations and Warranties | 73 | ||||||||
10.5.
|
Attorney Costs and Expenses | 74 | ||||||||
10.6.
|
Indemnification | 74 | ||||||||
10.7.
|
Successors and Assigns | 75 | ||||||||
10.8.
|
Adjustments; Set-off | 81 | ||||||||
10.9.
|
Counterparts | 81 | ||||||||
10.10.
|
Severability | 81 | ||||||||
10.11.
|
Integration | 82 | ||||||||
10.12.
|
GOVERNING LAW | 82 | ||||||||
10.13.
|
SUBMISSION TO JURISDICTION; WAIVERS | 82 | ||||||||
10.14.
|
WAIVERS OF JURY TRIAL | 83 | ||||||||
10.15.
|
No Advisory or Fiduciary Responsibility | 83 | ||||||||
10.16.
|
Confidentiality | 84 | ||||||||
10.17.
|
Accounting Changes | 84 | ||||||||
10.18.
|
USA PATRIOT Act Notice | 85 | ||||||||
10.19.
|
Interest Rate Limitation | 85 | ||||||||
SCHEDULES: |
||
1
|
Commitment Schedule | |
1A
|
Existing Letters of Credit | |
5.3
|
Consents, Authorizations, Filings and Notices | |
10.2
|
Notice Addresses | |
EXHIBITS: |
||
A
|
Form of Compliance Certificate | |
B-1
|
Form of Borrowing Request | |
B-2
|
Form of Swing Line Loan Notice | |
C-1
|
Form of Revolving Credit Note | |
C-2
|
Form of Swing Line Note | |
D
|
Form of Exemption Certificate | |
E
|
Form of Closing Certificate | |
F
|
Form of Legal Opinion of Cravath, Swaine & Moore | |
G
|
Form of Assignment and Assumption | |
H
|
Form of Instrument of Accession | |
I
|
Form of Extension Request |
CREDIT AGREEMENT
This CREDIT AGREEMENT, dated as of August 16, 2007, among (i) SYMETRA FINANCIAL CORPORATION, a
Delaware corporation (the “Borrower”), (ii) each lender from time to time party hereto
(collectively, the “Lenders”), and (iii) BANK OF AMERICA, N.A., as Administrative Agent,
Swing Line Lender and the Issuing Lender.
PRELIMINARY STATEMENTS
The Borrower has requested that the Lenders provide a revolving credit facility, and the
Lenders are willing to do so on the terms and conditions set forth herein.
In consideration of the mutual covenants and agreements herein contained, the parties hereto
covenant and agree as follows:
1. DEFINITIONS
1.1. Defined Terms. As used in this Agreement, the terms listed in this
Section 1.1 shall have the respective meanings set forth in this Section
1.1.
“Act” has the meaning specified in Section 10.18.
“Act of 1934” means the Securities Exchange Act of 1934 and the regulations
issued thereunder.
“Additional Commitment Lender” has the meaning specified in Section
2.22.
“Administrative Agent” means Bank of America, N.A., in its capacity as
administrative agent under any of the Loan Documents, or any successor administrative agent
appointed in accordance with Section 9.9.
“Administrative Agent’s Office” means the Administrative Agent’s address and,
as appropriate, account as set forth on Schedule 10.2, or such other address or
account as the Administrative Agent may from time to time notify the Borrower and the
Lenders.
“Administrative Questionnaire” means an Administrative Questionnaire in a form
supplied by the Administrative Agent.
“Affiliate” means, as to any Person, any other Person that, directly or
indirectly, is in control of, is controlled by, or is under common control with, such
Person. For purposes of this definition, “control” of a Person means the power, directly or
indirectly, either to (a) vote 10% or more of the securities having ordinary voting power
for the election of directors (or persons performing similar functions) of such Person or
(b) direct or cause the direction of the management and policies of such Person, whether by
contract or otherwise.
2
“Agent-Related Persons” means the Administrative Agent, together with its
Affiliates (including, Bank of America, N.A. in its capacity as the Administrative Agent and
Banc of America Securities LLC in its capacity as the Arranger), and the officers,
directors, employees, agents and attorneys-in-fact of such Persons and Affiliates.
“Agreement” means this Credit Agreement, as amended, restated, extended,
supplemented or otherwise modified from time to time.
“Annual Statement” means the annual statutory financial statement of any
Insurance Subsidiary required to be filed with the Department of its jurisdiction of
incorporation or organization, which statement shall be in the form required by such
Insurance Subsidiary’s jurisdiction of incorporation or organization or, if no specific form
is so required, in the form of financial statements permitted by such Department to be used
for filing annual statutory financial statements and shall contain the type of information
permitted or required by such Department to be disclosed therein, together with all exhibits
or schedules filed therewith.
“Applicable Margin” means, from time to time, the applicable percentage per
annum, based upon the Debt Rating as set forth below:
| Pricing | ||||||||
| Level | Debt Rating | Applicable Margin | ||||||
I |
A-/A3 | 0.190 | % | |||||
II |
BBB+/Baa1 | 0.275 | % | |||||
III |
BBB/Baa2 | 0.360 | % | |||||
IV |
BBB-/Baa3 | 0.430 | % | |||||
V |
<BBB-/Baa3 | 0.600 | % | |||||
“Debt Rating” means, as of any date of determination, the rating as
determined by either S&P or Moody’s (collectively, the “Debt Ratings”) of the
Borrower’s non-credit-enhanced, senior unsecured long-term debt; provided that
(a) if the respective Debt Ratings issued by the foregoing rating agencies differ by one
level, then the Pricing Level for the higher of such Debt Ratings shall apply (with the
Debt Rating for Pricing Level I being the highest and the Debt Rating for Pricing Level
V being the lowest); (b) if there is a split in Debt Ratings of more than one level,
then the Pricing Level that is one level lower than the Pricing Level of the higher Debt
Rating shall apply; and (c) if the Borrower does not have any Debt Rating, Pricing Level
V shall apply.
The Applicable Margin in effect from the Closing Date through the first Business Day
immediately following the date the first Compliance Certificate is delivered to the
Administrative Agent pursuant to Section 6.2(b), shall be the Applicable Margin set
forth in Pricing Level III. Thereafter, each change in the Applicable Margin resulting from
a publicly announced change in the Debt Rating shall be effective during
3
the period commencing on the date of the public announcement thereof and ending on the
date immediately preceding the effective date of the next such change.
“Application” means an application and agreement for the issuance or amendment
of a Letter of Credit in the form from time to time used by the Issuing Lender, which shall
not be inconsistent with this Agreement or impose additional obligations on the Borrower.
“Approved Fund” means any Fund that is administered or managed by (a) a Lender,
(b) an Affiliate of a Lender or (c) an entity or an Affiliate of an entity that administers
or manages a Lender.
“Arranger” means Banc of America Securities LLC, in its capacity as lead
arranger and sole book manager.
“Assignee Group” means two or more Eligible Assignees that are Affiliates of
one another or two or more Approved Funds managed by the same investment advisor.
“Assignment and Assumption” means an assignment and assumption entered into by
a Lender and an Eligible Assignee (with the consent of any party whose consent is required
by Section 10.7(b)), and accepted by the Administrative Agent, substantially in the
form of Exhibit G or any other form approved by the Administrative Agent.
“Attorney Costs” means and includes all reasonable fees, expenses and
disbursements of any law firm or other external counsel.
“Available Revolving Credit Commitment” means, with respect to any Lender at
any time, an amount equal to the excess, if any, of (a) such Lender’s Revolving Credit
Commitment then in effect over (b) such Lender’s Revolving Extensions of Credit then
outstanding.
“Base Rate” means, for any day, a fluctuating rate per annum equal to the
higher of (a) the Federal Funds Rate plus 1/2 of 1% and (b) the rate of interest in effect
for such day as publicly announced from time to time by Bank of America, N.A. as its “prime
rate.” The “prime rate” is a rate set by Bank of America, N.A. based upon various factors
including Bank of America, N.A.’s costs and desired return, general economic conditions and
other factors, and is used as a reference point for pricing some loans, which may be priced
at, above, or below such announced rate. Any change in such rate announced by Bank of
America, N.A. shall take effect at the opening of business on the day specified in the
public announcement of such change.
“Base Rate Loans” means Loans for which the applicable rate of interest is
based upon the Base Rate.
“Benefited Lender” has the meaning specified in Section 10.8.
4
“Berkshire Hathaway” means, Berkshire Hathaway Inc., or an Affiliate thereof.
“Board” means the Board of Governors of the Federal Reserve System of the
United States (or any successor).
“Borrower Materials” has the meaning specified in Section 6.2(e).
“Borrower” has the meaning specified in the preamble hereto.
“Borrowing Date” means any Business Day specified by the Borrower as a date on
which the Borrower requests the relevant Lenders to make Loans hereunder.
“Borrowing Request” means a notice of (a) a borrowing, (b) a conversion of
Loans from one Type to the other, or (c) a continuation of Eurodollar Loans pursuant to
Sections 2.2 or 2.9 which, if in writing, shall be substantially in the form
of Exhibit B-1.
“Business Day” means (i) with respect to any borrowing, payment or rate
selection of Eurodollar Loans, a day (other than a Saturday or Sunday) on which banks
generally are open in New York City for the conduct of substantially all of their commercial
lending activities, interbank wire transfers can be made on the Fedwire system and dealings
in Dollars are carried on in the London interbank market and (ii) for all other purposes, a
day (other than a Saturday or Sunday) on which banks generally are open in New York City for
the conduct of substantially all of the commercial lending activities, and interbank wire
transfers can be made on the Fedwire system.
“Capital Lease Obligations” means, with respect to any Person, the obligations
of such Person to pay rent or other amounts under any lease of (or other arrangement
conveying the right to use) real or personal property, or a combination thereof, which
obligations are required to be classified and accounted for as capital leases on a balance
sheet of such Person under GAAP; and, for the purposes of this Agreement, the amount of such
obligations at any time shall be the capitalized amount thereof at such time determined in
accordance with GAAP.
“Capital and Surplus” means, as of any date, (a) as to any Insurance Subsidiary
domiciled in the United States, the total surplus as regards to policyholders (or any
successor line item description that contains the same information) as shown in its Annual
Statement or Interim Statement, or an amount determined in a consistent manner for any date
other than one as of which an Annual Statement or Interim Statement is prepared and (b) as
to any other Insurance Subsidiary, the equivalent amount (determined in good faith by the
Borrower).
“Capital Stock” means any and all shares, interests, participations or other
equivalents (however designated) of capital stock or share capital of a corporation, any and
all equivalent ownership interests in a Person (other than a corporation) and any and all
warrants, rights or options to purchase any of the foregoing.
5
“Cash Collateralize” means to pledge and deposit with or deliver to the
Administrative Agent, for the benefit of the Issuing Lender and the Lenders, as collateral
for the L/C Obligations, cash or deposit account balances pursuant to documentation in form
and substance reasonably satisfactory to the Administrative Agent and the Issuing Lender
(which documents are hereby consented to by the Lenders). Derivatives of such term have
corresponding meanings.
“Change of Control” means (a) the acquisition of beneficial ownership, directly
or indirectly, by any Person or group (within the meaning of the Act of 1934 and the rules
of the SEC thereunder as in effect on the date hereof), other than the Permitted Holders, of
Capital Stock representing more than 30% of the aggregate ordinary voting power represented
by the issued and outstanding Capital Stock of the Borrower (or, if the Permitted Holders
own 30% or more of the aggregate ordinary voting power represented by the issued and
outstanding Capital Stock of the Borrower, a percentage greater than such percentage of
ownership), or (b) the occupation, within a period of two years commencing after the IPO, of
a majority of the seats (other than vacant seats) on the board of directors of the Borrower
by Persons who were neither (i) nominated by the board of directors of the Borrower nor (ii)
appointed by directors so nominated. For the avoidance of doubt, none of the Capital Stock
held by the Permitted Holders, shall be included as being owned by a Person or group when
determining whether such Person or group has met the 30% threshold set forth in clause
(a).
“Closing Certificate” means a certificate substantially in the form of
Exhibit E.
“Closing Date” means the first date on which all the conditions precedent in
Section 4.1 are satisfied or waived in accordance with Section 10.1.
“Code” means the Internal Revenue Code of 1986, as amended from time to time.
“Commitments” means, collectively the Revolving Credit Commitments, the Swing
Line Commitment, the L/C Commitment or as the context may require, any such Commitment.
“Commonly Controlled Entity” means an entity, whether or not incorporated, that
is under common control with the Borrower within the meaning of Section 4001 (a) (14) of
ERISA or that is treated as a single employer with the Borrower under Section 414 of the
Code.
“Compensation Period” has the meaning specified in Section 2.14(e)(ii).
“Compliance Certificate” means a certificate duly executed by a Responsible
Officer on behalf of the Borrower substantially in the form of Exhibit A.
“Conditional Common Equity” means convertible preferred equity issued by the
Borrower or any of its Subsidiaries which will convert to common equity of the
6
Borrower or any of its Subsidiaries upon shareholder approval (provided that such
shareholder approval is obtained within the period required by the terms thereof).
“Consolidated Net Worth” means, as at any date, the sum of all amounts that
would, in conformity with GAAP be included on a consolidated balance sheet of the Borrower
and its consolidated Subsidiaries under stockholders’ equity at such date, plus minority
interests in Subsidiaries, as determined in accordance with GAAP; provided,
however, that in calculating Consolidated Net Worth as at any date, there shall be
excluded for purposes of the calculation of Consolidated Net Worth any effects resulting
from (a) SFAS 115 or (b) the application of FIN 46R.
“Contractual Obligation” means, as to any Person, any provision of any security
issued by such Person or of any agreement, instrument or other undertaking to which such
Person is a party or by which it or any of its Property is bound.
“Debt” means indebtedness for borrowed money.
“Debt Rating” has the meaning specified in the definition of “Applicable
Margin.”
“Debtor Relief Laws” the Bankruptcy Code of the United States, and all other
liquidation, conservatorship, bankruptcy, assignment for the benefit of creditors,
moratorium, rearrangement, receivership, insolvency, reorganization, or similar debtor
relief laws of the United States or other applicable jurisdictions, domestic or foreign,
from time to time in effect and affecting the rights of creditors generally.
“Default” means any of the events specified in Section 8.1, whether or
not any requirement for the giving of notice, the lapse of time, or both, has been
satisfied.
“Defaulting Lender” means any Lender that (a) has failed to fund any portion of
the Loans or participations in the L/C Obligations required to be funded by it hereunder
within one Business Day of the date required to be funded by it hereunder unless such
failure has been cured, (b) has otherwise failed to pay over to the Administrative Agent or
any other Lender any other amount required to be paid by it hereunder within one Business
Day of the date when due unless the subject of a good faith dispute or unless such failure
has been cured or (c) has been deemed insolvent or become the subject of a bankruptcy or
insolvency proceeding.
“Default Rate” has the meaning specified in Section 2.11(c).
“Department” means, with respect to any Insurance Subsidiary, the insurance
commissioner or other Governmental Authority of such Insurance Subsidiary’s jurisdiction of
incorporation or organization.
“Dollars” and “$” means lawful currency of the United States of
America.
7
“Eligible Assignee” means any Person that meets the requirements to be an
assignee under Section 10.7(b)(iii), (v), (vi), (vii) and
(viii) (subject to such consents, if any, as may be required under Section
10.7(b)(iii)).
“Environmental Liability” means any liability, contingent or otherwise
(including any liability for damages, costs of environmental remediation, injunctive or
equitable relief, fines, penalties or indemnities), of the Borrower or any of its
Subsidiaries resulting from or based upon (a) a violation of any environmental law, (b) the
generation, use, handling, transportation, storage, treatment or disposal of any Hazardous
Materials, (c) human exposure to any Hazardous Materials, (d) the release or threatened
release of any Hazardous Materials into the environment or (e) any contract, agreement or
other consensual arrangement pursuant to which liability is assumed or imposed with respect
to any of the foregoing.
“ERISA” means the Employee Retirement Income Security Act of 1974, as amended
from time to time.
“Eurodollar Loans” means Loans for which the applicable rate of interest is
based upon the Eurodollar Rate.
“Eurodollar Rate” means, for any Interest Period with respect to a Eurodollar
Loan, the rate per annum equal to the British Bankers Association LIBOR Rate (“BBA
LIBOR”), as published by Reuters (or other commercially available source providing
quotations of BBA LIBOR as designated by the Administrative Agent from time to time) at
approximately 11:00 A.M., London time, two Business Days prior to the commencement of such
Interest Period, for Dollar deposits (for delivery on the first day of such Interest Period)
with a term equivalent to such Interest Period. If such rate is not available at such time
for any reason, then the “Eurodollar Rate” for such Interest Period shall be the rate per
annum determined by the Administrative Agent to be the rate at which deposits in Dollars for
delivery on the first day of such Interest Period in same day funds in the approximate
amount of the Eurodollar Loan being made, continued or converted by Bank of America, N.A.
and with a term equivalent to such Interest Period would be offered by Bank of America,
N.A.’s London branch to major banks in the London interbank eurodollar market at their
request at approximately 11:00 A.M. (London time) two Business Days prior to the
commencement of such Interest Period.
“Excluded Taxes” has the meaning specified in Section 2.16(a).
“Existing Credit Agreement” means that certain Credit Agreement, dated as of
June 14, 2004, among the Borrower (as successor in interest to Occum Acquisition Corp.,),
the several banks and other financial institutions or entities from time to time parties
thereto, and Bank of America, N.A., as administrative agent.
“Existing Letters of Credit” means those letters of credit set forth on
Schedule 1A.
“Existing Revolving Credit Termination Date” has the meaning specified in
Section 2.22.
8
“Extending Lender” has the meaning specified in Section 2.22.
“Extension Request” has the meaning specified in Section 2.22.
“Event of Default” means any of the events specified in Section 8.1,
provided that any requirement for the giving of notice, the lapse of time, or both, has been
satisfied.
“Facility Fee Rate” means, from time to time, the applicable percentage per
annum based upon the Debt Rating as set forth below:
| Pricing | ||||||||
| Level | Debt Rating | Facility Fee Rate | ||||||
I |
A-/A3 | 0.060 | % | |||||
II |
BBB+/Baa1 | 0.075 | % | |||||
III |
BBB/Baa2 | 0.090 | % | |||||
IV |
BBB-/Baa3 | 0.120 | % | |||||
V |
<BBB-/Baa3 | 0.150 | % | |||||
The Facility Fee Rate in effect from the Closing Date through the first Business Day
immediately following the date the first Compliance Certificate is delivered to the
Administrative Agent pursuant to Section 6.2(b), shall be the Facility Fee Rate set
forth in Pricing Level III. Thereafter, each change in the Facility Fee Rate resulting from
a publicly announced change in the Debt Rating shall be effective, in the case of an
upgrade, during the period commencing on the date of delivery by the Borrower to the
Administrative Agent of notice thereof pursuant to Section 6.7(b)(iii) and ending on
the date immediately preceding the effective date of the next such change and, in the case
of a downgrade, during the period commencing on the date of the public announcement thereof
and ending on the date immediately preceding the effective date of the next such change.
“Federal Funds Rate” means, for any day, the rate per annum equal to the
weighted average of the rates on overnight Federal funds transactions with members of the
Federal Reserve System arranged by Federal funds brokers on such day, as published by the
Federal Reserve Bank of New York on the Business Day next succeeding such day;
provided that (a) if such day is not a Business Day, the Federal Funds Rate for such
day shall be such rate on such transactions on the next preceding Business Day as so
published on the next succeeding Business Day, and (b) if no such rate is so published on
such next succeeding Business Day, the Federal Funds Rate for such day shall be the average
rate (rounded upward, if necessary, to a whole multiple of 1/100 of 1%) charged to Bank of
America, N.A. on such day on such transactions as reasonably determined by the
Administrative Agent.
9
“Fee Letter” means, that certain letter agreement dated as of July 17, 2007 by
and between the Borrower, the Administrative Agent and Banc of America Securities LLC.
“FIN 46R” means FASB Interpretation No. 46, “Consolidation of Variable Interest
Entities,” and its revision by the Financial Accounting Standards Board.
“Fund” means any Person (other than a natural person) that is (or will be)
engaged in making, purchasing, holding or otherwise investing in revolving credit facilities
and similar extensions of credit in the ordinary course of its business.
“Fundamental Change” means any of (a) the Borrower consolidating or
amalgamating with or merging into any other Person, (b) the Borrower failing to preserve,
renew and keep, in full force and effect, its corporate existence, (c) the Borrower,
directly or indirectly through one or more of its Subsidiaries, conveying or transferring
the properties and assets of the Borrower and its Subsidiaries (taken as a whole for the
Borrower and its Subsidiaries) substantially as an entirety (other than to the Borrower or
one or more of its Subsidiaries), or (d) the Borrower liquidating, winding up or dissolving
itself, other than, in the case of clauses (a) through (d), any such
transaction or transactions the sole purpose of which is to change the domicile of the
Borrower (in any such redomiciliation (x) the surviving, amalgamated or transferee entity
shall expressly assume, by an agreement reasonably satisfactory to the Administrative Agent,
the obligations of the Borrower to be performed or observed hereunder and deliver to the
Administrative Agent such corporate authority documents and legal opinions as the
Administrative Agent shall reasonably request, (y) the surviving, amalgamated or transferee
entity shall succeed to, and be substituted for, and may exercise every right and power of,
the Borrower under this Agreement with the same effect as if such surviving, amalgamated or
transferee entity had been named as the Borrower herein and (z) the surviving, amalgamated
or transferee entity shall be organized under the laws of the United States of America, any
state thereof or the District of Columbia).
“GAAP” means generally accepted accounting principles in the United States of
America as in effect from time to time and set forth in the opinions and pronouncements of
the Accounting Principles Board and the American Institute of Certified Public Accountants
and statements and pronouncements of the Financial Accounting Standards Board or such other
principles as may be approved by a significant segment of the accounting profession in the
United States, except that for purposes of Section 7.1, GAAP shall be determined on
the basis of such principles in effect on the date hereof.
“Governmental Authority” means any nation or government, any state or other
political subdivision thereof whether state or local and any entity exercising executive,
legislative, judicial, regulatory or administrative functions of or pertaining to
government, and any corporation or other entity owned or controlled, through stock or
capital ownership or otherwise, by any of the foregoing, including any board of insurance,
insurance department or insurance commissioner.
10
“Granting Lender” has the meaning specified in Section 10.7(h).
“Guarantee Obligation” means as to any Person (the “guaranteeing
person”), any obligation of (a) the guaranteeing person or (b) another Person
(including, without limitation, any bank under any letter of credit) to induce the creation
of which the guaranteeing person has issued a reimbursement, counterindemnity or similar
obligation, in either case guaranteeing or in effect guaranteeing any Indebtedness, leases,
dividends or other obligations (the “primary obligations”) of any other third Person
(the “primary obligor”) in any manner, whether directly or indirectly, including,
without limitation, any obligation of the guaranteeing person, whether or not contingent,
(i) to purchase any such primary obligation or any Property constituting direct or indirect
security therefor, (ii) to advance or supply funds (1) for the purchase or payment of any
such primary obligation or (2) to maintain working capital or equity capital of the primary
obligor or otherwise to maintain the net worth or solvency of the primary obligor, (iii) to
purchase Property, securities or services primarily for the purpose of assuring the owner of
any such primary obligation of the ability of the primary obligor to make payment of such
primary obligation or (iv) otherwise to assure or hold harmless the owner of any such
primary obligation against loss in respect thereof; provided, however, that
the term Guarantee Obligation shall not include endorsements of instruments for deposit or
collection in the ordinary course of business. The amount of any Guarantee Obligation of
any guaranteeing person shall be deemed to be the lower of (a) an amount equal to the stated
or determinable amount of the primary obligation in respect of which such Guarantee
Obligation is made and (b) the maximum amount for which such guaranteeing person may be
liable pursuant to the terms of the instrument embodying such Guarantee Obligation, unless
such primary obligation and the maximum amount for which such guaranteeing person may be
liable are not stated or determinable, in which case the amount of such Guarantee Obligation
shall be such guaranteeing person’s maximum reasonably anticipated liability in respect
thereof as determined by the Borrower in good faith.
“Hazardous Materials” means all explosive or radioactive substances or wastes,
hazardous or toxic substances or wastes, pollutants, solid, liquid or gaseous wastes,
including petroleum or petroleum distillates, asbestos or asbestos containing materials,
polychlorinated biphenyls (“PCBs”) or PCB-containing materials or equipment, radon
gas, infectious or medical wastes and all other substances or wastes of any nature regulated
pursuant to any environmental law.
“Hedge Agreements” means all interest rate swaps, caps or collar agreements or
similar arrangements entered into by the Borrower or its Subsidiaries providing for
protection against fluctuations in interest rates or currency exchange rates or otherwise
providing for the exchange of nominal interest obligations, either generally or under
specific contingencies.
“Increase Effective Date” has the meaning specified in Section 2.21(b).
“Indebtedness” means, as to any Person at any date, without duplication, all of
the following, whether or not included as Indebtedness or liabilities in accordance
11
with GAAP (a) all Debt of such Person, (b) all obligations of such Person for the
deferred purchase price of Property or services (other than trade payables incurred in the
ordinary course of such Person’s business), (c) all obligations of such Person evidenced by
notes, bonds, debentures or other similar instruments, (d) all indebtedness created or
arising under any conditional sale or other title retention agreement with respect to
Property acquired by such Person (even though the rights and remedies of the seller or
lender under such agreement in the event of default are limited to repossession or sale of
such Property), (e) all Capital Lease Obligations of such Person, (f) all obligations of
such Person, contingent or otherwise, as an account party or applicant under acceptance,
letter of credit, bank guarantees, surety bonds or similar facilities, (g) all obligations
of such Person, contingent or otherwise, to purchase, redeem, retire, defease or otherwise
acquire for value any Capital Stock of such Person, (h) all Guarantee Obligations of such
Person in respect of any of the foregoing, (i) all obligations of the kind referred to in
clauses (a) through (h) above secured by (or for which the holder of such
obligation has an existing right, contingent or otherwise, to be secured by) any Lien on
Property (including, without limitation, accounts and contract rights) owned by such Person,
whether or not such Person has assumed or become liable for the payment of such obligation
and (j) for the purposes of Section 8.1(h) only, all obligations of such Person in
respect of Hedge Agreements entered into in the ordinary course of business and not for
speculative purposes.
“Indemnified Liabilities” has the meaning specified in Section 10.6.
“Indemnitees” has the meaning specified in Section 10.6.
“Information” has the meaning specified in Section 10.16.
“Insolvency” means with respect to any Multiemployer Plan, the condition that
such Plan is insolvent within the meaning of Section 4245 of ERISA.
“Insolvent” means pertaining to a condition of Insolvency.
“Instrument of Accession” has the meaning specified in Section 2.21.
“Insurance Regulations” means any Law, directive or order applicable to an
insurance company.
“Insurance Regulator” means any Person charged with the administration,
oversight or enforcement of any Insurance Regulation.
“Insurance Subsidiary” means any Subsidiary which is required to be licensed by
any Department as an insurer or reinsurer and each direct or indirect Subsidiary of such
Subsidiary.
“Intellectual Property” means the collective reference to all rights,
priorities and privileges relating to intellectual property, arising under Laws, including,
without limitation, copyrights, copyright licenses, patents, patent licenses, trademarks,
trademark licenses, technology, know-how and processes, and all rights to sue at law or
12
in equity for any infringement or other impairment thereof, including the right to
receive all proceeds and damages therefrom.
“Interest Payment Date” means (a) as to any Base Rate Loan, the first Business
Day of each of January, April, July and October and the last day of the Revolving Credit
Commitment Period, (b) as to any Eurodollar Loan, the last day of each Interest Period
applicable to such Loan and the last day of the Revolving Credit Commitment Period;
provided, however, that if any Interest Period for a Eurodollar Loan exceeds
three months, the respective dates that fall every three months after the beginning of such
Interest Period shall also be Interest Payment Dates, and (c) as to any Loan (other than a
Base Rate Loan), the date of any repayment or prepayment made in respect thereof.
“Interest Period” means, as to any Eurodollar Loan, (a) initially, the period
commencing on the borrowing or conversion date, as the case may be, with respect to such
Eurodollar Loan and ending one, two, three or six months (or, unless unavailable to any
Lender, nine or twelve months) thereafter, as selected by the Borrower in its notice of
borrowing or notice of conversion, as the case may be, given with respect thereto; and (b)
thereafter, each period commencing on the last day of the next preceding Interest Period
applicable to such Eurodollar Loan and ending one, two, three or six months (or, unless
unavailable to any Lender, nine or twelve months) thereafter, as selected by the Borrower by
irrevocable notice to the Administrative Agent not less than three Business Days prior to
the last day of the then current Interest Period with respect thereto; provided
that, all of the foregoing provisions relating to Interest Periods are subject to the
following:
(i) if any Interest Period would otherwise end on a day that is not a
Business Day, such Interest Period shall be extended to the next succeeding
Business Day unless the result of such extension would be to carry such
Interest Period into another calendar month in which event such Interest
Period shall end on the immediately preceding Business Day;
(ii) any Interest Period in respect of the Loans that would otherwise
extend beyond the Revolving Credit Termination Date shall end on the Revolving
Credit Termination Date; and
(iii) any Interest Period that begins on the last Business Day of a
calendar month (or on a day for which there is no numerically corresponding
day in the calendar month at the end of such Interest Period) shall end on the
last Business Day of the calendar month at the end of such Interest Period.
“Interim Statement” means any interim statutory financial statement or
financial report (whether quarterly, semiannually or otherwise) of any Insurance Subsidiary
required to be filed with the Department of its jurisdiction of incorporation or
organization, which statement or report shall be in the form required by such Insurance
Subsidiary’s jurisdiction of incorporation or organization or, if no specific form is so
required, in the form of financial statements or financial reports permitted by such
13
Department to be used for filing interim statutory financial statements or financial
reports and shall contain the type of information permitted or required by such Department
to be disclosed therein, together with all exhibits or schedules filed therewith.
“IPO” means an initial public offering by the Borrower of its common stock
pursuant to an effective S-1 Registration Statement under the Securities Act of 1933, as
amended.
“ISP” means with respect to any Letter of Credit, the “International Standby
Practices 1998” published by the Institute of International Banking Law & Practice (or such
later version thereof as may be in effect at the time of issuance).
“Issuer Documents” means with respect to any Letter of Credit, the Application,
and any other document, agreement and instrument entered into by the Issuing Lender and the
Borrower (or any Subsidiary) or by the Borrower (or any Subsidiary) in favor of the Issuing
Lender and relating to any such Letter of Credit.
“Issuing Lender” means Bank of America, N.A. and any other Lender from time to
time designated by the Borrower as an Issuing Lender, with the consent of such Lender and
the Administrative Agent.
“Laws” means any law, treaty, rule, regulation or order of an arbitrator or a
court or other Governmental Authority.
“L/C Advance” means, with respect to each Lender, such Lender’s funding of its
participation in any L/C Borrowing in accordance with its Revolving Credit Percentage.
“L/C Borrowing” means an extension of credit resulting from a drawing under any
Letter of Credit which has not been reimbursed on the date when made or refinanced as a
borrowing.
“L/C Commitment” means $50,000,000, as the same may be reduced from time to
time pursuant to Section 2.7.
“L/C Credit Extension” means, with respect to any Letter of Credit, the
issuance thereof or extension of the expiry date thereof or the increase of the amount
thereof.
“L/C Fee Payment Date” means the first Business Day of each of January, April,
July and October and the last day of the Revolving Credit Commitment Period.
“L/C Obligations” means, at any time, an amount equal to the sum of (a) the
aggregate amount available to be drawn under all outstanding Letters of Credit and (b) the
aggregate amount of drawings under Letters of Credit that have not then been reimbursed
pursuant to Section 3.3. For purposes of computing the amount available to be drawn
under any Letter of Credit, the amount of such Letter of Credit shall be determined in
accordance with Section 1.3. For all purposes of this Agreement, if on any
14
date of determination a Letter of Credit has expired by its terms but any amount may
still be drawn thereunder by reason of the operation of Rule 3.14 of the ISP, such Letter of
Credit shall be deemed to be “outstanding” in the amount so remaining available to be drawn.
“L/C Participants” means, with respect to any Letter of Credit, the collective
reference to all of the Lenders, other than the Issuing Lender that issued such Letter of
Credit.
“Lenders” has the meaning specified in the preamble hereto.
“Letters of Credit” means any letters of credit issued hereunder and shall
include the Existing Letters of Credit.
“License” means any license, certificate of authority, permit or other
authorization which is required to be obtained from any Governmental Authority in connection
with the operation, ownership or transaction of insurance or reinsurance business.
“Lien” means any mortgage, pledge, security interest, encumbrance, charge or
security interest of any kind.
“Loan” means any loan made by any Lender to the Borrower pursuant to this
Agreement, including any Revolving Credit Loan and any Swing Line Loan made by the Swing
Line Lender.
“Loan Documents” means this Agreement, the Applications, the Notes, any
Instrument of Accession executed hereunder pursuant to Section 2.21 and any
Extension Request executed pursuant to Section 2.22.
“Majority Lenders” means the holders of more than 50% of the Total Revolving
Extensions of Credit (or, if no such Revolving Extensions of Credit are outstanding, prior
to any termination of the Revolving Credit Commitments, the holders of more than 50% of the
Total Revolving Credit Commitments). The Revolving Credit Commitment in effect (or, when
applicable, Revolving Extensions of Credit outstanding) of any Defaulting Lender shall be
excluded for purposes of any vote of Majority Lenders.
“Mandatory Convertible Securities” means equity securities or subordinated debt
securities (which subordinated debt securities, if issued by the Borrower, will include
subordination to the obligations of the Borrower hereunder), issued by the Borrower or one
of its Subsidiaries which (i) are not (w) Mandatory Redeemable Securities (other than
Qualified Securities) or (x) Conditional Common Equity and (ii) provide, pursuant to the
terms thereof, that the issuer of such securities (or an affiliate of such issuer) may cause
(without the payment of additional cash consideration by the issuer thereof) the conversion
or exchange of, or has agreed to convert or exchange, such securities to or for equity
securities of the Borrower or one of its Subsidiaries upon the occurrence of a certain date
or of certain events. A Mandatory
15
Convertible Security that is also a Qualified Security shall be treated as a Mandatory
Convertible Security.
“Mandatory Redeemable Securities” means debt or equity securities (other than
Conditional Common Equity, so long as such Conditional Common Equity may not be required, by
the holder thereof, to be repurchased or redeemed during the period provided for shareholder
approval of conversion pursuant to the terms of such Conditional Common Equity) issued by
the Borrower or one of its Subsidiaries which either (i) are subordinated debt securities
(which subordinated debt securities, if issued by the Borrower, will include subordination
to the obligations of the Borrower hereunder), or (ii) provide, pursuant to the terms
thereof, that such securities must be repurchased or redeemed, or the holder of such
securities may require the issuer of such securities to repurchase or redeem such
securities, upon the occurrence of a certain date or of certain events.
“Material Adverse Effect” means, a material adverse effect on (a) the business,
assets, property or financial condition of the Borrower and its Subsidiaries taken as a
whole, or (b) the validity or enforceability of this Agreement or any of the other Loan
Documents or the rights and remedies of the Administrative Agent and the Lenders hereunder
or thereunder.
“Material Insurance Subsidiary” means any Insurance Subsidiary (whether
existing on or acquired or formed after the Closing Date) having Capital and Surplus equal
to 10% or more of the Consolidated Net Worth of the Borrower as of the most recent Annual
Statement or Interim Statement of such Insurance Subsidiary.
“Maturity Extension Date” has the meaning specified in Section 2.22.
“Maximum Rate” has the meaning specified in Section 10.19(a).
“Moody’s” means Moody’s Investors Service, Inc. (or any successor thereto).
“Multiemployer Plan” means a Plan that is a multiemployer plan as defined in
Section 4001(a)(3) of ERISA.
“NAIC” means the National Association of Insurance Commissioners or any
successor thereto, or in the absence of the National Association of Insurance Commissioners
or such successor, any other association, agency or other organization performing advisory,
coordination or other like functions among insurance departments, insurance commissioners
and similar Governmental Authorities of the various states of the United States towards the
promotion of uniformity in the practices of such Governmental Authorities.
“Non-Excluded Taxes” has the meaning specified in Section 2.16(a).
“Non-Extending Lender” has the meaning specified in Section 2.22.
16
“Non-Regulated Operating Subsidiary” means each Subsidiary of the Borrower
engaged directly (as opposed to indirectly through the ownership of Capital Stock of a
Person engaged in a Principal Business) in a Principal Business, whether now owned or
hereafter acquired, which is not an Insurance Subsidiary.
“Non-U.S. Lender” has the meaning specified in Section 2.16(d).
“Note” means any promissory note, including any revolving credit note or swing
line note, made by the Borrower in favor of a Lender evidencing any Loan, substantially in
the forms of Exhibit C-1 and C-2, as the case may be and as any such Note
may be amended, restated, supplemented, modified or replaced from time to time.
“Notice Date” has the meaning specified in Section 2.22.
“Other Taxes” means any and all present or future stamp or documentary taxes or
any other excise or property taxes, charges or similar levies arising from any payment made
hereunder or from the execution, delivery or enforcement of, or otherwise with respect to,
this Agreement or any other Loan Document.
“Participant” has the meaning specified in Section 10.7(d).
“PBGC” means the Pension Benefit Guaranty Corporation established pursuant to
Subtitle A of Title IV of ERISA (or any successor).
“Permitted Holders” means collectively, Berkshire Hathaway and White Mountains.
“Permitted Liens” means (a) any Lien upon Property to secure any part of the
cost of development, construction, alteration, repair or improvement of such Property, or
Debt incurred to finance such cost; (b) any extension, renewal or replacement, in whole or
in part, of any Lien referred to in the foregoing clause (a); (c) any Lien relating
to a sale and leaseback transaction; (d) any Lien in favor of the Borrower or any Subsidiary
granted by the Borrower or any Subsidiary in order to secure any intercompany obligations;
(e) mechanic’s, materialmen’s, carriers’ or other like Liens arising in the ordinary course
of business (including construction of facilities) in respect of obligations which are not
due or which are being contested in good faith; (f) any Lien arising in connection with any
legal proceeding which is being contested in good faith; (g) Liens for taxes not yet subject
to penalties for non-payment or which are being contested in good faith by appropriate
proceedings; (h) minor survey exceptions, minor encumbrances, easements or reservations of,
or rights of others for, licenses, rights-of-way, sewers, electric lines, telegraph and
telephone lines and other similar purposes, or zoning or other restrictions as to the use of
real property or Liens incidental to the conduct of the business of such Person or to the
ownership of its properties which were not incurred in connection with Debt and which do not
in the aggregate materially adversely affect the value of said properties or materially
impair their use in the operation of the business of such Person; (i) pledges or deposits
under workers’ compensation Laws, unemployment insurance Laws or similar social security
legislation; (j) any pledge or deposit to secure performance of letters of credit, bank
guarantees, bids, leases,
17
statutory obligations, surety and appeal bonds, performance bonds or other obligations
of a like nature in the ordinary course of business; (k) any interest or title of a lessor
under any lease entered into in the ordinary course of business; (l) Liens on assets of any
Insurance Subsidiary securing (i) short-term Debt (i.e. with a maturity of less than one
year when issued, provided that such Debt may include an option to extend for up to an
additional one year period) incurred to provide short-term liquidity to facilitate claims
payments in the event of catastrophe, (ii) Debt incurred in the ordinary course of its
business or in securing insurance-related obligations (that do not constitute Debt) and
letters of credit issued for the account of any such Subsidiary in the ordinary course of
its business or in securing insurance-related obligations (that do not constitute Debt) or
(iii) insurance-related obligations (that do not constitute Debt); (m) Liens on the assets
of any mutual fund Subsidiary securing Debt incurred to provide short-term (i.e. not
anticipated to be outstanding for more than one year when incurred) liquidity to facilitate
redemption payments by such mutual fund Subsidiary; and (n) Liens securing the obligations
hereunder.
“Person” means an individual, partnership, corporation, limited liability
company, business trust, joint stock company, trust, unincorporated association, joint
venture, Governmental Authority or other entity of whatever nature.
“Plan” means at a particular time, any employee pension benefit plan that is
subject to the provisions of Title IV of ERISA or Section 412 of the Code or Section 302 of
ERISA, and in respect of which the Borrower or a Commonly Controlled Entity is (or, if such
plan were terminated at such time, would under Section 4069 of ERISA be deemed to be) an
“employer” as defined in Section 3(5) of ERISA.
“Platform” has the meaning specified in Section 6.2(e).
“Principal Business” means (a) a business of the type engaged in by the
Borrower and its Subsidiaries on the date of this Agreement, (b) any other insurance,
insurance services, insurance related, asset management, asset management related or risk
management related business and (c) any business reasonably incident to any of the
foregoing.
“Property” means any property of any kind whatsoever, whether real,
personal or mixed and whether tangible or intangible.
“Public Lender” has the meaning specified in Section 6.2(e).
“Qualified Securities” means (a) Mandatory Redeemable Securities issued by the
Borrower or one of its Subsidiaries that, pursuant to the terms thereof, must be redeemed or
repurchased or repaid, or may be required to be redeemed or repurchased or repaid at the
option of the holder of such securities (excluding redemption, repurchase or repayment upon
the occurrence of one or more events or conditions but including redemption, repurchase or
repayment upon the occurrence of a certain date), (i) if such Mandatory Redeemable
Securities are equity securities or subordinated debt securities, not sooner than the
Revolving Credit Termination Date (except to the extent permitted by
18
clause (ii) below) or (ii) only in exchange for equity securities or other Qualified
Securities of the Borrower or any of its Subsidiaries (except to the extent permitted by
clause (i) above) and (b) any other debt or equity securities issued by the Borrower or one
of its Subsidiaries whose proceeds are or would be accorded, at or about the time of
issuance, equity treatment by S&P.
“Refunded Swing Line Loans” has the meaning specified in Section
2.4(b).
“Refunding Date” has the meaning specified in Section 2.4(c).
“Register” has the meaning specified in Section 10.7(c).
“Regulation U” means Regulation U of the Board as in effect from time to time.
“Reimbursement Obligation” means the obligation of the Borrower to reimburse an
Issuing Lender pursuant to Section 3.3(a) for amounts drawn under Letters of Credit
issued by such Issuing Lender for the account of the Borrower.
“Related Person” means, with respect to any Person, such Person’s Affiliates
and the partners, directors, officers, employees, agents and advisors of such Person and of
such Person’s Affiliates.
“Reorganization” means, with respect to any Multiemployer Plan, the condition
that such plan is in reorganization within the meaning of Section 4241 of ERISA.
“Reportable Event” means any of the events set forth in Section 4043(c) of
ERISA, other than those events as to which the thirty day notice period is waived.
“Requested Reimbursement Date” has the meaning specified in Section
3.3(a).
“Requirement of Law” means, as to any Person, the Certificate of Incorporation
and By-Laws or other organizational or governing documents of such Person (excluding, in the
case of Section 2.15(a)(i), any of the foregoing relating to the Administrative
Agent or any Lender), and any Law, in each case applicable to or binding upon such Person or
any of its Property or to which such Person or any of its Property is subject.
“Responsible Officer” means, as to the Borrower or any Subsidiary, the chief
executive officer, president, chief financial officer, treasurer, chief accounting officer,
any vice president or any managing director of the Borrower or any Subsidiary, as the
context requires. Any document delivered hereunder that is signed by a Responsible Officer
on behalf of the Borrower or a Subsidiary shall be conclusively presumed to have been
authorized by all necessary corporate, partnership and/or other
19
action on the part of the Borrower or such Subsidiary and such Responsible Officer
shall be conclusively presumed to have acted on behalf of the Borrower or such Subsidiary.
“Revolving Credit Commitment” means, as to any Lender, the obligation of such
Lender, if any, to make Revolving Credit Loans and participate in Swing Line Loans and
Letters of Credit, in an aggregate principal or face amount not to exceed the amount set
forth under the heading “Revolving Credit Commitment” opposite such Lender’s name on
Schedule 1 to this Agreement, or, as the case may be, in the Assignment and
Assumption pursuant to which such Lender became a party hereto, as the same may be adjusted
from time to time pursuant to the terms hereof.
“Revolving Credit Commitment Period” means the period from and including the
Closing Date to the earliest of (a) the Revolving Credit Termination Date, (b) the date of
termination of the Revolving Credit Commitments pursuant to Section 2.7, and (c) the
date of termination of the commitment of each Lender to make Loans and of the obligation of
the Issuing Lender to make L/C Credit Extensions pursuant to Section 8.2.
“Revolving Credit Loans” has the meaning specified in Section 2.1.
“Revolving Credit Percentage” means, as to any Lender at any time, the
percentage (carried out to the ninth decimal place) which such Lender’s Revolving Credit
Commitment then constitutes of the Total Revolving Credit Commitments (or, at any time after
the commitment of each Lender to make Loans and the obligation of the Issuing Lender to make
L/C Credit Extensions shall have terminated pursuant to Section 8.2 or if the
Revolving Credit Commitments shall have expired, then the percentage which the aggregate
amount of such Lender’s Revolving Extensions of Credit then outstanding constitutes of the
amount of the Total Revolving Extensions of Credit then outstanding).
“Revolving Credit Termination Date” means August 16, 2012, or such later date
to which the Revolving Credit Termination Date may be extended pursuant to Section
2.22; provided, however, that, if such date is not a Business Day, the
Revolving Credit Termination Date shall be the next succeeding Business Day.
“Revolving Extensions of Credit” means, as to any Lender at any time, an amount
equal to the sum of (a) the aggregate principal amount of all Revolving Credit Loans made by
such Lender then outstanding, (b) the principal amount equal to such Lender’s Revolving
Credit Percentage of the L/C Obligations then outstanding and (c) the principal amount equal
to such Lender’s Revolving Credit Percentage of the aggregate principal amount of Swing Line
Loans then outstanding.
“S&P” means Standard & Poor’s Rating Services (or any successor thereto).
“SAP” means with respect to any Insurance Subsidiary, the statutory accounting
practices prescribed or permitted by the Department in the jurisdiction of incorporation or
organization of such Insurance Subsidiary for the preparation of annual
20
statements and other financial reports by insurance companies of the same type as such
Insurance Subsidiary, which are applicable to the circumstances as of the date of
determination.
“SEC” means the Securities and Exchange Commission (or successors thereto or an
analogous Governmental Authority).
“SFAS” means the Statements of Financial Accounting Standards adopted by the
Financial Accounting Standards Board.
“Single Employer Plan” means any Plan that is covered by Title IV of ERISA, but
which is not a Multiemployer Plan.
“SPC” has the meaning specified in Section 10.7(h).
“Specified Event of Default” means an Event of Default pursuant to Sections
8.1(a), 8.1(b) (with respect to Section 7.1 only) or 8.1(c).
“Stated Rate” has the meaning specified in Section 10.19(a).
“Subsidiary” of a Person means (a) any corporation more than 50% of the
outstanding securities having ordinary voting power of which shall at the time be owned or
controlled, directly or indirectly, by such Person or by one or more of its Subsidiaries or
by such Person and one or more of its Subsidiaries, or (b) any partnership, limited
liability company, association, joint venture or similar business organization more than 50%
of the ownership interests having ordinary voting power of which shall at the time be so
owned or controlled. Unless otherwise expressly provided, all references herein to a
“Subsidiary” shall mean a Subsidiary of the Borrower.
“Swing Line Commitment” means the obligation of the Swing Line Lender to make
Swing Line Loans pursuant to Section 2.3 in an aggregate principal amount at any one
time outstanding not to exceed $10,000,000.
“Swing Line Lender” means Bank of America, N.A., in its capacity as provider of
Swing Line Loans, or any successor swing line lender hereunder.
“Swing Line Loans” has the meaning specified in Section 2.3(a).
“Swing Line Participation Amount” has the meaning specified in Section
2.4(c).
“Syndication Agent” means JPMorgan Chase Bank, N.A., and any other Lender as
may be designated from time to time by the Borrower as a syndication agent, with the consent
of such Lender and the Arranger.
“Total Consolidated Capitalization” means, as at any date, the sum, without
duplication, of (a) Consolidated Net Worth plus (b) Total Consolidated Debt plus, (c) the
amounts in respect of Trust Preferred Securities, Mandatory Convertible
21
Securities, Mandatory Redeemable Securities, Conditional Common Equity and any other
preferred equity that would, in conformity with GAAP, be reflected on a consolidated balance
sheet of the Borrower and its consolidated Subsidiaries prepared as of such date and which
are not already included in clause (a) or (b) above. Total
Consolidated Capitalization shall in any event not include any effects resulting from the
application of FIN 46R.
“Total Consolidated Debt” means, at any date, the sum, without duplication, of
(a) all amounts that would, in conformity with GAAP, be reflected and classified as debt on
a consolidated balance sheet of the Borrower and its consolidated Subsidiaries prepared as
of such date (other than amounts excluded by clauses (b) and (c) below), (b) Indebtedness
represented by (i) Trust Preferred Securities or Qualified Securities (in each case, owned
by Persons other than the Borrower or any of its consolidated Subsidiaries) but only to the
extent that such securities (other than Mandatory Convertible Securities) exceed 15% of
Total Consolidated Capitalization or (ii) Mandatory Redeemable Securities (owned by Persons
other than the Borrower or any of its consolidated Subsidiaries) other than Qualified
Securities, and (c) Indebtedness represented by Mandatory Convertible Securities (owned by
Persons other than the Borrower or any of its consolidated Subsidiaries) but only to the
extent that such Mandatory Convertible Securities plus Trust Preferred Securities and
Qualified Securities (in each case, owned by Persons other than the Borrower or any of its
consolidated Subsidiaries) exceed 25% of Total Consolidated Capitalization;
provided, that in the event that the notes related to the Mandatory Convertible
Securities remain outstanding following the exercise of forward purchase contracts related
to such Mandatory Convertible Securities, then such outstanding notes will be included in
Total Consolidated Debt thereafter. Total Consolidated Debt shall, in any event, not
include (1) Hedge Agreements entered into in the ordinary course of business for
non-speculative purposes, (2) Indebtedness of the type described in Sections
7.2(a)(ii), (a)(iii), (a)(iv), (a)(vi) and (a)(vii), (3)
Conditional Common Equity, (4) any other amounts in respect of Trust Preferred Securities,
Mandatory Redeemable Securities, Mandatory Convertible Securities or Qualified Securities,
or (5) any effects resulting from the application of FIN 46R.
“Total Consolidated Debt to Total Consolidated Capitalization Ratio” means, as
at the end of any fiscal quarter of the Borrower, the ratio of (a) Total Consolidated Debt
to (b) Total Consolidated Capitalization.
“Total Revolving Credit Commitments” means, at any time, the aggregate amount
of the Revolving Credit Commitments then in effect. The aggregate amount of the Total
Revolving Credit Commitments on the Closing Date is $200,000,000.
“Total Revolving Extensions of Credit” means, at any time, the aggregate amount
of the Revolving Extensions of Credit of the Lenders outstanding at such time.
“Transferee” means a Participant or an assignee of any Lender’s rights and
obligations under this Agreement pursuant to an Assignment and Assumption.
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“Trust Preferred Securities” means preferred equity issued by a special purpose
entity, the proceeds of which are used to purchase subordinated debt securities of the
Borrower or one of its Subsidiaries having terms that substantially mirror those of such
preferred equity issued by the special purpose entity such that the subordinated debt
securities constitute credit support for obligations in respect of such preferred equity and
such preferred equity is reflected on a consolidated balance sheet of the Borrower and its
consolidated Subsidiaries in accordance with GAAP.
“Type” means, as to any Loan, its nature as a Base Rate Loan or a Eurodollar
Loan.
“Unreimbursed Amount” has the meaning specified in Section 3.3(a).
“White Mountains” means White Mountains Insurance Group, Ltd., a company
organized under the laws of Bermuda, or an Affiliate thereof.
1.2. Other Definitional Provisions. Unless otherwise specified therein, all terms
defined in this Agreement shall have the defined meanings when used in the other Loan Documents or
any certificate or other document made or delivered pursuant hereto or thereto.
(a) As used herein and in the other Loan Documents, and any certificate or other document made
or delivered pursuant hereto or thereto, accounting terms relating to the Borrower or its
Subsidiaries not defined in Section 1.1 and accounting terms partly defined in Section
1.1, to the extent not defined, shall have the respective meanings given to them under GAAP or
SAP, as the case may be.
(b) References herein to particular pages, columns, lines or sections of any Person’s Annual
Statement shall be deemed, where appropriate, to be references to the corresponding page, column,
line or section of such Person’s Interim Statement, or if no such corresponding page, column, line
or section exists or if any report form changes, then to the corresponding item referenced thereby.
(c) The words “hereof”, “herein” and “hereunder” and words of similar import when used in this
Agreement shall refer to this Agreement as a whole and not to any particular provision of this
Agreement, and Section, Schedule and Exhibit references are to this Agreement unless otherwise
specified.
(d) The meanings given to terms defined herein shall be equally applicable to both the
singular and plural forms of such terms.
(e) The word “or” is not exclusive and the words “include”, “includes” or “including” shall be
deemed to be followed by the phrase “without limitation”.
(f) References to “preferred equity” includes Capital Stock designated as preferred stock,
preference shares, preferred shares or any similar term.
1.3. Letter of Credit Amounts. Unless otherwise specified herein, the amount of a
Letter of Credit at any time shall be deemed to be the stated amount of such Letter of Credit in
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effect at such time; provided, however, that with respect to any Letter of
Credit that, by its terms or the terms of any Issuer Document related thereto, provides for one or
more automatic increases in the stated amount thereof, other than with respect to the calculation
of fees in connection with Letters of Credit, the amount of such Letter of Credit shall be deemed
to be the maximum stated amount of such Letter of Credit after giving effect to all such increases,
whether or not such maximum stated amount is in effect at such time.
1.4. Rounding. Any financial ratios required to be maintained by the Borrower
pursuant to this Agreement shall be calculated by dividing the appropriate component by the other
component, carrying the result to one place more than the number of places by which such ratio is
expressed herein and rounding the result up or down to the nearest number (with a rounding-up if
there is no nearest number).
1.5. Times of Day. Unless otherwise specified, all references herein to times of day
shall be references to Eastern time (daylight or standard, as applicable).
2. AMOUNT AND TERMS OF COMMITMENTS
2.1. Revolving Credit Commitments. (a) Subject to the terms and conditions hereof,
the Lenders severally agree to make revolving credit loans (“Revolving Credit Loans”) to
the Borrower from time to time on any Business Day during the Revolving Credit Commitment Period in
an aggregate principal amount at any one time outstanding for each Lender which, when added to such
Lender’s Revolving Credit Percentage of the sum of (i) the L/C Obligations then outstanding and
(ii) the aggregate principal amount of the Swing Line Loans then outstanding, does not exceed the
amount of such Lender’s Revolving Credit Commitment. During the Revolving Credit Commitment Period
the Borrower may use the Revolving Credit Commitments by borrowing, prepaying the Revolving Credit
Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof.
The Revolving Credit Loans may from time to time be Eurodollar Loans or Base Rate Loans, as
determined by the Borrower and notified to the Administrative Agent in accordance with Sections
2.2 and 2.9, provided that no Revolving Credit Loan shall be made as a Eurodollar Loan
after the day that is one month prior to the Revolving Credit Termination Date.
(b) The Borrower shall repay to the Lenders all outstanding Revolving Credit Loans made to the
Borrower on the Revolving Credit Termination Date.
2.2. Procedure for Revolving Credit Borrowing. The Borrower may borrow under the
Revolving Credit Commitments on any Business Day during the Revolving Credit Commitment Period,
provided that the Borrower shall give the Administrative Agent a borrowing request in the form of
Exhibit B-1 hereto (hereinafter, a “Borrowing Request”) (which Borrowing Request
must be received by the Administrative Agent prior to 11:00 A.M., New York City time, (a) three
Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans, or (b) on the
requested Borrowing Date, in the case of Base Rate Loans, provided that requests for Base Rate
Loans not received prior to 11:00 A.M., New York City time on the requested Borrowing Date shall be
deemed received on the following Business Day), and must specify (i) the amount and Type of
Revolving Credit Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of
Eurodollar Loans, the length of the initial
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Interest Period therefor; provided, however, that if the Borrower wishes to
request Eurodollar Loans having an Interest Period of nine or twelve months in duration as provided
in the definition of “Interest Period,” the applicable notice must be received by the
Administrative Agent not later than 11:00 A.M. New York City time, four Business Days prior to the
requested date of such borrowing, whereupon the Administrative Agent shall give prompt notice to
the Lenders of such request and determine whether the requested Interest Period is unavailable to
any of them. Not later than 10:00 A.M. New York City time, three Business Days before the
requested date of such borrowing, the Administrative Agent shall notify the Borrower (which notice
may be by telephone) whether or not the requested Interest Period is unavailable to any Lender. If
the Borrower requests a borrowing of Eurodollar Loans in any Borrowing Request, but fails to
specify an Interest Period, it will be deemed to have specified an Interest Period of one month.
Each borrowing of Revolving Credit Loans under the Revolving Credit Commitments shall be in an
amount equal to (x) in the case of Base Rate Loans, $1,000,000 or a whole multiple thereof (or, if
the then aggregate Available Revolving Credit Commitments are less than $1,000,000, such lesser
amount) and (y) in the case of Eurodollar Loans, $5,000,000 or a whole multiple of $1,000,000 in
excess thereof; provided, that the Swing Line Lender may request, on behalf of the
Borrower, borrowings of Base Rate Loans under the Revolving Credit Commitments in other amounts
pursuant to Section 2.4. Upon receipt of any such notice from the Borrower, the
Administrative Agent shall promptly notify each Lender thereof. Each Lender will make its
Revolving Credit Percentage of the amount of each borrowing of Revolving Credit Loans available to
the Administrative Agent for the account of the Borrower at the Administrative Agent’s Office prior
to 12:00 Noon, New York City time, on the Borrowing Date requested by the Borrower in funds
immediately available to the Administrative Agent. Such borrowing will then be made available to
the Borrower by the Administrative Agent in like funds as received by the Administrative Agent.
2.3. Swing Line Commitment. (a) Subject to the terms and conditions hereof, the Swing
Line Lender agrees, in reliance on the agreements of the other Lenders set forth in Section
2.4, that during the Revolving Credit Commitment Period, it will make available to the Borrower
in the form of swing line loans (“Swing Line Loans”) a portion of the credit otherwise
available to the Borrower under the Revolving Credit Commitments; provided that (i) the
aggregate principal amount of Swing Line Loans outstanding at any time shall not exceed the Swing
Line Commitment then in effect (notwithstanding that the Swing Line Loans outstanding at any time,
when aggregated with the Swing Line Lender’s other outstanding Revolving Credit Loans hereunder,
may exceed the Swing Line Commitment then in effect or such Swing Line Lender’s Revolving Credit
Commitment then in effect) and (ii) the Borrower shall not request, and the Swing Line Lender shall
not make, any Swing Line Loan if, after giving effect to the making of such Swing Line Loan, the
aggregate amount of the Available Revolving Credit Commitments would be less than zero. During the
Revolving Credit Commitment Period, the Borrower may use the Swing Line Commitment by borrowing,
repaying and reborrowing, all in accordance with the terms and conditions hereof. Swing Line Loans
shall be Base Rate Loans only.
(b) The Borrower shall repay all outstanding Swing Line Loans on the earlier to occur of (i)
the date ten Business Days after such Swing Line Loan is made and (ii) the Revolving Credit
Termination Date. Each payment in respect of Swing Line Loans shall be made to the Swing Line
Lender.
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2.4. Procedure for Swing Line Borrowing; Refunding of Swing Line Loans.
(a) The Borrower may borrow under the Swing Line Commitment on any Business Day during the
Revolving Credit Commitment Period, provided, the Borrower shall give the Swing Line Lender
irrevocable telephonic notice confirmed promptly in writing in the form of Exhibit B-2
(which telephonic notice must be received by the Swing Line Lender not later than 1:00 P.M., New
York City time, on the proposed Borrowing Date), specifying (i) the amount to be borrowed and (ii)
the requested Borrowing Date. Each borrowing under the Swing Line Commitment shall be in an amount
equal to $500,000 or a whole multiple of $100,000 in excess thereof. Not later than 3:00 P.M., New
York City time, on the Borrowing Date specified in the borrowing notice in respect of any Swing
Line Loan, the Swing Line Lender shall make available to the Administrative Agent at the
Administrative Agent’s Office an amount in immediately available funds equal to the amount of such
Swing Line Loan. The Administrative Agent shall make the proceeds of such Swing Line Loan
available to the Borrower on such Borrowing Date in like funds as received by the Administrative
Agent.
(b) The Swing Line Lender, not less frequently than once each week shall, and at any other
time, from time to time, as the Swing Line Lender elects in its sole and absolute discretion, may,
on behalf of the Borrower (which hereby irrevocably directs the Swing Line Lender to act on its
behalf), on one Business Day’s notice given by the Swing Line Lender no later than 12:00 Noon, New
York City time, request each Lender to make, and each Lender hereby agrees to make, a Revolving
Credit Loan, in an amount equal to such Lender’s Revolving Credit Percentage of the aggregate
amount of the Swing Line Loans (the “Refunded Swing Line Loans”) outstanding on the date of
such notice, to repay the Swing Line Lender. Each Lender shall make the amount of such Revolving
Credit Loan available to the Administrative Agent at the Administrative Agent’s Office in
immediately available funds, not later than 10:00 A.M., New York City time, one Business Day after
the date of such notice. The proceeds of such Revolving Credit Loans shall be made immediately
available by the Administrative Agent to the Swing Line Lender for application by the Swing Line
Lender to the repayment of the Refunded Swing Line Loans. Upon the written request of any Lender,
the Administrative Agent will, within three Business Days of such request, inform such Lender of
the aggregate amount of Swing Line Loans outstanding on the date of such request.
(c) If prior to the time a Revolving Credit Loan would have otherwise been made pursuant to
Section 2.4(b), one of the events described in Section 8.1(c) shall have occurred
and be continuing with respect to the Borrower, or if for any other reason, as determined by the
Swing Line Lender in its sole discretion, Revolving Credit Loans may not be made as contemplated by
Section 2.4(b), each Lender shall, on the date such Revolving Credit Loan was to have been
made pursuant to the notice referred to in Section 2.4(b) (the “Refunding Date”),
purchase for cash an undivided participating interest in the then outstanding Swing Line Loans by
paying to the Swing Line Lender an amount (the “Swing Line Participation Amount”) equal to
(i) such Lender’s Revolving Credit Percentage times (ii) the sum of the aggregate principal
amount of Swing Line Loans then outstanding which were to have been repaid with such Revolving
Credit Loans.
(d) If any Lender fails to make available to the Administrative Agent for the account of the
Swing Line Lender any amount required to be paid by such Lender pursuant to the
26
foregoing provisions of Section 2.4(b) by the time specified in Section
2.4(b), the Swing Line Lender shall be entitled to recover from such Lender (acting through the
Administrative Agent), on demand, such amount with interest thereon for the period from the date
such payment is required to the date on which such payment is immediately available to the Swing
Line Lender at a rate per annum equal to the greater of the Federal Funds Rate and a rate
determined by the Swing Line Lender in accordance with banking industry rules on interbank
compensation, plus any administrative, processing or similar fees customarily charged by the Swing
Line Lender in connection with the foregoing. If such Lender pays such amount (with interest and
fees as aforesaid), the amount so paid shall constitute such Lender’s Loan included in the relevant
borrowing or funded participation in the relevant Swing Line Loan, as the case may be. A
certificate of the Swing Line Lender submitted to any Lender (through the Administrative Agent)
with respect to any amounts owing under this paragraph (d) shall be conclusive absent
manifest error.
(e) Each Lender’s obligation to make the Loans referred to in Section 2.4(b) and to
purchase participating interests pursuant to Section 2.4(c) shall be absolute and
unconditional and shall not be affected by any circumstance, including, without limitation, (i) any
setoff, counterclaim, recoupment, defense or other right which such Lender may have against the
Swing Line Lender, the Borrower or any other Person for any reason whatsoever; (ii) the occurrence
or continuance of a Default or an Event of Default or the failure to satisfy any of the other
conditions specified in Section 4; (iii) any adverse change in the condition (financial or
otherwise) of the Borrower; (iv) any breach of this Agreement or any other Loan Document by the
Borrower or any Lender; or (v) any other circumstance, happening or event whatsoever, whether or
not similar to any of the foregoing. No such funding of risk participations shall relieve or
otherwise impair the obligation of the Borrower to repay Swing Line Loans, together with interest
as provided herein.
(f) Whenever, at any time after the Swing Line Lender has received from any Lender such
Lender’s Swing Line Participation Amount, the Swing Line Lender receives any payment on account of
the Swing Line Loans, the Swing Line Lender will distribute to such Lender its Swing Line
Participation Amount (appropriately adjusted, in the case of interest payments, to reflect the
period of time during which such Lender’s participating interest was outstanding and funded and, in
the case of principal and interest payments, to reflect such Lender’s pro rata
portion of such payment if such payment is not sufficient to pay the principal of and interest on
all Swing Line Loans then due); provided, however, that in the event that such
payment received by the Swing Line Lender is required to be returned, such Lender will return to
the Swing Line Lender any portion thereof previously distributed to it by the Swing Line Lender.
The obligation of the Lenders under this paragraph (f) shall survive the payment in full of
the Obligations and the termination of this Agreement.
(g) The Swing Line Lender shall be responsible for invoicing the Borrower for interest on the
Swing Line Loans. Until each Lender funds its Refunded Swing Line Loan or risk participation
pursuant to this Section 2.4 to refinance such Lender’s Revolving Credit Percentage of any
Swing Line Loan, interest in respect of such Revolving Credit Percentage shall be solely for the
account of the Swing Line Lender.
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(h) The Borrower shall make all payments of principal and interest in respect of the Swing
Line Loans directly to the Administrative Agent for the account of the Swing Line Lender.
2.5. Repayment of Loans; Evidence of Debt. (a) The Borrower hereby unconditionally
promises to pay to the Administrative Agent for the account of the appropriate Lender (i) the then
unpaid principal amount on the Revolving Credit Termination Date (or on such earlier date on which
the Loans become due and payable pursuant to Section 8.2) of each Revolving Credit Loan of
such Lender made to the Borrower and (ii) pursuant to the terms of Section 2.3(b), each
Swing Line Loan of such Swing Line Lender made to the Borrower. The Borrower hereby further agrees
to pay interest to the Administrative Agent for the account of the appropriate Lender on the unpaid
principal amount of the Loans made to it from time to time outstanding from the date hereof until
payment in full thereof at the rates per annum, and on the dates, set forth in Section
2.11.
(b) Each Lender shall maintain in accordance with its usual practice an account or accounts
evidencing indebtedness of the Borrower to such Lender resulting from each Loan of such Lender from
time to time, including the amounts of principal and interest payable and paid to such Lender from
time to time under this Agreement.
(c) The Administrative Agent, on behalf of the Borrower, shall maintain the Register pursuant
to Section 10.7(c), and a subaccount therein for each Lender, in which shall be recorded
(i) the amount of each Loan to the Borrower made hereunder and any Note evidencing such Loan, the
Type of such Loan and each Interest Period applicable thereto, (ii) the amount of any principal or
interest due and payable or to become due and payable from the Borrower to each Lender hereunder
and (iii) both the amount of any sum received by the Administrative Agent hereunder from or for the
account of the Borrower and each Lender’s share thereof. In the event of any conflict between the
accounts and records maintained by any Lender and the accounts and records of the Administrative
Agent in respect of such matters, the accounts and records of the Administrative Agent shall
control in the absence of manifest error.
(d) The entries made in the Register and the accounts of each Lender maintained pursuant to
Section 2.5(b) shall, to the extent permitted by applicable Law, be prima
facie evidence of the existence and amounts of the obligations of the Borrower therein
recorded; provided, however, that the failure of any Lender or the Administrative
Agent to maintain the Register or any such account, or any error therein, shall not in any manner
affect the obligation of the Borrower to repay (with applicable interest) the Loans made to it by
such Lender in accordance with the terms of this Agreement.
(e) The Borrower agrees that, upon the request to the Administrative Agent by any Lender, it
will execute and deliver to such Lender a promissory note of the Borrower evidencing any Revolving
Credit Loans or Swing Line Loans, as the case may be, made by such Lender to the Borrower,
substantially in the forms of Exhibit C-1 or C-2, respectively, with appropriate
insertions as to date and principal amount. Each Lender may attach schedules to its Note and
endorse thereon the date, Type (if applicable), amount and maturity of its Loans and payments with
respect thereto.
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(f) In addition to the accounts and records referred to herein above, each Lender and the
Administrative Agent shall maintain in accordance with its usual practice accounts or records
evidencing the purchases and sales by such Lender of participations in Letters of Credit and Swing
Line Loans. In the event of any conflict between the accounts and records maintained by the
Administrative Agent and the accounts and records of any Lender in respect of such matters, the
accounts and records of the Administrative Agent shall control in the absence of manifest error.
2.6. Facility Fee, etc. (a) The Borrower agrees to pay to the Administrative Agent
for the account of each Lender in accordance with its Revolving Credit Percentage a facility fee
for the period from and including the Closing Date to the last day of the Revolving Credit
Commitment Period, computed at the Facility Fee Rate on the average daily amount of the Revolving
Credit Commitment of such Lender during the period for which payment is made. The facility fee
shall accrue at all times during the Revolving Credit Commitment Period, including at any time
during which one or more of the conditions in Section 4.2 is not met, and shall be payable
quarterly in arrears on the first Business Day of each of January, April, July and October and on
the last day of the Revolving Credit Commitment Period, commencing on the first of such dates to
occur after the Closing Date. The facility fee shall be calculated quarterly in arrears, and if
there is any change in the Facility Fee Rate during any quarter, the actual daily amount shall be
computed and multiplied by the Facility Fee Rate separately for each period during such quarter
that the Facility Fee Rate was in effect.
(b) The Borrower agrees to pay to the Arranger for its own account the fees in the amounts and
on the dates from time to time agreed to in the Fee Letter.
(c) The Borrower agrees to pay to the Administrative Agent the fees in the amounts and on the
dates from time to time agreed to in the Fee Letter.
2.7. Termination or Reduction of Revolving Credit Commitments. The Borrower shall
have the right, upon notice to the Administrative Agent, to terminate the Revolving Credit
Commitments or, from time to time, to reduce the aggregate amount of the Revolving Credit
Commitments; provided that (a) no such termination or reduction of Revolving Credit
Commitments shall be permitted if, after giving effect thereto and to any prepayments of the
Revolving Credit Loans and Swing Line Loans made on the effective date thereof, the Total Revolving
Extensions of Credit would exceed the Total Revolving Credit Commitments, (b) any such reduction
shall be in an amount equal to $1,000,000, or a whole multiple thereof (or the remaining amount of
the Revolving Credit Commitments), (c) any such notice shall be received by the Administrative
Agent not later than 11:00 A.M. New York City time, three Business Days prior to the date of
termination or reduction and (d) if, after giving effect to any reduction of the Revolving Credit
Commitments, the L/C Commitment or the Swing Line Commitment exceeds the amount of the Revolving
Credit Commitment, such Commitment shall be automatically reduced by the amount of such excess;
provided, further, that a notice of termination of the Revolving Credit Commitments
delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other
credit facilities, transactions or borrowings in general, in which case such notice may be revoked
by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date)
if such condition is not satisfied. The Administrative Agent will promptly notify the Lenders of
any notice of termination or
29
reduction of the Revolving Credit Commitments. Any reduction of the Revolving Credit
Commitments shall be applied to the Revolving Credit Commitment of each Lender according to its
Revolving Credit Percentage. All fees accrued until the effective date of any termination of the
Revolving Credit Commitment shall be paid on the effective date of such termination. Any reduction
shall reduce permanently the Revolving Credit Commitments then in effect.
2.8. Prepayments. (a) The Borrower may at any time and from time to time prepay the
Loans made to the Borrower, in whole or in part, without premium or penalty, upon notice delivered
to the Administrative Agent at least three Business Days prior thereto in the case of Eurodollar
Loans and on the date of prepayment in the case of Base Rate Loans, which notice shall specify the
date and amount of prepayment and whether the prepayment is of Eurodollar Loans or Base Rate Loans;
provided, that (i) if a Eurodollar Loan is prepaid on any day other than the last day of
the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to
Section 2.17 and (ii) no prior notice is required for the prepayment of Swing Line
Loans; provided, further, that, if a notice of prepayment is given in
connection with a conditional notice of termination of the Revolving Credit Commitments as
contemplated by Section 2.7, then such notice of prepayment may be revoked if such notice
of termination is revoked in accordance with Section 2.7. Upon receipt of any such notice
the Administrative Agent shall promptly notify the Lenders thereof. If any such notice is given,
the amount specified in such notice shall be due and payable on the date specified therein,
together with (except in the case of Base Rate Loans) accrued interest to such date on the amount
prepaid. Partial prepayments of Revolving Credit Loans shall be in an aggregate principal amount
of $1,000,000 or a whole multiple thereof. Partial prepayments of Swing Line Loans shall be in an
aggregate principal amount of $100,000 or a whole multiple thereof.
(b) If for any reason the Total Revolving Extensions of Credit at any time exceed the Total
Revolving Credit Commitments then in effect, the Borrower shall immediately prepay the Loans and/or
Cash Collateralize the L/C Obligations in an aggregate amount equal to such excess;
provided, however, that the Borrower shall not be required to Cash Collateralize
the L/C Obligations pursuant to this Section 2.8(b) unless after the prepayment in full of
the Loans the Total Revolving Extensions of Credit exceed the Total Revolving Credit Commitments
then in effect.
2.9. Conversion and Continuation Options. (a) The Borrower may elect from time to
time to convert Eurodollar Loans made to the Borrower to Base Rate Loans by giving the
Administrative Agent at least two Business Days’ prior irrevocable notice (which may be telephonic)
of such election. The Borrower may elect from time to time to convert Base Rate Loans made to the
Borrower to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ prior
irrevocable notice (which may be telephonic) of such election (which notice shall specify the
length of the initial Interest Period therefor); provided, however, that if the
Borrower wishes to request Eurodollar Loans having an Interest Period of nine or twelve months in
duration as provided in the definition of “Interest Period”, the applicable notice must be received
by the Administrative Agent not later than 11:00 A.M. New York City time, four Business Days prior
to the requested date of such conversion or continuation, whereupon the Administrative Agent shall
give prompt notice to the Lenders of such request and determine whether the requested Interest
Period is unavailable to any of them. Not later than 10:00 A.M. New York City time, three Business
Days before the requested date of such conversion or
30
continuation, the Administrative Agent shall notify the Borrower (which notice may be by
telephone) whether or not the requested Interest Period is unavailable to any of the Lenders,
provided, further that no Base Rate Loan may be converted to a Eurodollar Loan (i)
when any Event of Default has occurred and is continuing and the Administrative Agent or the
Majority Lenders have determined in its or their sole discretion not to permit such conversions or
(ii) after the date that is one month prior to the Revolving Credit Termination Date. Each
telephonic notice by the Borrower pursuant to this Section 2.9 must be confirmed promptly
by delivery to the Administrative Agent of a written Borrowing Request appropriately completed and
signed by a Responsible Officer of the Borrower. If the Borrower requests a conversion to a
Eurodollar Loan in any Borrowing Request, but fails to specify an Interest Period, it will be
deemed to have specified an Interest Period of one month. Upon receipt of any such notice the
Administrative Agent shall promptly notify the Lenders thereof.
(b) The Borrower may elect to continue any Eurodollar Loan made to the Borrower as such upon
the expiration of the then current Interest Period with respect thereto by giving irrevocable
notice (which may be telephonic) to the Administrative Agent, in accordance with the applicable
provisions of the term “Interest Period” set forth in Section 1.1, of the length of the
next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan may
be continued as such (i) when any Event of Default has occurred and is continuing and the
Administrative Agent or the Majority Lenders have, determined in its or their sole discretion not
to permit such continuations or (ii) after the date that is one month prior to the Revolving Credit
Termination Date, and provided, further, that if the Borrower shall fail to give
any required notice as described above in this paragraph or if such continuation is not permitted
pursuant to the preceding proviso, such Loans shall be converted automatically to Base Rate Loans
on the last day of such then expiring Interest Period. Each telephonic notice by the Borrower
pursuant to this Section 2.9 must be confirmed promptly by delivery to the Administrative
Agent of a written Borrowing Request appropriately completed and signed by a Responsible Officer of
the Borrower. Upon receipt of any such notice the Administrative Agent shall promptly notify the
Lenders thereof.
2.10. Maximum Number of Eurodollar Loans. Notwithstanding anything to the contrary in
this Agreement, all borrowings, conversions, continuations and optional prepayments of Eurodollar
Loans and all selections of Interest Periods shall be in such amounts and be made pursuant to such
elections so that no more than ten Eurodollar Loans shall be outstanding at any one time.
2.11. Interest Rates and Payment Dates. (a) Subject to the provisions of
paragraph (c) below, each Eurodollar Loan shall bear interest on the outstanding principal
amount thereof for each day during each Interest Period with respect thereto at a rate per annum
equal to the Eurodollar Rate determined for such day plus the Applicable Margin.
(b) Each Base Rate Loan, including Swing Line Loans, shall bear interest on the outstanding
principal amount thereof from the applicable borrowing date at a rate per annum equal to the Base
Rate.
(c) (i) If all or a portion of the principal amount of any Loan or Reimbursement Obligation
shall not be paid when due (whether at the stated maturity, by
31
acceleration or otherwise), such overdue amount shall bear interest at a rate per annum that
is equal to (x) in the case of the Loans, the rate that would otherwise be applicable thereto
pursuant to the foregoing provisions of this Section 2.11 plus 2% or (y) in the
case of Reimbursement Obligations, the rate applicable to Base Rate Loans plus 2%, and (ii)
if all or a portion of any interest payable on any Loan or Reimbursement Obligation or any facility
fee or other amount payable hereunder shall not be paid when due (whether at the stated maturity,
by acceleration or otherwise), such overdue amount shall bear interest at a rate per annum equal to
the rate then applicable to Base Rate Loans plus 2%, in each case, with respect to
clauses (i) and (ii) above, from the date of such non-payment until such amount is
paid in full (each of the foregoing collectively, the “Default Rate”).
(d) Interest shall be payable in arrears on each Interest Payment Date, provided that
interest accruing pursuant to paragraph (c) of this Section 2.11 shall be payable
from time to time on demand (after as well as before judgment and before and after the commencement
of any proceeding under any Debtor Relief Law).
2.12. Computation of Interest and Fees. (a) Interest, fees and commissions payable
pursuant hereto shall be calculated on the basis of a 360-day year for the actual days elapsed
(which results in more fees or interest, as applicable, being paid than if computed on the basis of
a 365-day year), except that, all computations of interest with respect to Base Rate Loans when the
Base Rate is determined by Bank of America’s “prime rate”, shall be calculated on the basis of a
365-day (or 366-day, as the case may be) year for the actual days elapsed. The Administrative
Agent shall as soon as practicable notify the Borrower and the Lenders of each determination of a
Eurodollar Rate. Any change in the interest rate on a Loan resulting from a change in the Base
Rate shall become effective as of the opening of business on the day on which such change becomes
effective. The Administrative Agent shall as soon as practicable notify the Borrower and the
Lenders of the effective date and the amount of each such change in any interest rate. Interest
shall accrue on each Loan for the day on which the Loan is made, and shall not accrue on a Loan, or
any portion thereof, for the day on which the Loan or such portion is paid, provided that
any Loan that is repaid on the same day on which it is made shall, subject to Section
2.14(d), bear interest for one day.
(b) Each determination of an interest rate by the Administrative Agent pursuant to any
provision of this Agreement shall be conclusive and binding on the Borrower and the Lenders in the
absence of manifest error.
2.13. Inability to Determine Interest Rate. If prior to the first day of any Interest
Period:
(a) the Administrative Agent shall have determined (which determination shall be
conclusive and binding upon the Borrower) that, by reason of circumstances affecting the
relevant market, adequate and reasonable means do not exist for ascertaining the Eurodollar
Rate for such Interest Period, or
(b) the Administrative Agent shall have received notice from the Majority Lenders that
the Eurodollar Rate determined or to be determined for such Interest Period will not
adequately and fairly reflect the cost to such Lenders (as conclusively certified
32
by such Lenders) of making or maintaining their affected Loans during such Interest
Period,
the Administrative Agent shall give telecopy or telephonic notice thereof to the Borrower and the
relevant Lenders as soon as practicable thereafter. If such notice is given (x) any Eurodollar
Loans requested to be made on the first day of such Interest Period shall be made as Base Rate
Loans, (y) any Loans that were to have been converted on the first day of such Interest Period to
Eurodollar Loans shall be continued as Base Rate Loans and (z) any outstanding Eurodollar Loans
shall be converted, on the last day of the then current Interest Period with respect thereto, to
Base Rate Loans. Until such notice has been withdrawn by the Administrative Agent, no further
Eurodollar Loans shall be made or continued as such, nor shall the Borrower have the right to
convert Loans to Eurodollar Loans.
2.14. Pro Rata Treatment and Payments. (a) Each borrowing, other than borrowings of
Swing Line Loans, by the Borrower from the Lenders hereunder, each payment by the Borrower on
account of any facility fee or Letter of Credit fee, and any reduction of the Revolving Credit
Commitments of the Lenders, shall be made pro rata according to the respective Revolving Credit
Percentages of the relevant Lenders.
(b) Each payment (including each prepayment) by the Borrower on account of principal of and
interest on the Revolving Credit Loans of the Borrower shall be made pro rata
according to the respective outstanding principal amounts of the Revolving Credit Loans of the
Borrower then held by the Lenders. Each payment in respect of Reimbursement Obligations in respect
of any Letter of Credit shall be made to the relevant Issuing Lender.
(c) The application of any payment of Loans shall be made, first, to Base Rate Loans
and, second, to Eurodollar Loans. Each payment of the Eurodollar Loans shall be
accompanied by accrued interest to the date of such payment on the amount paid.
(d) All payments (including prepayments) to be made by the Borrower hereunder, whether on
account of principal, interest, fees or otherwise, shall be made without condition or deduction for
any counterclaim, defense, recoupment or setoff and shall be made prior to 12:00 Noon, New York
City time, on the due date thereof to the Administrative Agent, for the account of the relevant
Lenders, at the Administrative Agent’s Office, in Dollars and in immediately available funds. Any
payment made by the Borrower after 12:00 Noon, New York City time, on any Business Day shall be
deemed to have been made on the next following Business Day. The Administrative Agent shall
distribute such payments to the Lenders promptly upon receipt in like funds as received. If any
payment hereunder (other than payments on the Eurodollar Loans) becomes due and payable on a day
other than a Business Day, such payment shall be extended to the next succeeding Business Day. If
any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the
maturity thereof shall be extended to the next succeeding Business Day unless the result of such
extension would be to extend such payment into another calendar month, in which event such payment
shall be made on the immediately preceding Business Day. In the case of any extension of any
payment of principal pursuant to the preceding two sentences, interest thereon shall be payable at
the then applicable rate during such extension.
33
(e) Unless the Borrower or any Lender has notified the Administrative Agent, prior to the date
any payment is required to be made by it to the Administrative Agent hereunder, that the Borrower
or such Lender, as the case may be, will not make such payment, the Administrative Agent may assume
that the Borrower or such Lender, as the case may be, has timely made such payment and may (but
shall not be so required to), in reliance thereon, make available a corresponding amount to the
Person entitled thereto. If and to the extent that such payment was not in fact made to the
Administrative Agent in immediately available funds, then:
(i) if the Borrower failed to make such payment, each Lender shall
forthwith on demand repay to the Administrative Agent the portion of such
assumed payment that was made available to such Lender in immediately
available funds, together with interest thereon in respect of each day from
and including the date such amount was made available by the Administrative
Agent to such Lender to the date such amount is repaid to the Administrative
Agent in immediately available funds at the Federal Funds Rate from time to
time in effect; and
(ii) if any Lender failed to make such payment, such Lender shall
forthwith on demand pay to the Administrative Agent the amount thereof in
immediately available funds, together with interest thereon for the period
from the date such amount was made available by the Administrative Agent to
the Borrower to the date such amount is recovered by the Administrative Agent
(the “Compensation Period”) at a rate per annum equal to the greater
of the Federal Funds Rate and a rate determined by the Administrative Agent in
accordance with banking industry rules on interbank compensation, plus any
administrative, processing or similar fees customarily charged by the
Administrative Agent in connection with the foregoing. If such Lender pays
such amount to the Administrative Agent, then such amount shall constitute
such Lender’s Revolving Credit Percentage of the Loan included in the
applicable borrowing. If such Lender does not pay such amount forthwith upon
the Administrative Agent’s demand therefor, the Administrative Agent may make
a demand therefor upon the Borrower, and the Borrower shall pay such amount to
the Administrative Agent, together with interest thereon for the Compensation
Period at a rate per annum equal to the rate of interest applicable to the
applicable borrowing. Nothing herein shall be deemed to relieve any Lender
from its obligation to fulfill its Revolving Credit Commitment or to prejudice
any rights which the Administrative Agent or the Borrower may have against any
Lender as a result of any default by such Lender hereunder.
A notice of the Administrative Agent to any Lender or the Borrower with respect to any amount
owing under this subsection (e) shall be conclusive, absent manifest error.
(f) The obligations of the Lenders hereunder to make Loans, to fund participations in Letters
of Credit and Swing Line Loans and to make payments under Section 10.6 are several and not
joint. The failure of any Lender to make any Loan, to fund any such
34
participation or to make any payment under Section 10.6 on any date required hereunder
shall not relieve any other Lender of its corresponding obligation to do so on such date, and no
Lender shall be responsible for the failure of any other Lender to so make its Loan, to purchase
its participation or make its payment under Section 10.6.
2.15. Requirements of Law. (a) If the adoption of or any change in any Requirement
of Law or in the interpretation or application thereof or compliance by any Lender with any request
or directive (whether or not having the force of law) from any central bank or other Governmental
Authority made subsequent to the date hereof:
(i) shall subject any Lender to any tax of any kind whatsoever with
respect to this Agreement, any Letter of Credit, any Application or any
Eurodollar Loan made by it, or change the basis of taxation of payments to
such Lender in respect thereof (except for Non-Excluded Taxes or Other Taxes
covered by Section 2.16 and the imposition of, or any change in, the
rate of any Excluded Tax payable by such Lender);
(ii) shall impose, modify or hold applicable any reserve, special
deposit, compulsory loan or similar requirement against assets held by,
deposits or other liabilities in or for the account of, advances, loans or
other extensions of credit by, or any other acquisition of funds by, any
office of such Lender that is not otherwise included in the determination of
the Eurodollar Rate hereunder; or
(iii) shall impose on such Lender any other condition;
and the result of any of the foregoing is to increase the cost to such Lender, by an amount which
such Lender deems to be material, of making, converting into, continuing or maintaining Eurodollar
Loans to the Borrower or issuing or participating in Letters of Credit issued at the request of the
Borrower, or to reduce any amount receivable hereunder in respect thereof, then, in any such case,
the Borrower shall promptly pay such Lender, upon its demand, any additional amounts necessary to
compensate such Lender for such increased cost or reduced amount receivable. If any Lender becomes
entitled to claim any additional amounts pursuant to this Section 2.15, it shall promptly
notify the Borrower (with a copy to the Administrative Agent) of the event by reason of which it
has become so entitled.
(b) If any Lender shall have determined that the adoption of or any change in any Requirement
of Law regarding capital adequacy or in the interpretation or application thereof or compliance by
such Lender or any corporation controlling such Lender with any request or directive regarding
capital adequacy (whether or not having the force of law) from any Governmental Authority made
subsequent to the date hereof shall have the effect of reducing the rate of return on such Lender’s
or such corporation’s capital as a consequence of its obligations hereunder or under or in respect
of any Letter of Credit to a level below that which such Lender or such corporation could have
achieved but for such adoption, change or compliance (taking into consideration such Lender’s or
such corporation’s policies with respect to capital adequacy) by an amount deemed by such Lender to
be material, then from time to time, after submission by such Lender to the Borrower (with a copy
to the Administrative Agent) of a written request
35
therefor, the Borrower shall pay to such Lender such additional amount or amounts as will
compensate such Lender or such corporation for such reduction.
(c) In addition to, and without duplication of, amounts which may become payable from time to
time pursuant to paragraphs (a) and (b) of this Section 2.15, the Borrower
agrees to pay to each Lender which requests compensation under this paragraph (c) by notice
to the Borrower, on the last day of each Interest Period with respect to any Eurodollar Loan made
by such Lender to the Borrower, at any time when such Lender shall be required to maintain reserves
against “Eurocurrency liabilities” under Regulation D of the Board of Governors of the Federal
Reserve System (or, at any time when such Lender may be required by the Board of Governors of the
Federal Reserve System or by any other Governmental Authority, whether within the United States or
in another relevant jurisdiction, to maintain reserves against any other category of liabilities
which includes deposits by reference to which the Eurodollar Rate is determined as provided in this
Agreement or against any category of extensions of credit or other assets of such Lender which
includes any such Eurodollar Loans), an additional amount (determined by such Lender’s calculation
or, if an accurate calculation is impracticable, reasonable estimate using such reasonable means of
allocation as such Lender shall determine) equal to the actual costs, if any, incurred by such
Lender during such Interest Period as a result of the applicability of the foregoing reserves to
such Eurodollar Loans.
(d) A certificate as to any additional amounts payable pursuant to this Section 2.15
submitted by any Lender to the Borrower (with a copy to the Administrative Agent) shall be
conclusive in the absence of manifest error. No Lender shall be entitled to compensation under
this Section 2.15 from the Borrower for any costs incurred or reductions suffered more
than 180 days prior to the date that such Lender notifies the Borrower of the circumstances giving
rise to such increased costs or reductions and of such Lender’s intention to claim compensation
therefor; provided that if a change of law giving rise to such increased costs or
reductions is retroactive, then the 180-day period referred to above shall be extended to include
the period of retroactive effect thereof. The obligations of the Borrower pursuant to
this Section 2.15 shall survive the termination of this Agreement and the payment of the
Loans and all other amounts payable hereunder.
2.16. Taxes. (a) Except as required by Law, all payments made by the Borrower under
this Agreement shall be made free and clear of, and without deduction or withholding for or on
account of, any present or future income, stamp or other taxes, levies, imposts, duties, charges,
fees, deductions or withholdings, now or hereafter imposed, levied, collected, withheld or assessed
by any Governmental Authority, excluding net income taxes and franchise and doing business taxes
(imposed in lieu of net income taxes) imposed on the Administrative Agent or any Lender as a result
of a present or former connection between the Administrative Agent or such Lender and the
jurisdiction of the Governmental Authority imposing such tax or any political subdivision or taxing
authority thereof or therein (other than any such connection arising solely from the Administrative
Agent’s or such Lender’s having executed, delivered or performed its obligations or received a
payment under, or enforced, this Agreement or any other Loan Document) (such net income taxes and
franchise or doing business taxes imposed in lieu of net income taxes being referred to hereinafter
as “Excluded Taxes”). If any such taxes, levies, imposts, duties, charges, fees,
deductions or withholdings other than Excluded Taxes (“Non-Excluded Taxes”) or any Other
Taxes are required to be withheld from any amounts payable to
36
the Administrative Agent or any Lender hereunder, the amounts so payable to the Administrative
Agent or such Lender shall be increased to the extent necessary to yield to the Administrative
Agent or such Lender (after payment of all Non-Excluded Taxes and Other Taxes) interest or any such
other amounts payable hereunder at the rates or in the amounts specified in this Agreement;
provided, however, that the Borrower shall not be required to increase any such
amounts payable to any Lender with respect to any Non-Excluded Taxes (i) that are attributable to
such Lender’s failure to comply with the requirements of paragraph (d) or (e) of
this Section 2.16 or (ii) that are withholding taxes imposed on amounts payable to such
Lender at the time such Lender becomes a party to this Agreement or designates a new lending
office, except to the extent that such Lender (or its assignor, if any) was entitled, at the time
of designation of a new lending office or assignment, to receive additional amounts from the
Borrower with respect to such Non-Excluded Taxes pursuant to this Section 2.16(a).
(b) In addition, the Borrower shall pay any Other Taxes to the relevant Governmental Authority
in accordance with applicable Law.
(c) Whenever any Non-Excluded Taxes or Other Taxes are payable by the Borrower, as soon as
practicable thereafter the Borrower shall send to the Administrative Agent for its own account or
for the account of the relevant Lender, as the case may be, a certified copy of an official receipt
received by the Borrower showing payment thereof (or other evidence of such payment reasonably
satisfactory to the Administrative Agent). If the Borrower fails to pay any Non-Excluded Taxes or
Other Taxes when due to the appropriate taxing authority, the Borrower shall indemnify the
Administrative Agent and the Lenders for any incremental taxes, interest or penalties that may
become payable by the Administrative Agent or any Lender as a result of any such failure. The
agreements in this Section 2.16 shall survive the termination of this Agreement and the
payment of the Loans and all other amounts payable hereunder.
(d) Each Lender (or Transferee) that is not (i) a citizen or resident of the United States of
America, (ii) a corporation, partnership or other entity created or organized in or under the laws
of the United States of America (or any jurisdiction thereof), or (iii) an estate or trust that is
subject to U.S. federal income taxation regardless of the source of its income (a “Non-U.S.
Lender”) that may lawfully do so shall deliver to the Borrower and the Administrative Agent
(or, in the case of a Participant, to the Lender from which the related participation shall have
been purchased) two copies of either U.S. Internal Revenue Service Form W-8BEN or Form W-8ECI (or
other applicable form), or, in the case of a Non-U.S. Lender claiming exemption from U.S. federal
withholding tax under Section 871(h) or 881(c) of the Code with respect to payments of “portfolio
interest”, a statement substantially in the form of Exhibit D and a Form W-8BEN (or other
applicable form), or to the extent such Lender may lawfully do so, it shall deliver any subsequent
versions thereof or successors thereto properly completed and duly executed by such Non-U.S. Lender
claiming complete exemption from, or a reduced rate of, U.S. federal withholding tax on all
payments by the Borrower under this Agreement and the other Loan Documents. Such forms shall be
delivered by each Non-U.S. Lender on or before the date it becomes a party to this Agreement (or,
in the case of any Participant, on or before the date such Participant purchases the related
participation). In addition, to the extent it may lawfully do so, each Non-U.S. Lender shall
deliver such forms promptly upon the obsolescence or invalidity of any form previously delivered by
such Non-U.S. Lender. Each Non-U.S. Lender shall, as soon as reasonably practicable, notify the
Borrower at any time it determines that it is no longer
37
in a position to provide any previously delivered certificate to the Borrower (or any other
form of certification adopted by the U.S. taxing authorities for such purpose). Notwithstanding
any other provision of this paragraph, a Non-U.S. Lender shall not be required to deliver any form
pursuant to this paragraph that such Non-U.S. Lender is not legally able to deliver.
(e) A Lender that is entitled to an exemption from or reduction of non-U.S. withholding tax
under the Law of the jurisdiction in which the Borrower is located, or any treaty to which such
jurisdiction is a party, with respect to payments under this Agreement shall deliver to the
Borrower (with a copy to the Administrative Agent), at the time or times prescribed by applicable
Law or reasonably requested by the Borrower, such properly completed and executed documentation
prescribed by applicable Law or reasonably requested by the Borrower as will permit such payments
to be made without withholding or at a reduced rate, provided that such Lender is legally
entitled to complete, execute and deliver such documentation.
2.17. Compensation for Losses. The Borrower agrees to, upon demand of any Lender
(with a copy to the Administrative Agent) from time to time, to indemnify each Lender for, and to
hold each Lender harmless from, any loss or expense that such Lender sustains or incurs as a
consequence of (a) default by the Borrower in making a borrowing of, conversion to or continuation
of Eurodollar Loans after the Borrower has given a notice requesting the same in accordance with
the provisions of this Agreement, (b) default by the Borrower in making any prepayment after the
Borrower has given a notice thereof in accordance with the provisions of this Agreement or (c) the
making by the Borrower of a prepayment or conversion of Eurodollar Loans on a day that is not the
last day of an Interest Period with respect thereto; provided that any request for
indemnification made by a Lender pursuant to this Section 2.17 shall be made within six
months of the incurrence of the loss or expense requested to be indemnified. Such indemnification
may include an amount equal to the excess, if any, of (i) the amount of interest that would have
accrued on the amount so prepaid, or not so borrowed, converted or continued, for the period from
the date of such prepayment or of such failure to borrow, convert or continue to the last day of
such Interest Period (or, in the case of a failure to borrow, convert or continue, the Interest
Period that would have commenced on the date of such failure) in each case at the applicable rate
of interest for such Loans provided for herein (excluding, however, the Applicable Margin included
therein, if any) over (ii) the amount of interest (as reasonably determined by such Lender) that
would have accrued to such Lender on such amount by placing such amount on deposit for a comparable
period with leading banks in the interbank Eurodollar market. A certificate as to any amounts
payable pursuant to this Section 2.17 submitted to the Borrower by any Lender shall be
conclusive in the absence of manifest error. This covenant shall survive the termination of this
Agreement and the payment of the Loans and all other amounts payable hereunder.
2.18. Illegality. Notwithstanding any other provision herein, if the adoption of or
any change in any Requirement of Law or in the interpretation or application thereof shall make it
unlawful for any Lender to make or maintain Eurodollar Loans as contemplated by this Agreement, (a)
the commitment of such Lender hereunder to make Eurodollar Loans, continue Eurodollar Loans as such
and convert Base Rate Loans to Eurodollar Loans shall forthwith be canceled and (b) such Lender’s
Loans then outstanding as Eurodollar Loans, if any, shall be converted automatically to Base Rate
Loans on the respective last days of the then current Interest Periods with respect to such Loans
or within such earlier period as required by Law. If
38
any such conversion of a Eurodollar Loan to a Base Rate Loan occurs on a day which is not the
last day of the then current Interest Period with respect thereto, the Borrower shall pay to such
Lender such amounts, if any, as may be required pursuant to Section 2.17.
2.19. Change of Office. Each Lender agrees that, upon the occurrence of any event
that it knows to give rise to the operation of Sections 2.15, 2.16(a) or
2.18 with respect to such Lender, it will use all commercially reasonable efforts (subject
to overall policy considerations of such Lender) to designate another lending office for any Loans
affected by such event, or to assign its rights and obligations hereunder with respect to such
Loans to another of its offices, branches or affiliates with the object of avoiding the
consequences of such event; provided, that such designation is made on terms that, in the
reasonable sole judgment of such Lender, cause such Lender and its lending office(s) to suffer no
economic, legal or regulatory disadvantage, and provided, further, that nothing in this Section
2.19 shall affect or postpone any of the obligations of the Borrower or the rights of any
Lender pursuant to Sections 2.15, 2.16(a) or 2.18. The Borrower hereby
agrees to pay all reasonable out-of-pocket costs and expenses incurred by any Lender in connection
with any such designation or assignment.
2.20. Replacement of Lenders under Certain Circumstances. The Borrower shall be
permitted to replace any Lender (a) that requests reimbursement for amounts owing pursuant to
Section 2.15, (b) with respect to which the Borrower is required to pay any amounts under
Sections 2.16 or 2.18, (c) that defaults in its obligation to make Loans hereunder,
(d) any Non-Extending Lender pursuant to Section 2.22, or (e) that fails to approve any
amendment which, pursuant to Section 10.1, requires the approval of each Lender,
provided, that such amendment is approved by at least the Majority Lenders, with a
replacement financial institution or other entity; provided that (i) such replacement does
not conflict with any Requirement of Law, (ii) with respect to a condition described in clause
(a) or (b) above, prior to any such replacement, such replaced Lender shall have taken
no action under Section 2.19 so as to eliminate the continued need for payment of amounts
owing pursuant to Sections 2.15, 2.16, or 2.18 (iii) the replacement
financial institution or other entity shall purchase, at par, all Loans and other amounts owing to
such replaced Lender on or prior to the date of replacement, (iv) the Borrower shall be liable to
such replaced Lender under Section 2.17 (as though Section 2.17 were applicable) if
any Eurodollar Loan to the Borrower owing to such replaced Lender shall be purchased other than on
the last day of the Interest Period relating thereto, (v) the replacement financial institution or
other entity, if not already a Lender, shall be reasonably satisfactory to the Administrative Agent
and otherwise an Eligible Assignee, (vi) the replaced Lender and replacement Lender shall be
obligated to make such replacement in accordance with the provisions of Section 10.7
(including, without limitation, obtaining the consents provided for therein) (provided that the
Borrower shall be obligated to pay the registration and processing fee referred to therein), (vii)
the Borrower shall pay all additional amounts (if any) required pursuant to Section 2.15,
2.16 or 2.18, as the case may be, in respect of any period prior to the date on
which such replacement shall be consummated, and (viii) any such replacement shall not be deemed to
be a waiver of any rights that the Borrower, the Administrative Agent or any other Lender shall
have against the replaced Lender.
2.21. Increase in Commitments.
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(a) Request for Increase. Upon notice to the Administrative Agent (which shall
promptly notify the Lenders), the Borrower may from time to time on or after the Closing Date,
increase the Total Revolving Credit Commitments by an amount not to exceed $100,000,000 less the
aggregate amount of all prior increases of the Total Revolving Credit Commitment pursuant to this
Section 2.21. Such increase in the Total Revolving Credit Commitments may be provided by
the Lenders or Eligible Assignees designated by the Borrower to become Lenders (pursuant to an
instrument of accession in the form of Exhibit H hereto, an “Instrument of
Accession”) that are willing to provide such increase; provided that (i) any such
increase shall be in a minimum amount of $5,000,000 and (ii) the aggregate amount of the Total
Revolving Credit Commitments after giving effect to any such increase shall not at any time exceed
$300,000,000. Nothing contained herein shall constitute, or otherwise be deemed to be, a
commitment on the part of any Lender to increase its Revolving Credit Commitment hereunder.
(b) Effective Date and Allocations. If the Total Revolving Credit Commitments are
increased in accordance with this Section 2.21, the Administrative Agent and the Borrower
shall determine the effective date (the “Increase Effective Date”) and the Borrower, in
consultation with the Administrative Agent, shall determine the final allocation of such increase.
The Administrative Agent shall promptly notify the Lenders of the final allocation of such increase
and the Increase Effective Date.
(c) Conditions to Effectiveness of Increase. As a condition precedent to such
increase, (i) no Default shall exist, (ii) the Borrower shall (x) deliver to the Administrative
Agent (1) an Instrument of Accession executed by the Borrower and the applicable Lender(s), and (2)
a certificate dated as of the Increase Effective Date (in sufficient copies for each Lender) signed
by a Responsible Officer of the Borrower (A) certifying and attaching the resolutions adopted by
the Borrower approving or consenting to such increase, and (B) certifying that, before and after
giving effect to such increase no Default exists and (iii) pursuant to the terms of the Fee Letter,
pay the fees to the applicable Persons. The Borrower shall prepay any Revolving Credit Loans
outstanding on the Increase Effective Date (and pay any additional amounts required pursuant to
Section 2.15) to the extent necessary to keep the outstanding Revolving Credit Loans
ratable with any revised Revolving Credit Percentages arising from any nonratable increase in the
Total Revolving Credit Commitments under this Section 2.21.
(d) Conflicting Provisions. This Section 2.21 shall supersede any provisions
in Section 2.14 or 10.1 to the contrary.
2.22. Extension of Revolving Credit Termination Date.
(a) Requests for Extension. The Borrower may, by notice to the Administrative Agent
(which shall promptly notify the Lenders) substantially in the form of Exhibit I attached
hereto (an “Extension Request”), not earlier than 120 days and not later than 35 days prior
to the first anniversary and the second anniversary of the Closing Date (the first anniversary and
the second anniversary of the Closing Date referred to herein, as applicable, as the “Maturity
Extension Date”) request that each Lender extend such Lender’s then Revolving Credit
Termination Date (the “Existing Revolving Credit Termination Date”), for an additional 364
days from the then Existing Revolving Credit Termination Date.
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(b) Lender Elections to Extend. Each Lender, acting in its sole and individual
discretion, shall, by notice to the Administrative Agent given not earlier than 90 days and not
later than the date (the “Notice Date”) that is 20 days prior to the Maturity Extension
Date, advise the Administrative Agent whether or not such Lender agrees to such extension (and each
Lender that determines not to so extend its Revolving Credit Termination Date (a “Non-Extending
Lender”) shall notify the Administrative Agent of such fact promptly after such determination
(but in any event no later than the Notice Date) and any Lender that does not so advise the
Administrative Agent on or before the Notice Date shall be deemed to be a Non-Extending Lender.
The election of any Lender to agree to such extension shall not obligate any other Lender to so
agree.
(c) Notification by Administrative Agent. The Administrative Agent shall notify the
Borrower of each Lender’s determination under this Section 2.22 no later than the date 15
days prior to the Maturity Extension Date (or, if such date is not a Business Day, on the next
preceding Business Day).
(d) Additional Commitment Lenders. The Borrower shall have the right to replace each
Non-Extending Lender, on or before the then Existing Revolving Credit Termination Date, with, and
add as “Lenders” under this Agreement in place thereof, one or more Eligible Assignees (each, an
“Additional Commitment Lender”) as provided in Section 10.7; provided that
each of such Additional Commitment Lenders shall enter into an Assignment and Assumption pursuant
to which such Additional Commitment Lender shall, effective on a date not earlier than the Maturity
Extension Date, undertake a Commitment (and, if any such Additional Commitment Lender is already a
Lender, its Commitment shall be in addition to such Lender’s Commitment hereunder on such date).
(e) Minimum Extension Requirement. If (and only if) the Majority Lenders (without
regard to the new or increased Commitment of any Additional Commitment Lender), have agreed so to
extend their Revolving Credit Termination Date (each, an “Extending Lender”), then,
effective as of the Maturity Extension Date, the Revolving Credit Termination Date of each
Extending Lender and of each Additional Commitment Lender shall be extended to the date falling 364
days after the Existing Revolving Credit Termination Date (except that, if such date is not a
Business Day, such Revolving Credit Termination Date as so extended shall be the next preceding
Business Day) and each Additional Commitment Lender shall thereupon become a “Lender” for all
purposes of this Agreement.
(f) Conditions to Effectiveness of Extensions. As a condition precedent to such
extension, the Borrower shall deliver to the Administrative Agent a certificate dated as of the
Maturity Extension Date (in sufficient copies for each Extending Lender and each Additional
Commitment Lender) signed by a Responsible Officer of the Borrower (i) certifying and attaching the
resolutions adopted by the Borrower approving or consenting to such extension and (ii) certifying
that, (A) before and after giving effect to such extension, (1) the representations and warranties
contained in Section 5 and the other Loan Documents are true and correct on and as of the
Maturity Extension Date, except to the extent that such representations and warranties specifically
refer to an earlier date, in which case they are true and correct as of such earlier date, and
except that for purposes of this Section 2.22, the representations and warranties contained
in subsections (a) and (b) of Section 5.1 shall be deemed to refer to the most recent
statements
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furnished pursuant to subsection (a) of Section 6.1 and (2) no Default has occurred
and is continuing and (B) there has occurred no Material Adverse Effect since the date of delivery
of the most recent financial statements pursuant to Section 6.1, and (iii) on the Existing
Revolving Credit Termination Date applicable to any Non-Extending Lender, the Borrower shall prepay
any Loans outstanding on such date (and pay any additional amounts required pursuant to Section
2.17) to the extent necessary to keep outstanding Loans ratable with the revised Revolving
Credit Percentages of the respective Lenders effective as of such date.
(g) Conflicting Provisions. This Section 2.22 shall supersede any provisions
in Section 2.14 or 10.1 to the contrary.
3. LETTERS OF CREDIT
3.1. L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing
Lender, in reliance on the agreements of the other Lenders set forth in Section 3.3, agrees
to issue Letters of Credit for the account of the Borrower or any of its Subsidiaries and to amend
or extend Letters of Credit previously issued by it, in accordance with Section 3.2(b), on
any Business Day during the Revolving Credit Commitment Period in such form as may be approved from
time to time by the Issuing Lender; provided, that the Issuing Lender shall not issue any
Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the
L/C Commitment or (ii) the aggregate amount of the Available Revolving Credit Commitments would be
less than zero. Each Letter of Credit shall (i) be denominated in Dollars and (ii) expire no later
than the earlier of (x) the first anniversary of its date of issuance and (y) the date which is
five Business Days prior to the Revolving Credit Termination Date, provided that any Letter
of Credit with a one-year term may provide for the renewal thereof for additional one-year periods
(which shall in no event extend beyond the date referred to in clause (y) above). All
Existing Letters of Credit shall be deemed to have been issued pursuant hereto, and from and after
the Closing Date shall be subject to and governed by the terms and conditions hereof.
(b) No Issuing Lender shall at any time be obligated to issue any Letter of Credit hereunder
if (i) such issuance would conflict with, or cause the Issuing Lender or any L/C Participant to
exceed any limits imposed by, any applicable Requirement of Law, (ii) such issuance would violate
one or more policies of the Issuing Lender applicable to letters of credit generally or (iii) any
order, judgment or decree of any Governmental Authority or arbitrator shall by its terms purport to
enjoin or restrain the Issuing Lender from issuing such Letter of Credit, or any Law applicable to
the Issuing Lender or any request or directive (whether or not having the force of Law) from any
Governmental Authority with jurisdiction over the Issuing Lender shall prohibit, or request that
the Issuing Lender refrain from, the issuance of letters of credit generally, or such Letter of
Credit in particular.
3.2. Procedure for Issuance and Amendment of Letter of Credit. (a) Each Letter of
Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered
to the Issuing Lender (with a copy to the Administrative Agent) in the form of an Application,
completed and signed by a Responsible Officer of the Borrower. Such Application must be received
by the Issuing Lender and the Administrative Agent not later than 11:00 A.M., New York City time,
at least two Business Days (or such later date and time as the Administrative Agent and the Issuing
Lender may agree in a particular instance in their sole
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discretion) prior to the proposed issuance date or date of amendment, as the case may be. In
the case of a request for an initial issuance of a Letter of Credit, such Application shall specify
in form and detail reasonably satisfactory to the Issuing Lender: (A) the proposed issuance date of
the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the
expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be
presented by such beneficiary in case of any drawing thereunder; (F) the full text of any
certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such
other matters as the Issuing Lender may reasonably require. In the case of a request for an
amendment of any outstanding Letter of Credit, such Application shall specify in form and detail
reasonably satisfactory to the Issuing Lender (A) the Letter of Credit to be amended; (B) the
proposed date of amendment thereof (which shall be a Business Day); (C) the nature of the proposed
amendment; and (D) such other matters as the Issuing Lender may reasonably require. Additionally,
the Borrower shall furnish to the Issuing Lender and the Administrative Agent such other documents
and information pertaining to such requested Letter of Credit issuance or amendment, including any
Issuer Documents, as the Issuing Lender or the Administrative Agent may reasonably require.
(b) Promptly after receipt of any Application, the Issuing Lender will confirm with the
Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy
of such Application from the Borrower and, if not, the Issuing Lender will provide the
Administrative Agent with a copy thereof. Unless the Issuing Lender has received written notice
from any Lender or the Administrative Agent, at least one Business Day prior to the requested date
of issuance or amendment of the applicable Letter of Credit, that one or more applicable conditions
contained in Section 4 shall not then be satisfied, then, subject to the terms and
conditions hereof, the Issuing Lender shall, on the requested date, issue a Letter of Credit for
the account of the Borrower or enter into the applicable amendment, as the case may be, in each
case in accordance with the Issuing Lender’s usual and customary business practices. Immediately
upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably
and unconditionally agrees to, purchase from the Issuing Lender a risk participation in such Letter
of Credit in an amount equal to the product of such Lender’s Revolving Credit Percentage
times the amount of such Letter of Credit.
(c) Promptly after its delivery of any Letter of Credit or any amendment to a Letter of Credit
to an advising bank with respect thereto or to the beneficiary thereof, the Issuing Lender will
also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter
of Credit or amendment.
3.3. Drawings and Reimbursements; Funding of Participations. (a) Upon receipt from
the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the
Issuing Lender shall notify the Borrower and the Administrative Agent thereof. The Borrower shall
reimburse the Issuing Lender, through the Administrative Agent, for the amount of any drawing under
a Letter of Credit not later than 1:00 P.M., New York City time, on the date that such drawing is
made (if the Borrower has received notice from the Issuing Lender of such drawing prior to 10:00
A.M., New York City time, on such date) or, if the Borrower has not received notice of such drawing
prior to such time on such date, then not later than 1:00 P.M., New York City time, on (i) the
Business Day that the Borrower receives such notice, if such notice is received prior to 10:00
A.M., New York City time, on the day of receipt, or (ii) the
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Business Day immediately following the day that the Borrower receives such notice, if such
notice is not received prior to 10:00 A.M., New York City time, on the day of such receipt (the
date on which such reimbursement by the Borrower is due pursuant to this sentence being referred to
herein as the “Requested Reimbursement Date”). If the Borrower fails to so reimburse the
Issuing Lender by such time, the Administrative Agent shall promptly notify each Lender of the
Requested Reimbursement Date, the amount of the unreimbursed drawing (the “Unreimbursed
Amount”), and the amount of such Lender’s Revolving Credit Percentage thereof. In such event,
the Borrower shall be deemed to have requested a borrowing of Base Rate Loans to be disbursed on
the Requested Reimbursement Date in an amount equal to the Unreimbursed Amount, without regard to
the minimum and multiples, and notice periods, specified in Section 2.2 for the principal
amount of Base Rate Loans. Such Base Rate Loans may from time to time be converted to Eurodollar
Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with
Section 2.9, provided that no Revolving Credit Loan shall be made as a Eurodollar Loan
after the day that is one month prior to the Revolving Credit Termination Date. Any notice given
by the Issuing Lender or the Administrative Agent pursuant to this Section 3.3(a) may be
given by telephone if immediately confirmed in writing; provided that the lack of such an immediate
confirmation shall not affect the conclusiveness or binding effect of such notice.
(b) Each Lender (including the Lender acting as Issuing Lender) shall upon any notice pursuant
to Section 3.3(a) make funds available to the Administrative Agent for the account of the
Issuing Lender at the Administrative Agent’s Office in an amount equal to its Revolving Credit
Percentage of the Unreimbursed Amount not later than 1:00 P.M., New York City time, on the Business
Day specified in such notice by the Administrative Agent, whereupon, subject to the provisions of
Section 3.3(a), each Lender that so makes funds available shall be deemed to have made a
Base Rate Loan to the Borrower in such amount. The Administrative Agent shall remit the funds so
received to the Issuing Lender.
(c) If any drawing is made under a Letter of Credit and is not reimbursed or refinanced on the
date such drawing is made, for any reason, the Borrower shall be deemed to have incurred from the
Issuing Lender an L/C Borrowing in the amount of the Unreimbursed Amount that is not so reimbursed
or refinanced, which L/C Borrowing (i) shall bear interest at the rate applicable to Base Rate
Loans from and including the date that such drawing is paid by the Issuing Bank to but excluding
the earlier of the date that such Unreimbursed Amount is so reimbursed or refinanced or the date
that is the next Business Day following the Requested Reimbursement Date and, if not so reimbursed
or refinanced on or prior to the date that is the next Business Day following the Requested
Reimbursement Date, then, from and after the date that is the next Business Day following the
Requested Reimbursement Date to but excluding the date so reimbursed or refinanced, the rate
applicable to Base Rate Loans plus 2% and (ii) shall, on and after the date that is the next
Business Day following the Requested Reimbursement Date, be due and payable on demand. In such
event, each Lender’s payment to the Administrative Agent for the account of the Issuing Lender
pursuant to Section 3.3(b) shall be deemed payment in respect of its participation in such
L/C Borrowing and shall constitute an L/C Advance from such Lender in satisfaction of its
participation obligation under this Section 3.3.
(d) Until each Lender funds its Loan or L/C Advance pursuant to this Section 3.3 to
reimburse the Issuing Lender for any amount drawn under any Letter of Credit, interest in
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respect of such Lender’s Revolving Credit Percentage of such amount shall be solely for the
account of the Issuing Lender.
(e) Each Lender’s obligation to make Loans or L/C Advances to reimburse the Issuing Lender for
amounts drawn under Letters of Credit, as contemplated by this Section 3.3, shall be
absolute and unconditional and shall not be affected by any circumstance, including (A) any
set-off, counterclaim, recoupment, defense or other right which such Lender may have against the
Issuing Lender, the Borrower or any other Person for any reason whatsoever, (B) the occurrence or
continuance of a Default, or (C) any other occurrence, event or condition, whether or not similar
to any of the foregoing; provided, however, that each Lender’s obligation to make
Loans pursuant to this Section 3.3 is subject to the conditions set forth in Section
4.2 (other than delivery by the Borrower of a Loan Notice). No such making of an L/C Advance
shall relieve or otherwise impair the obligation of the Borrower to reimburse the Issuing Lender
for the amount of any payment made by the Issuing Lender under any Letter of Credit, together with
interest as provided herein.
(f) If any Lender fails to make available to the Administrative Agent for the account of the
Issuing Lender any amount required to be paid by such Lender pursuant to the foregoing provisions
of this Section 3.3 by the time specified in Section 3.3(b), the Issuing Lender
shall be entitled to recover from such Lender (acting through the Administrative Agent), on demand,
such amount with interest thereon for the period from the date such payment is required to the date
on which such payment is immediately available to the Issuing Lender at a rate per annum equal to
the greater of the Federal Funds Rate and a rate determined by the Issuing Lender in accordance
with banking industry rules on interbank compensation, plus any administrative, processing or
similar fees customarily charged by the Issuing Lender in connection with the foregoing. If such
Lender pays such amount (with interest and fees as aforesaid), the amount so paid shall constitute
such Lender’s Loan included in the relevant borrowing or L/C Advance in respect of the relevant L/C
Borrowing, as the case may be. A certificate of the Issuing Lender submitted to any Lender
(through the Administrative Agent) with respect to any amounts owing under this paragraph
(f) shall be conclusive absent manifest error.
3.4. Repayment of Participations. (a) At any time after the Issuing Lender has made
a payment under any Letter of Credit and has received from any Lender such Lender’s L/C Advance in
respect of such payment in accordance with Section 3.3(b), if the Administrative Agent
receives for the account of the Issuing Lender any payment in respect of the related Unreimbursed
Amount or interest thereon (whether directly from the Borrower or otherwise, including proceeds of
cash collateral applied thereto by the Administrative Agent), the Administrative Agent will
distribute to such Lender its Revolving Credit Percentage thereof (appropriately adjusted, in the
case of interest payments, to reflect the period of time during which such Lender’s L/C Advance was
outstanding) in the same funds as those received by the Administrative Agent.
(b) If any payment received by the Administrative Agent for the account of the Issuing Lender
pursuant to Section 3.3(b) is required to be returned under any of the circumstances
described in Section 10.8 (including pursuant to any settlement entered into by the Issuing
Lender in its discretion), each Lender shall pay to the Administrative Agent for the
45
account of the Issuing Lender its Revolving Credit Percentage thereof on demand of the
Administrative Agent, plus interest thereon from the date of such demand to the date such amount is
returned by such Lender, at a rate per annum equal to the Federal Funds Rate from time to time in
effect.
3.5. Obligations Absolute. The obligation of the Borrower to reimburse the Issuing
Lender for each drawing under each Letter of Credit and to repay each L/C Borrowing shall be
absolute, unconditional and irrevocable, and shall be paid strictly in accordance with the terms of
this Agreement under all circumstances, including the following:
(i) any lack of validity or enforceability of such Letter of Credit, this
Agreement, or any other Loan Document;
(ii) the existence of any claim, counterclaim, set-off, defense or other
right that the Borrower or any of its Subsidiaries may have at any time
against any beneficiary or any transferee of such Letter of Credit (or any
Person for whom any such beneficiary or any such transferee may be acting),
the Issuing Lender or any other Person, whether in connection with this
Agreement, the transactions contemplated hereby or by such Letter of Credit or
any agreement or instrument relating thereto, or any unrelated transaction;
(iii) any draft, demand, certificate or other document presented under
such Letter of Credit proving to be forged, fraudulent, invalid or
insufficient in any respect or any statement therein being untrue or
inaccurate in any respect; or any loss or delay in the transmission or
otherwise of any document required in order to make a drawing under such
Letter of Credit;
(iv) any payment by the Issuing Lender under such Letter of Credit
against presentation of a draft or certificate that does not strictly comply
with the terms of such Letter of Credit; or any payment made by the Issuing
Lender under such Letter of Credit to any Person purporting to be a trustee in
bankruptcy, debtor-in-possession, assignee for the benefit of creditors,
liquidator, receiver or other representative of or successor to any
beneficiary or any transferee of such Letter of Credit, including any arising
in connection with any proceeding under any Debtor Relief Law; or
(v) any other circumstance or happening whatsoever, whether or not
similar to any of the foregoing, including any other circumstance that might
otherwise constitute a defense available to, or a discharge of, the Borrower
or any of its Subsidiaries.
3.6. Role of Issuing Lender. Each Lender and the Borrower agree that, in paying any
drawing under a Letter of Credit, the Issuing Lender shall not have any responsibility to obtain
any document (other than any sight draft, certificates and documents expressly required by the
Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such
46
document or the authority of the Person executing or delivering any such document. None of
the Issuing Lender, any Agent-Related Person nor any of the respective correspondents, participants
or assignees of the Issuing Lender shall be liable to any Lender for (a) any action taken or
omitted in connection herewith at the request or with the approval of the Lenders or the Majority
Lenders, as applicable; (b) any action taken or omitted in the absence of gross negligence or
willful misconduct; or (c) the due execution, effectiveness, validity or enforceability of any
document or instrument related to any Letter of Credit or Application. The Borrower hereby assumes
all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any
Letter of Credit; provided, however, that this assumption is not intended to, and
shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the
beneficiary or transferee at law or under any other agreement. None of the Issuing Lender, any
Agent-Related Person, nor any of the respective correspondents, participants or assignees of the
Issuing Lender, shall be liable or responsible for any of the matters described in clauses
(i) through (v) of Section 3.5; provided, however, that
anything in such clauses (i) through (v) to the contrary notwithstanding, the
Borrower may have a claim against the Issuing Lender, and the Issuing Lender may be liable to the
Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or
exemplary, damages suffered by the Borrower which the Borrower proves were caused by the Issuing
Lender’s willful misconduct or gross negligence or the Issuing Lender’s willful failure to pay
under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and
certificate(s) strictly complying with the terms and conditions of a Letter of Credit. In
furtherance and not in limitation of the foregoing, the Issuing Lender may accept documents that
appear on their face to be in order, without responsibility for further investigation, regardless
of any notice or information to the contrary, and the Issuing Lender shall not be responsible for
the validity or sufficiency of any instrument transferring or assigning or purporting to transfer
or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or
in part, which may prove to be invalid or ineffective for any reason.
3.7. Cash Collateral. Upon the request of the Administrative Agent, if, as of the
Revolving Credit Termination Date, any Letter of Credit for any reason remains outstanding and
partially or wholly undrawn, the Borrower shall immediately Cash Collateralize the then outstanding
amount of all L/C Obligations (in an amount equal to such outstanding amount determined as of the
Revolving Credit Termination Date). Sections 2.8 and 8.2 set forth certain
additional requirements to deliver Cash Collateral hereunder. To the extent that the Borrower is
required to Cash Collateralize L/C Obligations, the Borrower hereby grants to the Administrative
Agent, for the benefit of the Issuing Lender and the Lenders, a security interest in all cash,
deposit accounts and all balances therein and all proceeds of the foregoing. Such cash collateral
shall be maintained in blocked, interest bearing deposit accounts with the Administrative Agent.
3.8. Applicability of ISP98 and UCP. Unless otherwise expressly agreed by the Issuing
Lender and the Borrower when a Letter of Credit is issued including any such agreement as
applicable to an Existing Letter of Credit, (i) the rules of the ISP shall apply to each standby
Letter of Credit, and (ii) the rules of the Uniform Customs and Practice for Documentary Credits,
as most recently published by the International Chamber of Commerce at the time of issuance shall
apply to each commercial Letter of Credit.
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3.9. Fees and Other Charges. (a) The Borrower will pay to the Administrative Agent,
for the account of the Lenders, a fee on the daily amount available to be drawn under all
outstanding Letters of Credit issued for its account at a per annum rate equal to the Applicable
Margin then in effect with respect to Eurodollar Loans, to be shared ratably among the Lenders in
accordance with their respective Revolving Credit Percentages and payable quarterly in arrears on
each L/C Fee Payment Date after the issuance date. In addition, the Borrower shall pay to the
relevant Issuing Lender for its own account a fronting fee on the daily amount available to be
drawn under all outstanding Letters of Credit issued by such Issuing Lender for the Borrower’s
account at a rate and at the times to be agreed upon by the Borrower and such Issuing Lender. For
purposes of computing the average daily amount available to be drawn under the Letters of Credit,
the amount of such Letters of Credit shall be determined in accordance with Section 1.3.
(b) In addition to the foregoing fees, the Borrower shall pay or reimburse each Issuing Lender
for such normal and customary costs and expenses as are incurred or charged by such Issuing Lender
in issuing, negotiating, effecting payment under, amending or otherwise administering any Letter of
Credit issued for the account of the Borrower.
3.10. Conflict with Issuer Documents. In the event of any conflict between the terms
hereof and the terms of any Issuer Document, the terms hereof shall control.
4. CONDITIONS PRECEDENT
4.1. Conditions to Closing. The occurrence of the Closing Date is subject to the
satisfaction on such date of the following conditions precedent:
(a) The Administrative Agent’s receipt of the following, each of which shall be originals or
telecopies (followed promptly by originals) unless otherwise specified, each properly executed by a
Responsible Officer of the Borrower, each dated the Closing Date (or, in the case of certificates
of governmental officials, a recent date before the Closing Date) and each in form and substance
reasonably satisfactory to the Administrative Agent:
(i) executed counterparts of this Agreement, sufficient in number for
distribution to the Administrative Agent, each Lender party hereto on the date
hereof and the Borrower;
(ii) a Note executed by the Borrower in favor of each Lender requesting a
Note so long as such request is made at least 3 Business Days prior to the
Closing Date;
(iii) such certificates of resolutions or other action, incumbency
certificates and/or other certificates of Responsible Officers of the Borrower
as the Administrative Agent may reasonably require evidencing the identity,
authority and capacity of each Responsible Officer thereof authorized to act
as a Responsible Officer in connection with this Agreement and the other Loan
Documents to which the Borrower is a party;
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(iv) such documents and certifications as the Administrative Agent may
reasonably require to evidence that the Borrower is duly organized or formed,
and that the Borrower is validly existing, in good standing and qualified to
engage in business in the jurisdiction where the Borrower is organized;
(v) a Closing Certificate of the Borrower with appropriate insertions and
attachments, if any;
(vi) a certificate signed by a Responsible Officer on behalf of the
Borrower either (A) attaching copies of all consents, licenses and approvals
required in connection with the execution, delivery and performance by the
Borrower and the validity against the Borrower of the Loan Documents to which
it is a party, and such consents, licenses and approvals shall be in full
force and effect, or (B) stating that no such consents, licenses or approvals
are so required; and
(vii) a certificate signed by a Responsible Officer on behalf of the
Borrower certifying (A) that the conditions specified in Sections
4.2(a) and (b) have been satisfied, and (B) that there has been no
event or circumstance since December 31, 2006 that has had or could be
reasonably expected to have a Material Adverse Effect.
(b) Fees. (i) The Administrative Agent and the Arranger shall have received all fees
required to be paid by the Borrower on or prior to the Closing Date.
(ii) The Borrower shall have paid all fees, charges and disbursements of
Bingham McCutchen LLP, as counsel to the Administrative Agent (directly to such
counsel if requested by the Administrative Agent), to the extent required to be paid
by the Borrower and invoiced prior to the Closing Date.
(c) Legal Opinions. The Administrative Agent shall have received the legal opinion of
Cravath, Swaine & Moore LLP counsel to the Borrower substantially in the form of Exhibit F.
(d) Termination of Existing Credit Facility. The Administrative Agent shall have
received evidence (including, without limitation, payoff letters), reasonably satisfactory to the
Administrative Agent in its reasonable discretion, that the Existing Credit Agreement has been or
concurrently with the Closing Date is being terminated.
(e) Closing Date. The Closing Date shall occur on or before August 31, 2007.
(f) Material Adverse Effect. Up to and including the Closing Date, since December 31,
2006 no event or circumstance that has had or could reasonably be expected to have a Material
Adverse Effect shall have occurred.
4.2. Conditions to Closing and Each Extension of Credit. The occurrence of the
Closing Date and the agreement of each Lender to make any extension of credit requested to be
49
made by it hereunder on any date (including, without limitation, its initial extension of
credit or any issuance, or increase in the amount of, any Letter of Credit but excluding
conversions or continuations of Loans) is subject to the satisfaction of the following conditions
precedent:
(a) Representations and Warranties. Each of the representations and warranties made
by the Borrower in Section 5 (other than Section 5.5) or pursuant to any of the
other Loan Documents shall be true and correct in all material respects on and as of such date as
if made on and as of such date, except to the extent that they expressly relate to an earlier date,
in which case they shall be true and correct in all material respects as of such earlier date.
(b) No Default. No Default or Event of Default shall have occurred and be continuing
on such date or after giving effect to the extensions of credit requested to be made on such date.
(c) Borrowing Request. Except as provided in Section 3.3, the Administrative
Agent shall have received a Borrowing Request or, as applicable, an Application.
Each borrowing by and issuance of a Letter of Credit on behalf of the Borrower hereunder shall
constitute a representation and warranty by the Borrower as of the date of such extension of credit
(including any issuance, or increase in the amount of, any Letter of Credit) that the conditions
contained in Section 4.2 (a) and (b) have been satisfied on and as of the date of
the applicable extension of credit.
5. REPRESENTATIONS AND WARRANTIES
To induce the Administrative Agent and the Lenders to enter into this Agreement and to make
the Loans and issue or participate in the Letters of Credit, the Borrower hereby represents and
warrants to the Administrative Agent and each Lender that:
5.1. Financial Statements.
(a) The audited consolidated balance sheet of the Borrower and its consolidated Subsidiaries,
as at December 31, 2006 and the related consolidated statements of income and of cash flows for the
fiscal year ended on such date, reported on and accompanied by unqualified reports from Ernst &
Young LLP or another independent certified public accounting firm of nationally recognized
standing, present fairly in all material respects the consolidated financial condition of the
Borrower and its consolidated Subsidiaries, as at such date, and the consolidated results of their
operations and their consolidated cash flows for such fiscal year then ended in accordance with
GAAP applied consistently throughout the periods involved (except as approved by the aforementioned
firm of accountants and disclosed therein).
(b) The unaudited consolidated balance sheet of the Borrower and its consolidated
Subsidiaries, as of and for the fiscal quarter ended June 30, 2007, and the related unaudited
consolidated statements of income and cash flows for such fiscal quarters ended on such dates,
present fairly in all material respects the consolidated financial condition of the Borrower and
its consolidated Subsidiaries as at such dates, and the consolidated results of their operations
and their consolidated cash flows for the fiscal quarters then ended in accordance with GAAP
applied consistently throughout the periods involved (except (x) as approved by the
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aforementioned firms of accountants and disclosed therein or (y) for normal year-end audit
adjustments and the absence of footnotes).
5.2. Corporate Existence; Compliance with Law. The Borrower and each of its
Subsidiaries (a) is duly organized, validly existing and in good standing under the Laws of the
jurisdiction of its organization, except to the extent that the failure of the Subsidiaries to be
so organized, validly existing and in good standing could not, in the aggregate, reasonably be
expected to have a Material Adverse Effect, (b) has the corporate or other power and authority,
and the legal right, to own and operate its Property, to lease the Property it operates as lessee
and to conduct the business in which it is currently engaged, except to the extent that the failure
to have such power, authority and legal right could not, in the aggregate, reasonably be expected
to have a Material Adverse Effect, (c) is duly qualified as a foreign corporation and in good
standing under the Laws of each jurisdiction where its ownership, lease or operation of Property or
the conduct of its business requires such qualification, except to the extent failure to so qualify
or be in good standing could not, in the aggregate, reasonably be expected to have a Material
Adverse Effect, and (d) is in compliance with all Requirements of Law, including, without
limitation, with respect to environmental laws, except to the extent that the failure to comply
therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.
5.3. Corporate Power; Authorization; Enforceable Obligations. The Borrower has the
corporate or other power and authority, and the legal right, to make, deliver and perform the Loan
Documents to which it is a party and to borrow hereunder. The Borrower has taken all necessary
corporate or other action to authorize the execution, delivery and performance of the Loan
Documents to which it is a party and to authorize the borrowings on the terms and conditions of
this Agreement. No consent or authorization of, filing with, notice to or other act by or in
respect of, any Governmental Authority or any other Person is required in connection with the
borrowings hereunder or the execution, delivery, performance, validity or enforceability of this
Agreement or any of the other Loan Documents, except consents, authorizations, filings and notices
described in Schedule 5.3, which consents, authorizations, filings and notices have been
obtained or made and are in full force and effect and except to the extent failure to obtain any
consents, authorizations, filings, and notices could not, in the aggregate, reasonably be expected
to have a Material Adverse Effect. Each Loan Document to which the Borrower is a party has been
duly executed and delivered on behalf of the Borrower. This Agreement constitutes, and each other
Loan Document to which the Borrower is a party upon execution will constitute, a legal, valid and
binding obligation of the Borrower, enforceable against the Borrower in accordance with its terms,
except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization,
moratorium or similar Laws affecting the enforcement of creditors’ rights generally and by general
equitable principles (whether enforcement is sought by proceedings in equity or at law).
5.4. No Legal Bar. The execution, delivery and performance of this Agreement and the
other Loan Documents, the issuance of Letters of Credit, the borrowings hereunder and the use of
the proceeds thereof will not violate any Requirement of Law or any Contractual Obligation of the
Borrower or any of its Subsidiaries and will not result in, or require, the creation or imposition
of any Lien on any of their respective properties or revenues pursuant to any Requirement of Law or
any such Contractual Obligation, except to the extent such violation or Lien could not, in the
aggregate, reasonably be expected to have a Material Adverse Effect.
51
5.5. No Material Litigation. No litigation, investigation or proceeding of or before
any arbitrator or Governmental Authority is pending or, to the knowledge of the Borrower,
threatened by or against the Borrower or any of its Subsidiaries or against any of their respective
properties or assets that (a) purport to affect or pertain to this Agreement or any other Loan
Document or any of the transactions contemplated hereby or thereby, or (b) could reasonably be
expected to have a Material Adverse Effect.
5.6. Ownership of Property; Liens. The Borrower and each of its Subsidiaries has
title in fee simple to, or a valid leasehold interest in, all its real property, and good title to,
or a valid leasehold interest in, all its other Property, and none of such Property is subject to
any Lien except as permitted by Section 7.3, except to the extent such defects in title
could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.
5.7. Intellectual Property. The Borrower and each of its Subsidiaries owns, or is
licensed to use, all Intellectual Property material to the conduct of its business as currently
conducted. No material claim has been asserted and is pending by any Person challenging or
questioning the use of any Intellectual Property or the validity or effectiveness of any
Intellectual Property, nor does the Borrower know of any valid basis for any such claim, other than
claims that could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.
The use of Intellectual Property by the Borrower and its Subsidiaries does not infringe on the
rights of any Person in any material respect, except for infringements that could not, in the
aggregate, reasonably be expected to have a Material Adverse Effect.
5.8. Taxes. The Borrower and each of its Subsidiaries has filed or caused to be filed
all material Federal, state and other tax returns that are required to be filed (taking into
account any applicable extensions) and has paid all taxes shown to be due and payable on said
returns or on any assessments made against it or any of its Property and all other material taxes,
fees or other charges imposed on it or any of its Property by any Governmental Authority and, to
the knowledge of the Borrower, no tax Lien has been filed, and no claim is being asserted, with
respect to any such tax, fee or other charge, except (i) those in respect of which the amount or
validity are currently being contested in good faith by appropriate proceedings and with respect to
which reserves in conformity with SAP or GAAP, as applicable, have been provided on the books of
the Borrower or its Subsidiaries, as the case may be, and (ii) any amount the failure of which to
pay could not reasonably be expected to result in a Material Adverse Effect.
5.9. Federal Regulations. No part of the proceeds of any Loans will be used for
“purchasing” or “carrying” any “margin stock” within the respective meanings of each of the quoted
terms under Regulation U as now and from time to time hereafter in effect or for any purpose that
violates the provisions of the Regulations of the Board. If requested by any Lender or the
Administrative Agent, the Borrower will furnish to the Administrative Agent and each Lender a
statement to the foregoing effect in conformity with the requirements of FR Form G-3 or FR Form U-1
referred to in Regulation U.
5.10. ERISA. Except as could not reasonably be expected to result in a Material
Adverse Effect, neither a Reportable Event nor an “accumulated funding deficiency” (within the
meaning of Section 412 of the Code or Section 302 of ERISA) has occurred during the five-year
period prior to the date on which this representation is made or deemed made with respect to any
52
Plan, and each Plan has complied in all material respects with the applicable provisions of
ERISA and the Code. No termination of a Single Employer Plan has occurred, and no Lien in favor of
the PBGC or a Plan has arisen, during such five-year period. The present value of all accrued
benefits under each Single Employer Plan (based on those assumptions used to fund such Plans) did
not, as of the last annual valuation date prior to the date on which this representation is made or
deemed made, exceed the value of the assets of such Plan allocable to such accrued benefits by an
amount which could reasonably be expected to result in a Material Adverse Effect. Neither the
Borrower nor any Commonly Controlled Entity has had a complete or partial withdrawal from any
Multiemployer Plan that has resulted or could reasonably be expected to result in a Material
Adverse Effect. Except as could not reasonably be expected to result in a Material Adverse Effect,
no such Multiemployer Plan is in Reorganization or Insolvent.
5.11. Investment Company Act; Other Regulations. The Borrower is not an “investment
company” within the meaning of the Investment Company Act of 1940, as amended. The Borrower is not
subject to regulation under any Requirement of Law (other than Regulation X of the Board) which
limits its ability to incur Indebtedness hereunder.
5.12. Use of Proceeds. The proceeds of the Loans and the Letters of Credit shall be
used for working capital and general corporate purposes of the Borrower and its Subsidiaries,
including, without limitation, (a) acquisitions, (b) the issuance of Letters of Credit, (c)
refinancings of outstanding indebtedness, if any, of the Borrower and its Subsidiaries (including
under the Existing Credit Agreement and the Existing Letters of Credit), and (d) for payment of
fees and expenses incurred in connection with this Agreement.
5.13. Accuracy of Information, etc. No statement or information contained in any
document, certificate or statement furnished to the Administrative Agent or the Lenders or any of
them, by or on behalf of the Borrower for use in connection with the transactions contemplated by
this Agreement or the other Loan Documents, taken as a whole contained, as of the date such
statement, information, document or certificate was so furnished, any untrue statement of a
material fact or omitted to state a material fact necessary in order to make the statements
contained therein not materially misleading in light of the circumstances under which such
statement, information, document or certificate was made or furnished. The projections and pro
forma financial information contained in the materials referenced above were prepared in good faith
based on assumptions believed by management of the Borrower to be reasonable at the time made, it
being recognized by the Lenders that such financial information as it relates to future events is
not to be viewed as fact and that actual results during the period or periods covered by such
financial information may differ from the projected results set forth therein by a material amount.
5.14. Insurance Regulatory Matters. No License of any Insurance Subsidiary, the loss
of which could reasonably be expected to have a Material Adverse Effect, is the subject of a
proceeding for suspension or revocation. To the knowledge of the Borrower, there is no sustainable
basis for such suspension or revocation, and no such suspension or revocation has been threatened
by any Governmental Authority.
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5.15. Indebtedness and Liens. As of the Closing Date, (i) no Subsidiary of the
Borrower had outstanding any Indebtedness that was created, incurred or assumed after June 30,
2007, except Indebtedness that would have been permitted by Section 7.2 (without giving
effect to the Indebtedness permitted by Section 7.2(a)(i)) if created, incurred or assumed
by such Subsidiary on the Closing Date and (ii) there does not exist (a) any Lien that was created,
incurred or assumed after June 30, 2007, upon any stock or Indebtedness of any Subsidiary to secure
any Debt of the Borrower or any of its Subsidiaries or any other Person (other than the obligations
hereunder) or (b) any Lien that was created, incurred or assumed after June 30, 2007, upon any
other Property, to secure any Debt of the Borrower or any of its Subsidiaries or any other Person
(other than the obligations hereunder), except, in the case of (a) or (b), Liens that would have
been permitted by Section 7.3 hereof (without giving effect to the Liens that would have
been permitted by Section 7.3(i)(x)) if so created, incurred or assumed on the Closing
Date.
5.16. Taxpayer Identification Number. As of the date hereof, the Borrower’s true and
correct U.S. taxpayer identification number is set forth on Schedule 10.02.
6. AFFIRMATIVE COVENANTS
The Borrower hereby agrees that, from and after the Closing Date and so long as, the
Commitments remain in effect, any Letter of Credit remains outstanding, there exists any unpaid
Reimbursement Obligations or any principal or interest on any Loan or any fee payable hereunder is
owing to any Lender or the Administrative Agent hereunder, the Borrower shall and shall cause each
of its Subsidiaries to:
6.1. Financial Statements. Furnish to the Administrative Agent (either electronically
or with sufficient copies for distribution by the Administrative Agent to each Lender):
(a) (i) not later than the date required to be filed pursuant to the Act of 1934 (after giving
effect to any extension permitted or granted by the SEC), but in any event (including if not
required to be filed pursuant to the Act of 1934) not later than 95 days after the end of each
fiscal year of the Borrower ending subsequent to the Closing Date, a copy of the audited
consolidated balance sheet of the Borrower and its consolidated Subsidiaries as at the end of such
fiscal year, and the related audited consolidated statements of income and of cash flows for such
fiscal year, setting forth in each case in comparative form the figures as of the end of and for
the previous fiscal year, accompanied by an opinion by Ernst & Young LLP, or other independent
certified public accounting firm of nationally recognized standing, which report shall be prepared
in accordance with generally accepted auditing standards and applicable securities laws and shall
not be subject to a “going concern” or like qualification or exception, or qualification as to the
scope of the audit (for purposes hereof, delivery of the Borrower’s annual report on Form 10-K
(which shall be deemed delivered on the date when such document is posted on the SEC’s website at
www.sec.gov or any replacement website) will be sufficient in lieu of delivery of such financial
statements); and (ii) not later than the date required to be filed pursuant to the Act of 1934
(after giving effect to any extension permitted or granted by the SEC), but in any event (including
if not required to be filed pursuant to the Act of 1934) not later than 60 days after the end of
each of the first three fiscal quarters of each fiscal year of the Borrower ending subsequent to
the Closing Date, a copy of the unaudited consolidated balance
54
sheet of the Borrower and its consolidated Subsidiaries as at the end of such fiscal quarter
and the related unaudited consolidated statements of income and of cash flows for such fiscal
quarter and the portion of the fiscal year through the end of such fiscal quarter, setting forth in
each case in comparative form the figures as of the end of and for the corresponding period in the
previous year, certified by a Responsible Officer on behalf of the Borrower as being fairly stated
in all material respects in accordance with GAAP (subject to normal year-end audit adjustments and
the absence of footnotes) (for purposes hereof, delivery of the Borrower’s Quarterly Report on Form
10-Q (which shall be deemed delivered on the date when such document is posted on the SEC’s website
at www.sec.gov or any replacement website) will be sufficient in lieu of delivery of such financial
statements and certifications); all such financial statements, together with notes to such
financial statements, to fairly present in all material respects the financial condition and income
and cash flows of the subject thereof as at the dates and for the periods covered thereby in
accordance with GAAP applied consistently throughout the periods reflected therein and with prior
periods (except (x) as approved by such accountants or officer, as the case may be, and disclosed
therein or (y) in the case of unaudited financial statements, subject to normal year-end
adjustments and the absence of footnotes);
(b) not later than the date required by Law to be prepared (or such later date as may be
allowed by the applicable Governmental Authority), but in any event not later than (i) 95 days
after the end of each fiscal year of a Material Insurance Subsidiary (as of the date of delivery
pursuant hereto), copies of the unaudited Annual Statement of such Material Insurance Subsidiary,
certified by a Responsible Officer on behalf of such Material Insurance Subsidiary; all such
statements to be prepared in accordance with SAP consistently applied throughout the periods
reflected therein and, if required by the applicable Governmental Authority, audited and certified
by independent certified public accounting firm of recognized national standing (it being
understood that delivery of audited statements shall be made within 10 days following the delivery
of such statements to the applicable Governmental Authority); and (ii) 70 days after the end of
each interim financial period of each Material Insurance Subsidiary in respect of which an Interim
Statement is required to be prepared (as of the date delivery of such Interim Statement is
required), copies of the Interim Statement of such Material Insurance Subsidiary for such interim
financial period, all such statements to be prepared in accordance with SAP consistently applied
throughout the period reflected herein;
(c) within 15 days after being delivered to any Material Insurance Subsidiary subsequent to
the Closing Date, any final Report on Examination issued by the applicable Department or the NAIC
that results in material adjustments to the financial statements referred to in paragraph
(b) above;
(d) to the extent such a statement is required by Law to be prepared, within 10 days following
the delivery to the applicable Department, a copy of each “Statement of Actuarial Opinion” and
“Management Discussion and Analysis” for a Material Insurance Subsidiary which is provided to the
applicable Department as to the adequacy of loss reserves of such Material Insurance Subsidiary,
such opinion to be in the format prescribed by the insurance code of the state of domicile of such
Material Insurance Subsidiary; and
(e) promptly after the Borrower’s receipt thereof, subject to any restrictions imposed by such
independent accountants, copies of any management letters submitted to the
55
board of directors (or the audit committee of the board of directors) of the Borrower by
independent accountants in connection with the annual audit of the Borrower or any of its
Subsidiaries.
6.2. Certificates; Other Information. Furnish to the Administrative Agent (either
electronically or with sufficient copies for distribution by the Administrative Agent to each
Lender) or, in the case of clause (d), to the relevant Lender:
(a) within 5 Business Days after the delivery of the audited financial statements referred to
in Section 6.1(a)(i), a certificate of the independent certified public accounting firm
reporting on such financial statements stating that in making the examination necessary therefor no
knowledge was obtained of any Default or Event of Default (it being understood that (i) such
certificate shall only be required if delivery by such independent certified public accounting firm
of such a certificate is not prohibited by its policies and (ii) any such certificate may be
limited in scope and qualified in accordance with customary practices of the accounting
profession), except as specified in such certificate;
(b) within 5 Business Days after the deadline for the delivery of any financial statements
pursuant to Section 6.1(a), (i) a certificate of a Responsible Officer of the Borrower
stating that such Responsible Officer has obtained no knowledge of any continuing Default or Event
of Default except as specified in such certificate and (ii) a Compliance Certificate containing all
information and calculations necessary for determining compliance by the Borrower with Section
7.1 as of the last day of the fiscal quarter or fiscal year of the Borrower;
(c) within 10 days after the same are filed with the SEC (unless posted on the SEC’s website
at www.sec.gov or any replacement website), all reports and filings on Forms 10-K, 10-Q and 8-K
that the Borrower may make to, or file with, the SEC, including any request of an extension of time
for the filing of any such reports; and
(d) promptly, such additional financial and other information as the Administrative Agent or
any Lender may from time to time reasonably request.
(e) The Borrower hereby acknowledges that (a) unless otherwise directed by the Borrower, the
Administrative Agent and/or the Arranger will make available to the Lenders and the Issuing Bank
materials and/or information provided by or on behalf of the Borrower hereunder (collectively,
“Borrower Materials”) by posting the Borrower Materials on IntraLinks or another similar
electronic system (the “Platform”), subject to confidentiality undertakings reasonably
acceptable to the Borrower and the Arranger, and (b) certain of the Lenders may be “public-side”
Lenders (i.e., Lenders that do not wish to receive material non-public information with respect to
the Borrower or its securities) (each, a “Public Lender”). The Borrower hereby agrees that
(w) all Borrower Materials that are to be made available to Public Lenders shall be clearly and
conspicuously marked “PUBLIC” which, at a minimum, shall mean that the word “PUBLIC” shall appear
prominently on the first page thereof; (x) by marking Borrower Materials “PUBLIC,” the Borrower
shall be deemed to have authorized the Administrative Agent, the Arranger, the Issuing Bank and the
Lenders to treat such Borrower Materials as either publicly available information or not material
information (although it may be sensitive and proprietary) with respect to the Borrower or its
securities for purposes of United States Federal
56
and state securities laws; (y) all Borrower Materials marked “PUBLIC” are permitted to be made
available through a portion of the Platform designated “Public Investor;” and (z) the
Administrative Agent and the Arranger shall be entitled to treat any Borrower Materials that are
not marked “PUBLIC” as being suitable only for posting on a portion of the Platform not designated
“Public Investor.” Notwithstanding any of the foregoing, if the Borrower also delivers any
materials and/or information pursuant to this Section 6.2(e) in paper format to the
Administrative Agent, such paper materials shall be deemed to be Borrower Materials for all
purposes. Nothing in this Section 6.2(e) shall limit the obligations of the Administrative
Agent and the Lenders under Section 10.16.
6.3. Payment of Obligations. Pay, discharge or otherwise satisfy at or before
maturity or before they become delinquent, as the case may be, all its material obligations of
whatever nature (other than Indebtedness), except where the amount or validity thereof is currently
being contested in good faith by appropriate proceedings and reserves in conformity with GAAP with
respect thereto have been provided on the books of the Borrower or its Subsidiaries, as the case
may be; provided, that the Borrower may, in the ordinary course of business, extend
payments on those payables if beneficial to the operation of their businesses.
6.4. Conduct of Business and Maintenance of Existence, etc. (a) Except as otherwise
would not be a Fundamental Change (i) with respect to each Subsidiary of the Borrower, preserve,
renew and keep in full force and effect its corporate existence and (ii) with respect to the
Borrower and each of its Subsidiaries, take all reasonable action to maintain all licenses,
permits, rights, privileges and franchises necessary or desirable in the normal conduct of its
business, except, in the case of clause (i) above and clause (ii) above, to the
extent that failure to do so could not reasonably be expected to have a Material Adverse Effect;
and (b) comply with all Contractual Obligations (other than in respect of Indebtedness) and
Requirements of Law, except to the extent that failure to comply therewith could not, in the
aggregate, reasonably be expected to have a Material Adverse Effect.
6.5. Maintenance of Property; Insurance. (a) Keep all Property and systems useful
and necessary in its business in good working order and condition, ordinary wear and tear excepted
and (b) maintain with financially sound and reputable insurance companies (other than with the
Borrower or its Subsidiaries) insurance on all its Property in at least such amounts and against at
least such risks (but including in any event public liability, product liability and business
interruption) as are usually insured against in the same general area by companies engaged in the
same or a similar business (it being understood that, to the extent consistent with prudent
business practices of Persons carrying on a similar business in a similar location, a program of
self-insurance for first and other loss layers may be utilized).
6.6. Inspection of Property; Books and Records; Discussions. (a) Keep proper books
of records and account in which full, true and correct entries in conformity with GAAP(or SAP as
applicable) and all Requirements of Law shall be made of all material dealings and transactions in
relation to its business and activities and (b) upon reasonable prior notice, permit
representatives of the Administrative Agent (who may be accompanied by representatives of other
Lenders) and, during the continuance of an Event of Default, any Lender to (x) visit and inspect
any of its properties, (y) during the continuance of an Event of Default, conduct reasonable
examinations of (and, with the consent of the Borrower, such consent not to be
57
unreasonably withheld, make abstracts from) any of its books and records at any reasonable
time and as often as may reasonably be requested and (z) discuss the business, operations,
properties and financial and other condition of the Borrower with officers and employees of the
Borrower. It is understood that (i) any information obtained by the Administrative Agent or any
Lender in any visit or inspection pursuant to this Section 6.6 shall be subject to the
confidentiality requirements of Section 10.16, (ii) the Borrower may impose, with respect
to any Lender or any Affiliate of any Lender reasonably deemed by the Borrower to be engaged
significantly in a business which is directly competitive with any material business of the
Borrower and its Subsidiaries, reasonable restrictions on access to proprietary information of the
Borrower and its Subsidiaries and (iii) the Lenders will coordinate their visits through the
Administrative Agent with a view to preventing the visits provided for by this Section 6.6
from becoming unreasonably burdensome to the Borrower and its Subsidiaries.
6.7. Notices. Give notice to the Administrative Agent (it being agreed that the
Administrative Agent shall, upon receipt of such notice, notify each Lender thereof) of the
following within the time periods specified:
(a) Promptly after any Responsible Officer of the Borrower obtains knowledge thereof, the
occurrence of any Default or Event of Default;
(b) Within five days after any Responsible Officer of the Borrower obtains knowledge thereof,
the occurrence of:
(i) any default or event of default under any Contractual Obligation
(other than in respect of Indebtedness) of the Borrower or any of its
Subsidiaries or any litigation, investigation or proceeding which may exist at
any time between the Borrower or any of its Subsidiaries and any Governmental
Authority, that in either case, if not cured or if adversely determined, as
the case may be, could reasonably be expected to have a Material Adverse
Effect;
(ii) (A) any litigation or proceeding affecting the Borrower or any of
its Subsidiaries (other than claims-related litigation involving an Insurance
Subsidiary) in which (x) the amount involved (and not covered by insurance) is
$50,000,000 or more or (y) in which injunctive or similar relief is sought
that could reasonably be expected to have a Material Adverse Effect and (B)
any claims-related litigation affecting any Insurance Subsidiary which could
reasonably be expected to have a Material Adverse Effect; and
(iii) of any announcement by Moody’s or S&P of any change in a Debt
Rating that changes the Applicable Margin.
(c) As soon as possible and, in any event, within 30 days after a Responsible Officer of the
Borrower obtains knowledge thereof: (A) the occurrence of any Reportable Event with respect to any
Plan, a failure to make any required contribution to a Plan, the creation of any Lien in favor of
the PBGC or a Plan or any withdrawal from, or the termination, Reorganization
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or Insolvency of, any Multiemployer Plan or (B) the institution of proceedings or the taking
of any other action by the PBGC or the Borrower or any Commonly Controlled Entity or any
Multiemployer Plan with respect to the withdrawal from, or the termination, Reorganization or
Insolvency of, any Plan.
Each notice pursuant to this Section 6.7 shall be accompanied by a statement of a
Responsible Officer on behalf of the Borrower setting forth details of the occurrence or such
default referred to therein and stating what action the Borrower or the relevant Subsidiary
proposes to take with respect thereto.
6.8. Taxes. Pay, discharge, or otherwise satisfy before the same shall become
overdue, all taxes, assessments and other governmental charges imposed upon it and its real estate,
sales and activities, or any part thereof, or upon the income or profits therefrom, other than
where failure to pay such taxes could not reasonably be expected to result in a Material Adverse
Effect; provided that any such tax, assessment, charge, levy or claim need not be paid if
the validity or amount thereof shall currently be contested in good faith by appropriate
proceedings and reserves in conformity with SAP or GAAP, as applicable, have been provided on the
books of the Borrower and its Subsidiaries, as the case may be.
6.9. Use of Proceeds. Use the proceeds of the Loans and the Letters of Credit solely
for the purposes set forth in Section 5.12.
6.10. Further Assurances. The Borrower will, and will cause each of its Subsidiaries
to, cooperate with the Lenders and the Administrative Agent and execute such further instruments
and documents as the Lenders or the Administrative Agent shall reasonably request to give effect to
the transactions contemplated by this Agreement and the other Loan Documents.
7. NEGATIVE COVENANTS
The Borrower hereby agrees that, from and after the Closing Date and so long as the
Commitments remain in effect, any Letter of Credit remains outstanding, there exist any unpaid
Reimbursement Obligations or any principal or interest on any Loan or any fee payable hereunder is
owing to any Lender or the Administrative Agent hereunder:
7.1. Financial Condition Covenants.
(a) Authorized Control Level Risk-Based Capital of Material Insurance Subsidiaries.
The Borrower will cause each of its Material Insurance Subsidiaries to maintain a ratio of (x)
“Total Adjusted Capital” to (y) “Company Action Level Risk-Based Capital” of at least 200%”, in
each case, as determined at the end of each fiscal year and as each such term is defined from time
to time by the rules and regulations of the NAIC.
(b) Maintenance of Total Consolidated Debt to Total Consolidated Capitalization Ratio.
The Borrower shall not permit its Total Consolidated Debt to Total Consolidated Capitalization
Ratio, as at the end of any fiscal quarter, commencing with the first fiscal quarter ending after
the Closing Date, to exceed thirty-seven and one-half percent (37.5%).
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7.2. Limitation on Indebtedness. (a) The Borrower will not permit any of its
Subsidiaries to create, incur or assume or suffer to exist any Indebtedness, except:
(i) Indebtedness outstanding as of the Closing Date and any refinancings,
refundings, renewals or extensions thereof (without any increase in the
principal amount thereof, other than by the amount of any necessary
pre-payment premiums, unpaid accrued interest and other costs of refinancing,
or any shortening of the final maturity of any principal amount thereof to a
date prior to the Revolving Credit Termination Date);
(ii) Indebtedness of any Insurance Subsidiary incurred or issued in the
ordinary course of its business or in securing insurance-related obligations
(that do not constitute Indebtedness) of such Insurance Subsidiary and letters
of credit, bank guarantees, surety bonds or similar instruments issued for the
account of any Insurance Subsidiary in the ordinary course of its business or
in securing insurance-related obligations (that do not constitute
Indebtedness) of such Insurance Subsidiary;
(iii) Indebtedness in respect of letters of credit, bank guarantees,
surety and appeal bonds, or performance bonds or other obligations of a like
nature arising in the ordinary course of business and not for capital raising
purposes and issued for the account of any Non-Regulated Operating Subsidiary;
(iv) short-term Indebtedness (i.e. with a maturity of less than one year
when issued, provided that such Indebtedness may include an option to extend
for up to an additional one year period) of any Insurance Subsidiary incurred
to provide short-term liquidity to facilitate claims payment in the event of
catastrophe;
(v) Indebtedness of a Subsidiary acquired after the Closing Date or a
corporation merged into or consolidated with a Subsidiary after the Closing
Date and Indebtedness assumed in connection with the acquisition of assets,
which Indebtedness, in each case, exists at the time of such acquisition,
merger or consolidation and is not created in contemplation of such event, as
well as any refinancings, refunds, renewals or extensions of such Indebtedness
(without increase in the principal amount thereof other than by the amount of
any necessary pre-payment premiums, unpaid accrued interest and other costs of
refinancing);
(vi) Indebtedness owing or issued by a Subsidiary to any other Subsidiary
or to the Borrower;
(vii) Guarantee Obligations made by a Subsidiary in respect of
obligations of another Subsidiary;
(viii) Indebtedness under the Loan Documents;
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(ix) Indebtedness represented by Qualified Securities, Trust Preferred
Securities or Mandatory Convertible Securities (except to the extent such
Indebtedness is included in the calculation of Total Consolidated Debt);
(x) Indebtedness of any mutual fund Subsidiary incurred to provide
short-term (i.e. not anticipated to be outstanding for more than one year when
incurred) liquidity to facilitate redemption payments by such mutual fund
Subsidiary; and
(xi) other Indebtedness of such Subsidiaries, provided that at
the time such Indebtedness is incurred or issued, the aggregate principal
amount of such Indebtedness when added to all other Indebtedness incurred or
issued pursuant to this clause (xi) and then outstanding, does not
exceed 15% of the Consolidated Net Worth of the Borrower.
7.3. Limitation on Liens. The Borrower will not, and will not permit any of its
Subsidiaries to, create, incur, assume or suffer to exist (a) any Lien upon any stock or
indebtedness of any Subsidiary, whether owned on the date of this Agreement or hereafter acquired,
to secure any Debt of the Borrower or any of its Subsidiaries or any other Person (other than the
obligations hereunder) or (b) any Lien upon any other Property of the Borrower or its Subsidiaries,
whether owned or leased on the date of this Agreement, or thereafter acquired, to secure any Debt
of the Borrower or any of its Subsidiaries or any other Person (other than the obligations
hereunder), except:
(i) (x) any Lien existing on the date of this Agreement or (y) any Lien
upon stock or Indebtedness or other Property of any Person existing at the
time such Person becomes a Subsidiary or existing upon stock or Indebtedness
of a Subsidiary or any other Property at the time of acquisition of such stock
or Indebtedness or other Property (provided that such Lien was not
created in connection with the acquisition of such Person or such Property),
and any extension, renewal or replacement (or successive extensions, renewals
or replacements) in whole or in part of any such Lien in clauses (x)
or (y) above; provided, however, that the principal
amount of Debt secured by such Lien shall not exceed the principal amount of
Debt so secured at the time of such extension, renewal or replacement; and
provided, further, that such Lien shall be limited to all or
such part of the stock or Indebtedness or other Property which secured the
Lien so extended, renewed or replaced;
(ii) any Permitted Liens; and
(iii) any Lien upon any Property if the aggregate amount of all Debt then
outstanding secured by such Lien and all other Liens permitted pursuant to
this clause (iii) does not exceed 15% of the Consolidated Net Worth of
the Borrower as shown on the audited consolidated balance sheet contained in
the latest annual report to stockholders of the Borrower;
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provided that Debt secured by Liens permitted by clauses
(i) and (ii) shall not be included in the amount of such secured
Debt.
7.4. Limitation on Changes in Fiscal Periods. The Borrower shall not permit its
fiscal year to end on a day other than December 31 or change its method of determining fiscal
quarters.
7.5. Limitation on Lines of Business. The Borrower shall not engage to any extent
that is material for the Borrower and its Subsidiaries, taken as a whole, in any business, either
directly or through any Subsidiary, other than a Principal Business.
8. EVENTS OF DEFAULT
8.1. Events of Default. If any of the following events shall occur and be continuing:
(a) The Borrower shall fail to pay any principal of any Loan made to the Borrower or
Reimbursement Obligation owing by the Borrower when due in accordance with the terms hereof; or the
Borrower shall fail to pay any interest on any Loan made to the Borrower or Reimbursement
Obligation owing to the Borrower, or any other amount payable by the Borrower hereunder or under
any other Loan Document, within three Business Days after any such interest or other amount becomes
due in accordance with the terms hereof; or
(b) The Borrower shall default in the observance or performance of any agreement contained in
Section 6.7(a) or Section 7; or
(c) (i) The Borrower or any of the Borrower’s Material Insurance Subsidiaries shall
voluntarily commence any case, proceeding or other action (A) under any Debtor Relief Law, (B)
seeking appointment of a receiver, trustee, custodian, conservator or other similar official for it
or for all or any substantial part of its assets, or the Borrower or any of the Borrower’s Material
Insurance Subsidiaries shall make a general assignment for the benefit of its creditors; or (ii)
there shall be commenced against the Borrower or any of the Borrower’s Material Insurance
Subsidiaries any case, proceeding or other action under any Debtor Relief Law that (A) results in
the entry of an order for relief or any such adjudication or appointment or (B) remains
undismissed, undischarged or unbonded for a period of 60 days; or (iii) the Borrower or any of the
Borrower’s Material Insurance Subsidiaries shall take any corporate action to authorize or effect
any of the acts set forth in clause (i), or (ii), above; or (iv) the
Borrower or any of the Borrower’s Material Insurance Subsidiaries shall generally not, or shall be
unable to, or shall admit in writing its inability to, pay its debts as they become due; or
(d) A Change of Control; or
(e) A Fundamental Change; or
(f) Any representation or warranty made or deemed made by the Borrower herein or in any other
Loan Document or that is contained in any certificate, document or financial or other statement
furnished by it at any time under or in connection with this
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Agreement or any such other Loan Document shall prove to have been inaccurate in any material
respect on or as of the date made or deemed made or furnished; or
(g) The Borrower shall default in the observance or performance of any other agreement,
covenant, term or condition contained in this Agreement or any other Loan Document (not specified
in Sections 8.1(a), 8.1(b) or 8.1(f)); or
(h) The Borrower or any of its Subsidiaries shall (i) default in making any payment of any
principal of any Indebtedness (including, without limitation, any Guarantee Obligation, but
excluding the Loans and Reimbursement Obligations) on the scheduled or original due date with
respect thereto (after giving effect to any applicable grace periods); or (ii) default in making
any payment of any interest on any such Indebtedness beyond the period of grace, if any, provided
in the instrument or agreement under which such Indebtedness was created; or (iii) default in the
observance or performance of any other agreement or condition relating to any such Indebtedness or
contained in any instrument or agreement evidencing, securing or relating thereto, the effect of
which default is to cause, or to permit the holder or beneficiary of such Indebtedness (or a
trustee or agent on behalf of such holder or beneficiary) to cause, with the giving of notice if
required, such Indebtedness to become due prior to its stated maturity or to become subject to a
mandatory offer to purchase by the obligor thereunder as a result of the occurrence of such default
thereunder or (in the case of any such Indebtedness constituting a Guarantee Obligation) to become
payable; provided, that a default described in clause (i), (ii) or
(iii) of this paragraph (h) shall not at any time constitute an Event of Default
unless, at such time, one or more defaults of the type described in clauses (i),
(ii) and (iii) of this paragraph (h) shall have occurred and be continuing
with respect to Indebtedness the outstanding principal amount of which exceeds in the aggregate
$50,000,000; or
(i) (i) Any Person shall engage in any “prohibited transaction” (as defined in Section 406 of
ERISA or Section 4975 of the Code) involving any Plan, (ii) any “accumulated funding deficiency”
(as defined in Section 302 of ERISA), whether or not waived, shall exist with respect to any Plan
or any Lien in favor of the PBGC or a Plan shall arise on the assets of the Borrower or any
Commonly Controlled Entity, (iii) a Reportable Event shall occur with respect to, or proceedings
shall commence to have a trustee appointed, or a trustee shall be appointed, to administer or to
terminate, any Single Employer Plan, which Reportable Event or commencement of proceedings or
appointment of a trustee is, in the reasonable opinion of the Majority Lenders, likely to result in
the termination of such Plan for purposes of Title IV of ERISA, (iv) any Single Employer Plan shall
terminate for purposes of Title IV of ERISA or, (v) the Borrower or any Commonly Controlled Entity
shall, or in the reasonable opinion of the Majority Lenders is likely to, incur any liability in
connection with a withdrawal from, or the Insolvency or Reorganization of, a Multiemployer Plan and
in each case in clauses (i) through (v) above, such event or condition, together
with all other such events or conditions for which liability to the Borrower is reasonably expected
to occur, if any, could, in the reasonable judgment of the Majority Lenders, reasonably be expected
to have a Material Adverse Effect; or
(j) One or more judgments or decrees shall be entered against the Borrower or any of its
Subsidiaries involving for the Borrower and its Subsidiaries taken as a whole a liability (to the
extent not paid or fully covered by insurance above applicable deductions) of
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$50,000,000 or more, and all such judgments or decrees shall not have been vacated,
discharged, stayed or bonded pending appeal within 45 days from the entry thereof; or
(k) Any License of any Insurance Subsidiary (i) shall be revoked by the Governmental Authority
which issued such License, or any action (administrative or judicial) to revoke such License shall
have been commenced against such Insurance Subsidiary and shall not have been dismissed within
thirty days after the commencement thereof, (ii) shall be suspended by such Governmental Authority
for a period in excess of thirty days or (iii) shall not be reissued or renewed by such
Governmental Authority upon the expiration thereof following application for such reissuance or
renewal of such Insurance Subsidiary, which, in the case of each of clauses (i),
(ii) and (iii) above, could reasonably be expected to have a Material Adverse
Effect.
Notwithstanding the foregoing, in the case of each of paragraphs (f) through (k) of this
Section 8.1, such event shall not constitute an Event of Default unless such event
continues unremedied for a period of 30 days after the Borrower shall have received written notice
of such event from the Administrative Agent.
8.2. Remedies Upon Event of Default. If any Event of Default specified in Section
8.1 occurs and is continuing, then, and in any such event, (a) if such event is an Event of
Default specified in clause (i) or (ii) of Section 8.1(c) above with
respect to the Borrower, automatically the commitment of each Lender to make Loans and any
obligation of the Issuing Lender to make L/C Credit Extensions shall immediately terminate and the
Loans hereunder (with accrued interest thereon) and all other amounts owing under this Agreement
and the other Loan Documents (including, without limitation, all amounts of L/C Obligations,
whether or not the beneficiaries of the then outstanding Letters of Credit shall have presented the
documents required thereunder) shall immediately become due and payable, and (b) if such event is
any other Event of Default specified in Section 8.1, either or both of the following
actions may be taken: (i) with the consent of the Majority Lenders, the Administrative Agent may,
or upon the request of the Majority Lenders, the Administrative Agent shall, by notice to the
Borrower declare the Revolving Credit Commitments and the obligation of the Issuing Lender to issue
Letters of Credit to be terminated forthwith, whereupon the Revolving Credit Commitments and the
L/C Commitment shall immediately terminate; and (ii) with the consent of the Majority Lenders, the
Administrative Agent may, or upon the request of the Majority Lenders, the Administrative Agent
shall, by notice to the Borrower, declare the Loans hereunder (with accrued interest thereon) and
all other amounts owing under this Agreement and the other Loan Documents (including, without
limitation, all amounts of L/C Obligations, whether or not the beneficiaries of the then
outstanding Letters of Credit shall have presented the documents required thereunder) to be due and
payable forthwith, whereupon the same shall immediately become due and payable. In the case of any
Letter of Credit issued for the account of the Borrower with respect to which presentment for honor
shall not have occurred at the time of an acceleration pursuant to this paragraph, the Borrower
shall at such time Cash Collateralize such L/C Obligations in an amount equal to the aggregate then
undrawn and unexpired amount of such Letters of Credit. Such cash collateral shall be applied by
the Administrative Agent to the payment of drafts drawn under such Letters of Credit, and the
unused portion thereof after all such Letters of Credit shall have expired or been fully drawn
upon, if any, shall be applied to repay other obligations of the Borrower hereunder and under the
other Loan Documents. After (a) all such Letters of Credit shall have expired or been fully drawn
upon, all Reimbursement
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Obligations shall have been satisfied and all other obligations of the Borrower hereunder and
under the other Loan Documents shall have been paid in full or (b) all Defaults and Events of
Default hereunder and under the other Loan Document shall have been cured or waived, the balance,
if any, in such cash collateral account shall be returned to the Borrower (or such other Person as
may be lawfully entitled thereto).
9. THE ADMINISTRATIVE AGENT
9.1. Appointment. (a) Each Lender hereby irrevocably appoints, designates and
authorizes the Administrative Agent to take such action on its behalf under the provisions of this
Agreement and each other Loan Document and to exercise such powers and perform such duties as are
expressly delegated to it by the terms of this Agreement or any other Loan Document, together with
such powers as are reasonably incidental thereto. Notwithstanding any provision to the contrary
contained elsewhere herein or in any other Loan Document, the Administrative Agent shall not have
any duties or responsibilities, except those expressly set forth herein, nor shall the
Administrative Agent have or be deemed to have any fiduciary relationship with any Lender or
participant, and no implied covenants, functions, responsibilities, duties, obligations or
liabilities shall be read into this Agreement or any other Loan Document or otherwise exist against
the Administrative Agent. Without limiting the generality of the foregoing sentence, the use of
the term “agent” herein and in the other Loan Documents with reference to the Administrative Agent
is not intended to connote any fiduciary or other implied (or express) obligations arising under
agency doctrine of any applicable Law. Instead, such term is used merely as a matter of market
custom, and is intended to create or reflect only an administrative relationship between
independent contracting parties.
(b) The Issuing Lender shall act on behalf of the Lenders with respect to any Letters of
Credit issued by it and the documents associated therewith, and the Issuing Lender shall have all
of the benefits and immunities (i) provided to the Administrative Agent in this Section 9
with respect to any acts taken or omissions suffered by the Issuing Lender in connection with
Letters of Credit issued by it or proposed to be issued by it and the Applications and agreements
for letters of credit pertaining to such Letters of Credit as fully as if the term “Administrative
Agent” as used in this Section 9 and in the definition of “Agent-Related Person” included
the Issuing Lender with respect to such acts or omissions, and (ii) as additionally provided herein
with respect to the Issuing Lender; provided that nothing in this Agreement shall be
construed to excuse the Issuing Lender from any liability to the Borrower for damages caused by the
gross negligence or willful misconduct of the Issuing Lender or any Agent-Related Person.
9.2. Delegation of Duties. The Administrative Agent may execute any of its duties
under this Agreement or any other Loan Document by or through agents, employees or
attorneys-in-fact and shall be entitled to advice of counsel and other consultants or experts
concerning all matters pertaining to such duties. The Administrative Agent shall not be
responsible for the negligence or misconduct of any agent or attorney-in-fact that it selects in
the absence of gross negligence or willful misconduct.
9.3. Liability of Administrative Agent. No Agent-Related Person shall (a) be liable
for any action taken or omitted to be taken by any of them under or in connection with this
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Agreement or any other Loan Document or the transactions contemplated hereby (except for its
own gross negligence or willful misconduct in connection with its duties expressly set forth
herein), or (b) be responsible in any manner to any Lender or participant for any recital,
statement, representation or warranty made by the Borrower or any officer thereof, contained herein
or in any other Loan Document, or in any certificate, report, statement or other document referred
to or provided for in, or received by the Administrative Agent under or in connection with, this
Agreement or any other Loan Document, or the validity, effectiveness, genuineness, enforceability
or sufficiency of this Agreement or any other Loan Document, or for any failure of the Borrower or
any other party to any Loan Document to perform its obligations hereunder or thereunder. No
Agent-Related Person shall be under any obligation to any Lender or participant to ascertain or to
inquire as to the observance or performance of any of the agreements contained in, or conditions
of, this Agreement or any other Loan Document, or to inspect the properties, books or records of
the Borrower or any Affiliate thereof.
9.4. Reliance by Administrative Agent. (a) The Administrative Agent shall be
entitled to rely, and shall be fully protected in relying, upon any writing, communication,
signature, resolution, representation, notice, consent, certificate, affidavit, letter, telegram,
facsimile, telex or telephone message, electronic mail message, statement or other document or
conversation believed by it to be genuine and correct and to have been signed, sent or made by the
proper Person or Persons, and upon advice and statements of legal counsel (including counsel to the
Borrower), independent accountants and other experts selected by the Administrative Agent. The
Administrative Agent may deem and treat the payee of any Note as the owner thereof for all purposes
unless such Note shall have been transferred in accordance with Section 10.7 and all
actions required by such Section 10.7 in connection with such transfer shall have been
taken. The Administrative Agent shall be fully justified in failing or refusing to take any action
under any Loan Document unless it shall first receive such advice or concurrence of the Majority
Lenders (or, if so specified by this Agreement, all Lenders) as it deems appropriate and, if it so
requests, it shall first be indemnified to its satisfaction by the Lenders against any and all
liability and expense which may be incurred by it by reason of taking or continuing to take any
such action. The Administrative Agent shall in all cases be fully protected in acting, or in
refraining from acting, under this Agreement or any other Loan Document in accordance with a
request or consent of the Majority Lenders (or such greater number of Lenders as may be expressly
required hereby in any instance) and such request and any action taken or failure to act pursuant
thereto shall be binding upon all the Lenders; provided that the Administrative Agent shall
not be required to take any action that, in its opinion or the opinion of its counsel, may expose
the Administrative Agent to liability or that is contrary to any Loan Document or applicable Law.
(b) For purposes of determining compliance with the conditions specified in Section
4.1, each Lender that has signed this Agreement shall be deemed to have consented to, approved
or accepted or to be satisfied with, each document or other matter required thereunder to be
consented to or approved by or acceptable or satisfactory to a Lender unless the Administrative
Agent shall have received notice from such Lender prior to the proposed Closing Date specifying its
objection thereto.
9.5. Notice of Default. The Administrative Agent shall not be deemed to have
knowledge or notice of the occurrence of any Default unless the Administrative Agent shall have
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received written notice from a Lender or the Borrower referring to this Agreement, describing
such Default and stating that such notice is a “notice of default.” The Administrative Agent will
notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such
action with respect to such Default as may be directed by the Majority Lenders in accordance with
Section 8.2; provided, however, that unless and until the Administrative Agent has received
any such direction, the Administrative Agent may (but shall not be obligated to) take such action,
or refrain from taking such action, with respect to such Default as it shall deem advisable or in
the best interest of the Lenders.
9.6. Credit Decision; Disclosure of Information by Administrative Agent. Each Lender
acknowledges that no Agent-Related Person has made any representation or warranty to it, and that
no act by the Administrative Agent hereafter taken, including any consent to and acceptance of any
assignment or review of the affairs of the Borrower or any Affiliate thereof, shall be deemed to
constitute any representation or warranty by any Agent-Related Person to any Lender as to any
matter, including whether Agent-Related Persons have disclosed material information in their
possession. Each Lender represents to the Administrative Agent that it has, independently and
without reliance upon any Agent-Related Person and based on such documents and information as it
has deemed appropriate, made its own appraisal of and investigation into the business, prospects,
operations, property, financial and other condition and creditworthiness of the Borrower and its
Subsidiaries, and all applicable bank or other regulatory Laws relating to the transactions
contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to
the Borrower hereunder. Each Lender also represents that it will, independently and without
reliance upon any Agent-Related Person and based on such documents and information as it shall deem
appropriate at the time, continue to make its own credit analysis, appraisals and decisions in
taking or not taking action under this Agreement and the other Loan Documents, and to make such
investigations as it deems necessary to inform itself as to the business, prospects, operations,
property, financial and other condition and creditworthiness of the Borrower. Except for notices,
reports and other documents expressly required to be furnished to the Lenders by the Administrative
Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any
Lender with any credit or other information concerning the business, prospects, operations,
property, financial and other condition or creditworthiness of the Borrower or any of its
Affiliates which may come into the possession of any Agent-Related Person.
9.7. Indemnification of Administrative Agent. Whether or not the transactions
contemplated hereby are consummated, the Lenders shall indemnify upon demand each Agent-Related
Person (to the extent not reimbursed by or on behalf of the Borrower and without limiting the
obligation of the Borrower), pro rata, and hold harmless each Agent-Related Person from and against
any and all Indemnified Liabilities incurred by it; provided, however, that no
Lender shall be liable for the payment to any Agent-Related Person of any portion of such
Indemnified Liabilities to the extent determined in a final, nonappealable judgment by a court of
competent jurisdiction to have resulted from such Agent-Related Person’s own gross negligence or
willful misconduct, provided, however, that no action taken in accordance with the
directions of the Majority Lenders (or such greater percentage of Lenders as may be required
hereunder) shall be deemed to constitute gross negligence or willful misconduct for purposes of
this Section 9.7. Without limitation of the foregoing, each Lender shall reimburse the
Administrative Agent upon demand for its ratable share of any costs or out-of-pocket expenses
(including
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Attorney Costs) incurred by the Administrative Agent in connection with the preparation,
execution, delivery, administration, modification, amendment or enforcement (whether through
negotiations, legal proceedings or otherwise) of, or legal advice in respect of rights or
responsibilities under, this Agreement, any other Loan Document, or any document contemplated by or
referred to herein, to the extent that the Administrative Agent is not reimbursed for such expenses
by or on behalf of the Borrower. The undertaking in this Section 9.7 shall survive
termination of the Total Revolving Credit Commitments, the payment of all other obligations and the
resignation of the Administrative Agent.
9.8. Administrative Agent in its Individual Capacity. Bank of America, N.A. and its
Affiliates may make loans to, issue letters of credit for the account of, accept deposits from,
acquire equity interests in and generally engage in any kind of banking, trust, financial advisory,
underwriting or other business with the Borrower and its Affiliates as though Bank of America, N.A.
were not the Administrative Agent or the Issuing Lender hereunder and without notice to or consent
of the Lenders. The Lenders acknowledge that, pursuant to such activities, Bank of America, N.A.
or its Affiliates may receive information regarding the Borrower or its Affiliates (including
information that may be subject to confidentiality obligations in favor of the Borrower or such
Affiliate) and acknowledge that the Administrative Agent shall be under no obligation to provide
such information to them. With respect to its Loans, Bank of America, N.A. shall have the same
rights and powers under this Agreement as any other Lender and may exercise such rights and powers
as though it were not the Administrative Agent or the Issuing Lender, and the terms “Lender” and
“Lenders” include Bank of America, N.A. in its individual capacity.
9.9. Successor Administrative Agent. The Administrative Agent may resign as
Administrative Agent upon 30 days’ notice to the Lenders and the Borrower; provided that
any such resignation by Bank of America, N.A. shall also constitute its resignation as Issuing
Lender and Swing Line Lender, so long as a successor Issuing Lender and a successor Swing Line
Lender (each consented to by the Borrower, such consent not to be unreasonably withheld or delayed)
is appointed. If the Administrative Agent resigns under this Agreement, the Majority Lenders shall
appoint from among the Lenders a successor administrative agent for the Lenders, which successor
administrative agent shall be consented to by the Borrower at all times other than during the
continuance of a Specified Event of Default (which consent of the Borrower shall not be
unreasonably withheld or delayed). If no successor administrative agent is appointed prior to the
effective date of the resignation of the Administrative Agent, the Administrative Agent may
appoint, after consulting with the Lenders and the Borrower, a successor administrative agent from
among the Lenders. Upon the acceptance of its appointment as successor administrative agent
hereunder, the Person acting as such successor administrative agent shall succeed to all of the
rights, powers and duties of the retiring Administrative Agent, Issuing Lender and Swing Line
Lender and the respective terms “Administrative Agent,” “Issuing Lender” and “Swing Line Lender”
shall mean such successor administrative agent, Letter of Credit issuer and swing line lender, and
the retiring Administrative Agent’s appointment, powers and duties as Administrative Agent shall be
terminated and the retiring Issuing Lender’s and Swing Line Lender’s rights, powers and duties as
such shall be terminated, without any other or further act or deed on the part of such retiring
Issuing Lender or Swing Line Lender or any other Lender, other than the obligation of the successor
Issuing Lender to issue letters of credit in substitution for the Letters of Credit, if any,
outstanding at the time of such succession or to make other arrangements satisfactory to the
retiring Issuing Lender to
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effectively assume the obligations of the retiring Issuing Lender with respect to such Letters
of Credit. After any retiring Administrative Agent’s resignation hereunder as Administrative
Agent, the provisions of this Section 9 and Sections 10.5 and 10.6 shall
inure to its benefit as to any actions taken or omitted to be taken by it while it was
Administrative Agent under this Agreement. If no successor administrative agent has accepted
appointment as Administrative Agent by the date which is 30 days following a retiring
Administrative Agent’s notice of resignation, the retiring Administrative Agent’s resignation shall
nevertheless thereupon become effective and the Lenders shall perform all of the duties of the
Administrative Agent hereunder until such time, if any, as the Majority Lenders appoint a successor
agent as provided for above.
9.10. Administrative Agent May File Proofs of Claim. In case of the pendency of any
receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment,
composition or other judicial proceeding relative to the Borrower, the Administrative Agent
(irrespective of whether the principal of any Loan or L/C Obligation shall then be due and payable
as herein expressed or by declaration or otherwise and irrespective of whether the Administrative
Agent shall have made any demand on the Borrower) shall be entitled and empowered, by intervention
in such proceeding or otherwise:
(a) to file and prove a claim for the whole amount of the principal and interest owing and
unpaid in respect of the Loans, L/C Obligations and all other obligations that are owing and unpaid
and to file such other documents as may be necessary or advisable in order to have the claims of
the Lenders and the Administrative Agent (including any claim for the reasonable compensation,
expenses, disbursements and advances of the Lenders and the Administrative Agent and their
respective agents and counsel and all other amounts due the Lenders and the Administrative Agent
under Sections 2.5, 3.9 and 10.5) allowed in such judicial proceeding; and
(b) to collect and receive any monies or other property payable or deliverable on any such
claims and to distribute the same;
and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar
official in any such judicial proceeding is hereby authorized by each Lender to make such payments
to the Administrative Agent and, in the event that the Administrative Agent shall consent to the
making of such payments directly to the Lenders, to pay to the Administrative Agent any amount due
for the reasonable compensation, expenses, disbursements and advances of the Administrative Agent
and its agents and counsel, and any other amounts due the Administrative Agent under Sections
2.5, 3.9 and 10.5.
Nothing contained herein shall be deemed to authorize the Administrative Agent to authorize or
consent to or accept or adopt on behalf of any Lender any plan of reorganization, arrangement,
adjustment or composition affecting the obligations of the Borrower hereunder or under any of the
other Loan Documents or the rights of any Lender or to authorize the Administrative Agent to vote
in respect of the claim of any Lender in any such proceeding.
9.11. Guarantee and Collateral Matters. The Lenders irrevocably authorize the
Administrative Agent, at its option and in its discretion,
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(a) to release any Lien on any property granted to or held by the Administrative Agent under
any Loan Document (i) upon termination of the Total Revolving Credit Commitments and payment in
full of all obligations of the Borrower hereunder or under any of the other Loan Documents (other
than contingent indemnification obligations) and the expiration or termination of all Letters of
Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted
hereunder or under any other Loan Document, or (iii) subject to Section 10.1, if approved,
authorized or ratified in writing by the Majority Lenders; and
(b) to subordinate any Lien on any property granted to or held by the Administrative Agent
under any Loan Document to the holder of any Lien on such property that is permitted by Section
7.3.
9.12. Other Agents; Arrangers and Managers. None of the Lenders or other Persons
identified on the facing page or signature pages of this Agreement as a “syndication agent,”
“documentation agent,” “co-agent,” “book manager,” “lead manager,” “arranger,” “lead arranger” or
“co-arranger” shall have any right, power, obligation, liability, responsibility or duty under this
Agreement other than, in the case of such Lenders, those applicable to all Lenders as such.
Without limiting the foregoing, none of the Lenders or other Persons so identified shall have or be
deemed to have any fiduciary relationship with any Lender. Each Lender acknowledges that it has
not relied, and will not rely, on any of the Lenders or other Persons so identified in deciding to
enter into this Agreement or in taking or not taking action hereunder.
10. MISCELLANEOUS
10.1. Amendments, Etc. No amendment or waiver of any provision of this Agreement or
any other Loan Document, and no consent to any departure by the Borrower therefrom, shall be
effective unless in writing signed by the Majority Lenders and the Borrower and delivered to the
Administrative Agent, and each such waiver or consent shall be effective only in the specific
instance and for the specific purpose for which given; provided, however, that no
such amendment, waiver or consent shall:
(a) extend the expiration date of or increase the Revolving Credit Commitment of any Lender
(or reinstate any Revolving Credit Commitment terminated pursuant to Section 8.2) without
the written consent of such Lender;
(b) postpone any date fixed by this Agreement or any other Loan Document for any payment
(excluding mandatory prepayments) of principal, interest or fees payable hereunder or under any
other Loan Document without the written consent of each Lender directly affected thereby;
(c) reduce the principal of, or the rate of interest specified herein on, any Loan or L/C
Borrowing, or, subject to clause (v) of the second proviso to this Section 10.1,
any fees or other amounts payable hereunder or under any other Loan Document without the written
consent of each Lender directly affected thereby; provided, however, that only the
consent of the Majority Lenders shall be necessary to amend the definition of “Default Rate” or to
waive any obligation of the Borrower to pay interest or Letter of Credit Fees at the Default Rate;
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(d) change Section 2.14 in a manner that would alter the pro rata sharing of payments
required thereby without the written consent of each Lender directly affected thereby; or
(e) change any provision of this Section 10.1 or the percentage in the definition of
“Majority Lenders” or any other provision hereof specifying the number or percentage of Lenders
required to amend, waive or otherwise modify any rights hereunder or make any determination or
grant any consent hereunder, without the written consent of each Lender;
(f) amend, modify or waive any provision of Section 2.3 or 2.4 without the
written consent of the Swing Line Lender;
(g) amend, modify or waive any provision of Section 3 without the consent of the
Issuing Lender;
(h) amend, modify or waive the provisions of the definition of Interest Period regarding nine
or twelve month Interest Periods for Eurodollar Loans without the consent of each relevant Lender;
or
(i) consent to the assignment or transfer by the Borrower of any of its rights and obligations
under this Agreement and the other Loan Documents;
and, provided further, that (i) no amendment, waiver or consent shall, unless in
writing and signed by the Issuing Lender in addition to the Lenders required above, modify the
rights or duties of the Issuing Lender under this Agreement or any Application relating to any
Letter of Credit issued or to be issued by it; (ii) no amendment, waiver or consent shall, unless
in writing and signed by the Swing Line Lender in addition to the Lenders required above, modify
the rights or duties of the Swing Line Lender under this Agreement; (iii) no amendment, waiver or
consent shall, unless in writing and signed by the Administrative Agent in addition to the Lenders
required above, modify the rights or duties of the Administrative Agent under this Agreement or any
other Loan Document; and (iv) Section 10.7(h) may not be amended, waived or otherwise
modified without the consent of each Granting Lender all or any part of whose Loans are being
funded by an SPC at the time of such amendment, waiver or other modification; and (v) the Fee
Letter may be amended, or rights or privileges thereunder waived, in a writing executed only by the
parties thereto. Notwithstanding anything to the contrary herein, no Defaulting Lender shall have
any right to approve or disapprove any amendment, waiver or consent hereunder, except that the
Revolving Credit Commitment of such Lender may not be increased or extended without the consent of
such Lender.
Any such waiver and any such amendment, supplement or modification shall apply equally to each
of the Lenders and shall be binding upon the Borrower, the Lenders, the Administrative Agent and
all future holders of the Loans. In the case of any waiver, the Borrower, the Lenders and the
Administrative Agent shall be restored to their former position and rights hereunder and under the
other Loan Documents, and any Default or Event of Default waived shall be deemed to be cured and
not continuing; but no such waiver shall extend to any subsequent or other Default or Event of
Default, or impair any right consequent thereon. Any
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such waiver, amendment, supplement or modification shall be effected by a written instrument
signed by the parties required to sign pursuant to the foregoing provisions of this Section
10.1; provided, that delivery of an executed signature page of any such instrument by
facsimile transmission shall be effective as delivery of a manually executed counterpart thereof.
For the avoidance of doubt, this Agreement may be amended (or amended and restated) with the
written consent of the Majority Lenders, the Administrative Agent and the Borrower party to each
relevant Loan Document (x) to add one or more additional credit facilities to this Agreement and to
permit the extensions of credit from time to time outstanding thereunder and the accrued interest
and fees in respect thereof to share ratably in the benefits of this Agreement and the other Loan
Documents with the Loans, the L/C Obligations and the accrued interest and fees in respect thereof
and (y) to include appropriately the Lenders holding such credit facilities in any determination of
the Majority Lenders.
10.2. Notices; Effectiveness; Electronic Communication.
(a) Notices Generally. Except in the case of notices and other communications
expressly permitted to be given by telephone (and except as provided in subsection (b)
below), all notices and other communications provided for herein shall be in writing and shall be
delivered by hand or overnight courier service, mailed by certified or registered mail, sent by
telecopier or by electronic mail as follows, and all notices and other communications expressly
permitted hereunder to be given by telephone shall be made to the applicable telephone number, as
follows:
(i) if to the Borrower, the Administrative Agent, the Issuing Lender or
the Swing Line Lender, to the address, telecopier number, electronic mail
address or telephone number specified for such Person on Schedule
10.2; and
(ii) if to any other Lender, to the address, telecopier number,
electronic mail address or telephone number specified in its Administrative
Questionnaire.
Notices sent by hand or overnight courier service, or mailed by certified or registered mail,
shall be deemed to have been given when received; notices sent by telecopier shall be deemed to
have been given when sent (except that, if not given during normal business hours for the
recipient, shall be deemed to have been given at the opening of business on the next business day
for the recipient). Notices delivered through electronic communications to the extent provided in
subsection (b) below, shall be effective as provided in such subsection (b).
(b) Electronic Communications. Notices and other communications to the Lenders and
the Issuing Lender hereunder may be delivered or furnished by electronic communication (including
e-mail and Internet or intranet websites) pursuant to procedures approved by the Administrative
Agent, provided that the foregoing shall not apply to service of process or to notices to
any Lender or the Issuing Lender pursuant to Section 2. The Administrative Agent or the
Borrower may, in its discretion, agree to accept notices and other communications to it hereunder
by electronic communications pursuant to procedures approved
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by it, provided that approval of such procedures may be limited to particular notices
or communications.
Unless the Administrative Agent otherwise prescribes, (i) notices and other communications sent to
an e-mail address shall be deemed received upon the sender’s receipt of an acknowledgement from the
intended recipient (such as by the “return receipt requested” function, as available, return e-mail
or other written acknowledgement), provided that if such notice or other communication is
not sent during the normal business hours of the recipient, such notice or communication shall be
deemed to have been sent at the opening of business on the next business day for the recipient, and
(ii) notices or communications posted to an Internet or intranet website shall be deemed received
upon the deemed receipt by the intended recipient at its e-mail address as described in the
foregoing clause (i) of notification that such notice or communication is available and
identifying the website address therefor.
(c) The Platform. THE PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE.” THE
AGENT-RELATED PERSONS DO NOT WARRANT THE ACCURACY OR COMPLETENESS OF THE BORROWER MATERIALS OR THE
ADEQUACY OF THE PLATFORM, AND EXPRESSLY DISCLAIM LIABILITY FOR ERRORS IN OR OMISSIONS FROM THE
BORROWER MATERIALS. NO WARRANTY OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING ANY WARRANTY
OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS OR
FREEDOM FROM VIRUSES OR OTHER CODE DEFECTS, IS MADE BY ANY AGENT-RELATED PERSONS OR THE BORROWER IN
CONNECTION WITH THE BORROWER MATERIALS OR THE PLATFORM. In no event shall the Agent-Related
Persons or the Borrower have any liability to any Agent-Related Person, the Borrower, any Lender,
or the Issuing Lender for losses, claims, damages, liabilities or expenses of any kind (whether in
tort, contract or otherwise) arising out of the Borrower’s or the Administrative Agent’s
transmission of Borrower Materials through the Internet, except to the extent that such losses,
claims, damages, liabilities or expenses are determined by a court of competent jurisdiction by a
final and nonappealable judgment to have resulted from the gross negligence or willful misconduct
of such Agent-Related Persons or the Borrower; provided, however, that in no event
shall any Agent-Related Persons or the Borrower have any liability to any Agent-Related Person, the
Borrower, any Lender, or the Issuing Lender for indirect, special, incidental, consequential or
punitive damages (as opposed to direct or actual damages). Each Lender agrees that the Borrower
shall be responsible only for the Borrower Materials and shall not have any liability (unless
otherwise agreed in writing by the Borrower) for any other materials made available to the Lenders
and shall not have any liability for any errors or omissions other than errors or omissions in the
materials delivered to the Administrative Agent by the Borrower. Nothing in this Section
10.2(c) shall limit the obligation of the Administrative Agent and the Lenders under
Section 10.16.
(d) Change of Address, Etc. The Borrower, the Administrative Agent, the Issuing
Lender and the Swing Line Lender may change its address, telecopier or telephone number for notices
and other communications hereunder by notice to the other parties hereto. Each other Lender may
change its address, telecopier or telephone number for notices and other communications hereunder
by notice to the Borrower, the Administrative Agent, the Issuing Lender and the Swing Line Lender.
In addition, each Lender agrees to notify the Administrative
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Agent from time to time to ensure that the Administrative Agent has on record (i) an effective
address, contact name, telephone number, telecopier number and electronic mail address to which
notices and other communications may be sent and (ii) accurate wire instructions for such Lender.
(e) Reliance by Administrative Agent, Issuing Lender and Lenders. The Administrative
Agent, the Issuing Lender and the Lenders shall be entitled to rely and act upon any notices
(including telephonic and written Borrowing Requests and notices of Swing Line Loans) purportedly
given by or on behalf of the Borrower; provided that the foregoing shall not apply
to losses, costs, expenses and liabilities caused by the gross negligence or willful misconduct of
the relevant Lender or any Agent-Related Person even if (i) such notices were not made in a manner
specified herein, were incomplete or were not preceded or followed by any other form of notice
specified herein, or (ii) the terms thereof, as understood by the recipient, varied from any
confirmation thereof. The Borrower shall indemnify the Administrative Agent, the Issuing Lender,
each Lender and the Agent-Related Persons from all losses, costs, expenses and liabilities
resulting from the reliance by such Person on each notice purportedly given by or on behalf of the
Borrower; provided that the foregoing shall not apply to losses, costs, expenses
and liabilities caused by the gross negligence or willful misconduct of the relevant Lender or any
Agent-Related Person. All telephonic notices to and other telephonic communications with the
Administrative Agent may be recorded by the Administrative Agent, and each of the parties hereto
hereby consents to such recording.
(f) Effectiveness of Facsimile Documents and Signatures. Loan Documents may be
transmitted and/or signed by facsimile. The effectiveness of any such documents and signatures
shall, subject to applicable Law, have the same force and effect as manually-signed originals and
shall be binding on the Borrower, the Administrative Agent and the Lenders. The Administrative
Agent may also require that any such documents and signatures be confirmed by a manually-signed
original thereof; provided, however, that the failure to request or deliver the
same shall not limit the effectiveness of any facsimile document or signature.
10.3. No Waiver; Cumulative Remedies. No failure to exercise and no delay in
exercising, on the part of the Administrative Agent or any Lender, any right, remedy, power or
privilege hereunder or under the other Loan Documents shall operate as a waiver thereof; nor shall
any single or partial exercise of any right, remedy, power or privilege hereunder preclude any
other or further exercise thereof or the exercise of any other right, remedy, power or privilege.
The rights, remedies, powers and privileges herein provided are cumulative and not exclusive of any
rights, remedies, powers and privileges provided by Law.
10.4. Survival of Representations and Warranties. All representations and warranties
made hereunder and in any other Loan Document or other document delivered pursuant hereto or
thereto or in connection herewith or therewith shall survive the execution and delivery hereof and
thereof. Such representations and warranties have been or will be relied upon by the
Administrative Agent and each Lender, regardless of any investigation made by the Administrative
Agent or any Lender or on their behalf and notwithstanding that the Administrative Agent or any
Lender may have had notice or knowledge of any Default at the time of any extension of credit, and
shall continue in full force and effect as long as any Loan or
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any other obligation hereunder shall remain unpaid or unsatisfied or any Letter of Credit
shall remain outstanding.
10.5. Attorney Costs and Expenses. The Borrower agrees (a) to pay or reimburse the
Administrative Agent and the Arranger for all reasonable out-of-pocket costs and expenses incurred
in connection with the development, preparation, negotiation and execution of this Agreement and
the other Loan Documents and any amendment, waiver, consent or other modification of the provisions
hereof and thereof (whether or not the transactions contemplated hereby or thereby are
consummated), and the consummation and administration of the transactions contemplated hereby and
thereby, including all Attorney Costs, and (b) to pay or reimburse the Administrative Agent and
each Lender for all reasonable out-of-pocket costs and expenses (which may include, to the extent
reasonably incurred, all search, filing, recording, title insurance and appraisal charges and fees
and taxes related thereto, and other out-of-pocket expenses incurred by the Administrative Agent
and the cost of independent public accountants and other outside experts) incurred in connection
with the enforcement, attempted enforcement, or preservation of any rights or remedies under this
Agreement or the other Loan Documents (including all such costs and expenses incurred during any
“workout” or restructuring in respect of the obligations of the Borrower hereunder or under any of
the other Loan Documents and during any legal proceeding, including any proceeding under any Debtor
Relief Law), including all Attorney Costs. All amounts due under this Section 10.5 shall
be payable not later than 30 days following written demand. The agreements in this Section
10.5 shall survive the termination of the Total Revolving Credit Commitments and repayment of
all other obligations.
10.6. Indemnification. (a) Whether or not the transactions contemplated hereby are
consummated, the Borrower shall indemnify and hold harmless each Agent-Related Person, each
Arranger, each Lender and their respective Affiliates, directors, officers, employees, counsel,
agents, shareholders and attorneys-in-fact (collectively the “Indemnitees”) from and
against any and all liabilities, obligations, losses, damages, penalties, claims, demands, actions,
judgments, suits, settlement payments and causes of action of any kind or nature whatsoever and
reasonable related out-of-pocket costs and expenses which may at any time be imposed on, incurred,
suffered, sustained, required to be paid by or asserted against any such Indemnitee in any way
relating to or arising out of or in connection with (a) the execution, delivery, enforcement,
performance or administration of any Loan Document or any other agreement, letter or instrument
delivered in connection with the transactions contemplated thereby or the consummation of the
transactions contemplated thereby, (b) any Revolving Credit Commitment, Loan or Letter of Credit or
the use or proposed use of the proceeds therefrom (including any refusal by the Issuing Lender to
honor a demand for payment under a Letter of Credit if the documents presented in connection with
such demand do not strictly comply with the terms of such Letter of Credit), (c) any actual or
alleged presence or release of Hazardous Materials on or from any property currently or formerly
owned or operated by the Borrower or any Subsidiary, or any Environmental Liability related in any
way to the Borrower or any of its Subsidiaries, or (d) any actual or prospective claim, litigation,
investigation or proceeding relating to any of the foregoing, whether based on contract, tort or
any other theory (including any investigation of, preparation for, or defense of any pending or
threatened claim, investigation, litigation or proceeding) and regardless of whether any Indemnitee
is a party thereto (all the foregoing, collectively, the “Indemnified Liabilities”), in all
cases, whether or not caused by or arising, in whole or in part, out of the negligence of the
Indemnitee; provided that such indemnity shall not,
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as to any Indemnitee, be available to the extent that such liabilities, obligations, losses,
damages, penalties, claims, demands, actions, judgments, suits, settlement payments, causes of
action or costs or expenses are determined by a court of competent jurisdiction by final and
nonappealable judgment to have resulted from the gross negligence or willful misconduct of such
Indemnitee. In all such litigation, or the preparation therefor, the Indemnitees shall be entitled
to select counsel to the Indemnitees. To the extent reasonably practicable and not disadvantageous
to any Indemnitee (as reasonably determined by the relevant Indemnitee), it is anticipated that a
single counsel selected by the affected Lenders will be used. No Indemnitee shall be liable to the
Borrower for any damages arising from the use by unintended recipients of any information or other
materials distributed to such unintended recipients by such Indemnitee through telecommunications,
electronic or other information transmission systems in connection with this Agreement or the other
Loan Documents or the transactions contemplated hereby or thereby, and, to the fullest extent
permitted by applicable Law, the Borrower shall not assert, and hereby waives, any claim against
any Indemnitee, on any theory of liability, for special, indirect, consequential or punitive
damages (as opposed to direct or actual damages) arising out of, in connection with, or as a result
of, this Agreement, any other Loan Document or any agreement or instrument contemplated hereby, the
transactions contemplated hereby or thereby, any Loan or Letter of Credit or the use of the
proceeds thereof (whether before or after the Closing Date); provided that this sentence
shall not, as to any Indemnitee, apply to the extent such Indemnitee is found by a final
non-appealable judgment of a court of competent jurisdiction to have acted with willful misconduct
or gross negligence. All amounts due under this Section 10.6 shall be payable not later
than 30 days following written demand. The agreements in this Section 10.6 shall survive
the resignation of the Administrative Agent, the replacement of any Lender, the termination of the
Total Revolving Credit Commitments and the repayment, satisfaction or discharge of all the other
obligations of the Borrower hereunder.
(b) To the extent that the Borrower for any reason fails to indefeasibly pay any amount
required under Section 10.5 and Section 10.6(a) to be paid by it to the
Administrative Agent (or any sub-agent thereof), the Issuing Lender or any Agent-Related Person of
any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such
sub-agent), the Issuing Lender or such Agent-Related Person, as the case may be, such Lender’s
Revolving Credit Percentage (determined as of the time that the applicable unreimbursed expense or
indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense
or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred
by or asserted against the Administrative Agent (or any such sub-agent) or the Issuing Lender in
its capacity as such, or against any Agent-Related Person of any of the foregoing acting for the
Administrative Agent (or any such sub-agent) or Issuing Lender in connection with such capacity.
The obligations of the Lenders under this Section 10.6(b) are subject to the provisions of
Section 2.14(f).
10.7. Successors and Assigns.
(a) Successors and Assigns Generally. The provisions of this Agreement shall be
binding upon and inure to the benefit of the parties hereto and their respective successors and
assigns permitted hereby, except that the Borrower may not assign or otherwise transfer any of
their rights or obligations hereunder without the prior written consent of the Administrative Agent
and each Lender and no Lender may assign or otherwise transfer any of its rights or
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obligations hereunder except (i) to an Eligible Assignee in accordance with the provisions of
Section 10.7(b), (ii) by way of participation in accordance with the provisions of
Section 10.7(d), (iii) by way of pledge or assignment of a security interest subject to the
restrictions of Section 10.7(f), or (iv) to an SPC in accordance with the provisions of
Section 10.7(h) (and any other attempted assignment or transfer by any party hereto shall
be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer
upon any Person (other than the parties hereto, their respective successors and assigns permitted
hereby, Participants to the extent provided in Section 10.7(d) and, to the extent expressly
contemplated hereby, the Indemnitees) any legal or equitable right, remedy or claim under or by
reason of this Agreement.
(b) Assignments by Lenders. Any Lender may at any time assign to one or more Eligible
Assignees all or a portion of its rights and obligations under this Agreement (including all or a
portion of its Revolving Credit Commitment and the Loans (including for purposes of this
subsection (b), participations in L/C Obligations and in Swing Line Loans) at the time
owing to it); provided that any such assignment shall be subject to the following
conditions:
(i) Minimum Amounts.
(A) in the case of an assignment of the entire remaining amount of the
assigning Lender’s Revolving Credit Commitment and the Loans at the time
owing to it or in the case of an assignment to a Lender, an Affiliate of a
Lender or an Approved Fund, no minimum amount need be assigned; and
(B) in any case not described in subsection (b)(i)(A) of this
Section 10.7, the aggregate amount of the Revolving Credit
Commitment (which for this purpose includes Loans outstanding thereunder)
or, if the Revolving Credit Commitment is not then in effect, the principal
outstanding balance of the Loans of the assigning Lender subject to each
such assignment, determined as of the date the Assignment and Assumption
with respect to such assignment is delivered to the Administrative Agent or,
if “Trade Date” is specified in the Assignment and Assumption, as of the
Trade Date, shall not be less than $5,000,000 unless each of the
Administrative Agent and, so long as no Specified Event of Default has
occurred and is continuing, the Borrower otherwise consents (each such
consent not to be unreasonably withheld or delayed); provided,
however, that concurrent assignments to members of an Assignee Group
and concurrent assignments from members of an Assignee Group to a single
assignee (or to an assignee and members of its Assignee Group) will be
treated as a single assignment for purposes of determining whether such
minimum amount has been met.
(ii) Proportionate Amounts. Each partial assignment shall be
made as an assignment of a proportionate part of all the assigning Lender’s
rights and obligations under this Agreement with respect to the Loans or the
Revolving Credit Commitment assigned, except that this clause (ii)
shall
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not apply to the Swing Line Lender’s rights and obligations in respect of
Swing Line Loans;
(iii) Required Consents. No consent shall be required for any
assignment except to the extent required by subsection (b)(i)(B) of
this Section 10.7 and, provided that:
(A) the consent of the Borrower (such consent not to be unreasonably
withheld or delayed) shall be required unless (1) a Specified Event of
Default has occurred and is continuing at the time of such assignment or (2)
such assignment is to a Lender, an Affiliate of a Lender or an Approved
Fund;
(B) the consent of the Administrative Agent (such consent not to be
unreasonably withheld or delayed) shall be required if such assignment is to
a Person that is not a Lender, an Affiliate of such Lender or an Approved
Fund with respect to such Lender;
(C) the consent of the Issuing Lender (such consent not to be
unreasonably withheld or delayed) shall be required for any assignment that
increases the obligation of the assignee to participate in exposure under
one or more Letters of Credit (whether or not then outstanding); and
(D) the consent of the Swing Line Lender (such consent not to be
unreasonably withheld or delayed) shall be required for any assignment.
(iv) Assignment and Assumption. The parties to each assignment
shall execute and deliver to the Administrative Agent an Assignment and
Assumption, together with a processing and recordation fee in the amount of
$3,500; provided, however, that the Administrative Agent may,
in its sole discretion, elect to waive such processing and recordation fee in
the case of any assignment. The assignee, if it is not a Lender, shall
deliver to the Administrative Agent an Administrative Questionnaire.
(v) No Assignment to Borrower. No such assignment shall be made
to the Borrower or any Affiliates or Subsidiaries of the Borrower.
(vi) No Assignment to Natural Persons. No such assignment shall
be made to a natural person.
(vii) No Assignment to Approved Funds Prior to Specified Event of
Default. No such assignment shall be made to an Approved Fund prior to
the occurrence of a Specified Event of Default. After the occurrence and
during the continuance of any Specified Event of Default, an Approved Fund
shall be an Eligible Assignee hereunder.
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(viii) Creditworthiness of Affiliates and Approved Funds.
Notwithstanding the foregoing, no such assignment shall be made to an
Affiliate of a Lender or to an Approved Fund unless such Affiliate or Approved
Fund shall be a financial institution having a senior unsecured debt rating of
not less than “A-”, or its equivalent, by S&P.
Subject to acceptance and recording thereof by the Administrative Agent pursuant to
Section 10.7(c), from and after the effective date specified in each Assignment and
Assumption, the Eligible Assignee thereunder shall be a party to this Agreement and, to the extent
of the interest assigned by such Assignment and Assumption, have the rights and obligations of a
Lender under this Agreement, and the assigning Lender thereunder shall, to the extent of the
interest assigned by such Assignment and Assumption, be released from its obligations under this
Agreement (and, in the case of an Assignment and Assumption covering all of the assigning Lender’s
rights and obligations under this Agreement, such Lender shall cease to be a party hereto) but
shall continue to be entitled to the benefits of Sections 2.15, 2.16, 2.17,
2.18, 10.5 and 10.6 with respect to facts and circumstances occurring prior
to the effective date of such assignment. Upon request, the Borrower (at its expense) shall
execute and deliver a Note to the assignee Lender and a replacement Note, as applicable, to the
assigning Lender.
(c) Register. The Administrative Agent, acting solely for this purpose as an agent of
the Borrower, shall maintain at the Administrative Agent’s Office a copy of each Assignment and
Assumption delivered to it and a register for the recordation of the names and addresses of the
Lenders, and the Revolving Credit Commitments of, and principal amounts of the Loans and L/C
Obligations owing to, each Lender pursuant to the terms hereof from time to time (the
“Register”). The entries in the Register shall be conclusive, in the absence of manifest
error, and the Borrower, the Administrative Agent and the Lenders may treat each Person whose name
is recorded in the Register pursuant to the terms hereof as a Lender hereunder for all purposes of
this Agreement, notwithstanding notice to the contrary. The Register shall be available for
inspection by the Borrower and any Lender, at any reasonable time and from time to time upon
reasonable prior notice.
(d) Participations. Any Lender may at any time, without the consent of, or notice to,
the Borrower or the Administrative Agent, sell participations to any Person (other than a natural
person or the Borrower or any Affiliates or Subsidiaries of the Borrower) (each, a
“Participant”) in all or a portion of such Lender’s rights and/or obligations under this
Agreement (including all or a portion of its Revolving Credit Commitment and/or the Loans
(including such Lender’s participations in L/C Obligations and/or Swing Line Loans) owing to it);
provided that (i) such Lender’s obligations under this Agreement shall remain unchanged,
(ii) such Lender shall remain solely responsible to the other parties hereto for the performance of
such obligations and (iii) the Borrower, the Administrative Agent, the Lenders and the Issuing
Lender shall continue to deal solely and directly with such Lender in connection with such Lender’s
rights and obligations under this Agreement.
Any agreement or instrument pursuant to which a Lender sells such a participation shall
provide that such Lender shall retain the sole right to enforce this Agreement and to approve any
amendment, modification or waiver of any provision of this Agreement; provided that such
agreement or instrument may provide that such Lender will not, without the consent of the
79
Participant, agree to any amendment, waiver or other modification described in the first
proviso to Section 10.1 that directly affects such Participant. Subject to Section
10.7(e), the Borrower agrees that each Participant shall be entitled to the benefits of
Sections 2.15, 2.16 or 2.17 to the same extent as if it were a Lender and
had acquired its interest by assignment pursuant to Section 10.7(b). To the extent
permitted by Law, each Participant also shall be entitled to the benefits of Section 10.8
as though it were a Lender, provided such Participant agrees to be subject to Section
2.14 as though it were a Lender.
(e) Limitations upon Participant Rights. A Participant shall not be entitled to
receive any greater payment under Sections 2.15, 2.16 or 2.17 than the
applicable Lender would have been entitled to receive with respect to the participation sold to
such Participant, unless the sale of the participation to such Participant is made with the
Borrower’s prior written consent. A Participant that would be a Non-U.S. Lender if it were a
Lender shall not be entitled to the benefits of Section 2.16 unless the Borrower is
notified of the participation sold to such Participant and such Participant agrees, for the benefit
of the Borrower, to comply with Sections 2.16(d) and (e) as though it were a
Lender.
(f) Certain Pledges. Notwithstanding anything to the contrary contained herein, any
Lender may, with notice to, but without prior consent of the Borrower and the Administrative Agent,
at any time pledge or assign a security interest in all or any portion of its rights under this
Agreement (including under its Note, if any) to secure obligations of such Lender, including any
pledge or assignment to secure obligations to a Federal Reserve Bank (provided that notice to the
Borrower and the Administrative Agent shall not be required in the case of a pledge or assignment
to secure obligations to a Federal Reserve Bank); provided further that no such pledge or
assignment shall release such Lender from any of its obligations hereunder or substitute, or permit
the substitution of, any such pledgee or assignee for such Lender as a party hereto.
(g) Electronic Execution of Assignments. The words “execution,” “signed,”
“signature,” and words of like import in any Assignment and Assumption shall be deemed to include
electronic signatures or the keeping of records in electronic form, each of which shall be of the
same legal effect, validity or enforceability as a manually executed signature or the use of a
paper-based recordkeeping system, as the case may be, to the extent and as provided for in any
applicable Law, including the Federal Electronic Signatures in Global and National Commerce Act,
the New York State Electronic Signatures and Records Act, or any other similar state laws based on
the Uniform Electronic Transactions Act.
(h) Special Purpose Funding Vehicles. Notwithstanding anything to the contrary
contained herein, any Lender (a “Granting Lender”) may, with notice to, but without prior
consent of the Borrower and the Administrative Agent grant to a special purpose funding vehicle
identified as such in writing from time to time by the Granting Lender to the Administrative Agent
and the Borrower (an “SPC”) the option to provide all or any part of any Loan that such
Granting Lender would otherwise be obligated to make pursuant to this Agreement; provided
that (i) nothing herein shall constitute a commitment by any SPC to fund any Loan, and (ii) if an
SPC elects not to exercise such option or otherwise fails to make all or any part of such Loan, the
Granting Lender shall be obligated to make such Loan pursuant to the terms hereof and, if it fails
to do so, to make such payment to the Administrative Agent as is
80
required under Section 2.14(e)(ii). Each party hereto hereby agrees that (i) neither
the grant to any SPC nor the exercise by any SPC of such option shall increase the costs or
expenses or otherwise increase or change the obligations of the Borrower under this Agreement
(including its obligations under Section 2.15), (ii) no SPC shall be liable for any
indemnity or similar payment obligation under this Agreement for which a Lender would be liable,
and (iii) the Granting Lender shall for all purposes, including the approval of any amendment,
waiver or other modification of any provision of any Loan Document, remain the lender of record
hereunder. The making of a Loan by an SPC hereunder shall utilize the Revolving Credit Commitment
of the Granting Lender to the same extent, and as if, such Loan were made by such Granting Lender.
In furtherance of the foregoing, each party hereto hereby agrees (which agreement shall survive the
termination of this Agreement) that, prior to the date that is one year and one day after the
payment in full of all outstanding commercial paper or other senior debt of any SPC, it will not
institute against, or join any other Person in instituting against, such SPC any bankruptcy,
reorganization, arrangement, insolvency, or liquidation proceeding under any Debtor Relief Laws or
any other Laws. Notwithstanding anything to the contrary contained herein, any SPC may (i) with
notice to, but without prior consent of the Borrower and the Administrative Agent and with the
payment of a processing fee in the amount of $3,500 (which processing fee may be waived by the
Administrative Agent in its sole discretion), assign all or any portion of its right to receive
payment with respect to any Loan to the Granting Lender and (ii) disclose on a confidential basis
any non-public information relating to its funding of Loans to any rating agency, commercial paper
dealer or provider of any surety or guarantee or credit or liquidity enhancement to such SPC.
(i) Resignation as Issuing Lender or Swing Line Lender after Assignment.
Notwithstanding anything to the contrary contained herein, if at any time Bank of America, N.A.
assigns all of its Revolving Credit Commitment and Loans pursuant to Section 10.7(b), Bank
of America, N.A. may, (i) upon 30 days’ notice to the Borrower and the Lenders, resign as Issuing
Lender, so long as a successor Issuing Lender (consented to by the Borrower, such consent not to be
unreasonably withheld or delayed) has been appointed and/or (ii) upon 30 days’ notice to the
Borrower, resign as Swing Line Lender, so long as a successor Swing Line Lender (consented to by
the Borrower, such consent not to be unreasonably withheld or delayed) has been appointed. In the
event of any such resignation as Issuing Lender or Swing Line Lender, the Borrower shall be
entitled to appoint from among the Lenders a successor Issuing Lender or Swing Line Lender
hereunder; provided, however, that no failure by the Borrower to appoint any such
successor shall affect the resignation of Bank of America, N.A. as Issuing Lender or Swing Line
Lender, as the case may be. If Bank of America, N.A. resigns as Issuing Lender, it shall retain
all the rights and obligations of the Issuing Lender hereunder with respect to all Letters of
Credit outstanding as of the effective date of its resignation as Issuing Lender and all L/C
Obligations with respect thereto (including the right to require the Lenders to make Base Rate
Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 3.3). If
Bank of America, N.A. resigns as Swing Line Lender, it shall retain all the rights of the Swing
Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as
of the effective date of such resignation, including the right to require the Lenders to make Base
Rate Loans or fund risk participations in outstanding Swing Line Loans pursuant to Section
2.4. Upon the appointment of a successor Issuing Lender and/or Swing Line Lender, (a) such
successor shall succeed to and become vested with all of the rights and obligations of the retiring
Issuing Lender or Swing Line Lender, as the case may be, and (b) the successor Issuing Lender shall
issue letters
81
of credit in substitution for the Letters of Credit, if any, outstanding at the time of such
succession or make other arrangements satisfactory to Bank of America, N.A. to effectively assume
the obligations of Bank of America, N.A. with respect to such Letters of Credit.
10.8. Adjustments; Set-off. (a) Except to the extent that this Agreement provides for
a payment to be allocated to a particular Lender, if any Lender (a “Benefited Lender”)
shall at any time receive any payment of all or part of the obligations under the Credit Agreement
or the other Loan Documents, owing to it, or receive any collateral in respect thereof (whether
voluntarily or involuntarily, by set-off, pursuant to events or proceedings of the nature referred
to in Section 8.1(c), or otherwise), in a greater proportion than any such payment to or
collateral received by any other Lender, if any, in respect of such other Lender’s obligations
under the Credit Agreement or the other Loan Documents, such Benefited Lender shall purchase for
cash from the other Lenders a participating interest in such portion of each such other Lender’s
obligations under the Credit Agreement or the other Loan Documents, or shall provide such other
Lenders with the benefits of any such collateral, as shall be necessary to cause such Benefited
Lender to share the excess payment or benefits of such collateral ratably with each of the Lenders;
provided, however, that if all or any portion of such excess payment or benefits is thereafter
recovered from such Benefited Lender, such purchase shall be rescinded, and the purchase price and
benefits returned, to the extent of such recovery, but without interest.
(b) In addition to any rights and remedies of the Lenders provided by Law, each Lender shall
have the right, without prior notice to the Borrower, any such notice being expressly waived by the
Borrower to the extent permitted by applicable Law, upon any amount becoming due and payable by the
Borrower hereunder (whether at the stated maturity, by acceleration or otherwise), to set-off and
appropriate and apply against such amount any and all deposits (general or special, time or demand,
provisional or final), in any currency, and any other credits, indebtedness or claims, in any
currency, in each case whether direct or indirect, absolute or contingent, matured or unmatured, at
any time held or owing by such Lender or any branch or agency thereof to or for the credit or the
account of the Borrower. Each Lender agrees promptly to notify the Borrower, as the case may be,
and the Administrative Agent after any such set-off and application made by such Lender,
provided that the failure to give such notice shall not affect the validity of such set-off
and application.
10.9. Counterparts. This Agreement may be executed by one or more of the parties to
this Agreement on any number of separate counterparts, and all of said counterparts taken together
shall be deemed to constitute one and the same instrument. Delivery of an executed signature page
of this Agreement by facsimile transmission shall be effective as delivery of a manually executed
counterpart hereof. A set of the copies of this Agreement signed by all the parties shall be
lodged with the Borrower and the Administrative Agent.
10.10. Severability. Any provision of this Agreement that is prohibited or
unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of
such prohibition or unenforceability without invalidating the remaining provisions hereof, and any
such prohibition or unenforceability in any jurisdiction shall not invalidate or render
unenforceable such provision in any other jurisdiction.
82
10.11. Integration. This Agreement, the other Loan Documents and the Fee Letter
represents the entire agreement of the Borrower, the Administrative Agent, the Arranger, the
Syndication Agent and the Lenders with respect to the subject matter hereof and thereof, and there
are no promises, undertakings, representations or warranties by the Arranger, the Administrative
Agent, the Syndication Agent or any Lender relative to subject matter hereof not expressly set
forth or referred to herein, in the other Loan Documents or in the Fee Letter. The Borrower agrees
that its obligations under the Fee Letter shall survive the execution and delivery of this
Agreement.
10.12. GOVERNING LAW. THIS AGREEMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES
UNDER THIS AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE
LAW OF THE STATE OF NEW YORK (EXCLUDING THE LAWS APPLICABLE TO CONFLICTS OR CHOICE OF LAW TO THE
EXTENT THAT THE APPLICATION OF THE LAW OF ANOTHER JURISDICTION WOULD BE REQUIRED THEREBY).
10.13. SUBMISSION TO JURISDICTION; WAIVERS. THE BORROWER HEREBY IRREVOCABLY AND
UNCONDITIONALLY:
(a) SUBMITS FOR ITSELF AND ITS PROPERTY IN ANY LEGAL ACTION OR PROCEEDING RELATING TO THIS
AGREEMENT AND THE OTHER LOAN DOCUMENTS TO WHICH IT IS A PARTY, OR FOR RECOGNITION AND ENFORCEMENT
OF ANY JUDGMENT IN RESPECT THEREOF, TO THE NON-EXCLUSIVE GENERAL JURISDICTION OF THE COURTS OF THE
STATE OF NEW YORK, THE COURTS OF THE UNITED STATES OF AMERICA FOR THE SOUTHERN DISTRICT OF NEW
YORK, AND APPELLATE COURTS FROM ANY THEREOF;
(b) CONSENTS THAT ANY SUCH ACTION OR PROCEEDING MAY BE BROUGHT IN SUCH COURTS AND WAIVES ANY
OBJECTION THAT IT MAY NOW OR HEREAFTER HAVE TO THE VENUE OF ANY SUCH ACTION OR PROCEEDING IN ANY
SUCH COURT OR THAT SUCH ACTION OR PROCEEDING WAS BROUGHT IN AN INCONVENIENT COURT AND AGREES NOT TO
PLEAD OR CLAIM THE SAME;
(c) AGREES THAT SERVICE OF PROCESS IN ANY SUCH ACTION OR PROCEEDING MAY BE EFFECTED BY MAILING
A COPY THEREOF BY REGISTERED OR CERTIFIED MAIL (OR ANY SUBSTANTIALLY SIMILAR FORM OF MAIL), POSTAGE
PREPAID, TO THE BORROWER AT ITS ADDRESS SET FORTH IN SECTION 10.2 OR AT SUCH OTHER ADDRESS
OF WHICH THE ADMINISTRATIVE AGENT SHALL HAVE BEEN NOTIFIED PURSUANT THERETO;
(d) AGREES THAT NOTHING HEREIN SHALL AFFECT THE RIGHT TO EFFECT SERVICE OF PROCESS IN ANY
OTHER MANNER PERMITTED BY LAW OR SHALL LIMIT THE RIGHT TO SUE IN ANY OTHER JURISDICTION; AND
(e) WAIVES, TO THE MAXIMUM EXTENT NOT PROHIBITED BY LAW, ANY RIGHT IT MAY HAVE TO CLAIM OR
RECOVER IN ANY LEGAL ACTION
83
OR PROCEEDING REFERRED TO IN THIS SECTION 10.13 ANY SPECIAL, EXEMPLARY, PUNITIVE OR
CONSEQUENTIAL DAMAGES.
10.14. WAIVERS OF JURY TRIAL. EACH PARTY TO THIS AGREEMENT HEREBY EXPRESSLY WAIVES
ANY RIGHT TO TRIAL BY JURY OF ANY CLAIM, DEMAND, ACTION OR CAUSE OF ACTION ARISING UNDER ANY LOAN
DOCUMENT OR IN ANY WAY CONNECTED WITH OR RELATED OR INCIDENTAL TO THE DEALINGS OF THE PARTIES
HERETO OR ANY OF THEM WITH RESPECT TO ANY LOAN DOCUMENT, OR THE TRANSACTIONS RELATED THERETO, IN
EACH CASE WHETHER NOW EXISTING OR HEREAFTER ARISING, AND WHETHER FOUNDED IN CONTRACT OR TORT OR
OTHERWISE; AND EACH PARTY HEREBY AGREES AND CONSENTS THAT ANY SUCH CLAIM, DEMAND, ACTION OR CAUSE
OF ACTION SHALL BE DECIDED BY COURT TRIAL WITHOUT A JURY, AND THAT ANY PARTY TO THIS AGREEMENT MAY
FILE AN ORIGINAL COUNTERPART OR A COPY OF THIS SECTION 10.14 WITH ANY COURT AS WRITTEN
EVIDENCE OF THE CONSENT OF THE SIGNATORIES HERETO TO THE WAIVER OF THEIR RIGHT TO TRIAL BY JURY.
10.15. No Advisory or Fiduciary Responsibility. In connection with this Agreement,
the Borrower acknowledges and agrees that: (a) the credit facility provided for hereunder and any
related arranging or other services in connection therewith (including in connection with any
amendment, waiver or other modification hereof or of any other Loan Document) are an arm’s-length
commercial transaction between the Borrower and its Affiliates, on the one hand, and the
Administrative Agent and the Arranger, on the other hand, and the Borrower is capable of evaluating
and understanding and understands and accepts the terms, risks and conditions of the transactions
contemplated hereby and by the other Loan Documents (including any amendment, waiver or other
modification hereof or thereof); (b) in connection with the process leading to such transaction,
the Administrative Agent and the Arranger, each is and has been acting solely as a principal and is
not the financial advisor, agent or fiduciary, for the Borrower or any of its Affiliates,
stockholders, creditors or employees or any other Person; (c) neither the Administrative Agent nor
the Arranger have assumed or will assume an advisory, agency or fiduciary responsibility in favor
of the Borrower with respect to this Agreement or the process leading thereto, including with
respect to any amendment, waiver or other modification hereof or of any other Loan Document
(irrespective of whether the Administrative Agent or the Arranger have advised or is currently
advising the Borrower or any of its Affiliates on other matters) and neither the Administrative
Agent nor the Arranger have any obligation to the Borrower or any of its Affiliates with respect to
this Agreement except those obligations expressly set forth herein and in the other Loan Documents;
(d) the Administrative Agent and the Arranger and their respective Affiliates may be engaged in a
broad range of transactions that involve interests that differ from those of the Borrower and its
Affiliates, and neither the Administrative Agent nor the Arranger have any obligation to disclose
any of such interests by virtue of any advisory, agency or fiduciary relationship; and (e) the
Administrative Agent and the Arranger have not provided and will not provide any legal, accounting,
regulatory or tax advice with respect to this Agreement (including any amendment, waiver or other
modification hereof or of any other Loan Document) and the Borrower has consulted its own legal,
accounting, regulatory and tax advisors to the extent it has deemed appropriate.
84
10.16. Confidentiality. Each of the Administrative Agent and the Lenders agrees to
maintain the confidentiality of the Information (as defined below), except that Information may be
disclosed (a) to its Affiliates and to its and its Affiliates’ respective partners, directors,
officers, employees, agents, advisors and representatives (it being understood that the Persons to
whom such disclosure is made will be informed of the confidential nature of such Information and
instructed to keep such Information confidential), (b) to the extent requested by any regulatory
authority purporting to have jurisdiction over it or its Affiliates (including any self-regulatory
authority, such as the NAIC), (c) to the extent required by applicable Laws or by any subpoena or
similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any
remedies hereunder or under any other Loan Document or any action or proceeding relating to this
Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f)
subject to an agreement containing provisions substantially the same as those of this Section
10.16, to (i) any assignee of or Participant in, or any prospective assignee of or Participant
in, any of its rights or obligations under this Agreement or (ii) any actual or prospective
counterparty (or its advisors) to any swap or derivative transaction relating to the Borrower and
its obligations, (g) with the consent of the Borrower or (h) to the extent such Information (x)
becomes publicly available other than as a result of a breach of this Section 10.16 or (y)
becomes available to the Administrative Agent or any Lender on a nonconfidential basis from a
source other than the Borrower, provided that the Administrative Agent or any such Lender, as
applicable, will notify the Borrower as soon as practical in advance of any proposed disclosure
pursuant to clause (c) above, unless such notification shall be prohibited by applicable law or
legal process, so that the Borrower may seek a protective order or other appropriate remedy and the
Administrative Agent or any such Lender, as applicable, will disclose only that portion of the
Information that it is advised by its counsel is legally required or otherwise necessary to
disclose. For purposes of this Section 10.16, “Information” means all information
received from the Borrower or any of its Subsidiaries relating to the Borrower or any Subsidiary or
any of their respective businesses, other than any such information that is available to the
Administrative Agent or any Lender on a nonconfidential basis prior to disclosure by the Borrower
or any Subsidiary, provided that, in the case of information received from the Borrower or
any Subsidiary after the date hereof, such information is clearly identified at the time of
delivery as confidential. Any Person required to maintain the confidentiality of Information as
provided in this Section 10.16 shall be considered to have complied with its obligation to
do so if such Person has exercised the same degree of care to maintain the confidentiality of such
Information as such Person would accord to its own confidential information.
Each of the Administrative Agent, the Lenders and the Issuing Lender acknowledges that (a) the
Information may include material non-public information concerning the Borrower or a Subsidiary
thereof, as the case may be, (b) it has developed compliance procedures regarding the use of
material non-public information and (c) it will handle such material non-public information in
accordance with applicable Law, including Federal and state securities Laws.
10.17. Accounting Changes. In the event that any “Accounting Change” (as defined
below) shall occur and such change results in a change in the method of calculation of financial
covenants, standards or terms in this Agreement, then the Borrower and the Administrative Agent
agree, upon the request of the Borrower or the Administrative Agent, to enter into negotiations in
order to amend such provisions of this Agreement so as to equitably
85
reflect such Accounting Change with the desired result that the criteria for evaluating the
Borrower’s financial condition shall be the same after such Accounting Change as if such Accounting
Change had not been made. Following any such request and until such time as such an amendment
shall have been executed and delivered by the Borrower, the Administrative Agent and the Majority
Lenders, all financial covenants, standards and terms in this Agreement shall continue to be
calculated or construed as if such Accounting Change had not occurred. “Accounting Change” refers
to a change in accounting principles required by the promulgation of any rule, regulation,
pronouncement or opinion by the Financial Accounting Standards Board of the American Institute of
Certified Public Accountants, applicable Insurance Regulators, the NAIC or, if applicable, the SEC.
10.18. USA PATRIOT Act Notice. Each Lender that is subject to the Act (as hereinafter
defined) and the Administrative Agent (for itself and not on behalf of any Lender) hereby notifies
the Borrower that pursuant to the requirements of the USA Patriot Act (Title III of Pub. L. 107-56
(signed into law October 26, 2001)) (the “Act”), it is required to obtain, verify and
record information that identifies the Borrower, which information includes the name and address of
the Borrower and other information that will allow such Lender or the Administrative Agent, as
applicable, to identify the Borrower in accordance with the Act.
10.19. Interest Rate Limitation.
(a) Notwithstanding anything to the contrary contained in any Loan Document, if at any time
the rate of interest payable under any Loan Document (the “Stated Rate”) would exceed the
rate of interest permitted to be charged under any applicable Law (the “Maximum Rate”),
then for so long as the Maximum Rate would be so exceeded, the rate of interest payable shall be
equal to the Maximum Rate; provided that if at any time thereafter, the Stated Rate is less
than the Maximum Rate, the Borrower shall, to the extent permitted by applicable Law, continue to
pay interest at the Maximum Rate until such time as the total interest received is equal to the
total interest which would have been received had the Stated Rate been (but for the operation of
this provision) the interest rate payable. Thereafter, the interest rate payable shall be the
Stated Rate unless and until the Stated Rate again would exceed the Maximum Rate, in which event
this provision shall again apply.
(b) In no event shall the total interest received by a Lender exceed the amount which it could
lawfully have received had the interest been calculated for the full term hereof at the Maximum
Rate.
[Remainder of Page Left Intentionally Blank]
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed and
delivered by their proper and duly authorized officers as of the day and year first above written.
| The Borrower: | ||||||
| SYMETRA FINANCIAL CORPORATION | ||||||
| By: | ||||||
| Name: | ||||||
| Title: | ||||||
| BANK OF AMERICA, N.A., as | ||||||
| Administrative Agent | ||||||
| By: | ||||||
| Name: | ||||||
| Title: | ||||||
| BANK OF AMERICA, N.A., as | ||||||
| a Lender, Issuing Lender and Swing Line Lender | ||||||
| By: | ||||||
| Name: | ||||||
| Title: | ||||||
| THE BANK OF NEW YORK, as Lender | ||||||
| By: | ||||||
| Name: | ||||||
| Title: | ||||||
| THE BANK OF TOKYO-MITSUBISHI UFJ, LTD. NEW YORK BRANCH, as Lender | ||||||
| By: | ||||||
| Name: | ||||||
| Title: | ||||||
| JPMORGAN CHASE BANK, N.A., as Lender | ||||||
| By: | ||||||
| Name: Lawrence Palumbo | ||||||
| Title: Vice President | ||||||
| U.S. BANK, NATIONAL ASSOCIATION, as Lender | ||||||
| By: | ||||||
| Name: | ||||||
| Title: | ||||||
| WILLIAM STREET COMMITMENT CORPORATION, as Lender | ||||||
| By: | ||||||
| Name: | ||||||
| Title: | ||||||
| LEHMAN COMMERCIAL PAPER INC., as Lender | ||||||
| By: | ||||||
| Name: | ||||||
| Title: | ||||||
| MERRILL LYNCH BANK USA, as Lender | ||||||
| By: | ||||||
| Name: | ||||||
| Title: | ||||||
SCHEDULE 10.02
ADMINISTRATIVE AGENT’S OFFICE;
CERTAIN ADDRESSES FOR NOTICES
CERTAIN ADDRESSES FOR NOTICES
BORROWER:
Symetra Financial Corporation.
777 108th Avenue NE
Suite 1200
Bellevue, Washington 98004-5135
Attention: John E. Galaviz
Telephone: 425-256-5181
Telecopier: 425-256-5818
Electronic Mail: John.Galaviz@Symetra.com
U.S. Taxpayer Identification Number (Symetra Financial Corporation): 20-0978027
Symetra Financial Corporation.
777 108th Avenue NE
Suite 1200
Bellevue, Washington 98004-5135
Attention: John E. Galaviz
Telephone: 425-256-5181
Telecopier: 425-256-5818
Electronic Mail: John.Galaviz@Symetra.com
U.S. Taxpayer Identification Number (Symetra Financial Corporation): 20-0978027
with a copy to:
Cravath, Swaine & Moore LLP
Worldwide Plaza
825 Eighth Avenue
New York, NY 10019-7475
Attention: Paul Michalski
Telecopier: 212-474-3700
Worldwide Plaza
825 Eighth Avenue
New York, NY 10019-7475
Attention: Paul Michalski
Telecopier: 212-474-3700
ADMINISTRATIVE AGENT:
Administrative Agent’s Office
(for payments and Requests for Credit Extensions):
Bank of America, N.A.
2001 Clayton Road
Mail Code: CA4-702-02-25
Concord, CA 94520
Attention: Tina Obcena
Telephone: 925-675-8768
Telecopier: 888-969-9246
Electronic Mail: tina.obcena@bankofamerica.com
Account No.: 3750836479
Ref: Symetra Financial Corporation
ABA# 026009593
(for payments and Requests for Credit Extensions):
Bank of America, N.A.
2001 Clayton Road
Mail Code: CA4-702-02-25
Concord, CA 94520
Attention: Tina Obcena
Telephone: 925-675-8768
Telecopier: 888-969-9246
Electronic Mail: tina.obcena@bankofamerica.com
Account No.: 3750836479
Ref: Symetra Financial Corporation
ABA# 026009593
Other Notices as Administrative Agent:
Bank of America, N.A.
Agency Management
1455 Market Street, 5th Floor
Mail Code: CA5-701-05-19
San Francisco, CA 94103
Attention: Aamir Saleem
Telephone: 415-436-2769
Telecopier: 415-503-5089
Bank of America, N.A.
Agency Management
1455 Market Street, 5th Floor
Mail Code: CA5-701-05-19
San Francisco, CA 94103
Attention: Aamir Saleem
Telephone: 415-436-2769
Telecopier: 415-503-5089
Electronic Mail: aamir.saleem@bankofamerica.com
ISSUING LENDER:
Bank of America, N.A.
Trade Operations
1000 W. Temple Street
Mail Code: CA9-705-07-05
Los Angeles, CA 90012-1514
Attention: Stella Rosales
Telephone: 213-481-7828
Telecopier: 213-580-8441
Electronic Mail: stella.rosales@bankofamerica.com
Trade Operations
1000 W. Temple Street
Mail Code: CA9-705-07-05
Los Angeles, CA 90012-1514
Attention: Stella Rosales
Telephone: 213-481-7828
Telecopier: 213-580-8441
Electronic Mail: stella.rosales@bankofamerica.com
SWING LINE LENDER:
Bank of America, N.A.
2001 Clayton Road
Mail Code: CA4-702-02-25
Concord, CA 94520
Attention: Tina Obcena
Telephone: 925-675-8768
Telecopier: 888-969-9246
Electronic Mail: tina.obcena@bankofamerica.com
Account No.: 3750836479
Ref: Symetra Financial Corporation
ABA# 026009593
2001 Clayton Road
Mail Code: CA4-702-02-25
Concord, CA 94520
Attention: Tina Obcena
Telephone: 925-675-8768
Telecopier: 888-969-9246
Electronic Mail: tina.obcena@bankofamerica.com
Account No.: 3750836479
Ref: Symetra Financial Corporation
ABA# 026009593
Exhibit 5.1
Cravath, Swaine & Moore llp
Worldwide Plaza
THOMAS R. BROME
|
PETER S. WILSON | 825 Eighth Avenue | JEFFREY A. SMITH | LIZABETHANN R. EISEN | ||||
ROBERT D. JOFFE
|
JAMES C. VARDELL, III | New York, NY 10019-7475 | ROBERT I. TOWNSEND, III | DAVID S. FINKELSTEIN | ||||
ALLEN FINKELSON
|
ROBERT H. BARON | WILLIAM J. WHELAN, III | DAVID GREENWALD | |||||
RONALD S. ROLFE
|
KEVIN J. GREHAN | SCOTT A. BARSHAY | RACHEL G. SKAISTIS | |||||
PAUL C. SAUNDERS
|
STEPHEN S. MADSEN | PHILIP J. BOECKMAN | PAUL H. ZUMBRO | |||||
DOUGLAS D. BROADWATER
|
C. ALLEN PARKER | telephone: (212) 474-1000 | ROGER G, BROOKS | JOEL F. HEROLD | ||||
ALAN C. STEPHENSON
|
MARC S. ROSENBERG | facsimile: (212) 474-3700 | WILLIAM V. FOGG | ERIC W. HILFERS | ||||
MAX R. SHULMAN
|
WILLIAM B. BRANNAN | FAIZA J. SAEED | GEORGE F. SCHOEN | |||||
STUART W. GOLD
|
SUSAN WEBSTER | _________ | RICHARD J. STARK | ERIK R. TAVZEL | ||||
JOHN E. BEERBOWER
|
TIMOTHY G. MASSAD | THOMAS E. DUNN | CRAIG F. ARCELLA | |||||
EVAN R. CHESLER
|
DAVID MERCADO | CITYPOINT | JULIE SPELLMAN SWEET | TEENA-ANN V. SANKOORIKAL | ||||
PATRICIA GEOGHEGAN
|
ROWAN D. WILSON | ONE ROPEMAKER STREET | RONALD CAMI | ANDREW R. THOMPSON | ||||
MICHAEL L. SCHLER
|
JOHN T. GAFFNEY | LONDON EC2Y 9HR | MARK I. GREENE | DAMIEN R. ZOUBEK | ||||
RICHARD LEVIN
|
PETER T. BARBUR | TELEPHONE: 44-20-7453-1000 | SARKIS JEBEJIAN | |||||
KRIS F. HEINZELMAN
|
SANDRA C. GOLDSTEIN | FACSIMILE: 44-20-7860-1150 | JAMES C. WOOLERY | |||||
B. ROBBINS KIESSLING
|
PAUL MICHALSKI | DAVID R. MARRIOTT | SPECIAL COUNSEL | |||||
ROGER D. TURNER
|
THOMAS G. RAFFERTY | WRITER’S DIRECT DIAL NUMBER | MICHAEL A. PASKIN | |||||
PHILIP A. GELSTON
|
MICHAEL S. GOLDMAN | Direct Dial | ANDREW J. PITTS | SAMUEL C. BUTLER | ||||
RORY O. MILLSON
|
RICHARD HALL | MICHAEL T. REYNOLDS | GEORGE J. GILLESPlE, III | |||||
FRANCIS P. BARRON
|
ELIZABETH L. GRAYER | ANTONY L. RYAN | THOMAS D. BARR | |||||
RICHARD W. CLARY
|
JULIE A. NORTH | GEORGE E. ZOBITZ | ||||||
WILLIAM P. ROGERS, JR.
|
ANDREW W. NEEDHAM | GEORGE A. STEPHANAKIS | ||||||
JAMES D. COOPER
|
STEPHEN L. BURNS | DARIN P. MCATEE | OF COUNSEL | |||||
STEPHEN L. GORDON
|
KATHERINE B. FORREST | GARY A. BORNSTEIN | ||||||
DANIEL L. MOSLEY
|
KEITH R. HUMMEL | TIMOTHY G. CAMERON | ROBERT ROSENMAN | |||||
GREGORY M. SHAW
|
DANIEL SLIFKIN | KARIN A. DEMASI | CHRISTINE BESHAR |
September 5, 2007
Symetra Financial Corporation
Ladies and Gentlemen:
We have acted as counsel for Symetra Financial Corpotation, a Delaware corporation (the
“Company”), in connection with the registration statement on Form S-1, as amended
(Registration No. 333-144162) (the “Registration Statement”), filed with the Securities and
Exchange Commission (the “Commission”) under the Securities Act of 1933, as amended (the
“Securities Act”), with respect to the registration of shares of common stock, par value
$0.01 per share of the Company, covering the offer and sale by the selling stockholders listed on
Schedule B to the Underwriting Agreement (the “Selling Stockholders”) of shares (the
“Secondary Shares”), and, if exercised, the offer and sale by the Selling Stockholders of
additional shares (the “Additional Shares”) to the underwriters (the
“Underwriters”) pursuant to the terms of the underwriting agreement (the “Underwriting
Agreement”) to be executed by the Company, Merrill Lynch & Co., Merrill Lynch, Pierce, Fenner &
Smith Incorporated, Goldman, Sachs & Co., J.P. Morgan Securities Inc. and Lehman Brothers Inc., as
Representatives of the Underwriters, and the Selling Stockholders.
In that connection, we have examined originals, or copies certified or otherwise identified to
our satisfaction, of the Registration Statement and the exhibits thereto and such documents,
corporate records and other instruments as we have deemed necessary or appropriate for the purposes
of this opinion, including, without limitation, (a) the Amended and Restated Certificate of
Incorporation of the Company, (b) the Amended and Restated Bylaws of the Company and (c) certain
resolutions adopted by the board of directors of the Company.
In rendering our opinion, we have assumed the genuineness of all signatures, the legal
capacity of all natural persons, the authenticity of all documents
submitted to us as originals,
the conformity to original documents of all documents submitted to us as certified, conformed or
photostatic copies, the authenticity of the originals of such latter documents. As to all
questions of fact material to this opinion that have not been independently established, we have
relied upon certificates or comparable documents of officers and representatives of the Company.
Based on the foregoing, we are of opinion that the Secondary Shares and Additional Shares have
been duly and validly issued and are fully paid and nonassessable.
We are admitted to practice in the State of New York, and we express no opinion as to any
matters governed by any laws other than the laws of the State of New York, the General Corporation
Law of the State of Delaware and the Federal laws of the United States of America. The reference
and limitation to “Delaware General
Corporation Law” includes the statutory provisions and all applicable provisions of the Delaware
Constitution and reported judicial decisions interpreting these laws.
We hereby consent to the filing of this opinion with the Commission as Exhibit 5.1 to the
Registration Statement. We also consent to the reference to our firm under the caption “Legal
Matters” in the Registration Statement. In giving this consent, we do not thereby admit that we are
included in the category of persons whose consent is required under Section 7 of the Securities Act
or the rules and regulations of the Commission.
Very Truly Yours,
/s/ Cravath, Swaine & Moore LLP
/s/ Cravath, Swaine & Moore LLP
Symetra
Financial Corporation
777 108th Avenue NE, Suite 1200
Bellevue, WA 98004
Table of Contents
Exhibit 10.1
INFORMATION TECHNOLOGY
SERVICES AGREEMENT
SERVICES AGREEMENT
by and between
SYMETRA LIFE
INSURANCE COMPANY
INSURANCE COMPANY
and
ACS COMMERCIAL
SOLUTIONS, INC.
SOLUTIONS, INC.
October 28, 2004
CONFIDENTIAL
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
Table of Contents
TABLE OF CONTENTS
| PAGE | ||||
ARTICLE 1 GUIDING PRINCIPLES, RELATIONSHIP MANAGEMENT AND INTERPRETATION |
1 | |||
1.1 Guiding Principles |
1 | |||
1.1.1 Enhanced IT Capabilities and Effectiveness |
1 | |||
1.1.2 Reduce IT Costs |
2 | |||
1.1.3 Improve and Maintain Technology |
2 | |||
1.1.4 Focus on Core Competencies |
2 | |||
1.1.5 Improve Business Processes |
2 | |||
1.2 Relationship Management |
2 | |||
1.2.1 IT Outsourcing Committee |
2 | |||
1.2.2 Project Executives |
3 | |||
1.2.3 Service Delivery Managers |
3 | |||
1.2.4 Management Functions |
3 | |||
1.3 Agreement Structure |
4 | |||
1.3.1 Master Agreement |
4 | |||
1.3.2 Country Agreements |
4 | |||
1.3.3 Affiliates of Symetra |
4 | |||
1.3.4 Effect of Certain Provisions |
4 | |||
1.4 Interpretation |
4 | |||
ARTICLE 2 SERVICES |
5 | |||
2.1 General |
5 | |||
2.1.1 Commencement of Services |
5 | |||
2.1.2 Locations for Performance of Services |
5 | |||
2.2 Service Tower Services |
6 | |||
2.2.1 Initial Service Tower Services |
6 | |||
2.2.2 SLRs for Service Towers |
6 | |||
2.2.3 Symetra Sites |
8 | |||
2.2.4 Governance Regarding Relief Events |
8 | |||
2.3 Transition Services |
9 | |||
2.3.1 Transition Plan |
9 | |||
2.3.2 Progress Reports |
9 | |||
2.3.3 Financial Responsibility |
9 | |||
2.4 Purchasing Agent Services |
9 | |||
2.5 Technology Management and Security Services |
10 | |||
2.5.1 General |
10 | |||
2.5.2 Technology Upgrades and Enhancements |
10 | |||
2.5.3 ACS’ Technology Refresh Requirements |
10 | |||
2.5.4 Technology Planning and Innovation |
10 | |||
2.5.5 Asset Management |
11 | |||
2.5.6 Shared Resources |
11 | |||
2.5.7 Disaster Recovery |
11 | |||
-i-
Table of Contents
| PAGE | ||||
2.6 Standards and Procedures Manual |
12 | |||
2.6.1 Development of Manual |
12 | |||
2.6.2 Contents |
13 | |||
2.7 Service Compatibility |
13 | |||
2.8 In-Scope Service Requests |
14 | |||
2.9 Out-of-Scope Work Orders |
14 | |||
2.9.1 Requirements and Process |
14 | |||
2.9.2 Potential Limitation on Future Contracts |
15 | |||
2.10 Extraordinary Events or Circumstances |
15 | |||
2.11 Reports and Other Resource Materials |
16 | |||
2.11.1 General |
16 | |||
2.11.2 Media |
16 | |||
2.12 Critical Milestones |
16 | |||
2.12.1 Designation of Critical Milestones |
16 | |||
2.12.2 Failure to Timely Achieve a Critical Milestone |
16 | |||
2.13 End-User Satisfaction and Communication |
16 | |||
2.14 Cooperation with Symetra and Third Parties |
17 | |||
2.15 Movement of an ACS Facility |
17 | |||
ARTICLE 3 PERSONNEL |
17 | |||
3.1 ACS Personnel |
17 | |||
3.1.1 ACS Key Personnel |
17 | |||
3.1.2 Additional Personnel Requirements |
19 | |||
3.1.3 Minimum Proficiency Levels |
19 | |||
3.1.4 Specialized Personnel |
19 | |||
3.1.5 Training |
19 | |||
3.1.6 Supervision and Conduct of ACS Personnel |
19 | |||
3.2 Symetra Personnel |
20 | |||
3.3 Solicitation of Personnel |
20 | |||
3.4 Personnel Restriction |
20 | |||
ARTICLE 4 ASSETS AND THIRD-PARTY CONTRACTS |
21 | |||
4.1 Symetra Retained Equipment |
21 | |||
4.1.1 General |
21 | |||
4.1.2 Third-Party Approvals |
21 | |||
4.1.3 Return of Symetra Equipment |
21 | |||
4.2 ACS Equipment |
21 | |||
4.2.1 Use of ACS Equipment by ACS Employees |
22 | |||
4.2.2 Provision of ACS Equipment to Symetra |
22 | |||
4.2.3 Installation of ACS Equipment |
22 | |||
4.2.4 Maintenance of ACS Equipment |
22 | |||
4.3 Software |
22 | |||
4.3.1 ACS-Licensed Third Party Software |
22 | |||
4.3.2 Symetra-Licensed Third Party Software |
23 | |||
4.3.3 Category 5 Software |
24 | |||
-ii-
Table of Contents
| PAGE | ||||
4.3.4 Category 6 Software |
24 | |||
4.4 Assigned Contracts |
25 | |||
4.5 Managed Contracts |
25 | |||
4.6 Further Assurances |
25 | |||
4.7 Use of Symetra Facilities |
25 | |||
4.7.1 Specific Hardware and Carrier Charges |
25 | |||
4.7.2 Access to Personnel and Information |
26 | |||
4.7.3 Other Facility-Related Obligations |
26 | |||
ARTICLE 5 RETAINED AUTHORITIES |
26 | |||
5.1 General |
26 | |||
5.2 Specific Retained Authorities |
26 | |||
5.2.1 Strategic and Operational Planning |
26 | |||
5.2.2 Service Design and Delivery |
27 | |||
5.2.3 Moves, Adds and Changes |
27 | |||
5.2.4 Business Process Reengineering |
27 | |||
5.2.5 Contract Management |
28 | |||
5.2.6 Budget Management |
28 | |||
5.2.7 Validation and Verification |
28 | |||
5.2.8 Review and Acceptance |
28 | |||
ARTICLE 6 FEES AND PAYMENT TERMS |
29 | |||
6.1 Fees |
29 | |||
6.1.1 General |
29 | |||
6.1.2 Transition Services |
29 | |||
6.1.3 Annual Services Fees |
29 | |||
6.1.4 Service Rates |
29 | |||
6.1.5 Taxes |
30 | |||
6.1.6 Currency |
30 | |||
6.2 Adjustments to Fees |
31 | |||
6.2.1 Terminated Services |
31 | |||
6.2.2 Fee Reductions |
31 | |||
6.2.3 Baselines and ARCs and RRCs |
31 | |||
6.2.4 Addition or Divestiture of Affiliates and Business Ventures |
32 | |||
6.2.5 Set Off |
33 | |||
6.3 Invoices |
33 | |||
6.3.1 Services |
33 | |||
6.3.2 Other Services |
33 | |||
6.4 Disputed Amounts |
33 | |||
ARTICLE 7 RECORDKEEPING AND AUDIT RIGHTS |
34 | |||
7.1 Recordkeeping |
34 | |||
7.2 Operational Audits |
34 | |||
7.3 Financial Audits |
35 | |||
-iii-
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| PAGE | ||||
7.4 Sarbanes-Oxley Compliance |
35 | |||
7.4.1 General |
35 | |||
7.4.2 SAS 70 Type II Audits |
36 | |||
7.4.3 Results of Inquiries and Corrective Plan |
36 | |||
7.4.4 Subcontractors |
37 | |||
7.4.5 Confidential Information |
37 | |||
ARTICLE 8 REPRESENTATIONS, WARRANTIES AND COVENANTS |
37 | |||
8.1 ACS Representations, Warranties and Covenants |
37 | |||
8.1.1 Performance of the Services |
37 | |||
8.1.2 Viruses and Disabling Devices |
37 | |||
8.1.3 Conflicts of Interest |
37 | |||
8.1.4 Financial Condition and Information |
39 | |||
8.1.5 Litigation and Service of Process |
39 | |||
8.1.6 Proprietary Rights Infringement |
39 | |||
8.1.7 Legal and Corporate Authority |
39 | |||
8.1.8 Violations |
40 | |||
8.1.9 Information Furnished to Symetra |
40 | |||
8.1.10 Previous Contracts |
40 | |||
8.1.11 Completeness of Due Diligence Activities |
40 | |||
8.2 Symetra’s Representations, Warranties and Covenants |
40 | |||
8.2.1 Legal Authority |
40 | |||
8.2.2 Warranty Disclaimer |
40 | |||
8.2.3 Proprietary Rights Infringement |
41 | |||
8.3 General Warranty Disclaimer |
41 | |||
8.4 Material Misstatements and Omissions |
41 | |||
ARTICLE 9 TERM AND TERMINATION |
41 | |||
9.1 Term |
41 | |||
9.1.1 Initial Term |
41 | |||
9.1.2 Renewal Terms |
41 | |||
9.1.3 Symetra-Initiated Annual Renegotiation |
41 | |||
9.2 Early Termination |
42 | |||
9.2.1 For Convenience |
42 | |||
9.2.2 Change in Control of ACS |
42 | |||
9.2.3 Termination for Force Majeure Event |
42 | |||
9.2.4 HIPAA |
44 | |||
9.3 Events of Default |
44 | |||
9.4 Rights and Remedies of ACS Upon Default of Symetra |
45 | |||
9.5 Rights and Remedies of Symetra upon Default of ACS |
46 | |||
9.6 Non-Exclusive Remedies |
46 | |||
9.7 Survival |
46 | |||
-iv-
Table of Contents
| PAGE | ||||
ARTICLE 10 DISENTANGLEMENT |
46 | |||
10.1 General Obligations |
46 | |||
10.2 Disentanglement Period |
47 | |||
10.3 Specific Obligations |
47 | |||
10.3.1 Full Cooperation, Information and Knowledge Transfer |
47 | |||
10.3.2 Third-Party Authorizations |
48 | |||
10.3.3 Transfer of Assets |
48 | |||
10.3.4 Assignment of Contracts |
48 | |||
10.3.5 Delivery of Documentation and Data |
48 | |||
10.3.6 Hiring of Employees |
48 | |||
10.4 Preparation for Disentanglement |
49 | |||
10.4.1 Complete Documentation |
49 | |||
10.4.2 Maintenance of Assets |
49 | |||
10.4.3 Advance Written Consents |
49 | |||
10.4.4 All Necessary Cooperation and Actions |
50 | |||
10.4.5 Payment for Disentanglement Services |
50 | |||
ARTICLE 11 LIMITATIONS ON LIABILITY |
50 | |||
11.1 Cap On Liability |
50 | |||
11.2 Recoverable Damages |
51 | |||
11.3 Non-Direct Damages |
51 | |||
11.4 Symetra Exceptions from the Limitations on Liability |
52 | |||
11.5 ACS Exceptions from the Limitations on Liability |
52 | |||
11.6 Costs of Cure |
52 | |||
11.7 Attorneys’ Fees |
52 | |||
ARTICLE 12 PROPRIETARY RIGHTS |
53 | |||
12.1 Work Product |
53 | |||
12.1.1 Symetra Sole Owner |
53 | |||
12.1.2 ACS License to Use |
53 | |||
12.1.3 Intellectual Property |
53 | |||
12.1.4 ACS Underlying and Derivative Works |
54 | |||
12.1.5 Third-Party Underlying and Derivative Works |
54 | |||
12.2 Rights and Licenses |
54 | |||
12.3 Symetra Data |
54 | |||
12.4 Infringement |
54 | |||
12.5 Cooperation |
54 | |||
ARTICLE 13 SECURITY AND CONFIDENTIALITY |
55 | |||
13.1 Security |
55 | |||
13.1.1 General |
55 | |||
13.1.2 Information Access |
55 | |||
13.1.3 Background Checks |
55 | |||
-v-
Table of Contents
| PAGE | ||||
13.1.4 Other Policies |
56 | |||
13.2 Confidential Information |
56 | |||
13.2.1 Non-Disclosure |
56 | |||
13.2.2 Disclosure Requests |
56 | |||
13.2.3 Permitted Disclosures |
56 | |||
13.3 Legally Required Disclosures |
57 | |||
13.4 Notification and Mitigation |
57 | |||
13.5 Return of Confidential Information |
57 | |||
13.6 Injunctive Relief |
58 | |||
ARTICLE 14 LEGAL COMPLIANCE |
58 | |||
14.1 Compliance with All Laws and Regulations |
58 | |||
14.2 ACS Permits, Licenses and Assistance |
58 | |||
14.3 Hazardous Materials |
58 | |||
14.4 HIPAA |
59 | |||
14.4.1 General |
59 | |||
14.4.2 Security Requirements |
59 | |||
14.5 California Personal Information Statute |
59 | |||
14.6 Data Protection |
59 | |||
ARTICLE 15 INDEMNIFICATION |
61 | |||
15.1 By ACS |
61 | |||
15.1.1 Intellectual Property |
61 | |||
15.1.2 Personal Injury, Property Damage and Other Damage |
61 | |||
15.1.3 Third-Party Contracts |
62 | |||
15.1.4 ACS Employees |
62 | |||
15.1.5 Hazardous Material |
62 | |||
15.1.6 Information Disclosure |
62 | |||
15.1.7 Security Breaches |
62 | |||
15.1.8 Non-Performance |
62 | |||
15.1.9 Taxes |
63 | |||
15.2 By Symetra |
63 | |||
15.2.1 Intellectual Property |
63 | |||
15.2.2 Managed and Assigned Contracts |
63 | |||
15.2.3 Hazardous Materials |
63 | |||
15.3 Indemnification Procedures |
63 | |||
15.3.1 General |
63 | |||
15.3.2 Settlement of Claims |
64 | |||
15.3.3 Defense Declined |
64 | |||
15.3.4 Defense Accepted |
64 | |||
ARTICLE 16 INSURANCE |
64 | |||
16.1 Required Insurance Coverages |
64 | |||
-vi-
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| PAGE | ||||
16.2 General Provisions |
65 | |||
16.2.1 Evidence of Insurance |
65 | |||
16.2.2 Claims-Made Coverage |
65 | |||
16.2.3 Notice of Cancellation or Change of Coverage |
65 | |||
16.2.4 Qualifying Insurers |
65 | |||
16.2.5 Waiver of Subrogation |
65 | |||
ARTICLE 17 PROBLEM RESOLUTION |
66 | |||
17.1 Problem Resolution Process |
66 | |||
17.1.1 Administrative-Level Performance Review |
66 | |||
17.1.2 IT Outsourcing Committee Performance Review |
66 | |||
17.1.3 Executive-Level Performance Review |
66 | |||
17.1.4 Voluntary, Non-Binding Mediation |
66 | |||
17.2 Continued Performance; No Tolling of Cure Periods |
66 | |||
17.3 De Minimis Problems |
66 | |||
17.4 Equitable Relief |
67 | |||
ARTICLE 18 USE OF SUBCONTRACTORS |
67 | |||
18.1 Approval; Key Subcontractors |
67 | |||
18.2 Subcontractor Agreements |
67 | |||
18.3 Liability and Replacement |
67 | |||
18.4 Direct Agreements |
68 | |||
ARTICLE 19 MISCELLANEOUS |
68 | |||
19.1 Defined Terms |
68 | |||
19.2 Third-Party Beneficiaries |
68 | |||
19.3 Use of Symetra Name |
68 | |||
19.4 Captions; References; Terminology |
68 | |||
19.5 Assignment |
68 | |||
19.6 Notices |
68 | |||
19.7 Amendments; Waivers |
69 | |||
19.8 Relationship Between the Parties |
69 | |||
19.9 Access to Personnel and Information |
70 | |||
19.10 Severability |
70 | |||
19.11 Counterparts; Faxed Signatures |
70 | |||
19.12 Governing Law and Venue |
70 | |||
19.13 Arbitration |
71 | |||
19.14 Expenses |
71 | |||
19.15 Import/Export |
71 | |||
19.16 Waiver of UCITA |
71 | |||
19.17 Benefits of Agreement |
71 | |||
19.18 Entire Agreement |
72 | |||
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SCHEDULES
Schedule 1
|
Relationship Management | |
Schedule 2
|
Service Tower Services SOW | |
Schedule 2A
|
Cross-Functional Services SOW | |
Schedule 2B
|
Data Center Services SOW | |
Schedule 2C
|
Distributed Computing Services SOW | |
Schedule 2D
|
Data Network Services SOW | |
Schedule 2E
|
Voice Communications Services SOW | |
Schedule 2F
|
Help Desk Services SOW | |
Schedule 2G
|
Output Processing SOW | |
Schedule 2H
|
Content Management SOW | |
Schedule 3
|
Fees | |
Schedule 4
|
Service Rates | |
Schedule 5
|
Fee Reductions | |
Schedule 6
|
Termination Fee | |
Schedule 7
|
Affiliates of Symetra |
ATTACHMENTS
Attachment A
|
Benchmarking Procedures | |
Attachment B
|
Symetra Sites | |
Attachment C
|
Transition Plan | |
Attachment D
|
Form of In-Scope Service Request | |
Attachment E
|
ACS Key Personnel | |
Attachment F
|
ACS’ Technology Refresh Requirements | |
Attachment G
|
Shared Resources | |
Attachment H
|
Assigned Contracts | |
Attachment I
|
Managed Contracts | |
Attachment J
|
Invoice Format | |
Attachment K
|
HIPAA Terms | |
Attachment L
|
Software Schedule | |
Attachment M
|
Offshore Services | |
Attachment N
|
Required Insurance Coverage | |
Attachment O
|
Approved Subcontractors | |
Attachment P
|
Definitions | |
Attachment Q
|
Approved Auditors |
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INFORMATION
TECHNOLOGY SERVICES AGREEMENT
This
Information Technology Services Agreement (the “Agreement”) is entered into as of
this 28th
day of October, 2004 (the “Effective Date”), by and between Symetra Life
Insurance Company, a Washington corporation with corporate offices at 5069 154th Place
NE, Redmond, Washington 98052 (“Symetra”), and ACS Commercial Solutions, Inc., a Nevada corporation
with corporate offices at 2828 N. Haskell, Dallas, Texas 75204 (“ACS”) (Symetra and ACS sometimes
are collectively referred to herein as the “Parties”).
RECITALS
WHEREAS,
on July 16, 2004, Symetra issued to ACS a Request for Proposal for Information
Technology Outsourcing (the “RFP”),
WHEREAS,
ACS submitted to Symetra a response dated September 17, 2004 (as the same may have
been supplemented and/or revised, the “ACS Bid”), and represented to Symetra that it had the
expertise, personnel, products, services and skills required to meet the requirements of Symetra
as reflected in the RFP;
WHEREAS,
in reliance on the representations made by ACS in the ACS Bid and subsequent
discussions, Symetra selected ACS over other prospective technology providers to provide Symetra
with outsourced IT services; and
WHEREAS,
Symetra and ACS want to specify the terms and conditions under which ACS will
provide such outsourced IT services to Symetra.
NOW,
THEREFORE, in consideration of the representations, warranties, promises and covenants
contained herein, and other good and valuable consideration, the receipt, sufficiency and adequacy
of which are hereby acknowledged, the Parties, intending to be legally bound, agree to the
foregoing and as follows:
ARTICLE 1
GUIDING PRINCIPLES, RELATIONSHIP
MANAGEMENT AND INTERPRETATION
GUIDING PRINCIPLES, RELATIONSHIP
MANAGEMENT AND INTERPRETATION
1.1
Guiding Principles. The principles identified below
(“Guiding Principles”) include
principles that the Parties have determined to be important to ensure the success of their
relationship. The Guiding Principles function as “constitutional” statements regarding the
Parties’ overall intentions for this Agreement. If any term or condition of this Agreement is
ambiguous or unclear, or if the Parties did not anticipate a particular issue, the Parties shall
refer to and apply the Guiding Principles to resolve and/or address the ambiguous, unclear and/or
unanticipated issue.
1.1.1 Enhanced IT Capabilities and Effectiveness. Services will be provided in a manner that
enhances Symetra’s ability to deliver high-quality, cost-effective services both internally within
Symetra and externally to its customers with minimal interruptions in, and adverse impacts on,
Symetra’s delivery of services to its customers. Technology utilized by ACS will provide Symetra
with industry-leading levels of functionality and performance.
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1.1.2 Reduce IT Costs. Cost reduction is a key objective for Symetra in securing Services from
ACS. ACS will continuously implement new, cost-effective technologies in order to further reduce
the overall cost of Services to Symetra.
1.1.3 Improve and Maintain Technology. ACS will implement new technologies to deliver the
Services to Symetra in order to maintain competitiveness in the quality and scope of Services
available to Symetra and to take advantage of market cost efficiencies.
1.1.4 Focus on Core Competencies. By outsourcing the Services to ACS and leveraging ACS’ core
competencies, Symetra will be able to focus more of its internal resources on providing services
to its market constituents and improve the levels of service in the outsourced areas.
1.1.5 Improve Business Processes. Symetra will learn best practices from ACS which will
allow Symetra to improve its business processes, including improving the efficiencies of delivering
services to its own customers.
1.2 Relationship Management. The relationship between the Parties shall be managed as
described in this Section and in Schedule 1.
1.2.1 IT Outsourcing Committee. A joint IT outsourcing committee, comprised of senior
business and technology staff from Symetra and ACS (the
“IT
Outsourcing Committee”), shall be
responsible for providing input and advice concerning the overall business and technology
relationship between the Parties including, without limitation, the effectiveness and value of the
Services provided by ACS and guidance to improve such effectiveness and value. The IT Outsourcing
Committee shall be chaired by a Symetra representative, and the ACS members shall include the ACS
Project Executive and appropriate ACS executives and managers. The IT Outsourcing Committee shall
meet quarterly at a Symetra facility, or more often at Symetra’s request, to discuss:
(a) the status of each Service Tower and any Problems or difficulties experienced by a
Party in transitioning to and/or delivering the Services;
(b) ACS’ compliance with the SLRs;
(c) all financial arrangements, including invoices submitted by ACS;
(d) Symetra’s satisfaction with the ACS Key Personnel;
(e) in accordance with Section 2.5.4, innovative and emerging ideas and strategies for
more effective use of IT and related business transformation services and how such
innovative ideas and strategies can more effectively impact the
enterprise transformation
of Symetra’s businesses;
(f) ACS’ future financial and operational plans relating to the business unit that
fulfills ACS’ obligations to provide Services under this Agreement, to the extent
discloseable under applicable law; and
(g) such other matters as one Party may bring to the other.
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For each such meeting, ACS shall prepare a suggested agenda, with active input from the
Symetra Project Executive. ACS shall make available its senior management personnel to answer
questions from Symetra’s senior management personnel regarding the agenda items for such meeting.
Further, the IT Outsourcing Committee may invite industry thought leaders to participate in such
meetings to facilitate information exchange and increase the value of the strategies discussed.
1.2.2 Project Executives. Each Party shall designate an individual (for Symetra, the
“Symetra Project Executive”, and for ACS, the “ACS Project Executive”), who shall be each Party’s
primary point of contact for all matters relating to this Agreement throughout the Term. The ACS
Project Executive shall be: (a) knowledgeable about the Services and each of ACS’ and its
Subcontractors’ products and services; (b) experienced at running information technology systems
and networks of a size and scope minimally equal in size and scope to those of Symetra; (c) otherwise acceptable to Symetra; and (d) assigned (in the case of each ACS Project Executive) to Symetra
for a minimum period of twenty-four (24) months, except in cases involving: (i) a voluntary or For
Cause termination; (ii) removal at Symetra’s request; or (iii) inability to work due to death,
disability or illness. Without limiting any other rights and remedies that may then be available to
Symetra, if ACS fails to comply with the terms of the foregoing subsection (d), ACS represents to
Symetra that Symetra shall have the right to communicate dissatisfaction and impact to ACS senior
operations personnel through the customer satisfaction survey process. Symetra shall have the
right to pre-approve any candidate proposed by ACS to serve as the ACS Project Executive, and to
require ACS to remove and replace any previously appointed ACS Project Executive, and ACS promptly
shall comply with any such Symetra request. The ACS Project Executive shall have overall
responsibility for directing all of ACS’ activities hereunder and shall be vested by ACS with all
necessary authority to act for ACS in connection with all aspects of this Agreement. ACS and
Subcontractor staff shall be managed in the performance of their duties by the ACS Project
Executive. Upon ACS’ request, Symetra will provide a written evaluation of the ACS Project
Executive’s performance that ACS may elect to consider when determining the ACS Project Executive’s
salary and bonus compensation.
1.2.3 Service Delivery Managers. Each Party shall designate an individual to serve as that
Party’s service delivery manager for each Service Tower (for Symetra, each, a “Symetra Service
Delivery Manager”, and for ACS, each, an “ACS Service Delivery Manager”). The primary role of the
service delivery managers is to take ownership of the day-to-day operational relationships between
Symetra’s information technology service delivery and Symetra’s business. This involves managing
and coordinating the appropriate Symetra resources across all information technology services,
including resources and services provided by ACS, to ensure optimal service delivery and ensure
that all issues raised are resolved promptly and in accordance with the applicable SLR. The
Symetra Service Delivery Manager (or his or her designee) for a particular Service Tower shall be
the only Symetra representative authorized to request chargeable services from ACS with respect to
that Service Tower, and ACS acknowledges that it shall not have the right to bill or collect from
Symetra or any of its Affiliates any amounts ACS claims it is owed for otherwise chargeable
services provided without the written authorization of the applicable Symetra Service Delivery
Manager.
1.2.4 Management Functions. At Symetra’s request from time-to-time in order to more
efficiently administer certain functional aspects of the Parties’ relationship, each Party shall
designate individual(s) to address various subject matters including, without limitation,
performance and process management, architecture and technology management, finance/contract
management, enterprise standards management, sourcing relationship management, quality assurance
management, business unit management, and transition management, with such roles and
responsibilities of these individuals as may be determined by the Parties at such time.
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1.3 Agreement
Structure.
1.3.1 Master Agreement. This Agreement provides a
framework for, and the general terms that
are applicable to, the Services that ACS will provide to Symetra under this Agreement.
1.3.2 Country Agreements. If Symetra wants to receive from ACS, and ACS agrees to provide to
Symetra, Services in countries that are located outside the United
States (each, a “New Country”),
the terms of this Agreement shall apply to Services delivered in such New Country, except that the
local Affiliates of each Party in such New Country shall execute an agreement that identifies any
country-unique terms (and/or deviations from the terms of this Agreement) that are required by
local laws in such New Country and addresses appropriate pricing for the Services to be provided in
such New Country (each, a “Country Agreement”).
1.3.3 Affiliates of Symetra. As of the
Effective Date, ACS shall be responsible for providing
to Symetra and those Symetra Affiliates identified in Schedule 7 the Services contemplated to be
received by Symetra and those Symetra Affiliates identified in Schedule 7 under this Agreement as
of the Effective Date. After the Effective Date, Symetra may add Affiliates and/or business
ventures of Symetra and/or its Affiliates to the scope of this Agreement pursuant to Section
6.2.4. ACS is fully responsible for the performance of its obligations under this Agreement with
respect to the Services provided by ACS to Symetra and its Affiliates. Symetra (and not its Affiliates) shall be responsible for paying all Fees to be paid to ACS hereunder.
1.3.4 Effect of Certain Provisions. The following Sections hereof shall be applicable to
this Agreement only, and may not be applicable to certain Country Agreements where the Services may
be provided: 14.4 and 14.5.
1.4 Interpretation. If there is a conflict among the terms in the various contract documents
including this Agreement, the Schedules, the Attachments, the Addenda, the Appendices and/or any
other documents that comprise this Agreement:
(a) to the extent the conflicting terms can reasonably be interpreted so that such
terms are consistent with each other, such consistent interpretation shall prevail; and
(b) to the extent subsection (a) does not apply, the following order of precedence will
prevail:
(i) first, the terms set forth in Attachment K (including its addenda and
appendices), excluding, however, the terms of any separately executed agreement
containing the terms set forth in Attachment K pursuant to Sections 9.2.4 and/or
14.4.1;
(ii) second, the terms set forth in the body of this
Agreement;
(iii) third, the terms set forth in the Attachments A through Q to this
Agreement (including any attachments, addenda or appendices thereto), but excluding
Attachment K and its addenda and appendices, provided that no order of precedence
shall be given among them;
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(iv) fourth, the terms set forth in the Schedules 1 through 7 to this
Agreement (including any attachments or addenda thereto), provided that no order of
precedence shall be given among them; and
(v) fifth, the terms set forth in any other documents that comprise this
Agreement, provided that no order of precedence shall be given among them.
(c)
ACS and Symetra hereby acknowledge that they have drafted and negotiated the
Agreement jointly, and the Agreement will be construed neither against nor in favor of
either, but rather in accordance with its fair meaning.
Notwithstanding the foregoing terms of this Section 1.4, to the extent a defined term in
Attachment P conflicts with a defined term in any Schedule 2, the defined term in such Schedule 2
shall take precedence over the defined term in Attachment P for purposes of that Schedule 2.
Captions and titles to Schedules, Attachments, Addenda, Appendices and/or other documents
that comprise this Agreement are used herein for convenience of reference only and shall not be
used in the construction or interpretation of this Agreement. Any reference herein to a particular
Section number (e.g., “Section 2”), shall be deemed a reference to all Sections of this Agreement
that bear sub-numbers to the number of the referenced Section (e.g., Sections 2.1, 2.1.1, etc.).
As used herein, the word “including” shall mean “including, without limitation” or “including, but
not limited to”.
ARTICLE 2
SERVICES
SERVICES
2.1 General.
2.1.1 Commencement of Services. Subject to
Symetra’s exercise of its management and
oversight functions and prerogatives as identified in Article 5 or elsewhere in this
Agreement,
ACS shall provide the Services to Symetra at or with respect to all Symetra Sites. Except as
otherwise provided in this Agreement, ACS shall procure or otherwise provide all hardware, software, network facilities and other items required to provide the Services and otherwise perform its
obligations hereunder, all of which shall be deemed included in the Fees. In accordance with the
terms of this Agreement, ACS shall begin providing: (a) the transition and other Services described
herein (excluding the Service Tower Services) at 12:01 a.m., Pacific time, on the Effective Date;
and (b) each of the Service Tower Services at 12:01 a.m., Pacific time, on the Handover Date that
is applicable to each of such Service Tower Services. Symetra shall not be precluded from
obtaining services from any other provider that may be similar or identical to the Services.
2.1.2 Locations for Performance of Services. Without Symetra’s prior written consent, ACS
shall not perform any of the Services from locations, or using employees, agents and/or contractors
(including Subcontractors), situated outside the United States. Notwithstanding the foregoing,
Symetra acknowledges and agrees that the Services identified in Attachment M will be provided from
the respective countries identified therein; however, ACS represents and warrants to Symetra that:
(a) no Symetra Data will reside in any country other than the United States; and (b) except to the
extent minimally necessary for ACS’ employees, agents and/or contractors (including
Subcontractors) to perform the Services under this Agreement, no Symetra Data, and no data,
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information and/or mechanisms (including, without limitation, sniffer traces), that would
enable a Person to discover Symetra Data, will be accessible from any country other than the United
States. ACS will provide to Symetra from time to time upon Symetra’s request a written list of all
ACS employees, agents and/or contractors (including Subcontractors), if any, who have had access to
the Symetra Data, and the contents of such written list shall include, without limitation, the name
and business location of each such employee, agent and/or contractor (including Subcontractors),
the date of access of the Symetra Data and the type of Symetra Data accessed. If any law or
regulation enacted after the Effective Date has, or is likely to have, an adverse impact on the
desirability to either Party of having such Services provided from a location outside the United
States including, without limitation, as a result of new tax and/or privacy laws, at the affected
Party’s request, the Parties shall engage in good faith negotiations to arrive at a mutually
agreeable reasonable alternative.
2.2 Service Tower Services.
2.2.1
Initial Service Tower Services. Schedules 2A, 2B, 2C, 2D, 2E, 2F, 2G and
2H (each, together with any additional Schedules relating to additional Services that may be
added to this Agreement by mutual agreement of the Parties following the Effective Date, is
sometimes referred to herein as “the applicable Schedule 2”, or similar terminology) contain a
detailed description of each of the following Service Tower Services provided by ACS that will be
available to be purchased by Symetra from ACS:
(a) Cross-Functional Services (Schedule 2A);
(b) Data Center Services (Schedule 2B);
(c) Distributed Computing Services (Schedule 2C);
(d) Data Network Services (Schedule 2D);
(e) Voice Communications Services (Schedule 2E);
(f) Help Desk Services (Schedule 2F);
(g) Output
Processing (Schedule 2G); and
(h) Content Management (Schedule 2H).
The Parties may develop additional Schedules relating to additional Services that will be provided
by ACS to Symetra hereunder. Once approved in accordance with the terms herein, all such Schedules
shall be deemed to be numbered sequentially and made a part of Schedule 2.
2.2.2 SLRs for Service Towers.
(a) Commitment to SLRs. From and after each applicable Handover Date (or upon
the occurrence of such other date or event as may be expressly set forth in a particular
Schedule 2 for a particular SLR), ACS shall perform the applicable Service Tower Services in
accordance with, and in such a manner as to meet or exceed, the SLRs. ACS shall perform
any Other Services in accordance with, and in such a manner as to meet or exceed, any SLRs
that may be set forth in the applicable Out-of-Scope Work Order or otherwise agreed to by
the Parties in writing.
(b) Measurement and Reporting. ACS shall measure its performance against the SLRs in
accordance with the methodologies specified in the applicable Schedule 2 and shall provide a
detailed, comprehensive report of its performance against the SLRs during the applicable
reporting period (“SLR Reports”) by the fifth (5th) Business Day following
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the end of the applicable reporting period. Such reports shall be provided in
accordance with Section 2.11.1 and in accordance with the SLR metrics set forth in the
applicable Schedule 2. ACS shall meet with Symetra at least monthly, or more or less
frequently if requested by Symetra, to review ACS’ actual performance against the SLRs and
shall recommend remedial actions to resolve any performance deficiencies.
(c) Root-Cause Analysis and Resolution. Promptly, but in no event later than five (5)
calendar days after ACS’ discovery of, or if earlier, ACS’ receipt of a notice from Symetra
regarding, ACS’ failure to provide any of the Services in accordance with the SLRs, ACS
shall, as applicable under the circumstances: (i) perform a Root-Cause Analysis to identify
the cause of such failure; (ii) provide Symetra with a written report detailing the cause
of, and procedure for correcting, such failure; and (iii) provide Symetra with satisfactory
evidence that such failure will not recur. ACS’ correction of any such failures shall be
performed in accordance with the time frames set forth in the applicable Schedule 2 entirely
at ACS’ expense unless it has been determined, by mutual agreement of the Parties or through
the Problem-resolution process specified in this Agreement, that: (iv) Symetra (or one of
its subcontractors, agents or Third Parties provided by Symetra and not managed by ACS)
and/or its self-managed properties and/or systems was the predominant contributing cause of
the failure and ACS could not have worked around the failure without expending a material
amount of additional time or cost; or (v) Third Party software or firmware directly resulted
in such failure; provided that such Third Party software or firmware: (A) was expressly
approved by Symetra; (B) was implemented by ACS following its standard, rigorous, documented
interoperability testing, quality assurance, user acceptance and change management
processes; (C) was unknown, undocumented and unreported prior to ACS’ implementation of
such Third Party software or firmware; and (D) ACS could not have worked around the failure
without expending a material amount of additional time or cost. In such event: (vi) ACS
shall be entitled to temporary relief from its obligation to timely comply with the affected
SLR, but only to the extent and for the duration so affected; and (vii) in the case of an
event described in subsection (iv), Symetra shall reimburse ACS for ACS’ expenses to correct
such failure, but only to the extent Symetra caused such failure, unless the Parties
otherwise mutually agree. For purposes hereof, any preexisting condition of those of
Symetra’s properties and systems that are used and managed by ACS to deliver the Services
shall not be deemed a contributing cause of any failure if such condition was or reasonably
should have been identified in ACS’ reasonable, pre-implementation diligence processes, or
as a result of ACS’ post-implementation, industry-standard quality assurance processes; provided, however, that this exception specifically shall not apply to any hidden defect that
was not identified following such diligence and quality assurance processes.
(d) Annual Review of SLRs. Symetra expects that SLRs will improve over time and that
new SLRs may be added to reflect Symetra’s changing and/or new business requirements.
Accordingly, at least once annually, Symetra expects to review and reach agreement with ACS
on, among other things: (a) adjustments to the SLRs to reflect such anticipated continuous
improvements in the SLRs; and/or (b) the addition of new SLRs. Unless requested by Symetra,
in no event will the SLRs be made less favorable to Symetra as a result of such reviews.
(e) Classifying an SLR as an SLA. Subject to limitations set forth in Schedule 5,
upon sixty (60) calendar days’ prior written notice to ACS, Symetra shall have
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the right to classify any SLR as an SLA and to re-allocate the SLA Weighting Factors
so that a Weighting Factor is applicable to such newly classified SLA.
(f) Benchmarking. As part of the Services, ACS shall conduct benchmarking with
Symetra in accordance with the terms, conditions and procedures described in Attachment A.
2.2.3 Symetra Sites. Attached hereto as Attachment B is a list of Symetra facilities
(collectively, the “Symetra Sites”) with respect to which ACS shall provide the Services.
2.2.4 Governance Regarding Relief Events. The Parties acknowledge and agree that from time
to time during the Term, events and circumstances caused by the actions or inactions of Symetra may
arise that have (or are reasonably anticipated to have) a material adverse impact on ACS’ ability
to achieve the SLRs, or otherwise provide the Services in the manner required by this Agreement,
without expending a material amount of additional time or cost (such events and circum stances,
“Relief Events”). By way of example and without limiting the foregoing, the Parties acknowledge
that a Relief Event may arise as a result of ACS’ compliance with Symetra’s instructions in
connection with an Extraordinary Event under Section 2.10 and/or as a result of Symetra’s exercise
of its retained authorities under Article 5. With respect to such Relief Events, the following
terms and principles shall apply:
(a) If a Relief Event causing ACS to be unable to provide any of the Services in
accordance with the SLRs has occurred, the terms of Section 2.2.2(c) shall apply.
(b) Without limiting ACS’ obligations under Section 2.2.2(c), if a Relief Event has
occurred, ACS shall nevertheless use commercially reasonably efforts to perform the Services
and achieve the SLRs throughout the duration of such Relief Event using existing levels of
resources dedicated to Symetra’s account, and the Parties shall work together in good faith
to address the impact of such Relief Event on the Services and the SLRs in a timely manner.
(c) To the extent that either Party anticipates or determines that a Relief Event is
likely to occur, such Party shall notify the other Party of such determination, and the
Parties shall work together in good faith in advance of the anticipated Relief Event to
establish a plan for providing the Services during such Relief Event, taking into account
the relevant specifics and details of the Relief Event. Where Symetra’s actions or
inactions are the predominant cause of the anticipated Relief Event, such plan may include
the temporary suspension of SLRs associated with the affected Services, and/or additional
fees or charges associated with Other Services provided by ACS that are designated to
address the impact of the Relief Event or achieve the SLRs during the Relief Event.
(d) If an unanticipated Relief Event occurs, and Symetra’s actions or inactions are
the predominant cause of such Relief Event, or such Relief Event is the result of a Force
Majeure Event, without limiting ACS’ obligations under Section 2.2.2(c) and this Section,
ACS shall be relieved from its obligations to meet or exceed the SLRs affected by the Relief
Event (and its responsibility with respect to any related Fee Reductions) during the duration of such Relief Event.
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2.3 Transition Services.
2.3.1 Transition Plan. Attachment C sets forth a preliminary, high-level transition
plan (the “Transition Plan”) that generally outlines the tasks, timelines, responsibilities, dependencies, major milestones, deliverables and acceptance testing procedures for each Service area.
Within thirty (30) calendar days following the Effective Date, the Parties shall develop a
detailed, complete Transition Plan, which shall replace and supersede the initial high-level
Transition Plan. In accordance with the terms set forth in the Transition Plan, ACS shall
accomplish the transparent, seamless, orderly and uninterrupted transition from the manner in which
Symetra and its Affiliates received all services prior to the applicable Handover Date to the
manner in which the Services will be provided as described herein.
2.3.2 Progress Reports. ACS shall provide to the Symetra Project Executive (or his/her
designee) a weekly written report as to the progress of completion of the activities contained in
the Transition Plan until each of ACS’ responsibilities thereunder has been completed. Such reports shall be provided in accordance with Section 2.11.1.
2.3.3 Financial Responsibility. ACS shall assume financial responsibility for providing each
of the Service Tower Services as of the applicable Handover Date. Further, at Symetra’s option, ACS
shall assume financial responsibility for providing each of the Service Tower Services irrespective
of whether handover of the applicable Service Tower Service actually has been completed as of such
date.
(a) If ACS is unable to provide any of the Service Tower Services as of the applicable
Handover Date, “assume financial responsibility” means that:
(i) ACS shall reimburse Symetra for all costs and expenses incurred by Symetra
to provide such Service Tower Services (including by way of example and not of
limitation, salaries and other payments to in-scope Symetra employees, fees under
in-scope third party contracts, etc.) or, in Symetra’s sole discretion, Symetra may
set off any such costs and expenses against the Fees, if any, due under the
Agreement; and
(ii) ACS shall be entitled to invoice Symetra for such Service Tower Services
as if ACS itself were providing such Service Tower Services.
(b) ACS shall not be required to assume financial responsibility for a particular
Service Tower Service as described in the foregoing subsection (a) to the extent ACS’
performance is excused due to a Force Majeure Event or to the extent the delay was requested by Symetra. Further, if ACS is unable to provide a particular Service Tower Service
as of the applicable Handover Date, the SLRs shall not apply until ACS actually begins providing such Service Tower Service.
2.4 Purchasing Agent Services. Without limiting ACS’ obligations to procure or otherwise
provide all hardware, software, network facilities and other items required to provide the Services as described in this Article 2, and in addition to ACS’ other responsibilities herein, as and
when requested by Symetra, ACS shall procure hardware and software (such as, for example, personal
office printers) (“Procured Technology”) from a Symetra-approved product list on Symetra’s behalf.
ACS’ procurement responsibilities in this Section 2.4 shall include, without limitation,
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evaluating ACS qualifications and independence; negotiating Symetra-favorable pricing
(including obtaining the most favorable prices, rates and discounts available); ordering,
receiving, configuring, installing, testing, maintaining and distributing all Procured Technology.
As between Symetra and ACS, all right, title and interest in and to each item of Procured
Technology shall be vested in Symetra, and Symetra shall reimburse ACS for the purchase price for
such Procured Technology.
2.5 Technology Management and Security Services.
2.5.1 General. ACS shall provide the technology management and security Services described
in this Section 2.5. ACS shall obtain Symetra’s prior written consent before acquiring,
maintaining, upgrading or replacing any asset that is used by ACS to satisfy its obligations hereunder if such acquisition, maintenance, upgrade or replacement could result in any material change
in, or adverse impact on, the method, manner, types or levels of Services that are then being
provided to Symetra.
2.5.2 Technology Upgrades and Enhancements. ACS will keep all Services under this Agreement
current with industry advances and leading technology standards. Without limiting the generality of
the foregoing, all hardware and software used to provide the Services will be kept at levels
supportable by the respective manufacturers, and equipment will be upgraded or replaced as required
to meet the SLRs and manufacturer-recommended requirements. Additionally, ACS shall notify Symetra
as soon as hardware and software upgrades and enhancements become available from their respective
vendors, and the Parties thereafter will coordinate implementation of such upgrades and
enhancements. ACS shall schedule all such upgrades and enhancements in advance and in such a way as
to prevent any interruption or disruption of, or diminution in, the nature or level of any portion
of the Services.
2.5.3 ACS’ Technology Refresh Requirements. ACS shall replace and/or upgrade its own equipment
and software periodically as specified in Attachment F. In purchasing new equipment and software,
ACS shall conform to the Technology Plan as described in Section 2.5.4. ACS will review the
proposed purchase strategies each year (or more frequently, if required) with Symetra in order to
determine which technology strategies will provide optimal and/or improved Services to Symetra.
2.5.4 Technology Planning and Innovation. On or before June 1 and December 1 of each calendar
year, or more frequently as requested by Symetra, ACS shall prepare for Symetra’s review, comments
and approval a technology plan (the “Technology Plan”) that is comprised of both short-term and
long-range plans that tie into Symetra’s business goals. The short-term plan will include
information technology budget development for the next fiscal year including, consistent with the
requirements of Section 2.5.3, identification of software and hardware for which technology refresh may be needed in the next Contract Year, and a projected time schedule for procuring the
necessary software, hardware and services and implementing the proposed changes. The long-range plan
will include strategic and flexible use of information technology systems in light of Symetra’s
anticipated business goals, current mission, objectives, priorities and strategies. Once approved
by Symetra, each Technology Plan will be deemed to be incorporated in and made a part of this
Agreement. ACS will on a regular basis and prior to preparing each annual Technology Plan: (a) identify
ACS and non-ACS products and technology services that may benefit Symetra and support the mission,
goals and objectives of Symetra; (b) identify ACS or Symetra resources required to complete the
short-term and long-range plans; and (c) upon Symetra’s request, investigate the requirements,
costs and benefits of new technology. Notwithstanding the development of the Technology Plan on
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an annual basis as described herein, ACS also shall have an ongoing responsibility to
regularly provide Symetra with information regarding any newly improved or enhanced commercially
available information technologies that reasonably could be expected to have a positive impact on
Symetra including, without limitation, in the areas of increased efficiency, increased quality
and/or reduced costs (“Enhanced Technology”). At a minimum, at least once annually, or more
frequently as requested by Symetra, ACS shall meet with the IT Outsourcing Committee and provide a
written report to the IT Outsourcing Committee that identifies any Enhanced Technology that ACS and
its principal Subcontractors are developing and IT trends of which Symetra should be made aware.
Upon identifying any Enhanced Technology that the Parties believe would materially improve
performance, capacity, bandwidth, or reduce the cost, of the Services, the Parties will meet and
discuss in good faith the terms upon which such Enhanced Technology may be implemented into the
Services, including detailed SLRs specific to each such enhancement.
2.5.5 Asset Management. Within ninety (90) calendar days following the Effective Date, ACS
shall develop and thereafter maintain a comprehensive inventory of all: (a) equipment, software
and network connections and infrastructure used by ACS to provide the Services; (b) equipment,
software and network connections and infrastructure used by Symetra in connection with the
Services; and (c) Procured Technology. ACS shall provide an electronic copy of such inventory to
Symetra upon request. In addition, ACS shall provide Symetra with reports detailing software
usage by Symetra and other activities by Symetra relating to Symetra’s compliance with software
licenses that can be monitored by ACS in delivering the Services, provided that such responsibilities shall be detailed in each applicable Schedule 2. The Parties agree that ACS shall
have no legal or financial responsibility for Symetra’s non-compliance with such software licenses
except to the extent resulting from: (d) events subject to indemnification under Section 15.1.8;
and (e) potential breach of contract liability under this Agreement based on ACS’ failure to
comply with its obligations under this Agreement.
2.5.6 Shared Resources. Except as provided in Attachment G, ACS shall not use a shared
hardware or software environment, or any shared network or platform
(collectively, “Shared Resources”) to provide the Services. If, following the Effective Date, ACS wants to migrate or relocate any Services to Shared Resources, ACS shall provide to Symetra for its review, comments and
approval, which approval may be withheld in Symetra’s sole discretion, a proposal for such
migration or relocation, including a listing of all shared use assets that will be used to provide
the Services and a breakdown of the cost and price benefits and savings or risks to Symetra. As
part of the Disentanglement, ACS shall identify and assist Symetra with procuring suitable
functionally equivalent replacements for any Shared Resources used to provide the Services.
2.5.7 Disaster Recovery.
(a) Review of Symetra’s Disaster Recovery Plans. On or before the date specified in
the Transition Plan, ACS shall review Symetra’s existing disaster recovery plan(s) and
develop and deliver to Symetra for its review, comments and approval a detailed, complete,
written analysis of such disaster recovery plan(s) that identifies, among other things, any
deficiencies and gaps in such disaster recovery plan(s) and the changes, modifications
and/or updates recommended by ACS in order to address such deficiencies and gaps. Without
limiting the generality of the foregoing, ACS’ written analysis specifically shall address
ways to safeguard the Symetra Data and to ensure the continuing availability of all
Services, including the Service Tower Services, in accordance with the terms of this
Agreement during any event that would otherwise adversely affect ACS’ ability to safeguard
the Symetra
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Data and/or deliver the Services. Following its receipt of ACS’ analysis, Symetra
promptly shall review and comment on the same, and ACS thereafter shall update Symetra’s
disaster recovery plan(s) accordingly and, on or before the date specified in the
Transition Plan, deliver to Symetra fully updated paper and electronic copies of such
disaster recovery plan(s). Thereafter, ACS shall re-assess Symetra’s disaster recovery
plan(s) as described herein once annually (or more frequently if necessary) and, not later
than sixty (60) calendar days following commencement of the second and each subsequent
Contract Year, provide to Symetra for its review, comments and approval proposed changes,
modifications and/or updates to Symetra’s disaster recovery plan(s) in order to address any
identified deficiencies and gaps. Following its receipt of ACS’ annual assessment, Symetra
promptly shall review and comment on the same, and ACS thereafter shall update Symetra’s
disaster recovery plan(s) accordingly and, within thirty (30) days after receiving
Symetra’s comments, deliver to Symetra fully updated paper and electronic copies of such
disaster recovery plan(s).
(b) Provision of Disaster Recovery Services. Subject to, and without limiting, the
terms of this Section 2.5.7, ACS shall provide the disaster recovery Services set forth in
the applicable Schedules 2 in accordance with its own and Symetra’s disaster recovery
plan(s). ACS shall provide disaster recovery Services as described herein at all times irrespective of whether a Force Majeure Event has occurred, unless the Force Majeure Event
prevents the performance of the disaster recovery Services. Further, ACS shall provide dis
aster recovery Services if Symetra notifies ACS that a disaster has occurred. Upon the occurrence, and periodically for the duration, of any disaster, ACS shall provide regular reports
and notices to Symetra regarding the status of ACS’ response to, and recovery from, the disaster.
(c) Review and Testing of Disaster Recovery Plan. ACS’ disaster recovery Services
shall include regular (not less often than once annually) testing and updating of both its
own and Symetra’s disaster recovery plans (including plans for data backups, storage
management and contingency operations), reserving capacity at alternate site facilities and
annually testing network connectivity between such alternate site and the applicable Symetra
Sites. Symetra shall have the right to participate fully in any disaster recovery testing
conducted by ACS including being physically present at the facilities of ACS and/or any
Third Parties involved in such testing.
(d)
Fees. ACS’ costs and expenses associated with performing the obligations set forth
in this Section 2.5.7 shall be included in the Annual Services Fee as a separate annual
line item.
2.6 Standards and Procedures Manual.
2.6.1 Development of Manual. As ACS transitions and migrates Services in accordance with the
terms of the Transition Plan, ACS shall develop and continuously update a detailed,
Symetra-specific standards and procedures manual that minimally includes the contents specified in
Section 2.6.2 (the “Standards and Procedures Manual”). ACS shall deliver the first draft of the
Standards and Procedures Manual to Symetra for its review, comments and approval within ninety (90)
calendar days following the Effective Date of the Agreement and shall, with respect to each draft
of the Standards and Procedures Manual, incorporate all of Symetra’s comments and suggestions. Not
later than thirty (30) calendar days following completion of all activities under the Transition
Plan, ACS shall deliver an updated draft of the Standards and Procedures Manual to
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Symetra for its review, comments and approval and thereafter shall periodically (but not less
often than quarterly) update the Standards and Procedures Manual to reflect changes in the
operations or procedures described therein. All such updates to the Standards and Procedures Manual
shall be provided to Symetra for its prior review, comments and approval. Delivery of the initial
draft and the updated draft of the Standards and Procedures Manual as provided herein shall
constitute Critical Milestones. Prior to completion of the Standards and Procedures Manual, ACS
shall provide the Services in accordance with the standards and procedures generally used by
Symetra.
2.6.2
Contents. ACS shall provide the Standards and Procedures Manual to Symetra
electronically (and in a manner such that it can be accessed via either Symetra’s intranet or the
Internet) and communicate to all End-Users the availability of and methodology for accessing the
Standards and Procedures Manual. The Standards and Procedures Manual shall describe, among other
things, the manner in which ACS will provide the Services hereunder, including the equipment and
software being and to be used, the documentation (including, e.g., operations manuals, user
guides, specifications, and End-User support) that provide further details of such activities and
detailed problem and change management procedures. The Standards and Procedures Manual also shall
describe the activities ACS will undertake in order to provide the Services including, where
appropriate, direction, supervision, monitoring, staffing, quality assurance, reporting, planning
and oversight activities, as well as the specific measures taken to comply with all laws and
regulations that are applicable to ACS as an operator of its business or in performing its
obligations under the Agreement. The Standards and Procedures Manual also shall identify those
Services that ACS is to perform to assist Symetra in complying with its own regulatory obligations
including, without limitation, those relating to the privacy and security of the Symetra Data,
including HIPAA, the California Statute, GLB and any other laws and regulations applicable to the
Symetra Data and/or identified by Symetra. Without limiting ACS’ obligations to assist Symetra in
complying with its own regulatory obligations as described above, it is expressly agreed and
understood by the Parties that Symetra shall be responsible for compliance with all laws and
regulations that are applicable to Symetra as an operator of its business, its receipt of the
Services, its direct regulatory obligations relating to the Symetra Data and, if the terms of
Section 14.6 are applicable, its status as controller of the Symetra Data. The Standards and
Procedures Manual shall describe how the Services will be performed and act as a guide to
End-Users seeking assistance with respect to the Services offered hereunder. The Standards and
Procedures Manual shall in no event be interpreted as an amendment to this Agreement or so as to
relieve ACS of any of its performance obligations under this Agreement.
2.7 Service Compatibility. ACS shall ensure that all services, equipment, networks, software,
enhancements, upgrades, modifications and other resources, including those provided by Symetra
(collectively, the “Resources”), that are: (a) used by ACS to deliver the Services; or (b)
approved by ACS for utilization by Symetra in connection with the Services, shall be successfully
integrated and interfaced, and shall be compatible with the services, equipment, networks,
software, enhancements, upgrades, modifications and other resources that are being provided to
Symetra by Third Party service providers (collectively, the “Third-Party Resources”); provided,
however, that any such responsibilities of ACS for Resources shall be detailed in the applicable
Schedules 2. Further, ACS shall ensure that none of the Services or other items provided to
Symetra by ACS shall be adversely affected by, or shall adversely affect, those of any such Third
Party providers, whether as to functionality, speed, service levels, interconnectivity,
reliability, availability, performance, response times or similar measures. To the extent that any
interfaces need to be developed or modified in order for the Resources to integrate successfully,
and be compatible with, the Third-Party Resources, ACS shall develop or modify such interfaces as
part of the Services, pursuant to the process set forth in Section 2.8. If a question arises as to
whether a particular defect, malfunction or other
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difficulty with respect to the Services was caused by Resources or by Third-Party Resources,
ACS shall be responsible for correcting, at its cost, such defect, malfunction or difficulty,
except to the extent that ACS can demonstrate, to Symetra’s satisfaction, by means of a Root-Cause
Analysis, that the cause was not caused by Resources. In addition, ACS shall cooperate with all
Third Party service providers of Symetra to coordinate its provision of the Services with the
services and systems of such Third Party service providers. Subject to reasonable confidentiality
requirements, such cooperation shall include providing: (a) applicable written information
concerning any or all of the systems, data, computing environment, and technology direction used
in providing the Services; (b) reasonable assistance and support services to such Third Party
providers; (c) access to systems and architecture configurations of Provider to the extent
reasonably required for the activities of such Third Party providers; and (d) access to and use of
the Resources.
2.8 In-Scope Service Requests. If Symetra requires the performance of work that is not being
performed at a particular time but that is within the scope of the Services, Symetra shall deliver
to the ACS Project Executive an “In-Scope Service Request” in the form set forth in Attachment D
specifying the proposed work with sufficient detail to enable ACS to evaluate the request. If such
In-Scope Service Request is a request for access to ACS personnel versus a request for a
particular set of Services that are in the nature of a longer-term project, Symetra shall
prioritize (and re-prioritize as deemed necessary by Symetra), and ACS shall respond to, such
In-Scope Service Request as follows:
| Symetra- | Response | |||
| Designated | Symetra Corporate Headquarters & | |||
| Priority | ACS NWSC - Hillsboro | Symetra Remote Office Locations | ||
Urgent
|
Immediate | ASAP, not to exceed 8 hours | ||
Standard
|
2 Hours | 2 Business Days | ||
Low
|
8 Hours | 5 Business Days | ||
With respect to In-Scope Service Requests that are in the nature of a longer-term project,
unless the Parties mutually agree in writing to proceed otherwise, within five (5) Business Days
following the date of ACS’ receipt of such In-Scope Service Request, ACS shall provide Symetra
with a written proposal in response to the In-Scope Service Request that contains the following:
(a) a detailed description of the Services to be performed; (b) specifications (if applicable);
and/or (c) an implementation plan, with implementation to commence not later than thirty (30)
calendar days after approval thereof, unless otherwise mutually agreed. All services requested in
an In-Scope Service Request shall constitute Services for purposes of this Agreement. Following
receipt of ACS’ proposal, Symetra shall notify ACS in writing whether to proceed with the In-Scope
Service Request, and ACS shall take no further action with respect to the In-Scope Service Request
until it receives approval from Symetra. In-Scope Service Requests must be executed by the Symetra
Project Executive, or his or her designee, in order to be effective.
2.9 Out-of-Scope Work Orders.
2.9.1 Requirements and Process. From time-to-time, Symetra may solicit a response from
prospective providers to perform services that are outside the scope of the Services
(“Out-of-Scope Service(s)”). At its own cost
and expense, ACS shall submit a response (“Out-of-
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Scope Work Order”) to any such Out-of-Scope Services request that complies with the terms of
this Section within ten (10) Business Days after ACS’ receipt of Symetra’s request, or, if the
scope of the Out-of-Scope Services is such that ten (10) Business Days would be insufficient,
within a mutually agreed period of time. ACS’ proposed fees for performing each Out-of-Scope Work
Order shall be at a fixed price (to the extent the Out-of-Scope Service consists of design, build
or other development services) or at a fixed rate per unit of performance or other benefit to be
received by Symetra (to the extent the Out-of-Scope Service consists of operational or other
ongoing services), in either case based upon the lower of the Service Rates or the best rates,
terms and conditions ACS is offering or has offered to other customers for services of a similar
nature and scope. Each such response shall be in writing and shall contain the following items and
be in conformance with the process set forth herein: (a) ACS’ response to Symetra’s description
and specifications for the Out-of-Scope Services, including all services to be performed,
categories of personnel (and number of personnel within each category) required to complete the
Out-of-Scope Services, and an implementation plan; (b) the amount, schedule, and method of
payment; (c) the timeframe for performance; (d) completion and acceptance criteria; and (e) any
proposed SLRs for new services that would result from the Out-of-Scope Services. If Symetra
selects ACS as its provider with respect to the Out-of-Scope Work Order, the obligations of ACS
with respect to the Out-of- Scope Services shall be deemed Other Services under this Agreement,
and the Out-of-Scope Services and the Out-of-Scope Work Order shall be governed by all the terms
and conditions of this Agreement.
2.9.2 Potential Limitation on Future Contracts. If ACS, under the terms of this Agreement or
through the performance of tasks hereunder, develops specifications or statements of work, and such
specifications or statements of work are to be incorporated into a solicitation, at Symetra’s
option, ACS may be ineligible under Symetra’s standard procurement rules or, if such rules do not
exist, industry standard procurement rules, to bid on and perform the work described within that
solicitation as a prime contractor or subcontractor under a future Symetra contract. Except for the
foregoing, ACS shall have the ability to compete for future business with Symetra on an equal basis
with other Persons.
2.10 Extraordinary Events or Circumstances. Symetra may, at any time, in a written notice
signed by the Symetra Project Executive, or his or her designee, and as a result of an
Extraordinary Event: (a) direct ACS, in accordance with Section 2.8, to perform Services in an
extraordinary manner (e.g., perform Services at service levels above or below the SLRs for a
limited duration); or (b) direct ACS to prepare and submit a proposed Out-of-Scope Work Order more
quickly than required under Section 2.9.1; (c) direct ACS to temporarily cease the performance of
certain Services; or (d) obtain a Third Party to perform certain Services for the duration of the
Extraordinary Event. If such Extraordinary Event results in ACS’ performance of Other Services, to
the extent incremental pricing for such Other Services is not set forth in this Agreement
(including, in particular, in Schedule 4), the Parties shall engage in good faith negotiations in
order to arrive at appropriate fees and expenses to be paid to ACS in consideration of its
performance of such Other Services. If such Extraordinary Event results in ACS’ performance of
additional or fewer Services, as the case may be: (e) provided: (i) the upper Pricing Band limit
or the lower Pricing Band limit, as applicable, for such Services as specified in Schedule 3 has
not been surpassed for more than ninety (90) calendar days, the applicable pricing set forth in
Schedule 3 shall apply; or (f) once the upper Pricing Band limit or the lower Pricing Band limit,
as applicable, for such Services as specified in Schedule 3 has been surpassed for more than
ninety (90) calendar days, the Parties shall engage in good faith negotiations in order to arrive
at new pricing for the affected Service Tower Services. The rights and obligations of the Parties
under this Section 2.10 shall be in addition to those under Sections 2.5.7, 9.2.3 and similar
provisions of this Agreement addressing Force Majeure Events.
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2.11 Reports and Other Resource Materials.
2.11.1 General. In addition to any reports that may be required to be furnished pursuant to
any Schedule 2, ACS shall furnish reports to Symetra in the manner, format, and frequency, and
containing contents, reasonably requested by Symetra from time to
time. In addition to SLR Reports
and reports relating to amounts invoiced to Symetra, ACS’ reports shall include, among other
things, annual security audit reporting, including reporting on unauthorized system access
incidents, and reports regarding cost-management, Subcontractor relationships, End-User
satisfaction, human resources matters and any other pertinent data requested by Symetra. ACS
promptly shall (but not later than two (2) calendar days after gaining knowledge thereof) inform
Symetra of any deficiencies, omissions or irregularities in Symetra’s requirements or in ACS’
performance of the Services that come to ACS’ attention. ACS shall furnish Symetra with all
existing and future research and development resources, such as published materials, and industry
studies conducted for or by ACS, that pertain to the Services and that might assist Symetra in
setting its IT policies or requirements. The ACS Project Executive also shall advise Symetra of all
other matters of a material nature that he or she believes would be helpful to Symetra in setting
or revising its IT policies or requirements.
2.11.2 Media. ACS shall furnish to Symetra all reports in both hard copy and electronic form
per Symetra’s specifications in effect on the Effective Date, as the same may be reasonably
modified by Symetra from time-to-time thereafter.
2.12
Critical Milestones.
2.12.1
Designation of Critical Milestones. As of the Effective Date, the Parties have
designated certain milestones, activities, actions and/or projects under this Agreement as Critical Milestones, and have identified (in the Transition Plan or elsewhere in this Agreement) dates
for ACS to achieve such Critical Milestones. Following the Effective Date, the Parties may
designate additional milestones, activities, actions and/or projects under this Agreement as
Critical Milestones (such agreement not to be unreasonably withheld by either Party), and promptly
following such designation, the Parties shall work together cooperatively and in good faith to
agree upon appropriate dates for ACS to achieve such Critical Milestones.
2.12.2 Failure to Timely Achieve a Critical Milestone. If ACS fails to achieve any Critical
Milestone by the corresponding date for achieving such Critical Milestone, without limiting any
other rights and remedies that may be available to Symetra, Symetra shall have the right to: (a) if
applicable to the Critical Milestone, reduce the Fees by an amount equal to the Fee Reduction
calculated as provided in
Schedule 5; and/or (b) declare an Event of Default. Notwithstanding the foregoing, the remedies described in Sections 2.12.2(a) and (b) shall not be available to Symetra if and to the extent ACS’ failure to achieve any Critical Milestone by the corresponding date for achieving such Critical Milestone is due to: (c) the occurrence of a Force Majeure Event; (d) a delay by Symetra solely for its own convenience; or (e) Symetra’s material failure to perform any of its responsibilities under this Agreement that were a pre-condition to ACS’ ability to perform its obligations, provided that such failure previously was identified by ACS in writing.
Schedule 5; and/or (b) declare an Event of Default. Notwithstanding the foregoing, the remedies described in Sections 2.12.2(a) and (b) shall not be available to Symetra if and to the extent ACS’ failure to achieve any Critical Milestone by the corresponding date for achieving such Critical Milestone is due to: (c) the occurrence of a Force Majeure Event; (d) a delay by Symetra solely for its own convenience; or (e) Symetra’s material failure to perform any of its responsibilities under this Agreement that were a pre-condition to ACS’ ability to perform its obligations, provided that such failure previously was identified by ACS in writing.
2.13 End-User Satisfaction and Communication. In addition to any End-User satisfaction
survey requirements set forth in Schedule 2, not less than once quarterly, ACS shall conduct
End-User satisfaction surveys in accordance with this Section. The proposed surveys (including the
underlying instrument(s), methodology and survey plan) shall be
subject to Symetra’s review, comments
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and approval and shall cover a representative sample of the End-Users including, as a
separate sample category, senior management of Symetra. Symetra shall provide reasonable assistance
to ACS to: (a) identify the appropriate sample of End-Users; (b) distribute the surveys; and (c)
encourage participation by such End-Users in order to obtain meaningful results. ACS shall report
the results of the surveys separately from each of the End-Users or groups of End-Users as may be
specified by Symetra, and the ACS Project Executive shall review the results of each survey with
Symetra within thirty (30) calendar days following the mutually agreed deadline for completion and
return of the survey. During each such review session, ACS shall submit an End-User communication
plan to Symetra for its review, comments and approval that shall include, at a minimum, updates to
the End-Users regarding the results of the satisfaction surveys. Not later than thirty (30)
calendar days following each review session, ACS shall provide to Symetra an action plan for
addressing any problem areas identified in the survey results.
2.14 Cooperation with Symetra and Third Parties. ACS shall cooperate fully with Symetra and
all Third Parties designated by Symetra, and shall disclose such information to Symetra and such
Third Parties relating to ACS and its Subcontractors as may be reasonably required or necessary
for delivery of the Services as required herein. All such disclosures shall be subject to the
confidentiality provisions of Article 13.
2.15 Movement of an ACS Facility. Except as otherwise agreed to by the Parties in writing, if
ACS moves, relocates, alters or changes any facility (including, without limitation, any ACS data
center), such movement, relocation, alteration or change shall not: (a) result in any charges to
Symetra; or (b) alter or excuse ACS’ obligation to perform all Services in accordance with the
SLRs.
ARTICLE 3
PERSONNEL
PERSONNEL
3.1 ACS Personnel.
3.1.1 ACS Key Personnel.
(a) Designation of ACS Key Personnel. Each of the ACS Key Personnel is designated on,
and shall have the functions assigned to him or her as set forth in, Attachment E. This
Schedule may be modified from time-to-time in accordance with this Agreement and shall be
deemed modified upon any Symetra-approved replacement or substitution of a new person for
any ACS Key Personnel. Prior to the assignment, hiring or designation of any person to fill
the position or perform the duties provided by any ACS Key Personnel, Symetra shall have
the right to interview and participate in the selection of such person to fill the position
or perform the duties provided by the ACS Key Personnel to be replaced. ACS shall not hire,
assign or designate any new person to fill the position or perform the duties provided by
any ACS Key Personnel without Symetra’s prior written consent, which consent may be given
or withheld in Symetra’s sole discretion. In addition, Symetra shall not be obligated to
pay any Fees (or portion thereof) that are attributable to ACS Key Personnel until it
determines, in its reasonable discretion, that such ACS Key Personnel have sufficient
training, education and knowledge about Symetra’s then-current status and project needs.
ACS shall ensure that all ACS Key Personnel have at least one designated individual as his
or her core knowledge backup, ACS acknowledging that cross-sharing of knowledge is critical
to minimizing the potential impact to Symetra if any of the ACS Key Personnel become
unavailable for any reason. ACS Key Personnel shall treat Symetra as their most favored
customer
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and shall give Symetra priority over all of ACS’ other customers. All other ACS
employees who are assigned to Symetra shall treat Symetra as a priority customer.
(b) Removal/Replacement of ACS Key Personnel by ACS. All ACS Key
Personnel shall be assigned to perform the Services on such basis (e.g., full time
assignment or otherwise) as needed to ensure that the Services contemplated hereunder are
provided in an efficient and timely manner. Except as otherwise permitted in Section
1.2.2(d), without Symetra’s prior written consent, ACS shall not: (i) undertake any action
with respect to any ACS Key Personnel that would result in the alteration or reduction of
time expended by such ACS Key Personnel in performance of ACS’ duties hereunder; or (ii)
transfer, reassign or otherwise re-deploy any ACS Key Personnel from performance of ACS’
duties under this Agreement, except in cases involving: (i) a voluntary or For Cause
termination; (ii) removal at Symetra’s request; or (iii) inability to work due to death,
disability or illness. If any one of the ACS Key Personnel comes unavailable to perform
his/her duties for any reason, subject to the terms of subsection (c) below, within
forty-eight (48) hours thereafter, ACS shall replace such person with another person
approved by Symetra that is at least as well qualified as the person being replaced. For
purposes of this Section, the movement of ACS Key Personnel from the employ of ACS to an
Affiliate or a Subcontractor of ACS shall be considered a reassignment requiring Symetra’s
consent and not a cessation of employment. If ACS removes or temporarily reassigns the ACS
Key Personnel in accordance with the terms of this Section, Symetra may withhold any and all
payments due or that become due to ACS until the ACS Key Personnel vacancy is filled by a
qualified replacement, as approved by Symetra.
(c) Removal of ACS Personnel by Symetra. Notwithstanding anything contained herein to
the contrary, if Symetra believes that the performance or conduct of any Person employed or
retained by ACS to perform ACS’ obligations under this Agreement (including, without
limitation, ACS Key Personnel) is unsatisfactory for any reason or is not in compliance with
the requirements of this Agreement, Symetra shall so notify ACS in writing and ACS shall
promptly address the performance or conduct of such person, or, at Symetra’s request,
immediately replace such Person with another Person acceptable to Symetra and with
sufficient knowledge and expertise to perform the Services in accordance with this
Agreement. Symetra shall not be responsible for any relocation expenses associated with
ACS’ compliance with this Section or any other term or condition of this Agreement.
(d) Transition. If: (i) ACS is obligated to replace an individual as provided in
subsection (c) above; or (ii) ACS wants to replace or reassign any of the ACS Key Personnel,
and either Symetra consents to such replacement or reassignment, or Symetra’s consent to
such replacement or reassignment is not required as provided in subsection (b) above, then:
(1) the terms of subsection (a) above with respect to Symetra’s right to select replacement
personnel for any ACS Key Personnel shall apply; (2) the proposed replacement personnel
shall be “qualified,” meaning that the proposed replacement personnel shall possess
comparable experience and training as the ACS personnel to be replaced; and (3) the replacement personnel shall work with the replaced personnel during a mutually agreed transition
period, the duration of which shall be determined based on the duties and
responsibilities of the person to be replaced, and all costs and expenses associated with
educating and training the replacement personnel shall be borne by ACS. Without limiting
the generality of the foregoing, the transition period for the ACS Project Executive shall
be at least one (1) month in length. In addition, provided the replaced personnel remains
employed by ACS, such individual
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shall continue to be available by telephone to answer any Services or Other
Services-related questions.
3.1.2 Additional Personnel Requirements. In addition to ACS Key Personnel, ACS shall provide
and make available such additional staff and personnel as ACS deems necessary to properly perform
all of ACS’ obligations under this Agreement, all of whom shall, prior to their assignment to
perform Services, be subject to security clearances by ACS consistent with any applicable policies
and/or practices as may be requested and/or approved by Symetra. All costs and expenses
associated with providing, equipping and retaining ACS staff and other personnel is included within
the Fees, including, without limitation, all wages (including overtime payments), benefits of
employment, applicable payroll taxes, and all associated staffing costs such as training and education, office supplies, PC refreshment, travel and lodging costs and recruiting and relocation
expenses. On the Effective Date and at the end of every six (6)-month period after the Effective
Date, ACS shall provide Symetra with a written list of all ACS and Subcontractor personnel whose
time is dedicated fifty percent (50%) or more to providing Services hereunder, and the contents of
such written list shall include, without limitation, the employees’ names, dates of placement,
assignment addresses, assigned duties and responsibilities, and the names of the person to whom
they are required to report.
3.1.3 Minimum Proficiency Levels. ACS Key Personnel, and all other personnel assigned by ACS
or its Subcontractors to perform ACS’ obligations under this Agreement, shall have experience,
training and expertise sufficient to perform ACS’ obligations under this Agreement including,
without limitation, ACS’ obligations with respect to the SLRs. Whenever ACS and/or an ACS
Subcontractor indicates that a Person has a specific level of experience or expertise, such Person
shall in fact possess such experience and expertise. Symetra shall not be required to pay for Services provided by any Person who does not possess the promised levels of experience and expertise.
3.1.4 Specialized Personnel. As part of its provision of Services, ACS shall ensure that all
ACS personnel (and the personnel of any ACS Subcontractors) performing Services in work areas
requiring specific health, regulatory (including, without limitation, HIPAA, the California Statute, GLB and other regulations identified by Symetra), security or safety-related expertise are
trained, qualified, and available to perform the Services in such areas as such training is commercially appropriate for the Services performed by such personnel. As reasonably requested by ACS,
Symetra shall make available to ACS personnel (and to the personnel of any ACS Subcontractor(s))
any regulatory training that Symetra makes available to its own personnel in such work areas, with
all costs and expenses associated with such training (if any) to be borne by ACS.
3.1.5 Training. At its own cost and expense, ACS shall provide, and cause its Subcontractors
to provide, all such training to the employees of ACS and its Subcontractors as may be necessary
for them to perform all of ACS’ duties under this Agreement (including technical training as well
as training regarding applicable administrative matters such as training regarding Symetra-specific
policies and SOPs), and, in any event, levels of training equal to or greater than the average
levels of training given to other ACS and/or Subcontractor employees holding corresponding
positions.
3.1.6 Supervision and Conduct of ACS Personnel. Except as expressly set forth herein, neither
ACS, its Subcontractors, nor the employees of any of them, are or shall be deemed to be employees
of Symetra. ACS or, with respect to Persons who work for an ACS Subcontractor, the applicable ACS
Subcontractor(s), shall be responsible for their own staff assigned to provide Services
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under this Agreement, and, subject to this Article 3, ACS (directly or through ACS
Subcontractors) shall have the sole right to direct and control the management of such staff. ACS
and, in respect of Persons who work for ACS’ Subcontractors, ACS’ Subcontractors, shall: (a)
determine and pay all applicable wages and salaries, including applicable overtime and other
premium pay; (b) provide welfare and retirement benefits, as it deems necessary or desirable; (c)
comply with applicable tax laws, including income tax and employment tax withholding laws; (d)
comply with all applicable laws governing the relationship between ACS or ACS’ Subcontractors and
their respective employees, including laws relating to accommodation of disabilities, equal pay,
provision of leave (e.g., FMLA, jury duty, etc.), unlawful discrimination, as well as wage and
hour law requirements; (e) comply with all workers’ compensation insurance coverage laws; (f) file
all applicable reports with federal, state and local agencies and authorities as required by law;
(g) maintain all required employment records, including 1-9, personnel and medical files
consistent with applicable law and customary business practices; and (h) comply with all
applicable equal employment opportunity laws (including, without limitation, Executive Order 11246
as well as all other related laws and regulations). While at or on the premises of Symetra,
personnel of ACS and ACS’ Subcontractors shall: (i) conduct themselves in a businesslike manner;
and (j) comply with the requests and standard rules of Symetra regarding safety and health and
personal, professional and ethical conduct (including, without limitation, those contained in
Symetra’s employee manuals and other written policies and procedures) as may be required for such
locations.
3.2 Symetra Personnel. The Symetra Project Executive shall act as the primary liaison between
Symetra and the ACS Project Executive and have overall responsibility for the day-to-day oversight
of ACS’ performance under this Agreement and coordination of Symetra’s retained authorities, as
well as the additional personnel described in Section 3.1, in order to perform Symetra’s responsibilities hereunder. If any one of such Symetra personnel is unable to perform the functions
or responsibilities assigned to him or her in connection with this Agreement, or if he or she is no
longer employed by Symetra, Symetra shall replace such person or reassign the functions or
responsibilities to another Person.
3.3 Solicitation of Personnel. Except as provided in Section 10.3.6, during the Term and for
a period of twelve (12) months thereafter, neither Party shall, without the prior written consent
of the other Party, directly or indirectly solicit for employment any employee of the other who is
involved in the performance of this Agreement. Notwithstanding the
foregoing, a Party (the “Recruiting Party”) will not have violated the terms set forth in the preceding sentence if an
employee of the other Party: (a) responds to a general, non-targeted solicitation for employment
issued by the Recruiting Party, such as a newspaper advertisement; or (b) is contacted by a
recruiter for the Recruiting Party, where the recruiter has not been instructed by the Recruiting
Party to target the employees of the other Party.
3.4 Personnel Restriction. With respect to any ACS Project Executive, provided such ACS
Project Executive remains employed by ACS or one of its Affiliates, for a period of twelve (12)
months following the date on which such ACS Project Executive last provided Services to Symetra
hereunder, ACS shall restrict such ACS Project Executive from directly or indirectly, through the
education of other persons or otherwise, providing services to any of the Symetra Competitors.
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ARTICLE 4
ASSETS AND THIRD-PARTY CONTRACTS
ASSETS AND THIRD-PARTY CONTRACTS
4.1 Symetra Retained Equipment.
4.1.1 General. Symetra will furnish to ACS, for ACS’ use at no charge, the equipment owned
by Symetra (the “Symetra-Owned Equipment” ), and the equipment leased by Symetra (the
“Symetra-Leased Equipment” ) that are listed in the applicable Schedule 2, but for each such item of
Symetra-Owned Equipment and Symetra-Leased Equipment, only for that portion of the Term occurring
prior to the date on which, in the case of Symetra-Owned Equipment, Symetra fully depreciates such
item of equipment and, in the case of Symetra-Leased Equipment, the lease expires for such item of
Symetra-Leased Equipment, after which time ACS shall de-install and replace such item of equipment
at ACS’ own cost and comply with Symetra’s reasonable directions regarding the disposal or other
disposition of such item of equipment. The Symetra-Owned Equipment and Symetra-Leased Equipment
will remain the property of Symetra and a Symetra-retained expense; however, ACS shall be
responsible for managing all such equipment. The applicable Schedule 2 shall be deemed to be
updated to include any additional Symetra-Owned equipment and/or Symetra- Leased equipment made
available by Symetra for ACS’ use in providing the Services. Notwithstanding the location of any
Symetra-Owned Equipment or Symetra Leased Equipment at an ACS or other non-Symetra facility, or the
failure to list any item of Symetra-Owned Equipment or Symetra-Leased Equipment on the applicable
Schedule 2, all right, title and interest in and to any Symetra-Owned Equipment and Symetra-Leased
Equipment will be and remain in Symetra, and ACS will have no title or ownership interest in such
Symetra-Owned Equipment and Symetra-Leased Equipment. ACS will provide Symetra with reasonable
access to all Symetra-Owned Equipment or Symetra-Leased Equipment located at an ACS or other
non-Symetra facility, and, notwithstanding any contrary terms that may be contained herein, will be
responsible for all costs and expenses associated with repair or replacement of any Symetra-Owned
Equipment or Symetra-Leased Equipment or any part thereof damaged (reasonable wear and tear
excepted) by the employees, agents or invitees of ACS, its Affiliates and/or its Subcontractors
(excluding Symetra).
4.1.2 Third-Party Approvals. ACS and Symetra shall work together to identify, and Symetra
with ACS’ assistance thereafter will take all actions reasonably necessary to obtain, any consents,
approvals or authorizations from Third Parties as required for ACS to lawfully access, operate,
and use (at or from any location where Services are to be provided) the Symetra-Owned Equipment and
the Symetra-Leased Equipment. Symetra hereby appoints ACS to act as its single point of contact
for all matters pertaining to the Symetra-Owned Equipment and the Symetra-Leased Equipment, and
with Symetra’s approval, ACS promptly will notify all appropriate Third Parties of such
appointment. Symetra may at any time revoke such appointment and/or exercise control over ACS’
actions with respect to such Third Parties.
4.1.3 Return of Symetra Equipment. Unless a later return date is requested by Symetra,
thirty (30) calendar days following any expiration or termination of this Agreement, ACS will
return each item of Symetra-Owned Equipment and Symetra-Leased Equipment to Symetra (excluding
those items of equipment that previously were replaced by ACS as described in Section 4.1.1) in
substantially the same condition it was in when initially provided to ACS, reasonable wear and tear
excepted.
4.2 ACS Equipment. “ACS Equipment” means equipment owned, leased or otherwise held by ACS
that is dedicated solely to ACS providing the Services. Notwithstanding the location of
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ACS Equipment at a Symetra facility, all right, title and interest in and to any such ACS
Equipment will be and remain in ACS, and Symetra will not have any title or ownership interest in
the ACS Equipment.
4.2.1 Use of ACS Equipment by ACS Employees. ACS may provide ACS Equipment for use by ACS
employees on behalf of Symetra, at no additional charge to Symetra.
4.2.2 Provision of ACS Equipment to Symetra. ACS may, upon mutual agreement with Symetra as to
equipment and charges (if any), provide to Symetra certain ACS Equipment at mutually agreed
location(s), and on a mutually agreed delivery schedule. With the advice of ACS, Symetra will
prepare and maintain at Symetra’s cost and expense any Symetra facility in which ACS Equipment will
be installed in accordance with the manufacturers’ specifications and all applicable codes,
statutes, regulations and standards.
4.2.3 Installation of ACS Equipment. ACS will arrange for, and will determine the mode of
transportation and installation of each item of ACS Equipment to such location(s) as may be
mutually agreed to by the Parties. If Symetra relocates any Symetra facility in which ACS Equipment
may be installed, Symetra will be responsible for the relocation costs of such ACS Equipment. If
ACS requests the relocation of any ACS Equipment, ACS shall be responsible for the associated
relocation costs.
4.2.4 Maintenance of ACS Equipment. ACS will be responsible for maintaining all ACS Equipment
after installation at a Symetra location; provided, however, that Symetra will be responsible for
all costs and expenses of repair or replacement to correct any damage to ACS Equipment or any part
thereof (reasonable wear and tear excepted) caused by Symetra, or one of their employees, agents
or invitees (exclusive of the employees, agents and/or invitees of ACS, its Affiliates and/or its
Subcontractors).
4.3 Software.
4.3.1 ACS-Licensed Third Party Software.
(a) Category 1 Software. Schedule L to this Agreement sets forth the software that is
owned by a Third Party and licensed by ACS and/or any of its Affiliates on an enterprise-wide
basis (meaning pursuant to a license that is not specific to Symetra) that Symetra agrees ACS may
use to provide the Services (together with all supporting documentation, media and related
materials, including all modifications, enhancements, updates, replacements and other Derivative
Works thereof, the “Category 1 Software”). ACS shall grant to Symetra, its Affiliates and their
employees and independent contractors the right to use, or receive the benefit of the use by ACS
of, the Category 1 Software during the Term and during the Disentanglement Period. If and as
requested by Symetra during the Disentanglement Period and at no additional charge to Symetra,
ACS shall assist Symetra, its Affiliates and/or the Replacement Provider in procuring a license,
and in securing maintenance and support, with respect to the Category 1 Software commencing on the
Expiration Date and continuing thereafter for as long as Symetra requires at competitive rates
(which license and maintenance and support fees shall be paid by Symetra). Except as provided in
the preceding sentence, all costs and expenses associated with the Category 1 Software including,
without limitation, license, maintenance and support, implementation and/or upgrade fees, shall be
deemed to be included in the Fees. All right, title and interest in
and to the Category 1 Software
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(excluding Derivative Works that contain Work Product) shall remain with the
applicable Third Party.
(b) Category 2 Software. Schedule L to this Agreement sets forth the software that is
owned by a Third Party and licensed by ACS and/or its Affiliates solely for use in
performing its obligations under this Agreement (meaning pursuant to a license that is
specific to Symetra) that Symetra agrees ACS may use to provide the Services (together with
all supporting documentation, media and related materials, including all modifications,
enhancements, updates, replacements and other Derivative Works thereof, the “Category 2
Software” ). ACS shall obtain for Symetra a non-exclusive, non-transferable, fully paid
license for Symetra, its Affiliates and their employees and independent contractors to use,
or receive the benefit of the use by ACS, of the Category 2 Software during the Term and
during the Disentanglement Period. If ACS is unable to procure such a license, ACS shall so
notify Symetra in writing and Symetra may: (i) waive all or any portion of the foregoing
license scope requirements in writing; or (ii) become directly involved in negotiations with
the Third Party. ACS shall also procure the advance consent of each Third Party software
vendor of Category 2 Software to an assignment to Symetra, its Affiliates and/or the
Replacement Provider, of the license agreement between such Third Party software vendor and
ACS during the Disentanglement Period. If such consent cannot be obtained from any Third
Party software vendor, ACS shall so notify Symetra in writing, and Symetra may: (iii) waive
this requirement in writing; or (iv) elect to license the applicable Category 2 Software
directly from the applicable Third Party software vendor. If Symetra licenses such Category
2 Software directly from the Third Party software vendor, the software shall be deemed
Category 3 Software for purposes of this Agreement. If and as requested by Symetra during
the Disentanglement Period and at no additional charge to Symetra, ACS shall assist Symetra,
its Affiliates and/or the Replacement Provider in procuring a license (if necessary) and
securing maintenance and support with respect to the Category 2 Software commencing on the
Expiration Date and continuing thereafter for as long as Symetra requires at competitive
rates (which license (if any) and maintenance and support fees shall be paid by Symetra).
All costs and expenses associated with the Category 2 Software including, without
limitation, license, maintenance and support, implementation and/or upgrade fees (but
excluding any assignment-related consent fees as described above), shall be deemed to be
included in the Fees. All right, title and interest in and to the Category 2 Software
(excluding Derivative Works that contain Work Product) shall remain with the applicable
Third Party.
4.3.2 Symetra-Licensed Third Party Software.
(a) Category 3 Software. Schedule L sets forth certain Third Party software licensed
by Symetra that ACS may access and/or use in providing the Services during the Term and
during the Disentanglement Period (“Category 3
Software” ). Symetra will attempt to secure
the appropriate consents and approvals required to enable ACS to access and/or use the
Category 3 Software, and if it is unable to do so, the terms of Section 4.3.2(c) shall
apply. ACS will pay all required license, maintenance and support, implementation and
upgrade fees with respect to the Category 3 Software (up to those amounts that ACS would
have been required to pay if such Software constituted Category 2 Software), and Symetra
shall pay all required costs and expenses (including, without limitation, license and
consent charges imposed by software vendors) required to permit usage by ACS of the
Category 3 Software under this Agreement. All right, title and interest in and to the
Category 3 Software
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(excluding Derivative Works that contain Work Product) shall remain with the
applicable Third Party.
(b) Category 4 Software. Schedule L sets forth certain Third Party software licensed
by Symetra that ACS may access and/or use in providing the Services during the Term and
during the Disentanglement Period (“Category 4
Software” ). Symetra will attempt to secure
the appropriate consents and approvals required to enable ACS to access and/or use the
Category 4 Software, and if it is unable to do so, the terms of Section 4.3.2(c) shall
apply. Symetra will pay all required: (i) license and maintenance fees, including fees
associated with the purchase of any upgrades, with respect to the Category 4 Software; and
(ii) all costs and expenses (including, without limitation, license and consent charges
imposed by software vendors) required to permit usage by ACS of Category 4 Software under
this Agreement. All right, title and interest in and to the Category 4 Software (excluding
Derivative Works that contain Work Product) shall remain with the applicable Third Party.
(c) Consents and Approvals. If any consents or approvals under this Section 4.3.2 are
required to be obtained but are not reasonably available, Symetra will not be required to
obtain them, and Symetra and ACS agree to negotiate in good faith as to the impact of the
lack of consent and to produce a reasonable alternative.
4.3.3 Category 5 Software. Schedule L sets forth the software that is owned by ACS and/or
any of its Affiliates that Symetra agrees ACS may use to provide the Services (together with all
supporting documentation, media and related materials, including any and all modifications,
enhancements, updates, replacements and other Derivative Works
thereof, the “Category 5 Software” ). ACS shall grant to Symetra a non-exclusive, non-transferable (except in accordance with
Section 19.5), fully paid, license for Symetra, its Affiliates and their employees and
independent contractors to use, or receive the benefit of the use by ACS of, such Category 5
Software during the Term and during the Disentanglement Period. All costs and expenses associated
with the Category 5 Software including, without limitation, license, maintenance and support,
implementation and/or upgrade fees, shall be deemed to be included in the Fees. All right, title
and interest in and to the Category 5 Software (excluding Derivative Works that contain Work
Product) shall remain with ACS.
4.3.4 Category 6 Software. Schedule L sets forth the software that is owned by Symetra
and/or any of its Affiliates that Symetra may instruct ACS to use in connection with the Services
(together with all supporting documentation, media and related materials, including any and all
modifications, enhancements, updates, replacements and other Derivative Works thereof, the
“Category 6 Software” ). All right, title and interest in and to the Category 6 Software shall
remain with Symetra and/or its Affiliates, and ACS will have no ownership interests or other rights
in the Category 6 Software, provided that Symetra grants to ACS the right to access and use the
Category 6 Software as necessary to provide the Services. The Category 6 Software will be made
available to ACS in such form and on such media as ACS may reasonably request, together with
existing documentation and other available materials. If ACS is authorized to make any changes to
any Category 6 Software, such changes will be authorized by the change management procedure to be
developed as part of the Standards and Procedures Manual. ACS will document any such changes, and
all such changes shall constitute Category 6 Software and shall be treated as Work Product for
purposes of this Agreement. Without Symetra’s prior written permission, ACS will not access or use
the Category 6 Software for any purpose other than the provision of Services hereunder.
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4.4 Assigned Contracts. Attachment H sets forth the written support, maintenance and other
agreements that are expected to be assigned to ACS for use in providing the Services. If any
agreement inadvertently was omitted from such Schedule, at Symetra’s request, the Parties shall
work together in a cooperative manner to effectuate the assignment of such agreement to ACS. If
Symetra is unable to effectuate an assignment of any of such agreements, such agreements shall
become subject to the terms of Section 4.5.
4.5 Managed Contracts. Attachment I sets forth the support, maintenance and other agreements
that will be managed by ACS as part of the Services (collectively,
the “Managed Contracts” ). If
any agreement inadvertently was omitted from such Schedule, at Symetra’s request, the Parties shall
add such agreement to Attachment I. Symetra will attempt to secure the appropriate consents and
approvals required to enable ACS to perform its obligations relating to the Managed Contracts. If
any such consents or approvals are not reasonably available, Symetra will not be required to
obtain them, and Symetra and ACS agree to negotiate in good faith as to the impact of the lack of
consent and to produce a reasonable alternative. Symetra hereby appoints ACS to act during the Term
as its single point of contact for all matters pertaining to the Managed Contracts, and with
Symetra’s approval, ACS promptly will notify all appropriate Third Parties of such appointment.
Symetra may at any time revoke such appointment and/or exercise reasonable control over ACS’ actions with respect to such Third Parties as it relates to the provision of Services.
4.6 Further Assurances. Symetra and ACS agree to execute and deliver such other instruments
and documents as either Party reasonably requests to evidence or effect the transactions
contemplated by this Article 4.
4.7 Use of Symetra Facilities. Symetra shall make reasonably necessary office space,
furnishings, and storage space (the “Symetra Facilities”) available to ACS’ on-site personnel performing Services at any Symetra Site throughout the Term and shall maintain Symetra Facilities in
areas and at a level similar to that which it maintains for its own employees performing similar
work. Office space, furnishings, storage space, and assets installed or operated on Symetra
premises, and supplies allocated, are provided “AS IS, WHERE IS,” and “WITH ALL FAULTS”. Symetra
shall provide ACS reasonably unencumbered access to such facilities as is reasonably required for
ACS to provide the Services. Any furnishings (other than basic office furnishings) and office
supplies for the use of ACS’ (and its Subcontractors’) personnel are the exclusive responsibility
of ACS. ACS shall be entitled to make improvements and/or structural, mechanical and/or electrical
changes to any space where ACS’ personnel are performing Services on-site at any Symetra Site,
provided that: (i) such improvements shall have been previously approved in writing by Symetra
(which approval may be withheld in Symetra’s sole discretion); (ii) such improvements shall be made
at no cost or expense to Symetra; (iii) any contractors used by ACS to perform such improvements
shall have been identified or otherwise approved in writing by Symetra; and (iv) Symetra shall be
granted, without further consideration, all rights of ownership in such improvements.
4.7.1 Specific Hardware and Carrier Charges. ACS shall provide and be responsible for all
such telephone and modem lines, telephones, computers and peripheral devices, computer
connections, and network access, as may be necessary for ACS to provide the Services. ACS shall be
responsible for all usage-based carrier charges incurred by ACS personnel and all usage-based
carrier charges incurred to provide a telecommunications link between ACS and any Symetra Site.
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4.7.2 Access to Personnel and Information. The Parties shall cooperate with each other in all
matters relating to ACS’ performance of the Services. With respect to Symetra, such cooperation
shall be limited to providing, as reasonably required by ACS for the performance of the Services,
access to Symetra’s administrative and technical personnel, other similar personnel, and network
management records and information.
4.7.3 Other Facility-Related Obligations. Except as expressly provided in this Agreement,
ACS shall use Symetra Facilities for the sole and exclusive purpose of providing the Services to
Symetra. Use of such facilities by ACS does not constitute a leasehold interest in favor of ACS.
ACS shall use Symetra Facilities in a reasonably efficient manner. The employees and agents of
ACS, and its Subcontractors shall keep the Symetra Facilities in good order, shall not commit or
permit waste or damage to such facilities, and shall not use such facilities for any unlawful
purpose or act. ACS shall comply, and shall cause its employees and
the employees of its Subcontractors to comply, with all applicable laws and regulations, including all of Symetra’s standard
policies and procedures that are provided to ACS in writing regarding access to and use of Symetra
Facilities, including procedures for the physical security of the Symetra Facilities. When Symetra
Facilities are no longer required for performance of the Services, ACS shall return such
facilities to Symetra in substantially the same condition as when ACS began use of such facilities,
subject to reasonable wear and tear. ACS shall not cause the breach of any lease agreements
governing use of Symetra Facilities.
ARTICLE 5
RETAINED AUTHORITIES
RETAINED AUTHORITIES
5.1 General. Symetra shall retain the exclusive right and authority to set Symetra’s IT
strategy and to determine, alter, and define any or all of Symetra’s requirements and operational
and/or business processes and procedures. Symetra shall have the right to approve or reject any or
all proposed decisions regarding infrastructure design, technical platform, architecture and
standards and, subject to the change management procedures that will be developed as part of the
Standards and Procedures Manual, will have the right and authority to cause ACS at any time to
change any or all of the foregoing. If ACS can demonstrate that a particular exercise of Symetra’s
rights and authorities as stated in this Section may interfere with or degrade ACS’ provision of
the Services or have a materially detrimental impact on ACS’ cost of providing the Services or time
for delivery of the Services, the Parties shall mutually agree to any proposed exercise of such
right or authority pursuant to the terms of change management procedures that will be developed as
part of the Standards and Procedures Manual prior to the implementation thereof. Symetra shall
consult with ACS to inform ACS of significant changes in Symetra’s IT strategy and changes in its
requirements and business processes relating to the Services. ACS shall actively participate in
any of the foregoing as Symetra requests and shall provide Symetra with advice, information and
assistance in identifying and defining IT projects and future IT requirements to meet Symetra’s
objectives.
5.2 Specific Retained Authorities. Without limiting the generality of Section 5.1,
Symetra shall retain exclusive authority, discretion and rights of approval with respect to
the activities described in this Section 5.2, and ACS shall obtain Symetra’s prior written
approval before undertaking any such activities.
5.2.1 Strategic and Operational Planning. Symetra shall retain exclusive authority,
discretion and rights of approval with respect to strategic and operational planning, which
includes the following:
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(a) developing a series of comprehensive standards and planning guidelines pertaining
to the development, acquisition, implementation, and oversight and management of IT
systems;
(b) identifying and implementing opportunities for reducing costs for IT systems
considering alternatives suggested by ACS;
(c) approving or disapproving, in accordance with guidelines established by Symetra,
each proposed acquisition of hardware or software for an IT system;
(d) approving or disapproving, in accordance with guidelines established by Symetra,
all requests or proposed contracts for consultants for IT systems;
(e) defining and evaluating IT services, including service availability and minimum
acceptable service levels; service specifications and standards; selection of suppliers;
security requirements; scheduling, prioritization, and service conflict resolution among
End-Users; help desk rules; and general operational management guidelines; and
(f) service-provider strategy, including selection of providers; specialized provider
relationships (e.g., telecommunications); and quality assurance standards.
5.2.2 Service Design and Delivery. Symetra shall retain exclusive authority, discretion and
rights of approval with respect to service design and delivery, which includes the following:
(a) selecting designs of specific technologies and services from alternatives
suggested by ACS;
(b) selecting specific technologies, hardware and software from alternatives suggested
by ACS for implementation of such designs;
(c) selecting providers of specific technologies, hardware and software from
alternatives suggested by ACS; and
(d) selecting implementation schedules and activities from alternatives suggested by
ACS.
5.2.3 Moves, Adds and Changes. Symetra shall retain exclusive authority, discretion and
rights of approval with respect to ordering move, add and change activities.
5.2.4 Business Process Reengineering. Symetra shall retain exclusive authority, discretion
and rights of approval with respect to any business process reengineering opportunities identified
by ACS. The Parties shall ensure that performance metrics related to any business process
reengineering are accurately and appropriately developed. Notwithstanding anything contained in
this Section 5.2.4 or anywhere else in this Agreement to the contrary, Symetra shall retain sole
control over its business operations.
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5.2.5 Contract Management. Symetra shall retain exclusive authority, discretion and rights of
approval with respect to managing this Agreement and Symetra’s relationship with ACS.
5.2.6 Budget Management. Symetra shall retain exclusive authority, discretion and rights of
approval with respect to managing Symetra’s annual budget for all Symetra operations, utilizing
ACS’ estimates for Services included in the scope of this Agreement and for additional services
planned or anticipated throughout the Term.
5.2.7 Validation and Verification. Symetra shall retain exclusive authority, discretion and
rights of approval with respect to performing validation and verification activities in relation to
key projects and operational processes.
5.2.8 Review and Acceptance.
(a) General. Symetra shall have the right to review and accept or reject all
components, deliverables and systems to be provided by ACS to Symetra under this Agreement,
pursuant to the methodology set forth in this Section.
(b) Acceptance Testing. Following ACS’ notification to Symetra that ACS has completed
any component or deliverable identified in this Agreement, including In- Scope Service
Requests and Out-of-Scope Work Orders, at a mutually agreed scheduled time thereafter,
Symetra shall begin testing the component or deliverable to determine whether such component
or deliverable conforms to the applicable specifications and/or standards (collectively, the
“Acceptance Criteria”). After Symetra has completed such testing or upon expiration of the
agreed-upon testing period (the “Acceptance Testing Period”), Symetra shall notify ACS in
writing either that: (i) the component or deliverable meets the Acceptance Criteria and
that acceptance of such component or deliverable has occurred (“Acceptance”); or (ii) the
Acceptance Criteria have not been met and, in accordance with subsection (c) below, the
reasons therefor. If the component or deliverable is identified as being part of a larger,
integrated system being developed thereunder, then any Acceptance under the terms of this
subsection shall be understood as being conditional acceptance (“Conditional Acceptance”),
and such component or deliverable shall be subject to Final Acceptance in accordance with
subsection (d) below.
(c) Cure. If Symetra determines that a component or deliverable does not conform to
the applicable Acceptance Criteria, Symetra promptly shall deliver to ACS an exception
report describing the nonconformity (the “Exception Report”). Within thirty (30) calendar
days following receipt of the Exception Report, ACS shall: (i) perform a Root- Cause
Analysis to identify the cause of the nonconformity; (ii) provide Symetra with a written
report detailing the cause of, and procedure for correcting, such nonconformity; (iii) provide Symetra with satisfactory evidence that such nonconformity will not recur; and (iv)
cure the nonconformity; provided, however, that if the nonconformity is incapable of cure
within such thirty (30) calendar day period then, within such thirty (30) calendar day
period, ACS shall present to Symetra a mutually agreeable plan to cure such nonconformity
within a reasonable amount of time. Upon ACS’ notice to Symetra that ACS has cured any such
nonconformity, Symetra shall re-test the defective component or deliverable for an
additional testing period of up to thirty (30) calendar days or such other period as the
Parties may mutually
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agree
upon in writing, at the end of which period the process described in
subsection (b) above shall be repeated.
(d)
Final Acceptance. Upon achievement of Conditional Acceptance for all identified
components or deliverables, Symetra shall begin testing the system that is comprised of such
components or deliverables using the applicable test procedures and standards to determine
whether such system performs as an integrated whole in accordance with the Acceptance
Criteria. After Symetra has completed such testing or upon expiration of the testing period
(the “Final Acceptance Testing Period”), Symetra shall notify ACS in writing that: (i) the
system, and all components and deliverables that are a part thereof, meet the Acceptance
Criteria and that final acceptance of the system and such components and deliverables has
occurred (“Final Acceptance”); or (ii) that the Acceptance Criteria have not been met and,
in accordance with subsection (b) above, the reasons therefor. If Symetra determines that
the Acceptance Criteria have not been so met, the process described
in subsection (b) above
shall be initiated, with all references to “component or deliverable” being references to
the “system,” and all references to the “Acceptance Testing Period” being references to the
“Final Acceptance Testing Period.” Neither Conditional Acceptance, Acceptance, nor Final
Acceptance by Symetra shall constitute a waiver by Symetra of any right to assert claims
based upon defects not discernable through conduct of the applicable test procedures and
subsequently discovered in a component or deliverable or the system following Symetra’s
Final Acceptance thereof. Nothing else, including Symetra’s use of the system, or any
component thereof, shall constitute Final Acceptance, affect any rights and remedies that
may be available to Symetra and/or constitute or result in “acceptance” under general
contract law, any state uniform commercial code or any other law.
ARTICLE 6
FEES AND PAYMENT TERMS
FEES AND PAYMENT TERMS
6.1 Fees.
6.1.1 General. As the sole and entire financial consideration for all of the Services to be
performed by ACS hereunder and for all of the other tasks, services and obligations of ACS, Symetra
shall pay to ACS the amounts set forth in this Article 6. Except as otherwise expressly stated in
this Article 6, and as otherwise provided in this Agreement, Symetra shall not be obligated to pay
ACS any additional fees, assessments, reimbursements or labor and/or general business expenses
(including travel, meals and overhead expenses) for the Services and other obligations of ACS
hereunder.
6.1.2 Transition Services. For and in consideration of ACS’ provision of the transition
Services pursuant to the terms of the Transition Plan, Symetra shall pay to ACS the Fees for
transition Services specified in Schedule 3 in accordance with the payment terms set forth therein.
6.1.3
Annual Services Fees. The “Annual Services Fees” for the Services are set forth in
Schedule 3 and, subject to the terms of
Sections 2.3.3 and 6.3, shall be invoiced monthly in twelve
(12) equal payments commencing, for each of the Service Tower Services, on the applicable Handover
Date.
6.1.4 Service Rates. Services not included in the Services or otherwise designated in this
Agreement as “other services” (collectively,
“Other Services”) that are available from ACS on
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a time-and-materials basis, will be provided at rates that do not exceed the hourly service
rates set forth in Schedule 4 (“Service Rates”). The Service Rates may be increased by ACS once
annually commencing on the first anniversary of the Effective Date; provided, however, that such
annual increases shall not exceed the lesser of: (a) the most recent increase in the CPI; and (b)
three percent (3%), in each case of the then-current Service Rates. ACS shall not increase the
billing rate for a particular individual who is assigned to a Symetra project as a result of a
promotion, change in job classification or otherwise without Symetra’s prior written consent, it
being the understanding of the Parties that Symetra does not expect any rate changes during the
course of a particular project. Additionally, ACS shall bill Symetra in increments of not more than
one (l)-hour for all Other Services provided, and shall in no event bill Symetra for travel time.
6.1.5 Taxes.
(a) ACS’ Taxes. The Fees to be paid by Symetra are inclusive of taxes legally imposed
on ACS, including: (i) all applicable sales, use, gross-receipts or value- added, excise,
personal property or other similar taxes based upon or measured by ACS’ cost in acquiring or
providing equipment, materials, supplies or third party services furnished to or used by ACS
in providing and performing the Services; (ii) all taxes payable by ACS with respect to its
net worth, net income or profits; and (iii) other taxes legally imposed on ACS such as
franchise taxes, ad valorem taxes on its owned or leased property, employment taxes with
respect to its employees, intangibles taxes on property it owns or licenses, and the
Washington business and occupation tax.
(b) Symetra’s Taxes. Notwithstanding Section 6.1.5(a), if any sales, use, privilege,
value added, excise, gross receipts, services and/or similar tax that ACS is authorized by
law to collect from or otherwise pass through to Symetra is imposed on, based on, or
measured by any consideration for the provision of the Services by ACS to Symetra under this
Agreement, Symetra shall be responsible for and pay the amount of any such tax to ACS, or to
the appropriate tax authority as the law may otherwise require, in addition to the Fees.
(c) Cooperation to Minimize Tax Liability. The Parties agree to reasonably cooperate
with each other in good faith to more accurately determine and reflect each Party’s tax
liability and to minimize such liability to the extent legally permissible. Each Party
shall provide and make available to the other any resale certificates, multi-state benefit
certificates, exemption certificates or other evidence of exemption from tax reasonably requested by either Party. The Parties will also work together to segregate the Fees and other
amounts payable hereunder into separate payment accounts charged under separate invoices, as
appropriate, for Services and the components of the Services (i.e., components that are
taxable and nontaxable, including those for which a sales, use or similar tax has already
been paid by ACS and for which ACS functions merely as a paying agent for Symetra in
receiving goods, supplies or services including licensing arrangements that otherwise are
nontaxable or have previously been subjected to tax, components that are capitalized, and
components that are expensed).
6.1.6
Currency. Except as set forth herein, all pricing in
Schedule 3 and Schedule 4 shall be
expressed in United States Dollars. Any payments made in local currency other than United States
Dollars (a “Local Currency”) shall be converted into United States Dollars based on the official
exchange rate posted in the U.S. morning edition of the Wall Street Journal on the thirtieth
(30th) day of the month preceding the month in which the currency transaction occurs. By
way of
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example, if a transaction involving a conversion of Local Currency into United States
Dollars takes place on February 15, 2005, the Local Currency shall be converted into United States
Dollars at the exchange rate set forth in the US morning edition of the Wall Street Journal on
January 30,2005.
6.2 Adjustments to Fees.
6.2.1 Terminated Services. If, in accordance with the terms set forth in Sections 9.2
and/or 9.5, Symetra terminates or reduces all or any portion of the Services to be provided
here-under, then the Fees relating to such terminated Services shall be appropriately reduced, and
such reduction shall apply as of the applicable Termination Date(s).
(b) 6.2.2
(a) General. Schedule 5, as the same will be updated as provided in subsections
(b) and (c) below, specifies certain Fee Reductions that will be applicable with respect to
ACS’ actual performance as measured against the Critical Milestones and the SLAs. The
Parties agree that the Fee Reductions reflect the diminished value of the Services as a
result of any ACS failure to timely achieve a Critical Milestone and/or to provide the
Services in accordance with the SLAs, and accordingly do not constitute, shall not be
construed or interpreted as, and shall not be argued by ACS to be, penalties. Fee
Reductions shall in no event be the sole and exclusive remedy of Symetra with respect to any
failure of ACS as described in this Section.
(b) Weighting Factors. Symetra shall have the right to: [***] and (iii) for any new
Critical Milestones that will be applicable during the upcoming Contract Year, establish
Weighting Factors for each such Critical Milestone.
(c) Calculation of Fee Reductions. All Fee Reductions will be calculated on a monthly
basis in accordance with the terms set forth in Schedule 5 and reflected on the next monthly
invoice to Symetra following such calculation. Additionally, in the first month of each
Contract Year commencing with the second Contract Year, the Parties shall calculate the
total of all actual fees for the prior Contract Year and re-calculate all Fee Reductions
incurred during the prior Contract Year based on such amount. The resulting amount shall be
compared to the actual Fee Reductions that were applied to Symetra’s invoices during the
prior Contract Year, and if such resulting amount demonstrates that additional Fee
Reductions are owed to Symetra, then a credit for the difference in such amounts shall be
applied by ACS to the first month’s invoice in the then-current Contract Year, and if the
resulting amount demonstrates that ACS overpaid Fee Reductions, then ACS shall invoice
Symetra for the difference on the first month’s invoice in the then-current Contract Year.
6.2.3 Baselines and ARCs and RRCs. The initial Baselines for each of the Service Tower
Services are set forth in Schedule 3. Promptly following ACS’ completion of an initial asset
inventory as provided in Section 2.5.5, the Parties shall meet to review the accuracy of the
initial Baselines set forth in Schedule 3 and, if appropriate, agree upon any necessary adjustments
to such Baselines and associated pricing. Thereafter, on an annual basis commencing on the first
anniversary of the last Handover Date to occur under this Agreement, the Parties shall adjust all
such Baselines to be equal to Symetra’s actual average resource consumption for each such Baseline
over the prior twelve (12) month period, with an appropriate corresponding adjustment to the
then-current Annual Services Fees. Further, upon the addition or divestiture of a Symetra
Affiliate as described in Section 6.2.4, the Parties shall appropriately adjust all Baselines, and
the then-current Annual Services Fees, to reflect the new Symetra Services volumes associated with
such addition or divestiture. ARCs and RRCs that are applicable to each of the Service Tower
Services, and the methodology for applying such ARCs and RRCs, are set forth in Schedule 3.
6.2.4 Addition or Divestiture of Affiliates and Business Ventures. ACS acknowledges that,
following the Effective Date, Symetra may want to add additional Affiliates and/or business
ventures of Symetra and/or its Affiliates (including adding new lines of business, adding new
services and products, and acquiring additional blocks of business from Third Parties that complement Symetra’s current businesses and services) to the scope of this Agreement and/or reduce the
number of Affiliates or existing business ventures included within the scope of this Agreement, in
each case as a result of Symetra’s and/or its Affiliates’ acquisition and divestiture activities.
If Symetra wants to add an additional Affiliate or an additional business venture of Symetra and/or
its Affiliates to the scope of this Agreement, provided such additional Affiliate or business
venture is not an ACS Competitor, the Parties shall work together cooperatively and in good faith
to incorporate such Affiliate or business venture within the scope of this Agreement including,
without limitation, by developing an appropriate transition plan; however:
(a) if ACS will be providing Services to such new Affiliate and/or business venture
that are included within the scope of the Service Tower Services that are then being
provided to Symetra and/or its Affiliates hereunder and: (i) the addition of such Affiliate
and/or business venture will not result in ACS’ provision of a volume of any such Services
that surpasses the upper Pricing Band limit for such Services as specified in Schedule 3,
the pricing for Service Tower Services set forth in Schedule 3 shall apply; or (ii) the
addition of such Affiliate and/or business venture will result in the provision of a volume
of any such Services that surpasses the upper Pricing Band limit for such Services as
specified
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in
Schedule 3, the Parties shall engage in good faith negotiations in order to arrive at new
pricing for the affected Service Tower Services;
(b) if ACS will be providing Services to such new Affiliate and/or business venture that are
not included within the scope of the Service Tower Services that are then being provided to Symetra
and/or its Affiliates hereunder, the Parties shall engage in good faith negotiations in order to
arrive at pricing for such new Service Tower Services; and
(c) Symetra shall be responsible for mutually agreed, reasonable set-up costs and expenses
required to accommodate such addition including, without limitation, resource expenses, software
license and consent fees and other similar expenses incurred by ACS in effecting such request.
Symetra (and not its Affiliates) shall be responsible for paying all Fees to be paid to ACS
hereunder. Any SLRs that will be applicable to such new Affiliate and/or business venture shall
become effective not later than ninety (90) calendar days following conclusion of the applicable
transition period. If Symetra divests an Affiliate or exits an existing business venture and wants
to reduce the number of Affiliates or scope of Services included within the scope of this
Agreement, then: (d) Symetra shall so notify ACS and, at Symetra’s option, all or any portion of
the terms of Article 10 shall apply with respect to such divested Affiliate or business venture;
and (e) neither Symetra nor any of its Affiliates shall be obligated to pay a Termination Fee to
ACS as a result of any such scope reduction; however, if and to the extent the divestiture of such
Affiliate and/or business venture will result in ACS providing a volume of any Service Tower
Services that surpasses the lower Pricing Band limit for such
Services as specified in Schedule 3,
the Parties shall engage in good faith negotiations in order to arrive at new pricing for the
affected Service Tower Services.
6.2.5 Set Off. Symetra may set off against any and all amounts otherwise payable to ACS
pursuant to any of the provisions hereof any and all amounts owed by ACS to it including, without
limitation, any Fee Reductions. Within twenty (20) calendar days following any such set off,
Symetra shall provide to ACS a written accounting of such set off and a written statement of the
reasons therefor.
6.3 Invoices.
6.3.1 Services. As of the Effective Date, ACS shall be required to submit monthly invoices to
Symetra for the Services provided hereunder. Invoices shall be in the format as set forth in
Attachment J, and any changes in the monthly invoice formats shall be approved by Symetra in
advance of such changes. All invoices will be subject to Symetra’s review and approval prior to
payment. ACS shall not submit invoices: (a) for Fixed Charges, prior to the first day of the month
in which the invoiced Services will be provided; and (b) for Variable Charges, prior to the last
day of the month in which the invoiced Services were provided. Invoices must provide detailed and
customized information as requested by Symetra. Such detailed and customized information may
include, without limitation, general fee visibility and billing requirements that are consistent
with Symetra’s specific financial requirements and practices. Invoices shall be accompanied by the
SLR Reports and other information and data that support the invoiced Fees, including ARCs and RRCs,
as well as any Fee Reductions. Unless subject to a dispute as provided in Section 6.4, invoices for
Fixed Charges are payable within thirty (30) calendar days after receipt of an invoice that
complies with the requirements of this Agreement, and invoices for Variable Charges are payable
within [***]
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
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after receipt of an invoice that complies with the requirements of this Agreement. Late
payments of undisputed and otherwise payable amounts will bear
interest at the Interest Rate.
6.3.2 Other Services. The invoicing milestones for Other Services Fees will be determined by
the Parties on a case-by-case basis. ACS’ invoices for Other Services shall include documentation
that references Symetra’s authorizing documentation, Symetra’s account number, charges and
description. No invoice with respect to Other Services shall be paid unless such Other Services
were pre-authorized in writing by Symetra.
6.4 Disputed Amounts. Symetra shall have the right to dispute any ACS invoice. Subject to and
in accordance with the provisions of this Section 6.4, Symetra may withhold payment of any ACS
invoice (or part thereof) for Variable Charges that it in good faith disputes as due or owing, but
absent any termination of this Agreement, shall not be entitled to withhold any payments due and
owing for Fixed Charges. In such case, Symetra shall pay any undisputed amounts and provide to ACS
a written explanation of the basis for the dispute. The failure of Symetra to pay a disputed
invoice for Variable Charges, or to pay the disputed part of an invoice for Variable Charges, shall
not constitute a breach or default by Symetra, so long as Symetra complies with the provisions of
this Section 6.4. Any dispute relating to amounts owed by a Party hereunder shall be considered a
Problem and resolved pursuant to Article 17. All of ACS’ obligations under this Agreement shall
continue unabated during the dispute resolution process.
ARTICLE 7
RECORDKEEPING AND AUDIT RIGHTS
RECORDKEEPING AND AUDIT RIGHTS
7.1 Recordkeeping. ACS shall maintain complete and accurate financial and accounting
records and books of account relating to its performance of Services under this Agreement,
including electronic copies of all such records and books, utilizing generally accepted accounting
principles (“GAAP”), consistently applied. Further, ACS shall maintain transaction-level
documentation, such as supporting invoices, purchase orders, bills of lading, tax returns,
exemption certificates and other relevant documents, in each case to the extent relating to its
performance of Services under this Agreement. Such records, books and documentation relating to
ACS’ performance of the Services under this Agreement, and the accounting controls related thereto,
shall constitute ACS Confidential Information and shall be sufficient to provide reasonable
assurances that:
(a) transactions are recorded so as to permit ACS to prepare its financial statements in
accordance with GAAP and to maintain accountability for its assets; and
(b) the recorded accountability for assets is compared with the existing assets at reasonable
intervals and appropriate action is taken with respect to any differences.
Such records, books and documentation relating to ACS’ performance of Services under this Agreement
shall be maintained by ACS at a location(s) made known to Symetra upon Symetra’s request, and
Symetra (or its designees) shall have the right to examine and make extracts of information and
copy any part thereof at such times during normal business hours as ACS and Symetra shall mutually
agree, but in no event later than ten (10) business days after Symetra’s written request to ACS,
unless a shorter time frame is necessary to enable Symetra to comply with any regulatory
requirement. ACS shall retain and maintain accurate records, books and documentation relating to
its performance of Services under this Agreement until the latest of: (i) seven (7) years after the
final payment to ACS hereunder; (ii) one (1) year following the final resolution of all audits or
the conclusion of any
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litigation with respect to this Agreement; or (iii) such longer time period as may be required
by applicable federal, state, local and/or international laws or regulations, including tax laws.
7.2 Operational Audits. Upon Symetra’s request, but no more often than once annually except:
(a) as necessary for Symetra to respond to any regulatory requirement or inquiry; or (b) as deemed
reasonably necessary by Symetra as a result of Symetra’s good faith belief that ACS has breached
any of its obligations hereunder and such breach has exposed, or in Symetra’s reasonable judgment,
is likely to expose, Symetra to financial or other liabilities in
excess of [***], ACS shall allow
Symetra and/or any independent Third Party selected by Symetra from among the firms listed on
Attachment Q, or any other firm that may then be agreed to by the Parties, to perform operational
and/or security audits with respect to ACS’ performance of its obligations hereunder. If a firm
listed on Attachment Q might otherwise be ineligible to act as Symetra’s auditor under this Section
due to a conflict of interest arising from a former or current representation of ACS, ACS and
Symetra agree that such conflict may be eliminated by the audit firm’s creation of an ethical wall
or other screening procedure satisfactory to both parties. ACS shall grant, and shall cause its
Subcontractors to grant, Symetra and its Third Party representatives full and complete access to
ACS’ and its Subcontractors’ facilities (including, without limitation, the Symetra-specific
network and systems environments so that vulnerability and penetration assessments can be
performed) and all books, records and other documents of ACS and its Subcontractors as they relate
to this Agreement, or as they may be required in order for Symetra to ascertain any facts
relative to ACS’ performance hereunder. ACS shall provide Symetra, or its authorized Third Party
representatives, such information and assistance as requested in order to perform such audits;
provided, however, that the Parties shall endeavor to arrange such assistance in such a way that it
does not interfere with ACS’ performance of the Services. If any audit reveals a material
inadequacy or deficiency in ACS’ performance, the cost of such
audit, up to a cap of [***], shall
be borne by ACS. ACS shall incorporate this paragraph verbatim into any Agreement into which it
enters with any Subcontractor providing Services under this Agreement.
7.3 Financial Audits. Upon Symetra’s request, but no more often than once annually except:
(a) as necessary for Symetra to respond to any regulatory requirement or inquiry; or (b) as deemed
reasonably necessary by Symetra as a result of Symetra’s good faith belief that a billing error has
occurred involving an amount in excess of [***], ACS shall allow Symetra and/or any independent
Third Party selected by Symetra from among the firms listed on Attachment Q, or any other firm that
may then be agreed to by the Parties, to fully audit ACS’ and/or its Subcontractors’ books and
records to the extent necessary to verify any amounts paid or payable hereunder. If a firm listed
on Attachment Q might otherwise be ineligible to act as Symetra’s auditor under this Section due to
a conflict of interest arising from a former or current representation of ACS, ACS and Symetra
agree that such conflict may be eliminated by the audit firm’s creation of an ethical wall or other
screening procedure satisfactory to both parties. Such auditors shall be provided with full access
to such information, books and records as may be necessary to confirm the accuracy of ACS’
invoices, documents, and other information supporting such invoices, and any pricing adjustment
computations. All such audits shall be conducted during business hours, with reasonable advance
notice, and shall include access to all proprietary and confidential information of ACS and its
Subcontractors to the extent necessary to comply with the provisions of this Section 7.3. If any
such audit reveals that ACS has overcharged Symetra five percent (5%) or more during the period to
which the audit relates (as determined prior to the commencement of the audit), then ACS promptly
shall refund such overcharges to Symetra together with interest thereon retroactive to the date of
the overcharge(s) at the Interest Rate, and the cost of such audit
(up to a cap of [***]), shall be
borne by ACS. Similarly, if any such audit reveals that ACS has undercharged Symetra during the
period to which the audit
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
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relates (as determined prior to the commencement of the audit), then Symetra shall pay such
undercharge(s) to ACS, together with interest thereon retroactive to the date of the undercharge(s)
at the Interest Rate, up to an aggregate cap for all such undercharges (plus applicable interest)
of [***]. ACS shall incorporate the auditing requirements set forth in this paragraph verbatim into
any agreement into which it enters with any Subcontractor providing Services under this Agreement.
7.4 Sarbanes-Oxley Compliance.
7.4.1 General. ACS acknowledges that: (a) Symetra’s management is now and/or in the future may
be required under the SOX Laws to, among other things, assess the effectiveness of its internal
controls over financial reporting and state in its annual report whether such internal controls
are effective; (b) Symetra’s independent auditor is now and/or in the future may be required to
evaluate the process used by management to reach the assessment conclusions described in subsection
(a) above to determine whether that process provides an appropriate basis for management’s
conclusions; and (c) because Symetra has outsourced certain functions to ACS as described in this
Agreement, the controls used by ACS (including, without limitation, controls that restrict
unauthorized access to systems, data and programs) are relevant to Symetra’s evaluation of its
internal controls. Having acknowledged the foregoing, ACS agrees to cooperate with Symetra and its
independent auditor as reasonably necessary to facilitate Symetra’s ability to comply with its
obligations under the SOX Laws including, without limiting the generality of the foregoing, by
complying with the further terms of this Section 7.4.
7.4.2 SAS 70 Type II Audits.
7.4.2.1 ACS Audits. At its sole cost and expense, ACS shall cause a reputable independent
auditor to conduct SAS 70 Type II Audits, and to prepare and deliver to Symetra full and complete
copies of written reports prepared following such audits, in July of each year during the Term
(covering January through June of that year), and in January of each year during the Term (covering
July through December of the prior year). All SAS 70 Type II Audits conducted by ACS pursuant to
this Section 7.4.2.1 shall include a review of all of ACS’ internal controls as they relate to ACS’
customers generally. If requested by Symetra, ACS shall cause its independent auditor to timely
prepare and submit to Symetra for its review and approval a detailed description of the scope of
the first SAS 70 Type II Audit to be conducted by ACS hereunder that specifically identifies
therein, among other things, any limitations on the scope of the audit. Once approved by Symetra,
and unless otherwise agreed to by the Parties in writing, such scope description shall be used for
all SAS 70 Type II Audits to be conducted by ACS hereunder.
7.4.2.2
Symetra Audits. At its sole cost and expense and upon reasonable
prior written notice to ACS, but no more frequently than twice annually (unless additional audits
are necessary for Symetra and/or its Affiliates to address a SOX Laws requirement), Symetra shall
have the right (either through its internal audit staff or through a reputable independent auditor)
to conduct audits including, without limitation, SAS 70 Type II Audits, of ACS’ internal controls
as they affect Symetra and/or its Affiliates. In order to facilitate such audits, ACS shall collect
and maintain appropriate books and records documenting ACS’ internal controls (both for ACS’
customers generally and as they affect Symetra and/or its Affiliates) (for purposes of this
Section, collectively, “Records”). Further, with respect to such audits, Symetra and/or its
independent auditors shall have the right to: (a) examine and audit the Records; and (b) question
and interview any ACS personnel, in each case as reasonably necessary or desirable to facilitate
Symetra’s and/or its Affiliates’ ability to comply with the SOX Laws. ACS shall obtain Symetra’s
prior written consent before modifying any of its internal
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
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controls as they affect Symetra and/or the Records if such modification will, or is likely to,
affect Symetra’s and/or its Affiliates’ compliance under the SOX Laws.
7.4.3 Results of Inquiries and Corrective Plan. If any SAS 70 Type II Audit report and/or
Symetra’s (or its independent auditor’s) inquiries pursuant to Section 7.4.2.2 reveal any
deficiencies and/or exceptions (including, without limitation, if it is determined that ACS’
internal controls, in whole or in part, fail to constitute effective controls over financial
reporting), ACS shall prepare and deliver to Symetra a detailed plan that is reasonably acceptable
to Symetra for promptly correcting all such deficiencies and exceptions (“Corrective Plan”). ACS
shall deliver such Corrective Plan to Symetra and its independent auditor within ten (10)
calendar days following: (a) ACS’ delivery to Symetra of the SAS 70 Type II Audit report
containing the deficiencies and/or exceptions, if the deficiencies and/or exceptions were
identified in a SAS 70 Type II Audit report prepared pursuant to Section 7.4.2.1; and/or (b) ACS’
receipt of written notice from Symetra that contains a description of such deficiencies and/or
exceptions, if the deficiencies and/or exceptions were identified by Symetra (or its independent
auditor) through the exercise of the rights described in Section 7.4.2.2. ACS shall bear all costs
and expenses associated with correcting all deficiencies and exceptions identified in the
Corrective Plan if such deficiencies and/or exceptions affect ACS’ customers generally. If the
deficiencies and/or exceptions do not affect ACS’ customers generally, but rather are unique to
Symetra, ACS may activate the change management procedures developed by the Parties pursuant to
Section 2.6.2 with respect to the correction of such deficiencies and exceptions.
7.4.4 Subcontractors. To the extent any ACS Subcontractor will perform any function that
affects Symetra’s financial reporting (irrespective of whether Symetra’s consent to such
subcontract arrangement is required as provided in Section 18.1), the agreement entered into by ACS
and the Subcontractor shall include: (a) substantially the same terms as those appearing in this
Section 7.4 (with any substantive deviations being preapproved in writing by Symetra); and (b) a
provision identifying Symetra as a direct and intended third-party beneficiary of the agreement
between ACS and the Subcontractor.
7.4.5 Confidential Information. Notwithstanding anything that may be contained herein to the
contrary, Symetra shall have the right to: (a) disclose all ACS Confidential Information received
by Symetra and its independent auditor pursuant to the terms of this Section 7.4 to its employees, independent auditors, attorneys and other Persons with a reasonable need to know; and (b)
use such information as necessary or desirable to facilitate its ability to comply with the SOX
Laws.
ARTICLE 8
REPRESENTATIONS, WARRANTIES AND COVENANTS
REPRESENTATIONS, WARRANTIES AND COVENANTS
8.1 ACS Representations, Warranties and Covenants.
8.1.1 Performance of the Services. ACS represents and warrants to Symetra that it has the
skills, resources and expertise to provide, and shall provide, all Services in accordance with the
terms of this Agreement. Without limiting the generality of the foregoing, ACS represents and
warrants to Symetra that all Services and Other Services provided under this Agreement shall be
provided in a timely, professional and workmanlike manner consistent with the highest industry
standards of quality and integrity provided, however, that where this Agreement specifies a
particular standard or criteria for performance, including, without limitation, applicable SLRs,
this warranty is not intended to and does not diminish that standard or criteria for performance.
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8.1.2 Viruses and Disabling Devices. ACS shall implement and use industry best practices to
identify, screen, and prevent, and shall not introduce, any Disabling Device in hardware, software
or other resources utilized by ACS, Symetra or any Third Party in connection with the Services. A
“Disabling Device” is any virus, timer, clock, counter, time lock, time bomb, Trojan horse, worms,
file infectors, boot sector infectors or other limiting design, instruction or routine and surveil
lance software or routines or data gathering or collecting software or devices that could, if
triggered, erase data or programming, have an adverse impact on the Services, cause the hardware,
software or other resources to become inoperable or otherwise incapable of being used in the full
manner for which such hardware, software or other resources were intended to be used, or that
collect data or information. Without limiting any other rights and remedies that may then be
available to Symetra, at no cost or expense to Symetra and without adversely impacting the Services
or any Other Services, ACS shall reduce and/or eliminate the effects of any Disabling Device
including, without limitation, by restoring and/or bearing the cost to re-create any lost data
and/or software programming.
8.1.3 Conflicts of Interest.
(a) No Financial Interest. ACS represents and warrants to Symetra that neither ACS nor any of
its Affiliates has, shall have, or shall acquire, any contractual, financial, business or other
interest or advantage, direct or indirect, that would: (a) materially conflict with, in a manner
that would materially, adversely impact, ACS’ performance of its duties and responsibilities to
Symetra under this Agreement; or (b) result in a breach of ACS’ performance of its duties and
responsibilities to Symetra under this Agreement. ACS promptly shall inform Symetra of any such
improper interest or advantage that may be incompatible with the interests of Symetra.
(b) No Abuse of Authority for Financial Gain. ACS represents and warrants to Symetra that
neither ACS nor any of its Affiliates has used or shall use the authority provided or to be
provided under this Agreement to improperly obtain financial gain, advantage or benefit for ACS
and/or any of its Affiliates.
(c) No Use of Information for Financial Gain. ACS represents and warrants to Symetra that
neither ACS nor any of its Affiliates has used or shall use any Symetra Confidential Information
acquired in connection with this Agreement to improperly obtain financial gain, advantage or
benefit for ACS and/or any of its Affiliates.
(d) Independent Judgment. ACS represents and warrants to Symetra that neither ACS nor any of
its Affiliates has accepted or shall accept another Symetra contract to perform auditing or other
services as described in Section 2.9.2 that would impair the independent judgment of ACS in the
performance of this Agreement.
(e) No Influence. ACS represents and warrants to Symetra that neither ACS nor any of its
Affiliates: (a) has accepted or shall accept, in a manner that is inconsistent with Symetra’s
standard procurement policies or, if such policies do not exist, industry standard procurement
policies, anything of value, or an inducement that would provide a financial gain, advantage or
benefit, based on an understanding that the actions of ACS or any such Affiliates on behalf of
Symetra would be influenced thereby; and (b) shall attempt to influence, in a manner that is
inconsistent with Symetra’s standard procurement policies or, if such policies do not exist,
industry standard procurement policies, any Symetra employee by the direct or indirect offer of
anything of value.
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(f) No Payment Tied to Award. ACS represents and warrants to Symetra that neither ACS nor any
of its Affiliates has paid or agreed to pay any Person, other than bona fide employees working
solely for ACS or such Affiliates or any of ACS’ Subcontractors, any fee, commission, percentage,
brokerage fee, gift or any other consideration in a manner that is inconsistent with Symetra’s
standard procurement policies or, if such policies do not exist, industry standard procurement
policies.
(g) No Collusion. ACS represents and warrants to Symetra that the prices presented in the
ACS Bid were arrived at independently, without consultation, communication or agreement with any
other proposer for the purpose of restricting competition; the prices quoted were not knowingly
disclosed by ACS to any other proposer; and no attempt was made by ACS to induce any other Person
to submit or not to submit a proposal for the purpose of restricting competition.
(h) Training. ACS represents and warrants to Symetra that it regularly provides ethics
training to its employees on matters such as those covered by this Section 8.1.3.
8.1.4 Financial Condition and Information.
(a) Financial Condition. ACS represents and warrants to Symetra that it now possesses, and
covenants that it shall maintain throughout the Term, sufficient financial resources to comply with
the requirements of this Agreement. If ACS experiences a change in its financial condition that may
adversely affect its ability to perform under this Agreement, then it immediately shall notify
Symetra of such change.
(b) Accuracy of Information. ACS represents and warrants to Symetra that all financial
statements, reports, and other information furnished by ACS to Symetra as part of the ACS Bid or
otherwise in connection with the award of this Agreement fairly and accurately represent the
business, properties, financial condition and results of operations of ACS as of the respective
dates, or for the respective periods, covered by such financial statements, reports or other
information. Since the respective dates or periods covered by such financial statements, reports
or other information, there has been no material adverse change in the business, properties,
financial condition or results of operations of ACS.
8.1.5 Litigation and Service of Process. ACS represents and warrants to Symetra that as of the
Effective Date there is no pending or anticipated claim, suit or proceeding that involves ACS or
any of its Affiliates or Subcontractors that might adversely affect ACS’ ability to perform its
obligations under this Agreement including, without limitation, actions pertaining to the
proprietary rights described in Section 8.1.6. ACS shall notify Symetra, within fifteen (15)
calendar days of ACS’ knowledge of any such actual or anticipated claim, suit or proceeding.
Without limiting the further terms of Section 13.4, ACS shall notify Symetra, within forty-eight
(48) hours, if process is served on ACS in connection with this Agreement, including any subpoena
for ACS’ records, and shall send a written notice of the service together with a copy of the same
to Symetra within seventy- two (72) hours of such service.
8.1.6 Proprietary Rights Infringement. ACS represents and warrants to Symetra that: (a) it
owns, or has the right to use, on its own behalf or on Symetra’s behalf, as applicable, any
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and all services, techniques or products provided or used by ACS to provide the Services; and
(b) such services, techniques and products provided or used by ACS to provide the Services do not
and shall not knowingly infringe upon any Third Parry’s patent, and do not and shall not infringe
upon any Third Party’s trademark, copyright or other intellectual-property rights, nor make use of
any misappropriated trade secrets.
8.1.7 Legal and Corporate Authority. ACS represents and warrants to Symetra that: (a) it
is a Nevada corporation and is qualified and registered to transact business in all locations where
the performance of its obligations hereunder would require such qualification; (b) it has all
necessary rights, powers and authority to enter into and perform this
Agreement and to bind its organization with respect to the same, and the execution, delivery, and performance of this Agreement
by ACS have been duly authorized by all necessary corporate action; (c) the execution and performance of this Agreement by ACS shall not violate any law, statute or regulation and shall not breach
any agreement, covenant, court order, judgment or decree to which ACS is a party or by which it is
bound; (d) it has, and promises that it shall maintain in effect, all governmental licenses and
permits necessary for it to provide the Services contemplated by this Agreement; (e) it owns or
leases and promises that it shall own or lease, free and clear of all liens and encumbrances, other
than lessors’ interests, or security interests of ACS’ lenders, all right, title, and interest in
and to the tangible property and technology and the like that ACS intends to use or uses to
provide the Services, and in and to the related patent, copyright, trademark, and other proprietary
rights, or has received appropriate licenses, leases or other rights from Third Parties to permit
such use; and (f) this Agreement constitutes a valid, binding, and enforceable obligation of ACS.
8.1.8 Violations. ACS represents and warrants to Symetra that it: (a) is not, and covenants
that it shall not be, in violation of any laws, ordinances, statutes, rules, regulations or orders
of governmental or regulatory authorities to which it is subject as an operator of its business or
in performing its obligations under the Agreement; and (b) has not failed, and shall not fail, to
obtain any licenses, permits, franchises or other governmental authorizations necessary for the
ownership of its properties or the conduct of its business, which violation(s) under the foregoing
subsection (a) or failure(s) under the foregoing subsection (b), either individually or in the
aggregate, might substantially adversely affect ACS’ ability to consummate the transactions
contemplated by this Agreement, or to perform its obligations hereunder.
8.1.9 Information Furnished to Symetra. ACS represents and warrants to Symetra that all
written information furnished to Symetra prior to the Effective Date by or on behalf of ACS in
connection with this Agreement, including in the ACS Bid, and all the information made a part of
this Agreement is true, accurate, and complete, and contains no untrue statement of a material fact
or omits any material fact necessary to make such information not misleading.
8.1.10 Previous Contracts. ACS represents and warrants to Symetra that neither it, nor any of
its Affiliates or Subcontractors, is in default or breach of any other contract or agreement
related to information systems facilities, equipment or services that it or they may have with
Symetra or any of its Affiliates. ACS further represents and warrants that neither it, nor any of
its Affiliates or Subcontractors, has been a party to any contract for information system
facilities, equipment or services with Symetra or any of its Affiliates that was finally
terminated within the previous five (5) years for the reason that ACS or such Person failed to
perform or otherwise breached an obligation of such contract.
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8.1.11 Completeness of Due Diligence Activities. ACS acknowledges that it has been
provided with sufficient access to Symetra facilities, information and personnel, and has had
sufficient time in which to conduct and perform a thorough due diligence of Symetra’s operations
and business requirements and those assets currently used to provide the services. In light of the
foregoing, ACS will not seek any adjustment in the Fees based on any incorrect assumptions made by
ACS in arriving at the Fees.
8.2 Symetra’s Representations, Warranties and Covenants.
8.2.1 Legal Authority. Symetra represents and warrants to ACS that it has all necessary rights, powers and authority to enter into and perform this Agreement and that the
execution, delivery and performance of this Agreement by Symetra has been duly authorized by all
necessary corporate action.
8.2.2 Warranty Disclaimer. Symetra does not make any representation or warranty, express
or implied, with respect to the Services or any component thereof. All hardware, software,
networks, and other assets made available or conveyed by Symetra to ACS under this Agreement are
made available or conveyed to ACS “AS IS, WHERE IS AND WITH ALL FAULTS,” and there are no
representations or warranties of any kind with respect to the condition, capabilities or other
attributes of such items.
8.2.3 Proprietary Rights Infringement. Symetra represents and warrants to ACS that: (a) it
owns the Category 6 Software; and (b) the Category 6 Software does not and shall not knowingly
infringe upon any Third Party’s patent, and does not and shall not infringe upon any Third Party’s
trademark, copyright or other intellectual-property rights, nor make
use of any misappropriated
trade secrets.
8.3 General Warranty Disclaimer. EXCEPT AS EXPRESSLY STATED IN THIS AGREEMENT, NEITHER
PARTY MAKES ANY EXPRESS WARRANTIES TO THE OTHER, AND THERE ARE NO IMPLIED WARRANTIES OR
CONDITIONS, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS
FOR A PARTICULAR PURPOSE.
8.4
Material Misstatements or Omissions. No representation or warranty by ACS that is
contained in this Agreement or that may be contained in any Schedule, Attachment, or other document that may comprise this Agreement contains any untrue statement of a material fact or omits to
state a material fact necessary to make the statements and facts contained herein or therein not
materially misleading.
ARTICLE 9
TERM AND TERMINATION
TERM AND TERMINATION
9.1 Term.
9.1.1 Initial Term. The period during which ACS shall be obligated to provide the
Services hereunder shall commence as provided in Section 2.1.1 and, unless extended as provided in
Section 9.1.2 or terminated earlier in accordance with the terms of this Agreement, shall end at
12:01 am, local time, on the date of the fifth (5th) anniversary of the last Handover
Date to occur under this Agreement (the “Initial Term”).
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9.1.2 Renewal Terms. Symetra shall have the right to extend the Initial Term for up to two
(2) successive renewal periods of twelve (12) months each (each, a “Renewal Term”) by providing
written notice to ACS in accordance with the terms of Section 19.6 at least three (3) months before
the end of the Initial Term or the then-current Renewal Term, as applicable. At Symetra’s
request, the Parties shall meet within sixty (60) calendar days of ACS’ receipt of Symetra’s notice
to proceed with a Renewal Term to negotiate modifications to the terms of this Agreement. If: (a)
such negotiations are not requested by Symetra; or (b) the negotiations do not result in an agreement on different terms and Symetra elects not to withdraw its
renewal notice, the then-existing terms and conditions of this Agreement shall remain unchanged and in full force and effect during
each such Renewal Term.
9.1.3 Symetra-Initiated Annual Renegotiation. At Symetra’s request, Symetra and ACS shall meet
at least thirty (30) days prior to each anniversary of the Effective Date of this Agreement to
review the status of the performance of the Agreement and, if requested by Symetra, to negotiate
modifications to the terms hereof. If such modifications are not requested by Symetra, or if the
negotiations with respect to such modifications do not result in an agreement on different terms,
the then-existing terms and conditions of this Agreement shall remain unchanged and in full force
and effect during the following Contract Year.
9.2 Early Termination.
9.2.1 For Convenience. Symetra shall have the right to terminate for its convenience
all of the Services in one (1) or more countries, terminate for its convenience one (1) or more
Service Towers in one (1) or more countries and/or to end the Term of this Agreement for its
convenience, in each case by delivering to ACS a Termination Notice at least ninety (90) calendar
days before the Termination Date. If Symetra terminates all or any portion of the Services and/or
terminates this Agreement in its entirety as provided in this Section 9.2.1, upon completion of
ACS’ Disentanglement obligations with respect to the terminated Services, Symetra shall pay to
ACS an amount determined in accordance with Schedule 6 (the “Termination Fee”). Notwithstanding the
foregoing, Symetra shall be obligated to pay to ACS only fifty percent (50%) of the otherwise
applicable Termination Fee if any one (1) or more of the following events (each, a “Triggering
Event”) occurred on or prior to the date of Symetra’s Termination Notice provided that, in the case
of a subsection (a) Triggering Event, Symetra gives ACS a Termination Notice within six (6) months
following the occurrence of such Triggering Event:
(a) ACS failed to achieve any Critical Milestone on or before the mutually agreed date for
achieving such Critical Milestone; or
(b) ACS failed to provide the Services in accordance with the SLRs such that any of the
circumstances described in Section 9.3(a) had occurred.
9.2.2 Change in Control of ACS. Without in any way limiting Symetra’s rights under Section
9.2.1, Symetra shall have the right to terminate all of the Services in one (1) or more countries,
terminate one (1) or more Service Towers in one (1) or more countries and/or to end the Term of
this Agreement, in each case by delivering to ACS a Termination Notice at least ninety (90)
calendar days prior to the Termination Date, in the event of a Change in Control of ACS involving
an entity (the “Acquiring Entity”): (a) that is a Symetra Competitor; or (b) with respect to
which one (1) or more of Symetra’s Third Party vendors fails or refuses to promptly consent to
having the
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Acquiring Entity act as Symetra’s outsourcing services provider (excluding, if paid by ACS
and/or the Acquiring Entity, those Third Party vendors that will provide such consent upon payment
of an approval or consent fee), provided that in either of the foregoing cases, Symetra gives ACS
written notice of such termination within one (1) year following receipt of written notice from ACS
of the occurrence of such Change in Control event. If Symetra terminates all or any portion of the
Services in one (1) or more countries, terminates one (1) or more Service Towers in one (1) or more
countries and/or ends the Term of this Agreement pursuant to this Section, ACS shall perform its
Disentanglement obligations hereunder until they are fulfilled. Any termination pursuant to this
Section shall not constitute a termination for convenience and: (c) Symetra shall in no event be
required to pay a Termination Fee to ACS with respect to any such termination; and (d) except for
those terms that survive any expiration or termination of this Agreement, Symetra shall have no
further liability or obligation to ACS under this Agreement.
9.2.3 Termination for Force Majeure Event.
(a) Symetra Force Majeure Events. If: (i) a Force Majeure Event occurs with respect to
Symetra; (ii) such Force Majeure Event substantially prevents, inhibits and/or frustrates Symetra’s
ability to receive the Services from ACS under circumstances when ACS is otherwise able to provide
the Services to Symetra; and (iii) such Force Majeure Event continues for seven (7) consecutive
calendar days or more, or for ten (10) consecutive or non-consecutive calendar days or more during
any thirty (30) calendar day period, then Symetra shall have the right to terminate the Services
affected by the Force Majeure Event by delivering to ACS a Termination Notice specifying the
Termination Date; provided, however, that ACS shall remain obligated to perform its
Disentanglement obligations hereunder until such obligations have been fulfilled. During such
period, Symetra shall remain obligated to pay the Annual Services Fees and other fees to ACS in
accordance with the terms of this Agreement until such Services are terminated in accordance with
this Section. Any termination pursuant to this Section shall not constitute a termination for
convenience or for cause, and Symetra shall in no event be required to pay a Termination Fee to ACS
with respect to any such termination.
(b) ACS Force Majeure Events. If a Force Majeure Event substantially prevents, hinders, or
delays ACS’ performance of all or any portion of the Services for seven (7) consecutive calendar
days or more, or for ten (10) consecutive or non-consecutive calendar days or more during any
thirty (30) calendar day period, thereby causing an adverse impact on Symetra’s business
operations, then:
(i) with Symetra’s reasonable cooperation, ACS at its sole cost and expense immediately
shall procure the affected Services from an alternate provider, and thereafter provide such
Services to Symetra through the use of the alternate provider until ACS is able to resume
performance of the affected Services in accordance with the terms of this Agreement, provided that
ACS’ obligations under this subsection (i) shall continue for a period that shall not exceed
one-hundred eighty (180) calendar days plus the length of any Disentanglement Period, and during
such period Symetra shall remain obligated to pay the Annual Services Fees and other fees to ACS in
accordance with the terms of this Agreement; and
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(ii) once the affected Services have been stabilized with the alternate provider, ACS
shall be obligated to provide such Services to Symetra in accordance with the SLRs and other terms
of this Agreement; and
(iii) notwithstanding the foregoing, if ACS is unable to provide the Services through an
alternate provider within seven (7) calendar days following commencement of the Force Majeure
Event, or the one-hundred eighty (180) calendar day time period described in subsection (i) above
expires without ACS having resumed performance of the affected Services in accordance with the
terms of this Agreement, then Symetra shall have the right to terminate all of the Services in one
(1) or more countries, terminate one (1) or more Service Towers in one (1) or more countries and/or
to end the Term, in each case by delivering to ACS a Termination Notice specifying the Termination
Date; provided, however, that ACS shall remain obligated to perform its Disentanglement obligations
hereunder until such obligations have been fulfilled.
Any termination pursuant to this Section shall not constitute a termination for convenience nor
cause, and Symetra shall in no event be required to pay a Termination Fee to ACS with respect to
any such termination.
9.2.4 HIPAA. ACS acknowledges that the HIPAA terms set forth in Attachment K (and the HIPAA
terms set forth in any separate HIPAA agreement as contemplated under Section 14.4.1), as
applicable, include the right under the circumstances described therein for Symetra (and/or the
applicable Symetra Affiliate) to terminate this Agreement. Having acknowledged the foregoing, ACS
agrees that Symetra shall have the right to terminate this Agreement for cause upon the occurrence
of such circumstances, all in accordance with the terms set forth in Attachment K and/or the
applicable separate HIPAA agreement, as applicable. Symetra shall in no event be required to pay a
Termination Fee to ACS with respect to any such termination.
9.3 Events of Default. The following events shall constitute “Events of Default,” and
the occurrence of any one (1) or more of such Events of Default by or with respect to a Party shall
constitute a material breach of this Agreement that shall afford the non-breaching Party, as
applicable, the rights and remedies set forth in this Article 9:
(a) In the case of ACS, ACS: (i) fails to achieve any SLR in a manner that constitutes an
Event of Default as specified in the applicable Schedule; (ii) fails to achieve any particular SLA
that adversely impacts Symetra’s business operations for: (A) four (4) or more hours on two (2)
consecutive calendar days or more; or (B) four (4) or more hours on five (5) non-consecutive
calendar days or more during any thirty (30) calendar day period; (iii) has incurred Fee Reductions
equal to thirty-five percent (35%) or more of the Annual At-Risk Amount within: (A) in the case
of the first Contract Year, the period between the Effective Date and the first six (6) months
following the last to occur of the Hand-over Dates; and (B) in the case of all other Contract
Years, the first six (6) months of any such Contract Year; (iv) has incurred Fee Reductions equal
to the Annual At-Risk Amount at any time during any Contract Year; or (v) fails to comply with any
SLA, and such failure causes a material adverse effect on Symetra’s business;
(b) In the case of ACS, ACS fails to achieve any Critical Milestone on or before the mutually
agreed date for achieving such Critical Milestone, provided that such
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failure is not due to: (i) the occurrence of a Force Majeure Event; (ii) a delay by Symetra
solely for its own convenience; or (iii) Symetra’s material failure to perform any of its
responsibilities under this Agreement that were a pre-condition to ACS’ ability to perform its
obligations, provided that such failure previously was identified by ACS in writing;
(c) In the case of ACS, ACS’ material breach of any warranty that, if curable, is not cured
within the time frames, if any, specified in this Agreement for curing any such breach, or if none
is specified elsewhere in this Agreement, then within thirty (30) calendar days, in each case
following ACS’ receipt of written notice of such breach from Symetra;
(d) In the case of ACS, ACS’ failure to maintain insurance coverage as specified in Article
16, provided that such failure is not cured within thirty (30) calendar days following ACS’ receipt
of written notice of such failure from Symetra;
(e) In the case of ACS, the institution of bankruptcy, receivership, insolvency,
reorganization or other similar proceedings by or against ACS under any section or chapter of the
United States Bankruptcy Code, as amended, or under any similar laws or statutes of the United
States (or any state thereof), if such proceedings have not been dismissed or discharged within
thirty (30) calendar days after they are instituted; the insolvency or making of an assignment
for the benefit of creditors or the admittance by ACS of any involuntary debts as they mature; the
institution of any reorganization arrangement or other readjustment of debt plan of ACS not
involving the United States Bankruptcy Code; or any corporate action taken by the Board of
Directors of ACS in furtherance of any of the above actions;
(f) In the case of ACS, ACS makes an assignment of all or substantially all of its assets for
the benefit of creditors, or ACS’ Board of Directors takes any corporate action in furtherance of
the above action;
(g) In the case of Symetra, Symetra fails to timely make any undisputed payment in accordance
with the terms of Section 6.3, provided Symetra fails to cure such failure within thirty (30)
calendar days after Symetra has received written notice of such failure from ACS;
(h) In the case of either Party, that Party’s failure to comply with the provisions of Article
13, provided that such failure is not cured, or substantial progress is not made towards a cure,
within seven (7) calendar days following that Party’s receipt of written notice of such failure
from the other Party; or
(i) In the case of either Party, that Party’s material breach of any of its other obligations
under this Agreement that is not cured within thirty (30) calendar days following its receipt of
written notice of such breach from the other Party.
9.4 Rights and Remedies of ACS Upon Default of Symetra. Upon the occurrence of an Event of
Default by or with respect to Symetra, subject to Section 9.6, ACS shall be entitled to the
following remedies:
(a) subject to Symetra’s rights as set forth below in this Section, terminate all of the
Services, terminate one (1) or more Service Towers and/or end the Term; and/or
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(b) subject to the terms of Section 11.1, seek to recover damages from Symetra; and/or
(c) if applicable, obtain the additional rights and remedies set forth in Section 17.4;
and/or
(d) any additional remedies that may be set forth in this Agreement or in any Schedule,
Attachment or Addendum.
Upon the occurrence of a Symetra Event of Default with respect to which ACS exercises a termination
remedy as described in Section 9.4(a), ACS shall effectuate such termination by delivering to
Symetra a Termination Notice specifying the Termination Date, whereupon the terms set forth in
Section 10.2 shall apply; provided, however, that ACS shall remain obligated to perform its
Disentanglement obligations hereunder until they are fulfilled, subject, upon ACS’ request, and
only if such termination is a result of a Section 9.3(g) Symetra Event of Default, to Symetra’s
payment of all: (e) invoices for Fixed Charges monthly in advance; (f) undisputed amounts then due
and owing; and (g) invoices for Variable Charges including, if applicable, Disentanglement
Services, as incurred. Any termination pursuant to this Section shall not constitute a termination
for convenience, and Symetra shall in no event be required to pay a Termination Fee to ACS with
respect to any such termination.
9.5 Rights and Remedies of Symetra Upon Default of ACS. Upon the occurrence of an Event of
Default by or with respect to ACS, subject to Section 9.6, Symetra shall be entitled to:
(a) subject to Symetra’s rights as set forth below in this Section, terminate all of the
Services, terminate one (1) or more Service Towers and/or end the Term; and/or
(b) subject to the terms of Section 11.2, seek to recover damages from ACS; and/or
(c) if applicable, obtain the additional rights and remedies set forth in Section 17.4;
and/or
(d) any additional remedies that may be set forth in this Agreement or in any Schedule,
Attachment or Addendum.
Upon the occurrence of an ACS Event of Default with respect to which Symetra exercises a
termination remedy as described in Section 9.5(a), Symetra shall effectuate such termination by
delivering to ACS a Termination Notice specifying the Termination Date; provided, however, that ACS
shall remain obligated to perform its Disentanglement obligations hereunder until they are
fulfilled. Any termination pursuant to this Section shall not constitute a termination for
convenience, and Symetra shall in no event be required to pay a Termination Fee to ACS with respect
to any such termination.
9.6 Non-Exclusive Remedies. The remedies provided in Sections 9.4 and 9.5 and else where in
this Agreement are neither exclusive nor mutually exclusive, and the Parties shall be entitled to
any and all such remedies, and any and all other remedies that may be available to the Parties at
law or in equity, by statute or otherwise, individually or in any combination thereof.
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9.7 Survival. The provisions of Articles 10, 11, 15, 16, 18 and 19 and Sections 1.1, 1.3,
1.4, 3.3, 3.4, 4.1.3, 6.1, 6.4, 7.1, 9.2-9.7, 12.1.3, 12.5, 13.2-13.6, 14.4 and any other Sections,
Schedules, Attachments, Addenda or Appendices to this Agreement that, by their nature, may
reasonably be presumed to survive any termination or expiration of this Agreement, shall so
survive.
ARTICLE 10
DISENTANGLEMENT
DISENTANGLEMENT
10.1 General Obligations. Upon any termination or expiration of this Agreement,
ACS shall provide the Disentanglement (as defined herein) services as set forth in this Article.
ACS shall accomplish a complete transition of any terminated Services from ACS and its
Subcontractors to Symetra, its Affiliates and/or to any replacement provider(s) designated by
Symetra (collectively, the “Replacement Provider”), without causing any unnecessary interruption
of, or causing any unnecessary adverse impact on, the Services, any Other Services and/or
services provided by Third Parties (the “Disentanglement”). Without limiting the generality of the
foregoing, ACS shall: (a) cooperate with Symetra, its Affiliates and/or the Replacement Provider,
including by promptly taking all steps required to assist Symetra in effecting a complete
Disentanglement; (b) provide to Symetra, its Affiliates and/or the Replacement Provider all
information regarding the Services as needed for Disentanglement including, without limitation,
data conversions, interface specifications and related professional services; (c) provide for
the prompt and orderly conclusion of all work, as Symetra may direct, including completion or
partial completion of Other Services and/or Out-of-Scope Services, documentation of work in
process, and other measures to provide an orderly transition to Symetra, its Affiliates and/or the
Replacement Provider; and (d) accomplish the other specific obligations de scribed in this Article
10. ACS and Symetra shall discuss in good faith a plan for determining the nature and extent of
ACS’ Disentanglement obligations and for the transfer of Services in process; provided, however,
that ACS’ obligation under this Agreement to provide all Services necessary for Disentanglement
shall not be lessened in any respect. ACS’ obligation to provide the Services shall not cease until
a Disentanglement that is satisfactory to Symetra has been completed, including the performance by
ACS of all asset transfers, if any, and other obligations of ACS set forth in this Article 10.
10.2 Disentanglement Period. The process to effectuate the Disentanglement shall begin on any
of the following dates: (a) the date designated by Symetra in connection with expiration of the
Term, which date shall not be earlier than one hundred eighty (180) calendar days prior to the end
of the Term; or (b) the Termination Date specified in any Termination Notice delivered by Symetra
to ACS, if Symetra elects to terminate any or all of the Services pursuant to Sections 9.2 or 9.5
(unless ACS in good faith disputes such termination); or (c) the Termination Date specified in any
Termination Notice delivered by ACS to Symetra pursuant to Section 9.4 (unless Symetra in good
faith disputes such termination), and shall continue: (d) in the case of subsection (a), until
expiration of the Term; or (e) in all other cases, for a period of up to twelve (12) months
thereafter, at Symetra’s option (with the applicable date under subsection (d) or subsection (e)
above on which ACS’ obligation to perform the Services expires being referred to as the
“Expiration Date”). If requested by Symetra, ACS shall perform its Disentanglement obligations on
an expedited basis if Symetra terminates this Agreement pursuant to Sections 9.2.4 or 9.5.
10.3 Specific Obligations. Disentanglement shall include, without limitation, the performance
of the specific obligations described in this Section and those described in Section 4.3. In connection with Sections 10.3.3 and 10.3.4 below, ACS shall as soon as reasonably possible following
its issuance or receipt of a Termination Notice, but in no event longer than ten (10) Business Days
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thereafter, provide to Symetra a complete and accurate list of all items that will be subject
to conveyance or re-conveyance to Symetra as provided in such Sections. ACS agrees that its
agreements with all Third Parties relating to this Agreement, including Subcontractors, shall not
include any terms that would prohibit or otherwise restrict such Third Parties, including
Subcontractors, from entering into agreements with Symetra, its Affiliates and/or the Replacement
Provider (whether directly or through an assignment) as provided herein.
10.3.1 Full Cooperation, Information and Knowledge Transfer. During Disentanglement, the
Parties shall cooperate fully with one another to facilitate a smooth transition of the terminated Services from ACS and its Subcontractors to Symetra, its Affiliates and/or the Replacement
Provider. ACS shall provide such cooperation both before and after the Expiration Date, and such
cooperation shall include, without limitation, provision of full, complete, detailed, and
sufficient information (including all information then being utilized by ACS with respect to
programs, tools, utilities and other resources used to provide the Services, as well as the
information and assistance required pursuant to
Section 2.5.6, if applicable) and knowledge
transfer with respect to all such information in order to enable Symetra’s, its Affiliates’ and/or
the Replacement Provider’s personnel (or that of Third Parties) to fully assume, become
self-reliant with respect to, and continue without interruption, the provision of the Services.
ACS shall cooperate with Symetra and all of Symetra’s other service providers to provide a smooth
transition at the time of Disentanglement, with no unnecessary interruption of Services, no
unnecessary adverse impact on the provision of Services or Symetra’s activities and no unnecessary
interruption of, or unnecessary adverse impact on, any services provided by Third Parties.
10.3.2 Third-Party Authorizations. Without limiting the obligations of ACS pursuant to
Section 12.2 and subject to the terms of any Third Party contracts, if requested by Symetra as part
of the Disentanglement, ACS shall procure at no charge to Symetra any Third Party authorizations
necessary to grant Symetra the use and benefit of any Third Party contracts between ACS and Third
Party contractors used to provide the Services, pending their assignment to Symetra pursuant to
Section 10.3.4.
10.3.3 Transfer of Assets. If and as requested by Symetra as part of the Disentanglement,
ACS shall convey to Symetra, its Affiliates and/or the Replacement Provider from among those assets
used by ACS to provide the Services (including ACS Equipment), such assets (other than software
assets otherwise covered by the terms of Section 4.3) as Symetra might select from the list
provided by ACS pursuant to Section 10.3 at a price for each such asset that is the lesser of: (a)
the net book value as reflected on ACS’ books and records; and (b) a fair market value price determined by a mutually agreed Third Party, or the then-remaining lease value; provided, however, that
to the extent Symetra has paid all or any portion of the purchase price for any such assets, ACS
shall convey such assets to Symetra at a price equal to the original purchase price less the
applicable amounts paid by Symetra. At mutually agreed times during Disentanglement, ACS shall
remove from Symetra’s premises any ACS assets (including ACS Equipment) that Symetra, its
Affiliates and/or the Replacement Provider elect not to purchase. In addition, although Symetra
acknowledges that ACS does not control Third-Party equipment vendors (if any), if requested by
Symetra, ACS shall assist Symetra, its Affiliates, and/or the Replacement Provider in securing
maintenance (including all enhancements and upgrades) and support with respect to any such
assets for so long as Symetra requires at competitive rates.
10.3.4 Assignment of Contracts. If and as requested by Symetra as part of the Disentanglement, ACS shall assign to Symetra, its Affiliates and/or the Replacement Provider from
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among those leases, maintenance, support and other contracts used by ACS, Symetra or any other
Person in connection with the Services, such contracts as Symetra might select from the list
provided by ACS pursuant to Section 10.3. ACS’ obligation under this Section 10.3.4 shall include
ACS’ performance of all obligations under such leases, maintenance, support and other contracts to
be performed by it with respect to periods prior to the date of assignment, and ACS shall reimburse
Symetra for any Losses resulting from any claim that ACS did not perform any such obligations.
10.3.5 Delivery of Documentation and Data. If and as requested by Symetra, ACS shall deliver
to Symetra, its Affiliates, and/or the Replacement Provider all documentation and data related to
ACS’ provision of the Services, including the Symetra Data, all results of ACS’ processing
activities and use of Symetra’s Data, as well as all procedures, standards and operating schedules
(including the Standards and Procedures Manual), held by ACS. Notwithstanding the foregoing, ACS
may retain one (1) copy of such documentation and data, excluding Symetra Data, for archival purposes or warranty support. ACS shall delete all data storage media used in its processing
activities following completion of its Disentanglement obligations. All test and data processing
material shall be destroyed or turned over to Symetra without undue delay.
10.3.6 Hiring of Employees. ACS shall as soon as reasonably possible following its issuance or
receipt of a Termination Notice, but in no event later than ten (10) Business Days thereafter,
provide to Symetra a complete and accurate list of all Substantially Dedicated Resources who were
involved in providing the Services during the six (6) month period preceding ACS’ issuance or
receipt of such Termination Notice. ACS shall cooperate with and assist (and shall cause its Subcontractors to cooperate with and assist) Symetra, its Affiliates and/or the Replacement Provider in
offering employment, at the sole discretion of Symetra, to any or all of such employees, whether
such offers are made at the time of, after or in anticipation of the Expiration Date. ACS shall be
solely responsible for and shall pay to any such employees of ACS who are hired by Symetra, its
Affiliates, and/or the Replacement Provider, all severance and related payments, if any are payable
pursuant to ACS’ standard policies, and shall cause relevant Subcontractors to pay severance and
related payments to any such employee of a Subcontractor who is hired by Symetra or its designee,
if any are payable pursuant to such Subcontractors’ standard policies. ACS shall release (and
shall cause its Subcontractors to release) from any restrictive covenants including, without
limitation, non-compete agreements, any of the employees hired by Symetra, its Affiliates and/ by
the Replacement Provider. Notwithstanding any agreements that ACS may have with its employees, ACS
shall not take or fail to take any actions that would interfere with or prevent Symetra, its
Affiliates and/or the Replacement Provider from hiring any or all of such Substantially Dedicated
Resources. ACS shall not (and shall ensure that its Subcontractors do not) in any manner
communicate disparaging information about Symetra, its Affiliates, and/or the Replacement Provider,
or any of their employees, to transitioning employees or existing employees of Symetra, its
Affiliates and/or the Replacement Provider.
10.4 Preparation for Disentanglement.
10.4.1 Complete Documentation. In addition to and/or as part of the Standards and Procedures
Manual, at all times during the Term, ACS shall provide to Symetra complete information, including
complete documentation, in accordance with the standards and methodologies to be implemented by
ACS, for all software (including applications developed as part of the Services) and hardware, that
is sufficient to enable Symetra, its Affiliates, and/or the Replacement Provider, to fully assume
the provision of the Services to Symetra.
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10.4.2 Maintenance of Assets. ACS shall maintain all of the hardware, software, systems,
networks, technologies, and other assets utilized in providing Services to Symetra (including
leased and licensed assets) in good condition and in such locations and configurations as to be
readily identifiable and transferable to Symetra or its designees in accordance with the provisions
of this Agreement; in addition, ACS shall insure such assets in accordance with the requirements of
Article 16.
10.4.3 Advance Written Consents. At all times during the Term, ACS shall seek to obtain
advance written consents from all licensors (in accordance with Section 4.3), lessors and other
contract parties to the conveyance or assignment of licenses, leases and other contracts to
Symetra, its Affiliates, and/or the Replacement Provider upon Disentanglement. If any such consent
cannot be obtained, ACS shall so notify Symetra in writing, and Symetra may: (a) as to the
affected contract(s), waive this requirement in writing; or (b) elect to enter into the applicable
license, lease or other contract directly with the applicable Third Party. ACS also shall obtain
for Symetra the right, upon Disentanglement, to obtain maintenance (including all enhancements and
upgrades) and support with respect to the assets that are the subject of such leases, licenses and
other contracts at the price at which, and for so long as, such maintenance and support is made
commercially available to other customers of such Third Parties.
10.4.4 All Necessary Cooperation and Actions. ACS shall provide all cooperation, take such
additional actions, and perform such additional tasks, as may be necessary to ensure a timely
Disentanglement in compliance with the provisions of this Article 10.
10.4.5 Payment for Disentanglement Services. Symetra shall be required to pay (at the Service
Rates, unless other rates are then agreed to by the Parties) for any Disentanglement Services that
are both outside the scope of the Services and cannot be accomplished by the Substantially
Dedicated Resources without adversely impacting ACS’ ability to comply with the SLRs. Notwithstanding the foregoing: (a) the ACS Key Personnel shall exercise all commercially reasonable efforts to minimize the costs and expenses associated with such Disentanglement services; and/or (b)
Symetra may require ACS to re-focus the work efforts of the Substantially Dedicated Resources toward Disentanglement activities and waive any resulting failure of ACS to comply with the SLRs. ACS
shall not: (y) in anticipation of sending or receiving a Termination Notice or the expiration of
the Term, reduce the number of Substantially Dedicated Resources, nor change the identities of the
Substantially Dedicated Resources; or (z) without Symetra’s prior written consent, reduce the number, or change the identities, of the Substantially Dedicated Resources during the Disentanglement
Period. For purposes of this Agreement, “Substantially Dedicated Resources” means those employees,
agents and/or contractors of ACS and/or its Subcontractors that dedicate fifty percent (50%) or
more of their work time to providing Services to Symetra and/or the Affiliates of Symetra, all of
whom shall be identified periodically by ACS pursuant to the requirements set forth in Section
3.1.2.
ARTICLE 11
LIMITATIONS ON LIABILITY
LIMITATIONS ON LIABILITY
Subject to the further terms of this Article 11, a breaching Party shall be liable to the
other Party for all damages incurred by such Party as a result of the
breaching Party’s failure to
perform its obligations under this Agreement.
11.1 Cap On Liability. EXCEPT AS OTHERWISE PROVIDED IN SECTIONS 11.4 AND 11.5, THE
AGGREGATE CUMULATIVE MONETARY LIABILITY OF EITHER
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PARTY (INCLUDING THE AFFILIATES OF EACH PARTY) FOR ALL CLAIMS ARISING UNDER OR RELATING TO
THIS AGREEMENT AND/OR ANY COUNTRY AGREEMENTS, NOTWITHSTANDING THE FORM IN WHICH ANY ACTION IS
BROUGHT, WHETHER IN CONTRACT, TORT OR OTHERWISE, SHALL BE LIMITED IN THE AGGREGATE TO THE TOTAL
FEES PAID AND/OR PAYABLE UNDER THIS AGREEMENT AND/OR ANY COUNTRY AGREEMENTS DURING THE TWELVE (12)
MONTH PERIOD PRECEDING THE DATE ON WHICH THE FIRST CLAIM AROSE (IT BEING THE UNDERSTANDING OF THE
PARTIES THAT IDENTIFYING THE “FIRST” CLAIM WILL ESTABLISH THE BEGINNING POINT FOR ANY TIME PERIOD
DESCRIBED IN THIS SECTION 11.1), EXCEPT THAT IF SUCH EVENT ARISES AT ANY TIME FOLLOWING EXPIRATION
OR TERMINATION OF THIS AGREEMENT, THEN SUCH AMOUNT SHALL BE EQUAL TO THE FEES PAID BY SYMETRA UNDER
THIS AGREEMENT DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING SUCH EXPIRATION OR
TERMINATION DATE (THE “CAP”).
NOTWITHSTANDING ANYTHING THAT MAY BE CONTAINED HEREIN TO THE CONTRARY, FEE REDUCTIONS PAID OR
PAYABLE TO SYMETRA SHALL NOT COUNT TOWARD SATISFACTION OF THE CAP.
11.2 Recoverable Damages. WITHOUT LIMITING THE GENERALITY OF SECTION 11.1, AND NOTWITHSTANDING
ANY CONTRARY TERMS IN SECTION 11.3, ACS AGREES THAT THE FOLLOWING TYPES OF DAMAGES (BY WAY OF
EXAMPLE AND NOT OF LIMITATION) SHALL BE INTERPRETED AND CONSTRUED TO CONSTITUTE DIRECT DAMAGES
RECOVERABLE BY SYMETRA PURSUANT TO SECTION 11.1, AND ACS SHALL NOT CLAIM OTHERWISE:
A. COSTS AND EXPENSES INCURRED TO SELECT, PROCURE, MIGRATE TO AND IMPLEMENT SUBSTANTIALLY
EQUIVALENT REPLACEMENT SERVICES (FROM AN IN-HOUSE OR REPLACEMENT PROVIDER) INCLUDING, WITHOUT
LIMITATION, COSTS AND EXPENSES INCURRED: (i) FOR EMPLOYEES (WAGES AND SALARIES, BOTH STRAIGHT TIME
AND OVERTIME, AND RELATED EXPENSES, INCLUDING OVERHEAD ALLOCATIONS), CONTRACTORS, TRAVEL
EXPENSES, TELECOMMUNICATIONS CHARGES AND OTHER SIMILAR CHARGES; AND (ii) TO RE-CREATE, RELOAD
AND/OR CONVERT ANY OF SYMETRA’S DATA, AND TO CREATE AND TEST INTERFACES;
B. REGULATORY FINES AND/OR PENALTIES INCLUDING, WITHOUT LIMITATION, THOSE ASSOCIATED WITH
DELAYS IN ELECTRONIC TRANSFERS OR FAILURES TO COMPLY WITH REGULATORY DEADLINES; AND
C. IN THE EVENT OF AN ACS CHANGE IN CONTROL PERMITTING SYMETRA TO TERMINATE THIS AGREEMENT
UNDER SECTION 9.2.2(b): (I) IF SYMETRA ELECTS NOT TO EXERCISE ITS RIGHT OF TERMINATION UNDER
SUCH SECTION, ALL COSTS AND EXPENSES INCURRED AS A RESULT OF ANY SUCH CHANGE OF CONTROL INCLUDING,
IF APPLICABLE UNDER THE CIRCUMSTANCES, THE COSTS AND EXPENSES ASSOCIATED WITH SELECTING,
PROCURING, MIGRATING TO AND IMPLEMENTING SUBSTAN-
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TIALLY EQUIVALENT REPLACEMENT THIRD PARTY APPLICATION SYSTEMS IF ONE OR MORE OF SYMETRA’S
APPLICATION VENDORS WILL NOT CONSENT TO HAVING AN ACQUIRING ENTITY ACT AS SYMETRA’S OUTSOURCING
PROVIDER PLUS ANY APPROVAL AND/OR CONSENT FEES NOT PAID UNDER THE TERMS OF SECTION 9.2.2 (THE
“CHANGE IN CONTROL EXPENSES”); AND (II) IF SYMETRA ELECTS TO EXERCISE ITS RIGHT OF TERMINATION
UNDER SUCH SECTION, ALL CHANGE IN CONTROL EXPENSES LESS ANY COSTS AND EXPENSES AVOIDED BY SYMETRA
AS A RESULT OF ITS TERMINATION OF ONE OR MORE CONTRACTS WITH THOSE APPLICATION VENDORS THAT FAIL TO
CONSENT TO HAVING AN ACQUIRING ENTITY ACT AS SYMETRA’S OUTSOURCING PROVIDER.
11.3 Non-Direct Damages. EXCEPT AS OTHERWISE PROVIDED IN SECTIONS 11.4 AND 11.5,
NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY OR TO ANY THIRD PARTY CLAIMING BY OR THROUGH THE
OTHER PARTY FOR CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES WITH
RESPECT TO ANY CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT, EVEN IF ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF THE FORM IN WHICH ANY ACTION IS BROUGHT.
11.4 Symetra Exceptions from the Limitations on Liability. THE LIMITATION ON SYMETRA’S
LIABILITY SET FORTH IN SECTIONS 11.1 AND 11.3 SHALL NOT APPLY TO LOSSES ARISING OUT OF OR RELATING
TO: (A) SYMETRA’S INDEMNIFICATION OBLIGATIONS UNDER SECTION 15.2 (INDEMNIFICATION BY SYMETRA);
(B) SYMETRA’S FAILURE TO COMPLY WITH THE PROVISIONS OF ARTICLE 13 (SECURITY AND CONFIDENTIALITY);
(C) THE WILLFUL MISCONDUCT OR GROSS NEGLIGENCE OF SYMETRA OR ANY ENTITY TO WHICH SYMETRA HAS
SUBCONTRACTED ITS OBLIGATIONS UNDER THIS AGREEMENT; OR (D) SYMETRA’S FAILURE TO COMPLY WITH
THE PROVISIONS OF ARTICLE 12 (PROPRIETARY RIGHTS). FURTHER, THE LIMITATION ON SYMETRA’S
LIABILITY SET FORTH IN SECTION 11.1 SHALL NOT APPLY TO LOSSES ARISING OUT OF OR RELATING TO
SYMETRA’S OBLIGATION TO MAKE ANY PAYMENTS THEN DUE AND OWING.
11.5 ACS Exceptions from the Limitations on Liability. THE LIMITATION ON ACS’ LIABILITY SET
FORTH IN SECTIONS 11.1 AND 11.3 SHALL NOT APPLY TO LOSSES ARISING OUT OF OR RELATING TO: (A) ACS’
INDEMNIFICATION OBLIGATIONS UNDER SECTION 15.1 (INDEMNIFICATION BY ACS), EXCLUDING ACS’ INDEMNIFICATION OBLIGATIONS UNDER SECTION 15.1.8 (NON-PERFORMANCE); (B) ACS’ FAILURE TO COMPLY WITH THE
PROVISIONS OF ARTICLE 13 (SECURITY AND CONFIDENTIALITY); (C) ACS’ REPUDIATION OF, OR UNEXCUSED
REFUSAL TO PERFORM, THE SERVICES IN VIOLATION OF SECTION 17.2 (CONTINUED PERFORMANCE; NO TOLLING
OF CURE PERIODS); (D) THE WILLFUL MISCONDUCT OR GROSS NEGLIGENCE OF ACS AND/OR ITS SUBCONTRACTORS;
(E) ACS’ FAILURE TO COMPLY WITH THE PROVISIONS OF ARTICLE 12 (PROPRIETARY
RIGHTS); OR (F) ACS’ INDEMNIFICATION OBLIGATIONS UNDER ATTACHMENT K FOR A VIOLATION OF THE
NON-DISCLOSURE AND/OR USE OBLIGATIONS RELATING TO SYMETRA PHI. FURTHER, THE LIMITATION ON ACS’
LIABILITY SET FORTH IN SECTION 11.3 SHALL NOT APPLY TO ACS’ INDEMNIFICATION OBLIGATIONS UNDER
ATTACHMENT K FOR A VIOLATION OF ANY OBLIGATIONS
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THEREUNDER EXCEPT FOR THOSE DESCRIBED IN THE FOREGOING SUBSECTION (F), BUT ONLY UNTIL SUCH
TIME AS THE DOLLAR VALUE OF THE CAP HAS BEEN ACHIEVED.
11.6 Costs of Cure. To the extent a Party elects to cure any failure by it to comply with
its obligations under the Agreement, all costs and expenses associated with such cure shall be
borne solely by the curing party and shall in no event count toward satisfaction of the CAP.
11.7 Attorneys’ Fees. If a Party brings an action, suit or proceeding (including, without
limitation, any arbitration proceeding under Section 19.13) against the other Party to this
Agreement arising out of or relating to this Agreement, or pertaining to a declaration of rights
under this Agreement, the trier of fact may, in the exercise of its discretion, award the Party
it finds to be the prevailing party in such action, suit or proceeding that portion or all of its
attorneys’ fees, costs and expenses that it deems to be appropriate under the facts and
circumstances.
ARTICLE 12
PROPRIETARY RIGHTS
PROPRIETARY RIGHTS
12.1 Work Product.
12.1.1 Symetra Sole Owner. Symetra shall be the sole and exclusive owner of all Work
Product, and of all copyright, patent, trademark, trade secret and other proprietary rights in and
to the Work Product. Ownership of the Work Product shall inure to the benefit of Symetra from the
date of conception, creation or fixation of the Work Product in a tangible medium of expression
(whichever occurs first). Each copyrightable aspect of the Work Product shall be considered a
“work-made-for-hire” within the meaning of the Copyright Act of 1976, as amended. If and to the
extent such Work Product, or any part thereof, is not considered a “work-made-for-hire” within the
meaning of the Copyright Act of 1976, as amended, ACS hereby expressly assigns to Symetra all
exclusive right, title and interest in and to the Work Product, and all copies thereof, and in and
to the copyright, patent, trademark, trade secret, and all other proprietary rights therein,
whether in the United States or any other country, territory or jurisdiction, that ACS may have or
obtain, without further consideration, free from any claim, lien for balance due, or rights of
retention thereto on the part of ACS. ACS shall obtain similar written undertakings from all
Subcontractors, employees and consultants who will perform any Services, so as to ensure Symetra’s
ownership of the Work Product as provided herein, and shall not commence the deployment of any such
Subcontractor, employee or consultant until such a written undertaking has been obtained from such
Subcontractor, employee or consultant and delivered to ACS. ACS acknowledges that the Parties do
not intend ACS to be a joint author of the Work Product within the meaning of the Copyright Act of
1976, as amended, and that ACS shall in no event be deemed the joint author of any Work Product.
Symetra shall have unrestricted access to all ACS materials, premises and computer files
containing the Work Product. The Parties will cooperate with each other and execute such other
documents as may be appropriate to achieve the objectives in this Section.
12.1.2
ACS License to Use. Symetra hereby grants to ACS a non-transferable, non-exclusive,
royalty-free, fully paid-up license to use any Work Product solely as necessary to provide the
Services to Symetra and/or its Affiliates. Except as provided in this Section, neither ACS nor any
Subcontractor shall have the right to use the Work Product in connection with the provision of services to its other customers without the prior written consent of Symetra, which consent may be
withheld or given in Symetra’s sole discretion.
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12.1.3 Intellectual Property. ACS promptly and fully shall disclose in writing and deliver to
Symetra all Work Product, which delivery, in the case of computer programs, shall include both
source code and object code and all available user manuals and other documentation, including any
documentation specifically requested by Symetra. ACS shall execute and deliver any and all
patent, copyright or other applications, assignments, and other documents that Symetra requests for
protecting the Work Product, whether in the United States or any other country, territory or
jurisdiction. Symetra shall have the full and sole power to prosecute such applications and to
take all other action concerning the Work Product, and ACS shall cooperate, at Symetra’s expense,
in the preparation and prosecution of all such applications and in any legal actions and
proceedings concerning the Work Product. ACS shall provide to Symetra’s Office of the General
Counsel, on a quarterly basis, a written report with appropriate information to enable Symetra to
pursue all intellectual property registrations or other protections for Symetra’s interests in the
Work Product.
12.1.4 ACS Underlying and Derivative Works. Notwithstanding anything to the contrary
contained in this Agreement, including in this Section 12.1, ACS shall be the sole and exclusive
owner of all ACS Underlying Works and all Derivative Works thereof that do not contain Work Product
(“ACS Derivative Works”).
12.1.5 Third-Party Underlying and Derivative Works. Notwithstanding anything to the contrary
contained in this Agreement, including this Section 12.1, the sole and exclusive owner of any Third
Party’s Underlying Works and of all Derivative Works thereof that are created, invented, conceived,
and fixed in a tangible medium of expression by such Third Party (such Derivative Works,
collectively with the Third Party’s Underlying Works, the “Third-Party Works”) shall be the
applicable Third Party; provided, however, that ACS shall not implement or utilize any Third-Party
Works in the provision of any Services unless the Third-Party Works are commercially available or
ACS shall have used commercially reasonable efforts to cause such Third Party to agree to grant to
Symetra (at Symetra’s cost and expense) a perpetual, irrevocable, non-exclusive, fully-paid license
to use, copy, modify, and sublicense the Third-Party Works in connection with the conduct of
Symetra’s business.
12.2 Rights and Licenses. ACS shall obtain from Third Parties all rights and licenses required to perform the Services.
12.3 Symetra Data. Symetra shall permit ACS to have access to Symetra Data solely to the
extent ACS requires access to such data to provide the Services in accordance with the terms of
this Agreement. ACS may only access and process Symetra Data in connection herewith or as directed by Symetra in writing and may not otherwise modify Symetra Data, merge it with other data,
commercially exploit it or engage in any other practice or activity that may in any manner
adversely affect the integrity, security or confidentiality of such data, other than as
specifically permitted herein or as directed by Symetra in writing. ACS understands and agrees that
Symetra owns all right, title, and interest in and to the Symetra Data and in and to any
modification, compilation or Derivative Works therefrom
(collectively, “Data and Modified Data”),
and also owns all copyright, trademark, trade secrets, and other proprietary rights in and to the
Data and Modified Data.
12.4 Infringement. Each of the Parties shall perform its responsibilities under this
Agreement in a manner that does not infringe, or constitute an infringement or misappropriation of,
any patent, trade secret, copyright or other proprietary right of any Third Party, or a violation
of the
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other Party’s software license agreements or intellectual property rights disclosed to or
known by such Party.
12.5 Cooperation. If at any time Symetra brings, or investigates the possibility of bringing,
any claim against any Person for infringement of any patent, trademark, copyright or similar
proprietary right of Symetra, including misappropriation of trade secrets and misuse of
confidential information, then ACS, upon the request and at the expense of Symetra, shall cooperate
with and assist Symetra in the investigation or pursuit of such claim, and provide Symetra with any
information in the possession of ACS that may be of use to Symetra in the investigation or pursuit
of such claim.
ARTICLE 13
SECURITY AND CONFIDENTIALITY
SECURITY AND CONFIDENTIALITY
13.1 Security.
13.1.1 General. ACS shall provide all Services utilizing security technologies and
techniques in accordance with industry best practices and Symetra’s security policies, procedures
and requirements, including those relating to the prevention and detection of fraud or other
inappropriate use or access of systems and networks. Without limiting the generality of the
foregoing, ACS shall implement and/or use network management and maintenance applications and tools
and appropriate fraud prevention and detection and encryption technologies. In no event shall ACS’
actions or inaction result in any situation that is less secure than: (a) the security provided
to Symetra as of the Effective Date; or (b) the security ACS then provides for its own systems and
data, whichever is greater.
13.1.2 Information Access. Prior to performing any Services, ACS and its employees, agents
and Subcontractors who may access Symetra Data and software shall execute the Parties’ agreements
and forms concerning access protection and data/software security consistent with the terms and
conditions of this Agreement. ACS and its employees, agents and Subcontractors shall comply with
all policies and procedures of Symetra and its Affiliates regarding data access, privacy and
security, including those prohibiting or restricting remote access to Symetra systems and data.
Symetra shall authorize, and ACS shall issue, any necessary information-access mechanisms, including access IDs and passwords, and ACS agrees that the same shall be used only by the personnel to
whom they are issued. ACS shall provide to such personnel only such level of access as is minimally
necessary to perform the tasks and functions for which such personnel are responsible. ACS shall
from time-to-time, upon request from Symetra but in the absence of any request from Symetra at
least quarterly, provide Symetra with an updated list of those ACS personnel having access to
Symetra’s and/or its Affiliate’s systems, software, and data, and the level of such access.
Computer data and software, including Symetra Data, provided by Symetra or accessed (or accessible)
by ACS personnel or ACS’ Subcontractor personnel, shall be used by such personnel only in
connection with the obligations provided hereunder, and shall not be commercially exploited by ACS
or its Subcontractors in any manner whatsoever. Without limiting the terms of Section 9.6,
failure of ACS or ACS’ Subcontractors to comply with the provisions of this Article 13 may result
in Symetra restricting offending personnel from access to Symetra computer systems or Symetra
Data. It shall be ACS’ obligation to maintain and ensure the confidentiality and security of
Symetra Data.
13.1.3 Background Checks. If ACS assigns Persons (whether employees, contractors (including
Subcontractors) and/or agents) to perform work at any Symetra Site, ACS shall conduct a background
check on all such Persons and review the results of the background check of each
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Person to verify that the Person meets ACS’ standards for employment before presenting the
results of the background check to Symetra and requesting that Symetra grant access to any such
Person to any Symetra Site. No Person shall have access to any Symetra Site prior to delivery of
the written background check to Symetra and Symetra’s approval of such Person. Symetra shall be
permitted, at its sole option, to refuse access of any Person to any Symetra Site. Such background
check shall be in the form generally used by ACS in its initial hiring of employees or contracting
for contractors (including Subcontractors and/or agents) or, as applicable, during the
employment-screening process but, at a minimum, must have been performed within the preceding
twelve (12) month period and detail the individual’s arrest record, credit history and employment
history. ACS shall obtain all releases, waivers or permissions required for the release of such
information to Symetra. Prior to presenting any Person to Symetra, with verification on an annual
basis, ACS’ human resources manager for this Agreement shall certify that the background check
required by this Section 13.1.3 has been conducted with respect to all Persons assigned by ACS to
perform work at any Symetra Site.
13.1.4 Other Policies. ACS shall, and shall cause its employees, contractors (including
Subcontractors) and agents to, abide by all policies and procedures of Symetra and its Affiliates
that may be established from time-to-time, and which are provided to ACS in writing including,
without limitation, rules and requirements for the protection of premises, materials, equipment and
personnel. Without limiting the terms of Section 9.6, any violations or disregard of these rules
shall be cause for denial of access by such personnel to properties of Symetra and/or its
Affiliates. The operation of ACS vehicles or private vehicles of ACS personnel on Symetra’s
property shall conform to posted regulations and safe driving practices. Vehicular accidents on
Symetra’s and/or its Affiliates property and involving ACS personnel shall be reported promptly to
the appropriate Symetra security personnel.
13.2 Confidential Information.
13.2.1 Non-Disclosure.
(a) All Confidential Information disclosed by the Disclosing Party to the Receiving Party
shall be deemed the sole property of the Disclosing Party and/or its Affiliates and shall be used
solely by the Receiving Party and its employees, contractors (including Subcontractors) and agents
for purposes of performing the Receiving Party’s obligations and/or exercising the Receiving
Party’s rights under this Agreement, and, except as permitted under Sections 13.2.3 and 13.3, shall
not be published, transmitted, released or disclosed by the Receiving Party or its employees,
contractors (including Subcontractors) or agents to any other Person without the prior written
consent of the Disclosing Party, which consent shall not be unreasonably withheld.
(b) The Receiving Party shall implement and maintain appropriate policies and procedures to
safeguard the confidentiality of the Disclosing Party’s Confidential Information in accordance
with subsection (a) above. The Receiving Party shall require as a condition of any subcontract
that the Subcontractor expressly acknowledges and agrees to be bound by confidentiality
requirements that are no less restrictive than the requirements to which the Receiving Party is
bound under this Agreement.
13.2.2 Disclosure Requests. Except to the extent Confidential Information is permitted to be
disclosed pursuant to Sections 13.2.3 or 13.3, any and all requests, from whatever
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source, for copies of, access to, or disclosure of the Disclosing Party’s Confidential
Information shall be promptly submitted to the Disclosing Party for disposition.
13.2.3 Permitted Disclosures. The Disclosing Party shall require each of its contractors
(including Subcontractors) and agents providing Services hereunder or otherwise having access, in
whatever form or function, to the Disclosing Party’s Confidential Information, to execute, prior to
any such activity or access, a confidentiality agreement, the terms of which shall be no less
stringent than the confidentiality requirements to which the Receiving Party is bound under this
Agreement and under which such contractors (including Subcontractors) and agents agree to protect
and maintain as confidential all of the Disclosing Party’s Confidential Information (including,
without limitation, following any termination of the Disclosing Party’s relationship with any such
contractor (including Subcontractors) and/or agents). The Receiving Party may disclose the
Disclosing Party’s Confidential Information only to those of such employees, contractors (including
Subcontractors) and agents who have a need to know the Disclosing Party’s Confidential Information
in order to perform their duties and/or exercise their rights under this Agreement, as determined
by an appropriate official of the Disclosing Party, and only to the extent minimally necessary.
Regardless of the form of any agreement executed with Receiving Party’s contractors (including
Subcontractors) and agents, ACS shall retain liability for all breaches of this Agreement and for
the acts or omissions of its officers, employees (including former employees), contractors
(including Subcontractors), agents and the like, including the unauthorized use or disclosure of
the Disclosing Party’s Confidential Information, by its officers, employees (including former
employees), contractors (including Subcontractors), agents and the like. Notwithstanding any
contrary terms that may be contained herein, the Receiving Party shall have the right to disclose
the Disclosing Party’s Confidential Information to the Receiving Party’s accountants, attorneys,
financial advisors, banks and other financing sources and other similar advisors who have a need to
know such Confidential Information, and Symetra shall have the right to disclose ACS’ Confidential
Information to a Replacement Provider to the extent strictly necessary.
13.3 Legally Required Disclosures. The Receiving Party may disclose the Confidential
Information of the Disclosing Party to the extent disclosure is based on the good faith written
opinion of the Receiving Party’s legal counsel that disclosure is required by law or by order of a
court or governmental agency or in order to comply with applicable Securities and Exchange
Commission (“SEC”) requirements; provided, however, that the Receiving Party shall give advance
notice of such requested disclosure and legal opinion to the Disclosing Party prior to any such
disclosure (except in the case of SEC-required disclosures or when a judicial or other binding
governmental order or decree or binding written instruction of a governmental regulator may
prevent such notice) and shall use all commercially reasonable efforts to obtain a protective order
or otherwise protect the confidentiality of the Disclosing Party’s Confidential Information.
Notwithstanding the foregoing, the Dis-closing Party reserves the right to obtain a protective
order or otherwise protect the confidentiality of such Confidential Information. For purposes of
this Section, the Office of General Counsel of each Party may act as that Parry’s legal counsel.
13.4 Notification and Mitigation. In the event of any impermissible disclosure, loss or
destruction of Confidential Information, the Receiving Party shall immediately notify the
Disclosing Party and take all reasonable steps to mitigate any potential harm or further
disclosure, loss or destruction of such Confidential Information.
13.5 Return of Confidential Information. Upon the expiration or termination of the Term, and
at any other time upon written request by the Disclosing Party, the Receiving Party
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promptly shall return to the Disclosing Party all Confidential Information (and all copies
thereof) of the Disclosing Party then in its possession or control, in whatever form, or, in the
case of a written request by the Disclosing Party, the Confidential Information specified in such
request as then in the Receiving Party’s possession or control, in whatever form. In addition,
unless the Disclosing Party otherwise consents in writing, the Receiving Party also shall deliver
to the Disclosing Party or, if requested by the Disclosing Party, shall delete or destroy, any
copies, duplicates, summaries, abstracts or other representations of any such Confidential
Information or any part thereof, in whatever form, then in the possession or control of the
Receiving Party. Notwithstanding the foregoing: (a) ACS may retain one (1) copy of documentation
and data, excluding Symetra Data, for archival purposes or warranty support; provided, however,
that any subsequent disclosure of such archived data shall comply with this Article 13; and (b)
Symetra may retain ACS’ Confidential Information (excluding any Category 5 Software) to the extent
required by law or regulation, to the extent otherwise permitted under this Agreement and for legal
archival purposes.
13.6 Injunctive Relief. If the Receiving Party or anyone acting on its behalf or operating
under its control, including employees, Subcontractors and other Third Parties, publishes,
transmits, releases, discloses or uses any Confidential Information of the Disclosing Party in
violation of this Article 13, or if the Disclosing Party anticipates that the Receiving Party may
violate or continue to violate any restriction set forth in this Article 13, then the Disclosing
Party shall have the right to have the provisions of this Article 13 specifically enforced by any
court having equity jurisdiction, without being required to post bond or other security and without
having to prove the inadequacy of available remedies at law, it being acknowledged and agreed that
any such violation shall cause irreparable injury to the Disclosing Party and that monetary damages
shall not provide an adequate remedy.
ARTICLE 14
LEGAL COMPLIANCE
LEGAL COMPLIANCE
14.1 Compliance with All Laws and Regulations. ACS shall perform its obligations
hereunder in compliance with all laws and regulations throughout the world that are applicable to
it as an operator of its business and/or in connection with performance of its obligations
hereunder, including, without limitation, all laws and regulations relating to the collection,
dissemination, transfer and use of data, specifically including, without limitation, the privacy
and security of confidential, personal, sensitive or other protected data. ACS acknowledges and
agrees that it may be required to modify the manner in which it provides the Services to Symetra in
order to be compliant with policies and procedures developed by Symetra that are designed to
assure compliance with HIPAA, the California Statute, GLB and all other applicable laws and
regulations. Without limiting the generality of the foregoing, such policies and procedures may
require ACS to cause its employees and those of its Subcontractors with access to the Symetra Data
to execute confidentiality and non-disclosure agreements. Any such change required under this
Section 14.1 shall be effected through the applicable change management process, and Symetra shall
be responsible for any additional costs or expense resulting from such change, provided that ACS
use all commercially reasonable efforts to mitigate any such additional costs and expenses. No
provision of this Agreement, including any InScope Service Request, shall have any force or
effect if it would cause a violation of any law or regulation, or would require any consent or
approval to prevent any such violation.
14.2 ACS Permits, Licenses and Assistance. ACS shall obtain and maintain, and shall cause
its Subcontractors to obtain and maintain, at no cost to Symetra, all approvals, permissions,
permits, licenses, and other forms of documentation required in order to comply with all foreign or
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domestic statutes, ordinances, and regulations or other laws that may be or become applicable
to performance of Services hereunder. Symetra reserves the right to reasonably request and review
all such applications, permits, and licenses prior to the commencement of any Services hereunder.
If requested, Symetra shall cooperate with ACS, at ACS’ cost and expense, to obtain any such
approvals, permits and licenses. Similarly, and without additional charge or fee, ACS shall provide
relevant assistance to Symetra in its attempt to fully comply with any domestic or foreign laws
concerning data protection, including any obligation to certify or respond to any data protection
authority regarding such matters.
14.3 Hazardous Materials. In providing the Services, ACS shall be responsible for compliance
with all Environmental Laws and all other laws, rules, regulations, and requirements regarding
Hazardous Materials, health and safety, notices and training. ACS shall not store any Hazardous
Materials at any Symetra Site. ACS agrees to take, at its expense, all actions necessary to
protect Third Parties including, without limitation, employees and agents of Symetra, from any
exposure to Hazardous Materials generated or utilized in its performance under this Agreement. ACS
agrees to report to the appropriate governmental agencies all discharges, releases, and spills of
Hazardous Materials that are required to be reported by any Environmental Law and to immediately
notify Symetra of same. ACS shall not be liable to Symetra for Symetra’s failure to comply with, or
violation of, any Environmental Law.
14.4 HIPAA.
14.4.1 General. In order to address certain requirements that are now or will become
applicable to Symetra and/or one (1) or more of its Affiliates pursuant to regulations issued
pursuant to the Health Insurance Portability and Accountability Act of 1996 (as the same may have
been and/or may be amended from time-to-time, “HIPAA”), ACS shall comply with the requirements set
forth in Attachment K and shall, if and as requested by Symetra, execute with any such Affiliate a
separate agreement that contains terms and conditions that are substantially the same as those set
forth in Attachment K. Notwithstanding anything contained herein to the contrary, ACS agrees that
Attachment K (and any separate agreements that may be entered into by ACS and any Symetra
Affiliate) shall be modified appropriately if Symetra determines that such modifications are
necessary for Symetra and/or its Affiliates to comply with any and all modifications to HIPAA
and/or its implementing regulations.
14.4.2 Security Requirements. ACS acknowledges that certain Security and Electronic
Signature Standards have been issued by the Secretary (as the same may have been and/or may be
modified from time-to-time, the “Security Standards”) and that such Security Standards will affect
the manner in which ACS provides the Services to Symetra hereunder. Having acknowledged the
foregoing, ACS agrees that it will cooperatively work with Symetra and, as part of the Services,
take all actions that may be necessary to ensure Symetra’s and/or it Affiliates’ ability to comply
with the Security Standards. ACS agrees that this provision shall equally apply with any other
security or privacy standards as may be promulgated under domestic or foreign law concerning such
matters.
14.5 California Personal Information Statute. ACS acknowledges that Symetra Confidential
Information may include personal information pertaining to California residents. ACS shall ensure
that the system and/or the network complies with the requirements of California Civil Code §1798.82
et. seq.; or any similar federal or state statute that may enacted (the “California Statute”),
including the encryption of all personally-identifiable Symetra Confidential Information. If ACS believes that personally-identifiable Symetra Confidential Information has been subject to
unauthorized
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access, ACS shall provide written notice to Symetra within twenty-four (24) hours. If Symetra
determines that actions must be taken to comply with the California Statute, ACS shall fully
cooperate with Symetra to achieve such compliance and all such compliance-related activities by
both Symetra and ACS shall be performed at ACS’ cost. Nothing contained herein shall be deemed to
release ACS from its indemnification obligations as set forth in Section 15.1.
14.6 Data Protection. The terms of this Section shall be applicable in European Union
countries where this Agreement may be performed, and shall be “localized”, as necessary, to address
local requirements and considerations.
(a) General Compliance. ACS shall during the Term comply with all applicable laws,
regulations, regulatory requirements and codes of practice in connection with all processing of
personal data by ACS pursuant to its obligations under this Agreement, including, without
limitation, by complying with all the provisions of the applicable country’s data protection act
and its amendments if any (the “Act”) and any regulations or instruments thereunder, and of
Directive 95/46/EC of the European Parliament and of the Council on the Protection of Individuals
with Regard to the Processing of Personal Data and on the Free Movement of Such Data and any
relevant recommendation issued by Article 29 working group and/or the data protection authority in
the applicable country (together with the Act, the “Data Protection Laws”), and shall not do, or
cause or permit to be done, anything which may cause or otherwise result in a breach by Symetra of
the same. ACS will oblige its employees and Subcontractors (if any) to comply with applicable
Data Protection Laws and to undertake in writing only to collect, process or use any personal data
received from Symetra for purposes of providing the Services and not to make personal data received
from Symetra available to any Third Parties.
(b) Security. ACS warrants and undertakes that, as part of the Services provided to Symetra,
it shall take, implement and maintain all such technical and organizational security procedures
and measures necessary or appropriate to preserve the security and confidentiality of personal data
processed by it and protect such personal data against unauthorized or unlawful disclosure, access
or processing, accidental loss, destruction or damage, including any technical and organizational
security procedures and measures as may be required or directed by Symetra from time to time.
Having regard to the state of the art and the cost of their implementation, ACS shall ensure that
such measures will provide a level of security appropriate to the risks represented by the Services
to the processing and in consideration of the nature of the data to be protected. In addition, and
without limiting the foregoing, ACS agrees, at Symetra’s request, to provide relevant assistance to
Symetra to devise appropriate technical and organization measures. By executing this Agreement,
Symetra appoints ACS as a data processor of Symetra Data. As a processor of such data, ACS will
process Symetra Data as specified in this Agreement. ACS may perform such processing as it
reasonably considers necessary or appropriate to perform the Services. Upon expiration or
termination of this Agreement and, if necessary, Symetra will give the data protection authority
prompt notice of the termination of the appointment of ACS as Symetra’s data processor.
(c) Trans-border Data Flows. ACS will not transfer any Symetra Data across a country border
unless ACS reasonably considers such transfer necessary for ACS’ performance of the Services and
obtains Symetra’s prior written consent.
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(d) ACS as a Data Processor. ACS understands and acknowledges that, to the extent that
performance of its obligations hereunder involves or necessitates the processing of personal data,
it shall act only on instructions and directions from Symetra. ACS shall comply promptly with all
such instructions and directions received by ACS from Symetra from time to time. ACS undertakes to
keep the Symetra Data confidential and not to disclose personal data to any Third Party in any
circumstances other than at Symetra’s specific written request or in compliance with legal
obligation. If ACS subcontracts any of its obligations under this Agreement, it shall ensure
contractually that the provisions agreed hereunder also apply towards the subcontractor before any
Symetra Data is transmitted to the subcontractor. ACS undertakes to monitor its subcontractors’
compliance with such provisions as often as it deems necessary.
(e) Transfer Outside of the European Union or Outside of a Country Considered as Providing an
Adequate Level of Protection Pursuant to Article 25 of the EU Directive 95/46 of 24 October 1995.
As part of the Services provided to Symetra under this Agreement, ACS undertakes to transfer
Symetra’s personal data to its Affiliates, which may be located in countries considered as not
providing an adequate level of protection only if necessary for the performance of the Services.
With respect to trans-border data flows mentioned under Section 14.6(c) above, ACS also undertakes
to execute, as part of the Services provided to Symetra, any documents, including any data transfer
agreement, that may be required for Symetra to comply with the Data Protection Laws.
(f) Data Subject Right of Access and Rectification. If Symetra is required to provide
information to a data subject regarding that individual’s personal data, ACS will reasonably
cooperate with Symetra in providing such information to the full extent necessary to comply with
Data Protection Laws, and where a request by a data subject is made directly to ACS, it shall as
soon as reasonably practicable notify Symetra upon receipt of a request (whether oral or in
writing) from such an individual providing sufficient details and information as are required by
Symetra to comply with its obligations under the Data Protection Laws. If further to this request
the personal data must be rectified, ACS undertakes to amend the personal data as instructed by
Symetra.
ARTICLE 15
INDEMNIFICATION
INDEMNIFICATION
15.1 By ACS.
15.1.1 Intellectual Property. ACS shall indemnify, defend and hold harmless the Symetra
Indemnitees from and against, and shall pay all settlements, judgments, awards, fines, penalties,
interest, liabilities, losses, costs, damages and expenses, including attorneys’ fees and
disbursements and court costs (collectively, “Losses”), sustained or incurred by any of the Symetra
Indemnitees, based upon or relating to any claim, suit or proceeding brought by any Third Party
against any of them for actual or alleged infringement of any patent, trademark, copyright or other
proprietary right, including misappropriation of trade secrets, arising out of or relating to
technology (excluding the Category 6 Software) and/or methods or processes used by ACS to provide
the Services (an “Infringement Claim”). If Symetra’s right to use any such technology or enjoy
continued use of any method or process is enjoined or appears likely to be enjoined, at its sole
cost and expense, ACS shall either procure a license to enable Symetra to continue such use or
replace or modify the technology,
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method or process so that it no longer is subject to any such claim, suit or proceeding while
maintaining equivalent or better functionality and performance capabilities in a form acceptable to
Symetra.
15.1.2 Personal Injury, Property and Other Damage. ACS shall indemnify, defend, and hold
harmless the Symetra Indemnitees from and against, and shall pay any and all Losses sustained or
incurred by any of the Symetra Indemnitees, based upon or relating to any claim, suit or proceeding
brought by any Third Party, ACS employee or Symetra employee against any of the Symetra Indemnitees
for actual or alleged bodily injury or death, damage to tangible personal or real property
including computer data, data loss or any other damage, notwithstanding the form in which any such
action is brought (e.g., contract, tort or otherwise), to the extent such injuries or damages arise
directly or indirectly from acts, errors or omissions that constitute negligence, willful misconduct or violations of law, by ACS and/or its employees, agents and/or Subcontractors.
15.1.3 Third-Party Contracts. ACS shall indemnify, defend and hold harmless the Symetra
Indemnitees from and against, and shall pay any and all Losses sustained or incurred by any of the
Symetra Indemnitees, based upon or relating to any claim, suit or proceeding brought by any Third
Party against any of the Symetra Indemnitees for: (a) actual or alleged breach by ACS of any
agreement with any Third Party; and (b) actual or alleged breach by Symetra of any agreement with
any Third Party, to the extent the claim, suit or proceeding arises out of, relates to or is a
result of ACS’: (i) failure to fulfill its obligations under this Agreement; and/or (ii) breach
of any term or condition of this Agreement.
15.1.4 ACS Employees. ACS shall indemnify, defend and hold harmless the Symetra Indemnitees
from and against, and shall pay any and all Losses sustained or incurred by any of the Symetra
Indemnitees, based upon or relating to any claim, suit or proceeding brought by any ACS employee
against any of the Symetra Indemnitees based upon any act by ACS, its employees, agents and/or its
Subcontractors on or after the Effective Date (or in connection with services provided by ACS
prior to the Effective Date) including, without limitation, any claim relating to the non-hire of
employees by ACS, claims for wages, benefits, discrimination or harassment of any kind, wrongful
termination and/or denial of severance or termination payments upon leaving ACS’ employ. In
connection therewith, ACS shall retain for an appropriate length of time in light of applicable
statutes of limitation and make available to Symetra upon request any and all employment records
relating to any such claim, suit or proceeding.
15.1.5 Hazardous Material. ACS shall indemnify, defend and hold harmless the Symetra
Indemnitees from and against, and shall pay any and all Losses sustained or incurred by any of the
Symetra Indemnitees, based upon or relating to any claim, suit or proceeding brought by any Third
Party against any of the Symetra Indemnitees as a result of: (a) ACS’ failure to comply with any
applicable Environmental Laws; or (b) the presence of any Hazardous Material upon, above or beneath
ACS’ facilities or locations.
15.1.6 Information Disclosure. ACS shall indemnify, defend and hold harmless the Symetra
Indemnitees from and against, and shall pay any and all Losses sustained or incurred by any of the
Symetra Indemnitees, based upon or relating to any claim, suit or proceeding brought by any Third
Party against any of the Symetra Indemnitees as a result of any failure by ACS, its employees,
agents and/or Subcontractors to comply with the obligations set forth in this Agreement relating to
Symetra Confidential Information or the protection of the security or privacy of data.
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15.1.7 Security Breaches. ACS shall indemnify, defend and hold harmless the Symetra
Indemnitees from and against, and shall pay any and all Losses sustained or incurred by any of the
Symetra Indemnitees, based upon or relating to any claim, suit or proceeding brought by any Third
Party against any of the Symetra Indemnitees as a result of any failure by ACS, its employees,
agents and/or Subcontractors to comply with the security obligations set forth in this Agreement relating to protection against fraudulent or other inappropriate or unauthorized use of or access to
the systems and/or networks described herein.
15.1.8 Non-Performance. ACS shall indemnify, defend and hold harmless the Symetra
Indemnitees from and against, and shall pay any and all Losses sustained or incurred by any of the
Symetra Indemnitees, based upon or relating to any claim, suit or proceeding brought by any Third
Party against any of the Symetra Indemnitees as a result of ACS’ breach or default of any term of
this Agreement.
15.1.9 Taxes. ACS shall indemnify, defend and hold harmless the Symetra Indemnitees from and
against, and shall pay any and all Losses sustained or incurred by any of the Symetra Indemnitees,
based upon or relating to any claim, suit or proceeding brought by any Third Party against any of
the Symetra Indemnitees as a result of ACS’ failure to pay applicable taxes including, without
limitation, payroll and other employment-related taxes.
15.2 By Symetra.
15.2.1 Intellectual Property. Symetra shall indemnify, defend and hold harmless the ACS
Indemnitees from and against, and shall pay any and all Losses sustained or incurred by any of the
ACS Indemnitees, arising out of any claim, suit or proceeding brought by any Third Party against
any of them for actual or alleged infringement of any patent, trademark, copyright or similar
proprietary right, including misappropriation of trade secrets, arising out of or relating to the
Category 6 Software. If ACS’ right to use such software is enjoined, Symetra may, in its
reasonable discretion and at Symetra’s sole expense, either procure a license to enable ACS to
continue use of such software or develop or obtain a non-infringing replacement. Symetra shall
have no obligation with respect to any claim or action to the extent it is based solely upon: (a)
modification of the software by ACS or any of its Affiliates or Subcontractors; or (b) ACS’
combination, operation or use of such software with other apparatus, data or programs; provided,
however, that this sentence and therefore this exception shall not be applicable to any such
combination, modification, operation or use required or specified in writing by Symetra.
15.2.2 Managed and Assigned Contracts. Symetra shall indemnify, defend, and hold harmless
the ACS Indemnitees from and against, and shall pay any and all Losses sustained or incurred by the
ACS Indemnitees, based upon or relating to any claim, suit or proceeding brought by any Third Party
against any of the ACS Indemnitees as a result of an actual or alleged breach by Symetra of: (a)
any Managed Contract (to the extent not caused by ACS); or (b) any Assigned Contract (to the
extent not caused by ACS) occurring prior to the date the Assigned Contract was assigned to ACS.
15.2.3 Hazardous Materials. Symetra shall indemnify, defend, and hold harmless the ACS
Indemnitees from and against, and shall pay any and all Losses sustained or incurred by the ACS
Indemnitees upon or relating to any claim, suit or proceeding brought by any Third Party against
any of the ACS Indemnitees as a result of: (a) Symetra’s failure to comply in all material respects with any applicable Environmental Laws; or (b) the presence of any Hazardous Material upon,
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above or beneath Symetra’s facilities or locations, provided such Hazardous Material was not
introduced to such facilities or locations by ACS or any of its Subcontractors or released into the
environment by ACS or any of its Subcontractors.
15.3 Indemnification Procedures.
15.3.1 General. If any legal action governed by this Article 15 is commenced against an
Indemnified Party, such Indemnified Party shall give written notice thereof to the Indemnifying
Party promptly after such legal action is commenced; provided, however, that failure to give prompt
notice shall not reduce the Indemnifying Party’s obligations under this Article 15, except to the
extent the Indemnifying Party is prejudiced thereby. After such notice, if the Indemnifying Party
acknowledges in writing to the Indemnified Party that the right of indemnification under this Agreement applies with respect to such claim, then the Indemnifying Party shall be entitled, if it so
elects in a written notice delivered to the Indemnified Party not fewer than ten (10) Business Days
prior to the date on which a response to such claim is due, to take control of the defense and
investigation of such claim and to employ and engage attorneys of its choice, that are reasonably
satisfactory to the Indemnified Party, to handle and defend same, at the Indemnifying Party’s
expense. The Indemnified Party shall cooperate in all reasonable respects with the Indemnifying
Party and its attorneys, at the Indemnifying Party’s expense, in the investigation, trial, and
defense of such claim and any appeal arising therefrom; provided, however, that the Indemnified
Party may participate, at its own expense, through its attorneys or otherwise, in such
investigation, trial, and defense of such claim and any appeal arising therefrom. If a court of
competent jurisdiction later determines, without right of further appeal, that a claim, suit or
proceeding for which the Indemnifying Party assumed defense was not eligible for indemnification
under this Article 15, within thirty (30) calendar days following such determination, the
Indemnified Party shall reimburse the Indemnifying Party in full for all judgments, settlements,
costs and expenses (including attorneys’ fees) incurred in connection with such claim, suit or
proceeding.
15.3.2 Settlement of Claims. No settlement of a claim that involves a remedy other than the
payment of money by the Indemnifying Party along with standard settlement terms, specifically
including a dismissal of all claims with prejudice as well as a non-admission of liability or other
wrongdoing, shall be entered into by the Indemnifying Party without the prior written consent of
the Indemnified Party, which consent may be withheld in the Indemnified Party’s sole discretion.
In no event shall an adverse judgment be entered against the Indemnified Party as part of a
settlement without its express written consent.
15.3.3 Defense Declined. If the Indemnifying Party declines to assume defense of a claim as
provided in this Section: (a) the Indemnified Party may assume such defense and, if such defense
is assumed, unless the Parties otherwise agree in writing, the Indemnifying Party thereafter shall
be barred from assuming such defense at a later time; and (b) if it is later determined by a court
of competent jurisdiction, without right of further appeal, that such claim was eligible for
indemnification by the Indemnifying Party under this Article 15, within thirty (30) calendar days
following such determination, the Indemnifying Party shall reimburse the Indemnified Party in full
for all settlements, judgments, costs and expenses (including attorneys’ fees) incurred by the
Indemnified Party in connection with such claim.
15.3.4 Defense Accepted. Notwithstanding anything contained herein to the contrary, if the
Indemnifying Party accepts defense of a claim as provided in this Section, the Indemnified Party
shall have the right to engage independent counsel to monitor and participate in the
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defense of the matter as such counsel or the Indemnified Party deems fit to protect its
interests. The Indemnifying Party and its counsel must reasonably cooperate with the Indemnified
Party’s counsel to enable such counsel to adequately represent the interests of the Indemnified
Party.
ARTICLE 16
INSURANCE
INSURANCE
16.1 Required Insurance Coverages. During the Term and for such other periods as may be
required herein, at its sole expense, ACS shall provide and maintain insurance consistent with acceptable and prudent business practices including, at a minimum, the types of insurance and the
amounts described in Attachment N. The fact that ACS has obtained the insurance required in this
Article 16 shall in no manner lessen nor otherwise affect ACS’ other obligations or liabilities set
forth in this Agreement including, without limitation, its obligations under Article 15. If ACS
retains any Subcontractors, ACS shall require all such Subcontractors to carry the same coverages
at the same limits set forth herein.
16.2 General Provisions.
16.2.1 Evidence of Insurance. On or before the Effective Date and thereafter at Symetra’s
request, ACS shall deliver to Symetra certificates of insurance evidencing the insurance required
hereunder, together with appropriate separate endorsements. In addition, upon reasonable notice,
ACS grants Symetra the right to examine its underlying policies solely for the purpose of confirming ACS’ compliance with the terms of this Article 16.
16.2.2 Claims-Made Coverage. If any coverage is written on a “claims-made” basis, the
certificate of insurance shall clearly so state. In addition to the coverage requirements
specified above, ACS will make all commercially reasonable efforts with respect to any such
policies to provide that:
(a) the policy’s retroactive date shall coincide with or precede ACS’ commencement of
performance of Services (including subsequent policies purchased as renewals or replacements);
(b) similar insurance is maintained during the required extended period of coverage following
expiration of the Agreement for a minimum of two (2) years;
(c) if insurance is terminated for any reason, ACS shall purchase a replacement claims-made
policy with the same or an earlier retroactive date or shall purchase an extended reporting
provision to report claims arising in connection with this Agreement for a minimum of two (2) years
following termination or completion of the Services; and
(d) all claims-made policies shall allow the reporting of circumstances or incidents that
might give rise to future claims.
16.2.3 Notice of Cancellation or Change of Coverage. All certificates of insurance provided by
ACS must evidence that the insurance ACS will give Symetra forty-five (45) calendar days’ written
notice in advance of any cancellation, lapse, reduction or other adverse change in respect of such
insurance.
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16.2.4 Qualifying Insurers. All policies of insurance required hereby shall be issued by
companies that have been approved to do business in the State of Washington, unless prior written
approval is obtained from Symetra’s risk manager. All providers of insurance shall have an AM Best
rating of A- and Financial Size Category VI or better.
16.2.5 Waiver of Subrogation. All policies of insurance required hereby shall include a
waiver of subrogation in favor of Symetra and its Affiliates, a copy of which shall be provided to
Symetra upon request. ACS does hereby exercise its waiver of subrogation in favor of Symetra and
its Affiliates for any insurance proceeds payable under any policies of insurance required hereby.
ARTICLE 17
PROBLEM RESOLUTION
PROBLEM RESOLUTION
17.1 Problem Resolution Process.
17.1.1 Administrative-Level Performance Review. If a Problem arises between the Parties, the
Symetra Project Executive and the ACS Project Executive shall meet and attempt to resolve the
Problem. Written minutes of such meetings shall be kept. If the Parties are unable to resolve
the Problem within ten (10) calendar days after the initial request for a meeting, then the Parties
shall seek to resolve the Problem through the IT Outsourcing Committee Performance Review as
provided in Section 17.1.2.
17.1.2 IT Outsourcing Committee Performance Review. Upon receipt of a written Problem referral
from the Parties’ representatives as provided in Section 17.1.1, the IT Outsourcing Committee shall
meet within five (5) Business Days thereafter in an effort to resolve the Problem. If the IT
Outsourcing Committee is unable to resolve the Problem within ten (10) calendar days after the
Problem was referred to it or fifteen (15) calendar days have passed since the Problem resolution
process was begun, then the IT Outsourcing Committee shall forward the written Problem referral to
the Parties’ executives as provided in Section 17.1.3 along with a statement of any actions taken
or recommendation made by the respective members of the IT Outsourcing Committee.
17.1.3 Executive-Level Performance Review. For Problems that are not resolved as described in
Section 17.1.2, negotiations shall be conducted by the Chief Information Officer or higher-level
officer of Symetra and the Western Region Vice President or higher-level officer of ACS. If such
representatives are unable to resolve the Problem within five (5) Business Days after the Parties
have commenced negotiations, or fifteen (15) calendar days have passed since the initial request
for negotiations at this level, then the Parties shall be entitled to discontinue negotiations, to
seek to resolve the Problem through mediation as hereinafter provided or, if the Parties do not
agree to submit the Problem to mediation, to seek any and all rights and remedies that may be
available to them as provided in this Agreement.
17.1.4 Voluntary, Non-Binding Mediation. If executive-level performance review is not
successful in resolving the Problem, the Parties may, but shall not be obligated to, mutually agree
in writing to submit the Problem to non-binding mediation. Mediation must occur within five (5)
Business Days after the Parties agree to submit the Problem to mediation. The Parties mutually
shall select an independent mediator experienced in IT systems, and each shall designate a representative(s) to meet with the mediator in good faith in an effort to resolve the Problem. The
specific format for the mediation shall be left to the discretion of the mediator and the
designated Party representatives
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and may include the preparation of agreed-upon statements of fact or written
statements of position furnished to the other Party.
17.2 Continued Performance; No Tolling of Cure Periods. The Parties agree to continue
performing their obligations under this Agreement while the Problem is being resolved as provided
in this Article 17, unless and until the Problem is resolved or until this Agreement is terminated.
The time frame for a Party to cure any breach of the terms of this Agreement shall not be tolled by
the pendency of any Problem resolution procedures.
17.3 De Minimis Problems. Notwithstanding anything to the contrary in this Article 17 or
elsewhere in this Agreement, if: (a) Symetra requests services, products and/or resources from
ACS and the Parties disagree as to whether any such request is within the scope of the Services;
and (b) the financial impact on ACS of satisfying such request
is less than [***], then the
disagreement shall not be deemed a Problem, but absent mutual agreement of the Parties through the
IT Outsourcing Committee, shall be deemed resolved in Symetra’s favor. The maximum financial
impact on ACS pursuant to this Section shall not exceed [***] in the aggregate during any Contract
Year.
17.4 Equitable Relief. Notwithstanding anything contained in this Agreement to the contrary,
the Parties shall be entitled to seek injunctive or other equitable relief whenever the facts or
circumstances would permit a Party to seek equitable relief in a court of competent jurisdiction.
ARTICLE 18
USE OF SUBCONTRACTORS
USE OF SUBCONTRACTORS
18.1 Approval; Key Subcontractors. Except as hereinafter provided in this Section, ACS
shall not perform or provide the Services through Subcontractors, including providers of hardware
and software, without the prior written consent of the Symetra Project Executive as to the
selection of the Subcontractor, which consent may be withheld by Symetra in its sole discretion.
Any such consent, or ACS’ subcontracting to the wholly owned subsidiaries of Affiliated Computer
Services, Inc. (which shall not require Symetra’s prior consent) shall be contingent on ACS’
compliance with the terms of Section 7.4.4 (when applicable) and Section 13.2.3 before the
Subcontractor (including any wholly owned subsidiary) begins providing any Services to ACS or
Symetra. Symetra consents to the Subcontractors identified in Attachment O, provided that ACS
complies with the terms of Section 7.4.4 (when applicable) and Section 13.2.3 before the
Subcontractor begins providing any Services to ACS or Symetra. ACS shall ensure that each
Subcontractor has obtained and maintains all licenses required in connection with the Services for
which such Subcontractor is responsible. ACS agrees that it shall continue throughout the Term to
retain the Subcontractors identified as “Key Sub contractors” in Attachment O and that such Persons
shall continue to provide the Services initially provided, unless ACS has obtained Symetra’s prior
written consent to any changes, which consent may be withheld in Symetra’s sole discretion.
18.2 Subcontractor Agreements. ACS will provide to Symetra copies of all agreements between
ACS and its Subcontractors related to the performance of this Agreement within thirty (30) calendar
days after such contracts are executed by ACS and its Subcontractors. Such subcontracts will
contain materially the same terms and conditions as this Agreement, to the extent such terms and
conditions are relevant to the Services to be provided by the Subcontractor (including, without
limitation, a restriction on the subcontractor’s right to further subcontract its obligations
without Symetra’s prior written consent), and shall identify Symetra as a direct and intended
third-party beneficiary
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
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thereof. ACS represents and warrants that the copies of Subcontractor agreements required to
be provided to Symetra hereunder will be true and complete copies thereof.
18.3 Liability and Replacement. In no event shall ACS be relieved of its obligations under
this Agreement as a result of its use of any Subcontractors. ACS shall supervise the activities and
performance of each Subcontractor and shall be jointly and severally liable with each such Subcontractor for any act or failure to act by such Subcontractor. If Symetra determines that the
performance or conduct of any Subcontractor is unsatisfactory, Symetra may notify ACS of its
determination in writing, indicating the reasons therefor, in which event ACS promptly shall take
all necessary actions to remedy the performance or conduct of such Subcontractor or, subject to the
terms of Section 18.1, replace such Subcontractor by another Third Party or by ACS personnel.
18.4 Direct Agreements. Upon expiration or termination of the Term for any reason, Symetra
shall have the right to enter into direct agreements with any Subcontractors. ACS represents,
warrants, and covenants to Symetra that its arrangements with such Subcontractors shall not
prohibit or restrict such Subcontractors from entering into direct agreements with Symetra.
ARTICLE 19
MISCELLANEOUS
MISCELLANEOUS
19.1 Defined Terms. Capitalized terms used in this Agreement (including in any
Schedules, Attachments, Addenda and other documents attached to this Agreement), shall have the
meanings ascribed to them in Attachment P. Other capitalized terms used in this Agreement are
defined in the context in which they are used and shall have the meanings ascribed to them therein.
The terms defined in Attachment P include the plural as well as the singular.
19.2 Third-Party Beneficiaries. The applicable agreements are agreements between the
applicable Parties and, except for the Symetra Indemnitees and the ACS Indemnitees, confer no
rights upon any of such Parties’ employees, agents, or contractors, or upon any other Person.
19.3 Use of Symetra Name. Except as necessary to deliver the Services in accordance with
this Agreement, ACS shall have no right to use, and shall not use, the name of Symetra and/or any
of its officials or employees, or logos or trademarks in any manner without the prior written consent of Symetra, which consent may be withheld in Symetra’s sole discretion.
19.4 Captions; References; Terminology. Captions and titles to Schedules, Exhibits, Appendices, Attachments and/or Addenda are used herein for convenience of reference only and shall
not be used in the construction or interpretation of this Agreement. Any reference herein to a
particular Section number (e.g., “Section 2”), shall be deemed a reference to all Sections of this
Agreement that bear sub-numbers to the number of the referenced Section (e.g., Sections 2.1,
2.1.1, etc.). As used herein, the word “including” shall mean “including, without limitation.”
19.5 Assignment. Except for: (a) subcontracting permitted under the terms of Article 18; (b)
any initial public offering by Symetra; and (c) Symetra’s assignment, transfer or delegation to a
Symetra Affiliate, neither Party shall assign, transfer or delegate its duties under this
Agreement, in whole or in part, whether by operation of law or otherwise, without the prior written
consent of the other Party, which shall not be unreasonably withheld. Any assignment in
contravention of this Section (e.g., without the consent of the other Party, where such consent is
required) shall be voidable by the non-assigning Party. Without limiting the generality of the
foregoing, the phrase “by operation of
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law” shall include a Change in Control. Subject to all other provisions herein contained, this
Agreement shall be binding on the Parties and their successors and permitted assigns.
Notwithstanding the foregoing, the assigning party shall remain liable for the performance of the
assigned or delegated obligations hereunder.
19.6 Notices. Any written notice, request, consent, approval or other communication required
or permitted to be given pursuant to this Agreement shall be in writing and shall be deemed to have
been given: (a) upon delivery if delivered personally; (b) upon transmission if sent viafacsimile
(with the original sent by recognized overnight courier); or (c) one (1) business day after deposit
with a national overnight courier, in each case addressed to the following addresses/telecopier numbers, or to such other addresses/telecopier numbers as may be specified by a Party upon written notice to the other in accordance with the terms of this Section:
If to Symetra:
Symetra Life Insurance Company
5069 154th Place NE
Redmond, WA 98052-9669
Attention: Chief Information Officer
Telecopier No.: (425) 376-6080
5069 154th Place NE
Redmond, WA 98052-9669
Attention: Chief Information Officer
Telecopier No.: (425) 376-6080
with a copy to:
Symetra Life Insurance Company
5069 154th Place NE
Redmond, WA 98052-9669
Attention: Legal Counsel
Telecopier No.: (425) 376-6080
5069 154th Place NE
Redmond, WA 98052-9669
Attention: Legal Counsel
Telecopier No.: (425) 376-6080
If to ACS:
ACS Commercial Solutions, Inc.
3935 NW Aloclek Place
Suite A-100
Hillsboro, OR 97124
Attention: Symetra SBU Manager
Telecopier No.: (503) 466-6774
3935 NW Aloclek Place
Suite A-100
Hillsboro, OR 97124
Attention: Symetra SBU Manager
Telecopier No.: (503) 466-6774
with a copy to:
ACS Commercial Solutions, Inc.
2828 N. Haskell Avenue, Bldg 1, 9th Floor
Dallas, Texas 75204
Attention: Group Counsel for Commercial Solutions
Telecopier No.: (214) 584-5525
2828 N. Haskell Avenue, Bldg 1, 9th Floor
Dallas, Texas 75204
Attention: Group Counsel for Commercial Solutions
Telecopier No.: (214) 584-5525
19.7 Amendments; Waivers. This Agreement may be modified only pursuant to a writing executed
by Symetra and ACS. ACS expressly agrees that all amendments to this Agreement executed by the
Parties after the Effective Date must be signed by a Vice President or higher-level
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officer of Symetra in order to be effective. The Parties expressly disclaim the right to claim the
enforce-ability or effectiveness of: (a) any amendments to this Agreement that are not executed by
a Vice President or higher-level officer of Symetra; (b) any oral modifications to this Agreement;
and (c) any other amendments, based on course of dealing, waiver, reliance, estoppel or other
similar legal theory. The Parties expressly disclaim the right to enforce any rule of Washington
law that is contrary to the terms of this Section.
19.8 Relationship Between the Parties. Neither Party (nor any employee, subcontractor or
agent thereof) shall be deemed or otherwise considered a representative, agent, employee, partner
or joint venturer of the other. Further, neither Party (nor any employee, subcontractor or agent
thereof) shall have the authority to enter into any agreement, nor to assume any liability, on
behalf of the other Party, nor to bind or commit the other Party in any manner, except as expressly
provided in this Agreement.
19.9 Access to Personnel and Information. If reasonably required by ACS for the performance
of the Services, Symetra shall provide ACS with reasonable access to Symetra’s administrative,
technical and other similar personnel and network management records and information.
19.10 Severability. If any provision of this Agreement is determined to be invalid or
unenforceable, that provision shall be deemed stricken and the remainder of this Agreement shall
continue in full force and effect insofar as it remains a workable instrument to accomplish the
original intent and purposes of the Parties, and, if possible, the Parties shall replace the
severed provision with a provision that reflects the intention of the Parties with respect to the
severed provision but that will be valid and enforceable.
19.11 Counterparts; Faxed Signatures. This Agreement may be executed in duplicate counterparts, each of
which shall be deemed an original and both of which together shall constitute but one and the same
instrument. Counterparts may be executed in either original or faxed form, and the Parties hereby
adopt as original any signatures received via facsimile.
19.12 Governing Law and Venue. This Agreement shall in all respects be interpreted under, and
governed by, the internal laws of the State of Washington, U.S.A., including, without limitation,
as to validity, interpretation and effect, without giving effect to its conflicts of laws
principles. Except as provided in Section 17.1.4, Section 19.13 and hereafter in this Section, ANY
LEGAL ACTION, SUIT OR PROCEEDING BROUGHT BY A PARTY IN ANY WAY ARISING OUT OF OR RELATING TO THIS
AGREEMENT SHALL BE BROUGHT SOLELY AND EXCLUSIVELY IN THE STATE OR FEDERAL COURTS LOCATED IN KING
COUNTY, STATE OF WASHINGTON, U.S.A., AND EACH PARTY IRREVOCABLY ACCEPTS AND SUBMITS TO THE SOLE AND
EXCLUSIVE PERSONAL JURISDICTION OF SUCH COURTS IN PERSONAM, GENERALLY AND UNCONDITIONALLY WITH
RESPECT TO ANY ACTION, SUIT OR PROCEEDING BROUGHT BY OR AGAINST IT BY THE OTHER PARTY. EXCEPT AS
PROVIDED IN SECTION 17.1.4, SECTION 19.13 AND HEREAFTER IN THIS SECTION, NEITHER PARTY SHALL BRING
ANY LEGAL ACTION, SUIT OR PROCEEDING IN ANY WAY ARISING OUT OF OR RELATING TO THIS AGREEMENT IN
ANY OTHER COURT OR IN ANY OTHER JURISDICTION AND SHALL NOT ASSERT ANY CLAIM, WHETHER AS AN ORIGINAL
ACTION OR AS A COUNTERCLAIM OR OTHERWISE, AGAINST THE OTHER IN ANY OTHER COURT OR JURISDICTION.
Each Party irrevocably waives and agrees not to assert, by way of motion, as a defense or
otherwise, any objection that it may now or hereafter have to the venue of any of the
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aforesaid actions, suits or proceedings in the courts referred to above, and further waives
and agrees not to plead or claim in any such court that any such action or proceeding brought in
any such court has been brought in an inconvenient forum, that the venue of the suit, action or
proceeding is improper, or that this Agreement or the subject matter hereof or thereof may not be
enforced in or by such court. As the only exceptions to any of the above, if a Party is entitled to
seek injunctive or other equitable relief which is not available in the venue specified in this
Section, this Section shall not be deemed to be a bar to the Party seeking such relief if such
relief is wholly non-monetary injunctive or other equitable relief.
19.13 Arbitration. At Symetra’s sole and absolute discretion and election, a dispute that
arises from or relates to this Agreement may be submitted for resolution to binding arbitration,
and if Symetra makes such an election, such dispute shall be decided exclusively by binding
arbitration in King County in the State of Washington, U.S.A., under the Commercial Arbitration
Rules of the American Arbitration Association (the “Rules”), before a sole arbitrator, who shall be
a retired or former judge or attorney with at least twenty (20) years of experience and mutually
acceptable to the parties. Each party will bear one half of the arbitrator’s fees and other
administrative fees of the arbitration; provided, however, that the arbitrator may award recovery
of such fees to the party whom the arbitrator reasonably believes is the prevailing party, if the
arbitrator reasonably believes that an award of such fees is appropriate. The parties agree that
the arbitrator’s award shall be final, and may be filed with and enforced as a final judgment by
any court of competent jurisdiction. The arbitrator shall have no power to: (a) award damages
(including any attorney’s fees) in excess of the amount or other than the types allowed by Article
11; or (b) alter any of the provisions of this Agreement. The parties consent and agree to the
jurisdiction of the tribunals mentioned in this paragraph, and waive any and all objections to such
forums, including but not limited to objections based on improper venue or inconvenient forum.
19.14 Expenses. Each Party shall bear all expenses paid or incurred by it in connection with
the planning, negotiation and consummation of this Agreement.
19.15 Import/Export. The computer hardware, software and technical data which are the subject
of this Agreement are acknowledged to be subject to any then-applicable United States laws,
regulations, orders or other restrictions regarding export of computer hardware, software,
technical data or Derivative Works thereof. Neither Party shall, in violation of any applicable
laws, regulations, orders or other restrictions, directly or indirectly export (or re-export) any
computer hardware, software, technical data or Derivative Works thereof, or permit the shipment of
same: (a) into (or to a national or resident of) Cuba, North Korea, Iran, Iraq, Libya, Syria or any
other country to which the United States has embargoed goods; or (b) to anyone on the United States
Treasury Department’s List of Specially Designated Nationals, List of Specially Designated
Terrorists and List of Specially Designated Narcotics Traffickers or the United States Commerce
Department’s Denied Parties List; or (c) to any country or destination for which the United States
government or a United States governmental agency requires export license or other approvals for
export without first having obtained such license or other approval. This obligation shall survive
the expiration or early termination of this Agreement.
19.16 Waiver of UCITA. THE PARTIES AGREE THAT THE UNIFORM COMPUTER INFORMATION
TRANSACTIONS ACT OR ANY VERSION THEREOF, ADOPTED BY ANY STATE IN ANY FORM (“UCITA”),
SHALL NOT APPLY TO THIS AGREEMENT AND, TO THE EXTENT THAT UCITA IS APPLICABLE, THE PARTIES
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AGREE TO OPT-OUT OF THE APPLICABILITY OF UCITA PURSUANT TO THE OPT-OUT PROVISION(S)
CONTAINED THEREIN.
19.17 Benefits of Agreement. All rights and benefits granted hereunder to Symetra may be
exercised and enjoyed by any Symetra Affiliate, provided that Symetra shall be and remain
responsible for the compliance of the terms and conditions of this Agreement with respect to such
Symetra Affiliate and will be such Symetra Affiliate’s agent for all purposes of this Agreement and
any claims or actions arising from such Symetra Affiliate shall be pursued solely by Symetra.
Further, for purposes of calculating discounts (if any) available under this Agreement that are
based on volume, quantity or other measurement factor, the total volume of all Symetra Affiliates
shall be counted to determine whether the applicable volume, quantity or other measurement factor
has been achieved.
19.18 Entire Agreement. This Agreement and all Schedules, Attachments, Exhibits and Addenda
hereto are incorporated herein by this reference and are an integral part of the Agreement and
shall be read and interpreted together with the Agreement as a single document. This Agreement,
consisting of all of the pages of this instrument, together with all Schedules, Attachments, Exhibits and Addenda hereto sets forth the entire, final and exclusive agreement between the Parties
and supersedes all prior and contemporaneous agreements, understandings, negotiations and
discussions, whether oral or written, between the Parties related to the subject matter herein.
IN WITNESS WHEREOF, the Parties have executed this Information Technology Services Agreement
as of the Effective Date.
| SYMETRA LIFE INSURANCE COMPANY | ACS COMMERCIAL SOLUTIONS, INC. | |||||||||
By:
|
By: | |||||||||
Title:
|
Title: | |||||||||
Date:
|
Date: | |||||||||
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AFFILIATED COMPUTER SERVICES, INC. GUARANTY
For value received, Affiliated Computer Services, Inc. (“Parent”), a Delaware corporation with
a place of business at 2828 N. Haskell, Dallas, Texas 75204, absolutely and unconditionally
guarantees the obligations and performance of its wholly-owned subsidiary, ACS Commercial
Solutions, Inc. (“ACS”), under that certain Information Technology Services Agreement by and
between ACS and Symetra Life Insurance Company (“Symetra”) dated October 28, 2004 (inclusive of all
Exhibits, Schedules, Attachments, Addenda, Appendices and any country agreements executed
thereunder (whether in effect on the effective date of such agreement or in effect in the future),
as the same may hereafter be amended, modified, renewed or extended from time to time (the
“Guaranteed Obligations”). If ACS fails to perform the Guaranteed Obligations, Parent shall perform
such obligations. This Guaranty shall continue in force until all Guaranteed Obligations have been
performed and/or satisfied. Parent shall not be discharged from liability under this Guaranty so
long as any claim by Symetra, or any of its Affiliates (as defined in the above-described
ACS/Symetra agreement), against ACS remains outstanding. This Guaranty shall be binding on Parent
and on its successors and assigns.
Notwithstanding anything in this Guaranty to the contrary, the obligations of Parent under
this Guaranty shall be subject to the rights, privileges and defenses otherwise available to ACS
under the above-described ACS/Symetra agreement with respect to the Guaranteed Obligations. Nothing
in this Guaranty shall be deemed to expand or otherwise extend the Guaranteed Obligations or limit
any defenses available to ACS (or to Parent by virtue of this Guaranty) under the Agreement. This
Guaranty shall be expressly subject to the conditions that: (a) Symetra may resort to Parent for
performance of the Guaranteed Obligations only if in Symetra’s reasonable judgment efforts to
obtain performance of the Guaranteed Obligations against ACS are not likely to result in the full
and timely performance of such Guaranteed Obligations; and (b) Parent may satisfy its performance
obligations under this Guaranty either directly or indirectly by causing one of its Affiliates to
perform such obligations.
IN WITNESS WHEREOF, Affiliated Computer Services, Inc. has, by a duly authorized officer,
executed this Guaranty as of the 28th day of October 2004.
| AFFILIATED COMPUTER SERVICES, INC. | ||||
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 1—Relationship Management
Schedule 1—Relationship Management
Schedule 1
Relationship Management
for
Symetra Life Insurance Company
October 28, 2004
Confidential Information
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Symetra Life Insurance Company (Symetra)
Schedule 1—Relationship Management
Schedule 1—Relationship Management
Table of Contents
1.0 Relationship Management Services and ACS Proposed Staffing |
1 | |||
1.1 Personnel and Organization Overview |
1 | |||
1.2 ACS Account Team Organization and Staffing |
2 | |||
1.2.1 Organization Chart |
2 | |||
1.2.2 Key Account Team Management Organization and Roles |
2 | |||
1.2.3 Key Executive Team Roles |
5 | |||
1.3 Additional ACS Team Roles |
6 | |||
1.3.1 ACS Business Operations Manager |
6 | |||
1.3.2 ACS Contracts Manager |
6 | |||
1.3.3 ACS Technical Service Tower Service Delivery Manager(s) |
6 | |||
1.3.4 ACS Sales Executive |
7 | |||
1.3.5 Other ACS Key Account Team Management Personnel |
7 | |||
1.3.6 Other relevant ACS personnel |
7 | |||
1.3.7 Account Team Position Descriptions |
7 |
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Symetra Life Insurance Company (Symetra)
Schedule 1—Relationship Management
Schedule 1—Relationship Management
1.0 Relationship Management Services and ACS Proposed Staffing
1.1 Personnel and Organization Overview
ACS’ strategic business unit (“SBU”) model, performance-based compensation and corporate
client satisfaction directive ensure that every ACS employee understands that ACS’ success
depends on its ability to serve and support each client’s needs. In summary, Symetra is
guaranteed more focused service from ACS than our peers through these benefits:
| ¨ | Account structure focuses on Symetra with resources that are aligned with Symetra’s objectives. | ||
| ¨ | Compensation is directly tied to Symetra’s satisfaction and ACS’ ability to exceed performance measurements. |
A communication strategy is in place to facilitate a structured approach to ongoing
communication and navigating through both organizations.
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Symetra Life Insurance Company (Symetra)
Schedule 1—Relationship Management
Schedule 1—Relationship Management
1.2 ACS Account Team Organization and Staffing
1.2.1 Organization Chart
Figure 1—Symetra Organizational Account
1.2.2 Key Account Team Management Organization and Roles
The SBU manager (a/k/a ACS Project Executive) has significant business knowledge and
management experience and a solid understanding of the role IT plays in achieving short-range
and long-range business objectives. SBU managers are responsible for ensuring that everyone at
ACS is working to support Symetra’s critical business systems. Ultimately, the SBU manager’s
role is to communicate and promote Symetra’s point of view within ACS—to be a Symetra advocate.
The ACS Service Delivery Manager is responsible for receiving, scheduling and delivering on
service requests and day-to-day issues. The ACS Service Delivery Manager works directly with
Symetra to clarify requests, discuss timing, develop specific project plans (if necessary) and
provide project status.
SBU Account Focus
ACS’ SBU management structure puts Symetra at the center of ACS business philosophy. New
initiatives are qualified by evaluating the benefits to our clients. The SBU manager,
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Symetra Life Insurance Company (Symetra)
Schedule 1—Relationship Management
Schedule 1—Relationship Management
working
directly with Symetra, becomes the conduit through which Symetra takes advantage of ACS’
technical resources.
Account Governance and Account Governance Board (“AGB”)
Key to establishing a successful governance board is ensuring that ACS’ proposed governance
board structure is appropriately mapped to the structural and functional requirements specified
by Symetra. ACS will collaborate with Symetra in establishing a jointly defined and mutually
beneficial account governance program. The AGB is also known as the IT Outsourcing Committee.
The descriptions and rights and responsibilities of the Parties related to the AGB and its
associated boards and teams as set forth in this Schedule shall not diminish the rights and
responsibilities of the Parties related to the IT Outsourcing Committee as set forth in Section
1.2 of the Agreement.
Account Governance Board Structure
Co-chairs, one each from Symetra and ACS, will lead the AGB, which will comprise four
standard teams and one special team. The four standard teams are the governance team, audit
team, finance team, and operations team. The four standard teams will meet regularly. The
special team is the executive team and will meet at least annually and as needed to provide
strategic direction or resolve problems that have been escalated to them by the AGB chair(s).
Governance Team Purpose
The governance team will oversee activities associated with the Agreement. This team is
responsible for ensuring the overall effectiveness of the Agreement governance processes and
communicating to Symetra and ACS stakeholders. The management and resolution of financial and
operational issues is the responsibility of the governance team. Contract interpretation is the
responsibility of the governance team. The governance team provides direction to the audit,
finance and operations teams.
Audit Team Purpose
The audit team assists the governance team in fulfilling contract oversight
responsibilities through participation in daily, weekly, monthly, quarterly, annual and ad hoc
review processes. This team is responsible for monitoring compliance with the financial and
operational deliverables associated with the Agreement. It ensures that financial statements are
accurate and consumption measurement methods, and that SLA/SLR measurement methods are
consistent with the Agreement.
Finance Team Purpose
The finance team assists the governance board with rationalizing the portfolio of Services
being provided or which may be added to the Agreement. This team works to ensure that the
pricing is competitive and oversees benchmarking activities. This team provides consumption
forecasts and acts as the project management office (PMO) for Services. This team oversees the
intake processes and new business proposal processes. This team coordinates internal chargeback
related activities.
Operations Team Purpose
The operations team assists the governance board with ensuring that day-to-day operational
processes such as problem management, change management, asset management and
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Symetra Life Insurance Company (Symetra)
Schedule 1—Relationship Management
Schedule 1—Relationship Management
SLA/SLR management
are executed effectively. This team provides the day-to-day oversight of operational processes
being delivered via the Agreement.
SBU Manager Selection
Without limiting any of its rights in Article 3 of the Agreement, Symetra will be involved
in the selection process of this SBU manager to ensure the best fit culturally, technically and
strategically. ACS recruits the SBU manager through several channels. Working with Symetra, ACS
will determine which approach and characteristics will deliver the best candidate. Some of the
methods used include the following:
| ¨ | Recruiting internally within the SBU management team | ||
| ¨ | Leveraging the salesperson’s knowledge gained throughout the sales process to continue delivery of the Services |
In addition to these selection methods, ACS will qualify candidates based on established
criteria. These criteria include areas such as industry knowledge, technology experience within
specific Service Towers and leadership ability applicable to the account size.
Because the SBU manager will become “embedded” in Symetra, this is an important factor in the
success of the relationship.
Communication Strategy
An ACS customer service cornerstone is a defined communication strategy between ACS and our
clients. At ACS, we would rather over-communicate than make an assumption.
We recommend weekly and monthly service review meetings with different parties as an opportunity
to discuss the relationship status at a technical and business level, as depicted in Figure 2.
Figure 2—SBU Communication Strategy
ACS maintains contractual performance statistics that the SBU manager will review monthly with
Symetra management. This information will be presented graphically with a rolling 12-month
history to help identify trends. We also provide a client portal where service
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Symetra Life Insurance Company (Symetra)
Schedule 1—Relationship Management
Schedule 1—Relationship Management
agreements
(including, without limitation, the Agreement) and invoices with supporting detail are
maintained.
Without limiting the rights and obligations set forth in the Agreement, including without
limitation Section 2.2 of the Agreement, ACS will work to identify areas for improvement and,
where a problem exists, establish the root cause and present procedures for prevention. A
scorecard is provided quarterly that grades ACS on Service delivery, communication and overall
account management.
In addition to these reviews, ACS will use the following methods to provide the responsiveness
and flexibility Symetra requires:
| ¨ | Daily interaction between Symetra functional leaders and the ACS SBU manager and the ACS Service Delivery Manager will keep the lines of communication and understanding open. | ||
| ¨ | Regular status meetings will be conducted to review and discuss activities or issues related to the provision of Services. | ||
| ¨ | Annual technology reviews will discuss Symetra’s business directions and ACS’ new products and services relative to Symetra’s environment. |
1.2.3 Key Executive Team Roles
SBU managers are responsible for making sure that everyone at ACS is working with Symetra
personnel to support Symetra’s critical business systems. Table 1 outlines the roles and
responsibilities, as well as the business profile, for an SBU manager.
Table 1 SBU Manager’s Roles and Responsibilities
SBU Manager (a/k/a ACS Project Executive)
| Roles and Responsibilities | Business Profile | |
• Direct activities of SBU
management team • Perform active role in migration process • Regularly review quality of delivered service • Coordinate recurring and ad hoc meetings • Prepare and present management reports • Oversee contract agreements • Escalate problems • Perform strategic planning |
• Strong IT infrastructure knowledge with
a clear understanding of IT as an enabler to
accomplishing business objectives |
|
• Experience in developing and
maintaining client relationships and developing
solutions to meet client needs |
||
• Expertise in project management, new
business support, proposal support and IT
consulting |
||
• Management experience |
||
• Team leadership skills |
||
• Creative thinker |
||
• Superior technology strategist |
||
• Negotiation skills |
||
• Experienced in motivating and managing
high performance staffs |
||
• Financial management experience |
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Symetra Life Insurance Company (Symetra)
Schedule 1—Relationship Management
Schedule 1—Relationship Management
Table 2 shows the profile for the ACS Service Delivery Manager.
Table 2 ACS Service Delivery Manager’s Roles and Responsibilities
ACS Service Delivery Manager
| Roles and Responsibilities | Business Profile | |
• Oversee day-to-day operations of the Services
|
• Superior analytical skills |
|
• Collect and track SLA/SLR metrics
|
• Technical expertise in the very areas of
concern to ACS’ clients |
|
• Coordinate and manage service changes
|
• Experience from several operational areas |
|
• Prioritize special service requests
|
• Understanding of technology and the
outsourcing environment |
|
• Manage special and large projects
|
• Experience in assisting clients achieve their technology plans |
|
• Keep lines of communication open between Symetra
and ACS
|
• Operations management experience |
|
• Communicate changes that may affect both
organizations and ensure that interested parties
are informed
|
• Project management skills • Leadership qualities • Effective communicator • Team-building skills |
|
1.3 Additional ACS Team Roles
1.3.1 ACS Business Operations Manager
The ACS business operations manager serves as the primary financial contact between Symetra
and ACS. This individual is responsible for developing and maintaining client billing and
invoicing operations, establishing and maintaining procurement operations for ACS on behalf of
the Symetra program, and for ensuring that all financial accounting for Services provided to
Symetra is accurate and well documented. Prepares daily, weekly and monthly management and
status reporting based upon measured statistics, SLR/SLA data, and consumption usage.
1.3.2 ACS Contracts Manager
The ACS contracts manager serves as the primary contractual management point between Symetra and
ACS. This individual is responsible for developing and maintaining client contracts and any
required contractual modifications (as well as requisite legal reviews and approvals).
Furthermore, the ACS contracts manager ensures that contracts (including, without limitation,
the Agreement) remain compliant with applicable contractual or business laws and policies based
upon guidance from the compliance and audit teams.
1.3.3 ACS Technical Service Tower Service Delivery Manager(s)
Serve as the primary technical contact between Symetra and ACS for specific Services Towers.
Responsible for developing and maintaining client relationships and developing technical
solutions to meet Symetra’s needs for each Service Tower. Manage the account P&L and provide
general direction for the technical services team. Prepare daily, weekly and monthly management
and status reporting.
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Symetra Life Insurance Company (Symetra)
Schedule 1—Relationship Management
Schedule 1—Relationship Management
1.3.4 ACS Sales Executive
The ACS sales executive serves as the primary sales and new-business contact point between
Symetra and ACS. This individual is responsible for understanding the Symetra business
structure, and for identifying how ACS services map to and can enhance Symetra operations. The
ACS sales executive manages all sales-related activities for Symetra and ensures that sales
opportunities are well-communicated and understood, and driven through appropriate ACS channels
efficiently and effectively.
1.3.5 Other ACS Key Account Team Management Personnel
ACS Senior Project Manager—Transition Management Office
ACS senior project managers are responsible for oversight and coordination of transition
management related activities. They are responsible for developing, obtaining sign-off,
executing and maintain the detailed Transition Plan, project schedules and supplemental
management plans. They serve as the primary interface to Symetra and the ACS transition team
and develop and publish applicable transition status reports as well as conduct required daily
and weekly transition status meetings. Executing formal project closure processes, including
acceptance sign-offs, satisfaction surveys and lessons learned feedback sessions are also a key
requirement of this position. In addition, they will obtain and maintain appropriate ACS
transition team staffing throughout the transition.
ACS Project Manager—Project Management Office
ACS project manager(s) will manage the planning, execution, and close phases for assigned
transition projects. They will also work with ACS IT management to obtain the required ACS IT
transition team staffing for assigned transition projects. Managing and maintaining the
transition program portal for assigned projects is a key responsibility. The ACS project manager
will ensure assigned transition projects are executed on time, with a high degree of quality,
and according to the approved approach.
1.3.6 Other relevant ACS personnel
ACS Quality and Compliance Manager
This individual is responsible for establishing and maintaining ACS quality management
programs with respect to Symetra. The ACS quality and compliance manager oversees collection
and analysis of quality metrics and reports such statistics. Additionally, the ACS quality and
compliance manager oversees compliance auditing and operations, ensuring operational compliance
with industry and accounting standards and relevant legal requirements.
1.3.7 Account Team Position Descriptions
SBU Senior Staff
Location: Symetra HQ (<10%) and NWSC (>90%)
Members of the SBU senior staff, including the ACS human resources manager, the ACS business
operations manager, the ACS contracts manager, the ACS sales support manager,
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Symetra Life Insurance Company (Symetra)
Schedule 1—Relationship Management
Schedule 1—Relationship Management
and the various
ACS Service Tower managers, will all work primarily out of the NWSC with visits to Symetra HQ as
necessary.
SBU Operations Onsite Staff
Location: Symetra HQ (100%)
Key, identified ACS operational staff will be located at the Symetra HQ facility full-time.
SBU Manager
Location: Symetra Financial HQ (50%) and NWSC (50%)
SBU Operations Data Center Staff
Location: NWSC (100%)
All remaining ACS operational staff will work out of the NWSC.
ACS’ SBU management structure puts Symetra at the center of ACS’ business philosophy. All new
initiatives are qualified by evaluating the benefits to our clients. The SBU manager, working
directly with Symetra, becomes the conduit through which Symetra takes advantage of ACS’
technical resources.
ACS recognizes the location percentages for the SBU Service Delivery Manager and ACS senior
staff are estimates and that there will be times when it will be necessary for them to be onsite
at Symetra 100%.
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Symetra Life Insurance Company (Symetra)
Schedule 2A—Cross Functional Services SOW
Schedule 2A—Cross Functional Services SOW
Schedule 2A
Cross-Functional Services SOW
for
Symetra Life Insurance Company (Symetra)
October 28, 2004
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Symetra Life Insurance Company (Symetra)
Schedule 2A—Cross Functional Services SOW
Schedule 2A—Cross Functional Services SOW
TABLE OF CONTENTS
1.0 Cross Functional Services Overview and Objectives |
||||
1.1 Services Overview |
||||
1.2 Service Objectives |
||||
2.0 Service Environment |
||||
2.1 Scope of the Infrastructure to be Supported |
||||
3.0 Cross Functional Services Requirements |
||||
3.1 Service Descriptions and Roles & Responsibilities |
||||
3.2 Exclusions |
||||
4.0 Service Management |
||||
4.1 Objectives |
||||
4.2 Definitions |
||||
4.3 Service Level Requirements (SLRs) |
||||
4.4 Reports |
||||
5.0 List of Referenced ITSA Schedules |
List of Tables
Table 1. General Roles and Responsibilities
Table 2. Planning and Analysis Roles and Responsibilities
Table 3. Requirements Definition Roles and Responsibilities
Table 4. Design Specifications Roles and Responsibilities
Table 5. Acquisition and Management Roles and Responsibilities
Table 6. Engineering/Development Roles and Responsibilities
Table 7. Integration and Testing Roles and Responsibilities
Table 8. Implementation and Migration Roles and Responsibilities
Table 9. Operations and Administration Roles and Responsibilities
Table 10. Incident & Problem Management
Table 11. Maintenance Roles and Responsibilities
Table 12. Configuration Management Roles and Responsibilities
Table 13. Change and Release Management Roles and Responsibilities
Table 14. Capacity Management Roles and Responsibilities
Table 2. Planning and Analysis Roles and Responsibilities
Table 3. Requirements Definition Roles and Responsibilities
Table 4. Design Specifications Roles and Responsibilities
Table 5. Acquisition and Management Roles and Responsibilities
Table 6. Engineering/Development Roles and Responsibilities
Table 7. Integration and Testing Roles and Responsibilities
Table 8. Implementation and Migration Roles and Responsibilities
Table 9. Operations and Administration Roles and Responsibilities
Table 10. Incident & Problem Management
Table 11. Maintenance Roles and Responsibilities
Table 12. Configuration Management Roles and Responsibilities
Table 13. Change and Release Management Roles and Responsibilities
Table 14. Capacity Management Roles and Responsibilities
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Symetra Life Insurance Company (Symetra)
Schedule 2A—Cross Functional Services SOW
Schedule 2A—Cross Functional Services SOW
Table 15. Performance Management Roles and Responsibilities
Table 16. Service Level Monitoring and Reporting Responsibilities
Table 17. Account Management Roles and Responsibilities
Table 18. Root Cause Analysis Roles and Responsibilities
Table 19. Training and Knowledge Transfer Roles and Responsibilities
Table 20. Documentation Roles and Responsibilities
Table 16. Service Level Monitoring and Reporting Responsibilities
Table 17. Account Management Roles and Responsibilities
Table 18. Root Cause Analysis Roles and Responsibilities
Table 19. Training and Knowledge Transfer Roles and Responsibilities
Table 20. Documentation Roles and Responsibilities
Table 21. Technology Refreshment and Replenishment Roles and Responsibilities
Table 22. Security Roles and Responsibilities
Table 23. IT Service Continuity and Disaster Recovery Roles and Responsibilities
Table 24. Environmental and Facilities Support
Table 25. Financial/Chargeback Services
Table 26. Incident Resolution SLRs
Table 27. Priority Levels
Table 28. Backup Schedule
Table 29. Restoration SLR
Table 30. Disaster Recovery SLRs
Table 31. Asset Tracking SLR
Table 32. Customer Satisfaction SLR
Table 33. Cross Functional Services Reports
Table 22. Security Roles and Responsibilities
Table 23. IT Service Continuity and Disaster Recovery Roles and Responsibilities
Table 24. Environmental and Facilities Support
Table 25. Financial/Chargeback Services
Table 26. Incident Resolution SLRs
Table 27. Priority Levels
Table 28. Backup Schedule
Table 29. Restoration SLR
Table 30. Disaster Recovery SLRs
Table 31. Asset Tracking SLR
Table 32. Customer Satisfaction SLR
Table 33. Cross Functional Services Reports
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Symetra Insurance Company (Symetra)
Schedule 2A—Cross-Functional Services SOW
Schedule 2A—Cross-Functional Services SOW
1.0 Cross Functional Services Overview and Objectives
1.1 Services Overview
Cross functional Services include a number of common IT life cycle support and management
services that ACS will provide across all Symetra IT Service Towers. Services, activities and
roles and responsibilities described in this Cross-Functional Services SOW are considered within
the scope of each Service Tower (Schedules 2B through 2H). In addition, the Services described in
this Cross-Functional Services SOW shall be included within the IT Services Tower charges as
specified in Schedule 3 – Fees.
Cross Functional SOW
| Data | Distributed | Data | Voice | Output | Content | ||||||||||||
| Center | Computing | Network | Comm. | Help Desk | Processing | Management | |||||||||||
| Services | Services | Services | Services | Services | Services | Services | |||||||||||
| SOW | SOW | SOW | SOW | SOW | SOW | SOW |
Figure 1: Service Towers with Cross Functional View
1.2 Service Objectives
The following are the key high-level service objectives Symetra expects to achieve through
this Cross Functional Services SOW:
| n | Ensure that critical IT life cycle and service management functions are included in all IT Services Tower SOWs | ||
| n | Receive IT services that consider an end-to-end enterprise view across all IT Service Towers |
Service Environment
Scope of the Infrastructure to be Supported
The service environment section in each IT Services Tower SOW Schedule describes the computing
environment to be supported/complied with. The service environment includes such things as hardware
and software, facilities and locations, personnel, policies and procedures, licenses and
agreements, work-in-progress and future initiatives. As such, this Cross Functional Services SOW
shall apply to the service environments as specified in each IT Service Tower SOW. The service
environments for each IT Service Tower will be documented in SOW Appendices and are to be
maintained by ACS and made available to Symetra quarterly.
| 3.0 | Cross Functional Services Requirements |
ACS is responsible for providing the cross functional Services defined in Section 3.1 of this
Schedule for IT Service Towers defined in the following documents:
| n | Schedule 2B – Data Center Services SOW |
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Symetra Insurance Company (Symetra)
Schedule 2A—Cross-Functional Services SOW
Schedule 2A—Cross-Functional Services SOW
| n | Schedule 2C – Distributed Computing Services SOW | ||
| n | Schedule 2D – Data Network Management Services SOW | ||
| n | Schedule 2E – Voice Communication Services SOW | ||
| n | Schedule 2F – Help Desk Services SOW | ||
| n | Schedule 2G – Output Processing Services SOW | ||
| n | Schedule 2H – Content Management Services SOW |
3.1 Service Descriptions and Roles & Responsibilities
3.1.1 General Responsibilities
The following table identifies general roles and responsibilities associated with this SOW. An
“X” is placed in the column under the Party that will be responsible for performing the task. ACS
responsibilities are indicated in the column labeled “ACS.”
General Roles and Responsibilities
| General Roles and Responsibilities | ACS | Symetra | ||
Provide Services that support Symetra business
needs and End-User requirements |
X | |||
Comply with Symetra policies and standards and
industry regulations applicable to Symetra for
information, information systems, personnel, physical
and technical security |
X | |||
Conform to changes in laws, regulations and policies.
Major changes shall be proposed on a
project-by-project effort basis to alter the
environment to conform to the new requirements |
X | |||
Report performance against SLRs |
X | |||
1. Coordinate all changes to the IT
infrastructure
that may affect the service levels of any other
service area |
X | |||
Provide timely creation, updating, maintenance
and provision of all appropriate project plans,
project time and cost estimates, technical
specifications, management documentation and
management reporting in a form/format that is
acceptable to Symetra for all Service Tower projects
and major Service activities |
X |
3.1.2 Planning & Analysis
Planning and analysis Services are the research of new technical trends, products and
services, such as hardware components, system software, and networks that offer opportunities to
improve the efficiency and effectiveness of the Service Towers. Planning Services can also help
support competitive business advantage and mitigate risks by reducing defects and improving the
quality of IT services.
The following table identifies the roles and responsibilities that ACS and Symetra will perform,
and that are associated with planning and analysis activities.
Planning and Analysis Roles and Responsibilities
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Symetra Insurance Company (Symetra)
Schedule 2A—Cross-Functional Services SOW
Schedule 2A—Cross-Functional Services SOW
| Planning and Analysis Roles and Responsibilities | ACS | Symetra | ||
1. Define services, standards and timeframes for planning and
analysis activities |
X | |||
2. Participate in defining services and standards for planning
and
analysis activities |
X | |||
3. Review and approve services and standards for planning and
analysis activities |
X | |||
4. Define Symetra requirements at the enterprise level for all
Service Towers (e.g. business, technology strategy, functional,
availability, capacity, performance, backup and IT continuity
service) |
X | |||
5. Perform infrastructure, configuration, technical and service
planning and analysis based on Symetra requirements (e.g.
availability, capacity, performance, backup and IT continuity
service) |
X | |||
6. Provide infrastructure installation and upgrade
recommendations |
X | |||
7. Approve infrastructure planning, analysis and recommendations
for
new applications, infrastructure and services |
X | |||
8. Provide management reports required for planning and analysis
activities (e.g. utilization and capacity trend reports) |
X | |||
9. Recommend data backup and retention policies for all Service
Towers |
X | |||
10. Define and approve Symetra data backup and retention policies and
requirements for all Service Towers |
X | |||
11. Continuously monitor technical trends through independent
research; document and report on products and services with potential
use for Symetra as it aligns with Symetra’s business and technology
strategy |
X | |||
12. Perform feasibility studies for the implementation of new
technologies that best meet Symetra business needs and meet cost,
performance and quality objectives |
X | |||
13. Define enterprise-level project management policies, procedures
and requirements (e.g. project feasibility analysis, cost benefit
analysis, scheduling, costing, resource planning, communication
planning, procurement, risk management and quality management) |
X | |||
14. Perform project management function |
X | |||
15. Perform project management oversight and liaison function to the
business and customers |
X | |||
16. Conduct technical and business planning sessions to establish
standards, architecture and project initiatives per the planning and
analysis policies and procedures |
X | |||
17. Participate in technical and business planning sessions to
establish standards, architecture and project initiatives |
X | |||
18. Conduct regular planning for technology refresh and upgrades |
X | |||
19. Participate in regular planning for technology refresh and
upgrades |
X | |||
20. Conduct technical reviews and provide recommendations for
improvements to the infrastructure that increase efficiency and
effectiveness per the planning and analysis policies and procedures |
X |
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Symetra Insurance Company (Symetra)
Schedule 2A—Cross-Functional Services SOW
Schedule 2A—Cross-Functional Services SOW
3.1.3 Requirements Definition
Requirements definition Services are the activities associated with the assessment and
definition of functional, performance, IT continuity, and security requirements that also comply
with regulatory and Symetra policies. These requirements drive the technical design for the
environment. The following table identifies requirements definition roles and responsibilities that
ACS and Symetra will perform.
Requirements Definition Roles and Responsibilities
| Requirements Definition Roles and Responsibilities | ACS | Symetra | ||
1. Define requirements and standards |
X | |||
2. Participate in defining requirements and standards |
X | |||
3. Ensure requirements meet security policies |
X | |||
4. Conduct interviews, group workshops, and surveys to determine
user
functional, performance, availability, maintainability and IT
continuity requirements. |
X | |||
5. Participate in appropriate requirements gathering activities |
X | |||
6. Provide ACS with written information in sufficient detail
pertaining to the requirements definition to enable ACS to create the
appropriate requirements documentation (e.g. business requirements
documentation) |
X | |||
7. Document all requirements in mutually agreed formats (e.g.,
system
specifications, data models, network design schematics) |
X | |||
8. Approve all requirements documents |
X | |||
9. Define system and network acceptance test criteria |
X | |||
10. Participate in defining system and network acceptance test
criteria |
X | |||
11. Review and approve all system and network acceptance test criteria |
X |
3.1.4 Design Specifications
Design specification Services are the activities and deliverables that translate user and
information system requirements into detailed technical specifications. The following table
identifies design specifications roles and responsibilities that ACS and Symetra will perform.
Design Specifications Roles and Responsibilities
| Design Specification Roles and Responsibilities | ACS | Symetra | ||
1. Develop and document technical design plans and
environment configuration based on Symetra standards,
architecture, functional, performance, availability,
maintainability, security and IT continuity requirements. |
X | |||
2. Determine required system and network upgrade,
replacement and/or conversion requirements (e.g.
hardware, software, networks) |
X | |||
3. Review and approve design plans through coordination
with the appropriate Symetra technology standards group
and design architects |
X | |||
4. Conduct site surveys for design efforts as required |
X |
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Symetra Insurance Company (Symetra)
Schedule 2A—Cross-Functional Services SOW
Schedule 2A—Cross-Functional Services SOW
| Design Specification Roles and Responsibilities | ACS | Symetra | ||
5. Provide ACS with written information in sufficient
detail pertaining to the design specifications to enable
ACS to create the appropriate design documents |
X | |||
6. Document and deliver design specifications |
X | |||
7. Review and approve design specifications |
X |
3.1.5 Acquisition and Management
Acquisition and management Services are the activities associated with the pricing, evaluation
(technical and costing), selection, acquisition, and ongoing management of new and upgraded system
and network components (e.g. hardware, software, circuits). Symetra reserves the right to negotiate
certain contracts for Symetra purchased/leased components. Symetra will manage its acquisition life
cycle. The following table identifies acquisition and management roles and responsibilities that
ACS and Symetra will perform.
Acquisition and Management Roles and Responsibilities
| Acquisition and Management Roles and Responsibilities | ACS | Symetra | ||
1. Establish acquisition and tracking policies and procedures |
X | |||
2. Review and approve acquisition and tracking policies and
procedures |
X | |||
3. Develop and maintain list of ACS-preferred suppliers/vendors |
X | |||
4. Approve list of ACS-preferred suppliers/vendors |
X | |||
5. Develop and issue acquisition bid requests as required and
approved by Symetra |
X | |||
6. Establish audit procedures to ensure compliance with best
practices |
X | |||
7. Assist in periodic audits of procurement procedures |
X | |||
8. Evaluate proposals against clearly defined objective criteria |
X | |||
9. Negotiate contracts for ACS purchased/leased Service
Tower-related components |
X | |||
10. Manage the ordering, procurement and delivery processes in
compliance with Symetra procurement and acceptance processes |
X | |||
11. Manage and track ACS purchase orders and service orders |
X | |||
12. Coordinate delivery and installation of new products and
services, as required |
X | |||
13. Ensure that new equipment/hardware complies with established
Symetra IT standards and architectures |
X | |||
14. Review and approve selection of hardware to be installed in
Symetra facilities and software to be installed on Symetra hardware |
X | |||
15. Review and approve acquisition acceptance process |
X | |||
16. Adhere to Symetra acquisition acceptance process |
X | |||
17. Provide tracking data on Symetra Owned Equipment/hardware and
software licenses installed in the Symetra environment |
X | |||
18. Track ACS and Symetra Owned Equipment/hardware, circuits and
software licenses installed in the Symetra environment |
X | |||
19. Review tracking methodology |
X |
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Symetra Insurance Company (Symetra)
Schedule 2A—Cross-Functional Services SOW
Schedule 2A—Cross-Functional Services SOW
| Acquisition and Management Roles and Responsibilities | ACS | Symetra | ||
20. Review and approve tracking methodology |
X | |||
21. Install and configure assets |
X | |||
22. Establish, update, and maintain an asset inventory database and
system and network configuration charts (e.g. location, asset ID,
serial number) and ensure service contracts are in force as needed
to meet SLRs |
X | |||
23. Track and advise Symetra in a timely manner of expiration and
renewal requirements of device/software licenses |
X | |||
24. Provide asset inventory and services reports as requested |
X | |||
25. Provide ability for Symetra inquiry into the asset database |
X | |||
26. Periodic review/audit asset inventory management procedures |
X | |||
27. Terminate, dispose of, and relocate assets as needed/specified
and provide disposition reports as needed |
X |
3.1.6 Engineering/Development
Engineering/development Services are the activities associated with the engineering and
development of the technical infrastructure, tools and utilities that enhance the IT Service
Towers. The following table identifies engineering/development roles and responsibilities that ACS
and Symetra will perform.
Engineering/Development Roles and Responsibilities
| Engineering/Development Roles and Responsibilities | ACS | Symetra | ||
1. Establish engineering/development policies and
procedures |
X | |||
2. Participate in developing and review
engineering/development policies and procedures, as
appropriate |
X | |||
3. Develop engineering/development plans where
there is an
impact on Symetra entities/facilities and/or other
Third-Party agreements. |
X | |||
4. Approve engineering/development plans where
there is an
impact on Symetra entities/facilities and/or other
Third-Party agreements |
X | |||
5. Perform engineering functions required
to implement
design plans for additional or new products and services |
X | |||
6. Perform engineering functions required to implement
and
manage Service Tower Services on Symetra owned/leased
facilities |
X | |||
7. Manage engineering/development efforts using
formal
project management tools and methodologies |
X | |||
8. Review and approve engineering/development plans
and
procedures where there is an impact on other Symetra
entities/facilities/Third-Party agreements |
X |
3.1.7 Integration and Testing
Integration and testing Services are the activities that ensure that all individual Symetra
infrastructure components configured with, or added to, the infrastructure work together cohesively
to achieve the intended results. The following table identifies integration and testing roles and
responsibilities that ACS and Symetra will perform.
Integration and Testing Roles and Responsibilities
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Symetra Insurance Company (Symetra)
Schedule 2A—Cross-Functional Services SOW
Schedule 2A—Cross-Functional Services SOW
| Integration and Testing Roles and Responsibilities | ACS | Symetra | ||
1. Develop integration and testing policies and procedures |
X | |||
2. Review and approve integration and testing policies and
procedures and deliverables |
X | |||
3. Manage integration test environment |
X | |||
4. Maintain software release matrices across development,
quality
assurance, and production environments and networks |
X | |||
5. Validate and approve the software release matrix |
X | |||
6. Conduct integration and security testing for all new and
upgraded equipment, networks, software or services to include unit,
system, integration and regression testing |
X | |||
7. Evaluate all new and upgraded equipment, networks, software
or
services for compliance with Symetra security policies, regulations
and procedures |
X | |||
8. Assess and communicate the overall impact and potential
risk to
systems and networks prior to implementing changes |
X | |||
9. Define user acceptance test requirements |
X | |||
10. Stage new and upgraded equipment, software or services to
smoothly transition into existing environment |
X | |||
11. Perform modifications and performance-enhancement adjustments
to Symetra system software and utilities as a result of changes to
architectural standards |
X | |||
12. Test new releases of supported hardware and software to ensure
conformance with Symetra SLRs |
X | |||
13. Provide middleware |
X | |||
14. Provide integration of application software |
X | |||
15. Perform configuration management and change management
activities |
X |
3.1.8 Implementation and Migration
Implementation and migration Services are the activities associated with the installation of
new and upgraded hardware, software and network components. The following table identifies
implementation and migration roles and responsibilities that ACS and Symetra will perform.
Implementation and Migration Roles and Responsibilities
| Implementation and Migration Roles and Responsibilities | ACS | Symetra | ||
1. Define system and network implementation and migration
policies and procedures |
X | |||
2. Review and approve system and network implementation and
migration policies and procedures |
X | |||
3. Notify ACS of equipment migration and redeployment plans |
X | |||
4. Coordinate and review all implementation and migration plans
and
schedules with Symetra in advance in accordance with change
management policies |
X | |||
5. Approve implementation and migration plans and schedules |
X |
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Symetra Insurance Company (Symetra)
Schedule 2A—Cross-Functional Services SOW
Schedule 2A—Cross-Functional Services SOW
| Implementation and Migration Roles and Responsibilities | ACS | Symetra | ||
6. Conduct pre-installation site surveys, as required |
X | |||
7. Install enhancements to technical architecture or services
provided |
X | |||
8. Install new or enhanced Service Tower components (e.g. hardware,
software, middleware, utilities, networks, peripherals,
configurations) |
X | |||
9. Perform Service Tower component upgrades as a result of new and
enhanced applications and architectures (e.g. hardware, software,
middleware, utilities, networks, peripherals, configurations) |
X | |||
10. Install physical infrastructure as required (e.g., wiring,
cable plant, cooling etc.) |
X | |||
11. Coordinate implementation and migration support activities with
Symetra IT staff and ACS help desk |
X | |||
12. Perform data migration, excluding conversion, by electronic or
manual methods as a result of implementation or migration (e.g.,
databases, network system management repositories, address tables,
management information bases (MIBs)) |
X | |||
13. Perform appropriate tests on all IMACs |
X | |||
14. Conduct and document user acceptance tests (UAT) plans and
results |
X | |||
15. Approve user acceptance test plans and results |
X | |||
16. Provide Symetra IT technical staff and End Users with training
related to the implementation of new products and services on
request |
X |
3.1.9 Operations and Administration
Operations and administration Services are the activities associated with providing a stable
IT infrastructure and to effectively and efficiently perform procedures to ensure IT services meet
the SLRs. The following table identifies operations and administration roles and responsibilities
that ACS and Symetra will perform.
Operations and Administration Roles and Responsibilities
| Operations and Administration Roles and Responsibilities | ACS | Symetra | ||
1. Provide operations requirements and policies, including
schedules for the operation of Symetra systems and networks |
X | |||
2. Participate in developing operations procedures that meet
requirements and adhere to defined policies |
X | |||
3. Define and develop operational documentation requirements (run
books, contact lists, operations scripts etc.) |
X | |||
4. Approve operations policies and procedures, documentation and
reporting |
X | |||
5. Identify enterprise system management tools to monitor the IT
infrastructure and Symetra applications |
X | |||
6. Coordinate with Symetra to deploy enterprise system and network
management tools to monitor the IT infrastructure and Symetra
applications |
X |
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| Operations and Administration Roles and Responsibilities | ACS | Symetra | ||
7. Install and configure enterprise system and network management
tools in such a fashion that problems, issues and events are
proactively identified, reported and resolved according to prescribed
service levels |
X | |||
8. Perform event management monitoring of IT services to detect
abnormal conditions or alarms, log abnormal conditions, analyze the
condition and take corrective action |
X | |||
9. Manage hardware, software, peripherals, services and spare parts
to meet service levels, minimize down time and minimize Symetra
resource requirements |
X | |||
10. Interface with help desk and Symetra for Incident & problem
management activities |
X | |||
11. Provide level 2 and level 3 support as required |
X | |||
12. Manage and coordinate Subcontractors and Third Parties in order
to meet Service and SLR requirements |
X | |||
13. Develop and provide operational reports (daily, weekly, monthly)
that provide status of operational activities, production issues, and
key operational metrics |
X | |||
14. Review and approve operational reports |
X | |||
15. Manage backup media inventory (tape, disk, optical and other
media type) including the ordering and distribution of media |
X | |||
16. Perform system and network backups and associated rotation of
media |
X | |||
17. Archive data media at a secure offsite location |
X | |||
18. Ensure ongoing capability to recover archived data from media as
specified (backwards compatibility of newer backup equipment) |
X | |||
19. Test backup media to ensure incremental and full recovery of data
is possible and ensure system and network integrity as required or
requested by Symetra |
X | |||
20. Recover files, file system or other data required from backup
media as required or requested by Symetra |
X | |||
21. Provide recovery and backup requirements and updates as they
change |
X | |||
22. Conduct disaster recovery testing per policies and procedures |
X | |||
23. Audit operations and administration polices for compliance with
Symetra security policies |
X | |||
24. Provide a copy of or access to any vendor-supplied documentation
(including updates thereto) |
X | X |
3.1.10 Incident & Problem Management
Incident and problem management Services include the activities associated with restoring
normal service operation as quickly as possible and minimizing the adverse impact on business
operations, thus ensuring that the best possible levels of service quality and availability are
maintained.
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Problem management also includes minimizing the adverse impact of Incidents and problems on the
business that are caused by errors in the IT infrastructure, and to prevent the recurrence of
Incidents related to those errors. In order to achieve this goal, problem management seeks to get
to the root cause of Incidents and then initiate actions to improve or correct the situation.
The following table identifies Incident and problem management roles and responsibilities that ACS
and Symetra will perform.
Incident & Problem Management
| Incident and Problem Management Roles and Responsibilities | ACS | Symetra | ||
1. Define Incident and problem management policies and
procedures |
X | |||
2. Approve Incident and problem management policies and procedures |
X | |||
3. Establish operations and service management quality assurance and
control programs |
X | |||
4. Approve operations and service management quality assurance and
control programs |
X | |||
5. Perform quality assurance and quality control programs |
X | |||
6. Coordinate user support activities with the help desk |
X | |||
7. Establish Incident/problem classification by priority |
X | |||
8. Establish Incident/problem workflow, escalation, communication
and reporting processes that help to achieve the SLRs |
X | |||
9. Review and approve Incident/problem classification,
prioritization and workflow, communication, escalation and reporting
processes |
X | |||
10. Provide, configure, and operate Incident and problem management
system that tracks Incidents across all IT towers |
X | |||
11. Provide Symetra access and input capabilities to Incident and
problem tracking system to allow for Incident/problem monitoring and
ad hoc reporting |
X | |||
12. Manage entire Incident/problem lifecycle including detection,
diagnosis, Symetra status reporting, repair and recovery |
X | |||
13. Ensure Incident resolution activities conform to defined change
control procedures |
X | |||
14. Manage efficient workflow of Incidents including the involvement
of Third Party providers (e.g., vendors, public carriers, ISP) |
X | |||
15. Coordinate and take ownership of problem resolution with Symetra
and Third Parties (e.g., public carriers, ISP) |
X | |||
16. Perform Root Cause Analysis of Incidents, document findings and
take corrective actions for in-scope Services. Resolve problem
and/or substantiate that all reasonable actions have been taken to
prevent future reoccurrence. |
X | |||
17. Periodically review the state of open problems and the progress
being made in addressing problems |
X | |||
18. Participate in problem review sessions and provide listing and
status of problems categorized by problem impact |
X | |||
19. Authorize close of Symetra initiated priority 1 and 2 Incidents |
X |
3.1.11 Maintenance
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Maintenance Services are the activities associated with the maintenance and repair of
hardware, software and networks to include “break-and-fix” services. Installed platform and product
version levels are not to be more than one version behind the current commercial release, unless
coordinated with the Symetra architectural standards committee. The following table identifies
maintenance roles and responsibilities that ACS and Symetra will perform.
Maintenance Roles and Responsibilities
| Maintenance Roles and Responsibilities | ACS | Symetra | ||
1. Define maintenance and repair policies and procedures. |
X | |||
2. Review and approve maintenance and repair policies and
procedures. |
X | |||
3. Define dispatch requirements and point-of-service locations |
X | |||
4. Ensure appropriate maintenance coverage for all system and
network components |
X | |||
5. Provide maintenance and break/fix support in Symetra’s defined
locations, including dispatching repair technicians to the
point-of-service location if necessary |
X | |||
6. Perform diagnostics and maintenance on Service Tower components
including hardware, software, peripherals, networks and special
purpose devices as appropriate |
X | |||
7. Install manufacturer field change orders, service packs,
firmware, and software maintenance releases, etc. |
X | |||
8. Perform product patch, “bug fix,” service pack installation or
upgrades to the current installed version |
X | |||
9. Perform software distribution and version control, both
electronic and manual |
X | |||
10. Replace defective parts including preventive maintenance,
according to the manufacturer’s published mean-time-between failure
rates |
X | |||
11. Conduct maintenance and parts management and monitoring during
warranty and off-warranty periods |
X |
3.1.12 Configuration Management
Configuration management activities provide a logical model of the infrastructure by
identifying, controlling, maintaining, and verifying installed hardware, software and network
versions. The goal being to account for all IT assets and configurations, provide accurate
information on configurations and provide a sound basis for Incident, problem, change and release
management and to verify configuration records against the infrastructure and correct any
exceptions. The following table identifies configuration management roles and responsibilities that
ACS and Symetra will perform.
Configuration Management Roles and Responsibilities
| Configuration Management Roles and Responsibilities | ACS | Symetra | ||
1. Define configuration management policies and
procedures. |
X | |||
2. Establish process for tracking configuration changes. |
X | |||
3. Approve configuration management policies, procedures and
processes. |
X |
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| Configuration Management Roles and Responsibilities | ACS | Symetra | ||
4. Establish configuration management database per Symetra
requirements. |
X | |||
5. Approve configuration management database |
X | |||
6. Select, install and maintain configuration management tools |
X | |||
7. Enter/upload configuration data into configuration database |
X | |||
8. Establish process interfaces to problem and incident
management, change management, technical support, maintenance
and asset management processes |
X | |||
9. Establish appropriate authorization controls for modifying
configuration items and verify compliance with software
licensing |
X | |||
10. Establish guidelines for physical and logical separation
between development, test and production and the process for
deploying and back out of configuration items |
X | |||
11. Establish configuration baselines as reference points for
rebuilds, and providing ability to revert to stable
configuration states |
X | |||
12. Establish process for verifying the accuracy of
configuration items, adherence to configuration management
process and identifying process deficiencies |
X | |||
13. Provide Symetra configuration management reports as
required and defined by Symetra |
X | |||
14. Audit configuration management process and accuracy of
configuration data |
X |
3.1.13
Change and Release Management
Change and release management processes and activities are inter-related and complementary. A
high level description of each is provided below.
Change management activities are to ensure that standardized methods and procedures are used for
efficient and prompt handling of all changes, in order to minimize the impact of change upon
Service quality and consequently to improve the day-to-day operations of the organization. Change
management covers all aspects of managing the
introduction and implementation of all changes affecting all IT Services Towers and in any of the
management processes, tools, and methodologies designed and utilized to support the IT systems and
networks. The change management process includes the following process steps:
| n | Request process | ||
| n | Recording/tracking process | ||
| n | Prioritization process | ||
| n | Responsibility assignment process | ||
| n | Impact/risk assessment process | ||
| n | Review / approval process | ||
| n | Implementation process | ||
| n | Verification (test) process | ||
| n | Release process |
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| n | Closure process |
Release management activities take a holistic view of a change to an IT Service and should ensure
that all aspects of a release, both technical and non-technical, are considered together. The goals
are to plan and oversee the successful rollout of software, hardware and network; design and
implement efficient procedures for distribution and installation of changes. The activities also
ensure that only correct, authorized and tested versions are installed and that changes are
traceable and secure. Execution and back-out plans shall be documented and approved by Symetra.
Master copies of new versions shall be secured in a software library and configuration databases
shall be updated.
The following table identifies change management and release management roles and responsibilities
that ACS and Symetra will perform.
Change and Release Management Roles and Responsibilities
| Change and Release Management Roles and Responsibilities | ACS | Symetra | ||
1. Recommend change and release management policies,
procedures, processes and training requirements for Symetra
infrastructure |
X | |||
2. Participate in change and release management policies,
procedures, processes and training requirements for Symetra
infrastructure |
X | |||
3. Establish change classifications (impact, priority, risk)
and
change authorization process |
X | |||
4. Participate in the development of the change management
and
release management procedures and policies |
X | |||
5. Approve change and release management procedures and policies |
X | |||
6. Administer the version control system as it relates to release
management of Symetra custom applications |
X | |||
7. Document and classify proposed changes to the Symetra Service
Towers. Documentation shall include cost and risk impact and back
out plans of those changes and establish release management plans
for major changes. |
X | |||
8. Develop and maintain a schedule of planned changes and provide
to Symetra for review as required |
X | |||
9. Determine change logistics |
X | |||
10. Schedule and conduct change management meeting to include
review of planned changes and results of changes made |
X | |||
11. Provide change documentation as requested |
X | |||
12. Authorize and approve scheduled changes or alter the schedule
of any or all change requests |
X | |||
13. Review release management details and alter as appropriate to
meet the needs of Symetra (back out plan, go/no go decision) |
X | |||
14. Notify Symetra affected clients of change timing and impact |
X | |||
15. Implement change and adhere to detailed release plans |
X | |||
16. Modify configuration, asset management Items, service catalog
(if applicable) to reflect change |
X | |||
17. Verify that change met objectives and resolve negative impacts |
X | |||
18. Monitor changes and report results of changes and impacts |
X |
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| Change and Release Management Roles and Responsibilities | ACS | Symetra | ||
19. Conduct user acceptance tests as required |
X | |||
20. Perform quality control audits and approve change control
results |
X | |||
21. Maintain master copies of new versions in a secured software
library and update configuration databases |
X |
3.1.14 Capacity Management
Capacity management involves ensuring that the capacity of the IT infrastructure matches the
evolving demands of Symetra’s business in the most cost-effective and timely manner. The process
encompasses the following:
| n | Monitoring performance and throughput of IT services and supporting IT components | ||
| n | Undertaking tuning activities | ||
| n | Understanding current demands and forecasting for future requirements | ||
| n | Developing capacity plans which will meet demand and SLRs | ||
| n | Conducting risk assessment of capacity recommendations | ||
| n | Identifying financial impacts of capacity plans |
The following table identifies capacity management roles and responsibilities that ACS and Symetra
will perform.
Capacity Management Roles and Responsibilities
| Capacity Management Roles and Responsibilities | ACS | Symetra | ||
1. Identify future business requirements that will alter
capacity requirements |
X | |||
2. Participate in all capacity planning activities |
X | |||
3. Assess capacity impacts when adding, removing or
modifying
applications |
X | X | ||
4. Assess impact/risk of capacity changes |
X | |||
5. Establish comprehensive capacity management planning
process |
X | |||
6. Review and approve capacity management planning process |
X | |||
7. Define, develop and implement tools that allow for the
effective capacity monitoring/trending of IT infrastructure,
system software, and IT components. This excludes business
applications unless mutually agreed otherwise. |
X | |||
8. Continually monitor IT resource usage to enable
proactive
identification of capacity and performance issues |
X | |||
9. Capture trending information and forecast future Symetra
capacity requirements based on Symetra defined thresholds |
X | |||
10. Assess incidents/problems related to throughput performance |
X | |||
11. Recommend changes to capacity to improve Service
performance |
X | |||
12. Approve capacity related recommendations |
X |
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| Capacity Management Roles and Responsibilities | ACS | Symetra | ||
13. Maintain capacity levels to optimize use of existing IT
resources and minimize Symetra costs to deliver Services at
agreed to service levels |
X | |||
14. Ensure adequate capacity exists within the IT environment
to meet SLR requirements taking into account daily, weekly and
seasonal variations in capacity demands |
X |
3.1.15 Performance Management
Performance management Services are the activities associated with tuning systems and networks
for optimal performance. The following table identifies performance management roles and
responsibilities that ACS and Symetra will perform.
Performance Management Roles and Responsibilities
| Performance Management Roles and Responsibilities | ACS | Symetra | ||
1. Develop and document system and network performance
requirements |
X | |||
2. Approve system and network performance requirements |
X | |||
3. Develop and document performance management
procedures that meet requirements and adhere to
defined policies |
X | |||
4. Approve performance management procedures |
X | |||
5. Perform system and network tuning to maintain
optimum performance in accordance with change
management procedures |
X | |||
6. Manage system and network resources (e.g. devices
and traffic) to meet defined availability and
performance SLRs |
X | |||
7. Provide regular monitoring and reporting of system
and network performance, utilization and efficiency |
X | |||
8. Evaluate, identify and recommend configurations or
changes to configurations which will enhance
performance |
X | |||
9. Develop improvement plans as required to meet SLRs |
X | |||
10. Authorize improvement plans |
X | |||
11. Implement improvement plans and coordinate
with Third Parties as required |
X | |||
12. Provide technical advice and support to the
application maintenance and development staffs as
required |
X |
3.1.16 Service Level Monitoring and Reporting
Monitoring and reporting Services are the activities associated with monitoring and reporting
of service delivery with respect to SLRs. In addition, ACS shall report system management
information (e.g., performance metrics, and system accounting information) to the designated
Symetra representatives in a format agreed to by Symetra. The following table identifies
monitoring and reporting roles and responsibilities that ACS and Symetra will perform.
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Service Level Monitoring and Reporting Responsibilities
| Service Level Monitoring Roles and Responsibilities | ACS | Symetra | ||
1. Approve and document SLRs and reporting cycles |
X | |||
2. Document SLRs and SLAs |
X | |||
3. Report on service performance improvement results |
X | |||
4. Coordinate SLA monitoring and reporting with
designated
Symetra representative and Third-Party vendors, as
required |
X | |||
5. Measure, analyze, and provide management reports on
performance relative to requirements |
X | |||
6. Develop service level improvement plans where
appropriate |
X | |||
7. Review and approve improvement plans |
X | |||
8. Implement improvement plans |
X | |||
9. Review and approve SLA metrics and performance
reports |
X | |||
10. Provide Symetra portal access to performance and SLA
reporting and monitoring system |
X |
3.1.17 Account Management
Account management Services are the activities associated with the ongoing management of the
service environment. The following table identifies account management roles and responsibilities
that ACS and Symetra will perform.
Account Management Roles and Responsibilities
| Account Management Roles and Responsibilities | ACS | Symetra | ||
1. Develop and document account management structure,
planning and procedures |
X | |||
2. Approve account management structure, planning and
procedures |
X | |||
3. Develop a detailed “IT” service catalog which details
services offered including all service options, pricing,
installation timeframes, order process (new, change & remove
service) and prerequisites |
X | |||
4. Develop a service ordering process that clearly defines
how
to order, change or delete Services |
X | |||
5. Recommend criteria and formats for administrative, service
activity and service level reporting |
X | |||
6. Approve criteria and formats for administrative, service
activity and service level reporting |
X | |||
7. Develop and implement customer satisfaction program for
tracking the quality of Service delivery to End Users |
X | |||
8. Provide stewardship reporting (e.g. statistics, trends,
audits) |
X |
3.1.18 Root Cause Analysis
ACS will develop, implement, and maintain a Root Cause Analysis (RCA) process and perform the
activities required to diagnose, analyze, recommend, and take corrective measures to prevent
recurring problems and/or trends. The following table identifies Root Cause Analysis roles and
responsibilities that ACS and Symetra will perform.
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Root Cause Analysis Roles and Responsibilities
| Root Cause Analysis Roles and Responsibilities | ACS | Symetra | ||
1. Identify requirements and policies for Root Cause
Analysis (RCA) (e.g. events that trigger an RCA) |
X | |||
2. Develop procedures for performing an RCA that meet
requirements and adhere to defined policies |
X | |||
3. Approve RCA procedures |
X | |||
4. Conduct proactive trend analysis to identify recurring
problems |
X | |||
5. Track and report recurring problems or failures and
provide
associated consequences of problems if there is a business
impact to Symetra |
X | |||
6. Recommend solutions to address recurring problems or
failures |
X | |||
7. Approve solutions to address recurring problems or failures |
X | |||
8. Flag all Priority Level 1 and Priority Level 2 Incidents
that
require Root Cause Analysis |
X | |||
9. Identify root cause of Priority Level 1 and Priority
Level 2
Incidents and recommend appropriate resolution action |
X | |||
10. Approve solutions to address Priority Level 1 and Priority
Level 2 Incidents |
X | |||
11. Provide status report detailing the root cause of and
procedure for correcting recurring problems and Priority Level 1
and Priority Level 2 incidents until closure as determined by
Symetra |
X |
3.1.19 Training and Knowledge Transfer
Training and knowledge transfer Services consist of:
| a. | ACS will provide training for the improvement of skills through education and instruction for ACS’ staff. ACS will participate in any initial and on-going training delivered by Symetra as required that would provide a learning opportunity about Symetra’s business and technical environment | ||
| b. | ACS will provide for Symetra retained technical staff for the express purpose of exploitation of the functions and features of the Symetra computing environment. Delivery methods may include classroom style, computer-based, individual, or other appropriate means of instruction. | ||
| c. | ACS will provide Symetra selected Industry standards based training for those areas which it is certified to teach (Six Sigma for example) ACS will also coordinate with Symetra on other available industry training for which there may be associated costs. |
The following table identifies training and knowledge transfer roles and responsibilities that ACS
and Symetra will perform.
Training and Knowledge Transfer Roles and Responsibilities
| Training and Knowledge Transfer Roles and Responsibilities | ACS | Symetra | ||
1. Develop and document training and knowledge database
requirements and policies |
X | |||
2. Participate in development, review and approve training
requirements |
X |
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| Training and Knowledge Transfer Roles and Responsibilities | ACS | Symetra | ||
3. Develop and document procedures that meet training requirements
and adhere to defined policies |
X | |||
4. Approve training procedures |
X | |||
5. Develop program to instruct Symetra personnel on the provision
of
ACS Services (e.g., “rules of engagement”, requesting services, etc.) |
X | |||
6. Approve ACS developed training program |
X | |||
7. Develop, implement and maintain an Symetra accessible knowledge
database/portal |
X | |||
8. Develop and implement knowledge transfer procedures to ensure
that
more than one individual understands key components of the business
and technical environment |
X | |||
9. Participate in Symetra delivered instruction on the business and
technical environment |
X | |||
10. Develop and document training requirements that support the
ongoing provision of Symetra services, including refresher courses as
needed and instruction on new functionality |
X | |||
11. Take training classes as needed to remain current with systems,
software, features and functions for which Help Desk support is
provided in order to improve Service performance (e.g. First Call
Resolution) |
X | |||
12. Provide training when substantive (as defined between the Symetra
and ACS) technological changes (e.g., new systems or functionality,
etc.) are introduced into the Symetra environment to facilitate full
exploitation of all relevant functional features |
X | |||
13. Provide training materials for Symetra technical staff for Level
1 supported applications |
X | |||
14. Provide on going training materials for Help Desk personnel on
the Symetra business and technical environments as defined by Symetra |
X | |||
15. Provide Symetra selected classroom-style and computer-based
training (case-by-cases basis) for standard commercial-off-the-shelf
(COTS) applications |
X |
3.1.20 Documentation
Documentation Services are the activities associated with developing, revising, maintaining,
reproducing, and distributing information in hard copy and electronic form. The following table
identifies documentation roles and responsibilities that ACS and Symetra will perform.
Documentation Roles and Responsibilities
| Documentation Roles and Responsibilities | ACS | Symetra | ||
1. Define documentation requirements and formats |
X | |||
2. Participate in defining documentation requirements
and
formats as appropriate |
X | |||
3. Approve documentation requirements and formats |
X | |||
4. Provide output in agreed format for support of
activities throughout the life cycle of Services as
specified in each Service Tower |
X |
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| Documentation Roles and Responsibilities | ACS | Symetra | ||
5. Document system specifications and configurations
(e.g. interconnection topology, configurations, network
diagrams) |
X | |||
6. Document standard operating procedures (e.g. boot,
failover, spool management, batch processing, backup,
etc.) |
X | |||
7. Document policies, procedures, production &
maintenance schedules and job schedules |
X |
3.1.21 Technology Refreshment and Replenishment
Technology refreshment and replenishment Services (TR&R) are the activities associated with
modernizing the IT infrastructure on a continual basis to ensure that the system components stay
current with evolving industry standard technology platforms. The following table identifies
technology refreshment and replenishment roles and responsibilities that ACS and Symetra will
perform.
Technology Refreshment and Replenishment Roles and Responsibilities
| TR&R Roles and Responsibilities | ACS | Symetra | ||
1. Recommend and establish TR&R life-cycle management
policies, procedures and plans appropriate for support of
Symetra business requirements |
X | |||
2. Approve TR&R policies, procedures and plans in accordance
with the change and release management process |
X | |||
3. Manage, maintain, and update as necessary, the approved
TR&R
policies, procedures, and plans |
X | |||
4. Perform the necessary tasks required to fulfill the TR&R
plans |
X | |||
5. Provide management reports on the progress of the TR&R
plans |
X | |||
6. Periodically review the approved TR&R implementation plans
to ensure they properly support Symetra business requirements |
X |
3.1.22 Security (physical/logical access to systems)
Security management Services include physical and logical security of Symetra assets, virus
protection, and other security services in compliance with Symetra security requirements and all
applicable regulatory requirements. The following table identifies Security roles and
responsibilities that ACS and Symetra will perform.
Security Roles and Responsibilities
| Security Roles and Responsibilities | ACS | Symetra | ||
1. Define security requirements, standards, procedures and
policies including regulatory requirements |
X | |||
2. Assist in developing security standards, policies, and
procedures including industry best practices |
X | |||
3. Conduct risk assessment to identify control or security gaps |
X | |||
4. Provide security plan and IT infrastructure based on security
requirements, standards, procedures, policies and risks |
X | |||
5. Review and approve security plans |
X | |||
6. Implement security plans consistent with Symetra security
policies |
X |
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| Security Roles and Responsibilities | ACS | Symetra | ||
7. Establish access profiles and policies for adding, changing,
enabling/disabling and deleting log-on access of Symetra employees,
agents and subcontractors |
X | |||
8. Perform log-on/security-level access changes as detailed in
profiles and policies |
X | |||
9. Report security violations to Symetra per Symetra policies |
X | |||
10. Resolve security violations internal to Symetra |
X | |||
11. Resolve security violations that originate outside of the
hosted network(s). Specifics examples include denial of service
attacks, spoofing, Web exploits |
X | |||
12. Actively participate in industry standard security forums and
users groups. Demonstrate the ability to remain up to date with
current security trends, threats, and common exploits. |
X | |||
13. Review all security patches relevant to the IT environment and
classify the need and speed in which the security patches should be
installed as defined by security policies. |
X | |||
14. Install security patches |
X | |||
15. Perform periodic security audits |
X | |||
16. Maintain all documentation required for security audits and
internal control and control testing |
X | |||
17. Allow Third Party security audits |
X |
3.1.23 IT Service Continuity and Disaster Recovery Services
ACS must demonstrate that it will consistently meet or exceed Symetra IT continuity and
disaster recovery requirements. The following table identifies IT Service continuity and disaster
recovery roles and responsibilities that ACS and Symetra will perform.
IT Service Continuity and Disaster Recovery Roles and Responsibilities
| IT Service Continuity and Disaster Recovery Roles and | ||||
| Responsibilities | ACS | Symetra | ||
1. Define Symetra IT Service continuity and disaster recovery
strategy, requirements and scenarios |
X | |||
2. Recommend best practice IT Service continuity and disaster
recovery strategies, policies and procedures |
X | |||
3. As needed, assist Symetra in other IT continuity and emergency
management activities |
X | |||
4. Develop detailed disaster recovery plan to achieve disaster
recovery requirements |
X | |||
5. Define data (file system, database, flat files etc. etc.)
replication, backup and retention requirements |
X | |||
6. Establish processes to ensure disaster recovery plans are
kept up
to date and reflect changes in Symetra environment |
X | |||
7. Review & approve disaster recovery plan |
X | |||
8. Establish disaster recovery test requirements |
X | |||
9. Perform scheduled ACS disaster recovery tests per Symetra
policies |
X |
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Schedule 2A—Cross-Functional Services SOW
| IT Service Continuity and Disaster Recovery Roles and | ||||
| Responsibilities | ACS | Symetra | ||
10. Coordinate involvement of users for disaster recovery testing |
X | |||
11. Participate in disaster recovery tests |
X | |||
12. Track and report disaster recovery test results to Symetra |
X | |||
13. Review & approve disaster recovery testing results |
X | |||
14. Develop action plan to address disaster recovery testing results |
X | |||
15. Approve action plan |
X | |||
16. Implement action plan and provide on going status until
completion |
X | |||
17. Initiate the disaster recovery plan in the event of an Symetra
disaster recovery situation per the disaster recovery policies and
procedures |
X | |||
18. Initiate the disaster recovery plan in the event of an ACS
disaster recovery situation and notify Symetra per disaster recovery
polices and procedures |
X | |||
19. Coordinate with Symetra during an ACS disaster recovery
situation per disaster recovery policies and procedures |
X |
3.1.24 Environment and Facilities Support
ACS will perform services and activities associated with maintaining environmental
requirements at designated Symetra locations. The following table identifies environment and
facilities support roles and responsibilities that ACS and Symetra will perform.
Environmental and Facilities Support
| Environmental and Facilities Support Roles and Responsibilities | ACS | Symetra | ||
1. Identify requirements for Symetra environment and facilities
support |
X | |||
2. Identify requirements for Symetra environment for ACS supported
components |
X | |||
3. Develop and document procedures for environment and facilities Support |
X | |||
4. Approve environment and facilities support procedures |
X | |||
5. Remote monitor the designated Symetra environmental systems (e.g., UPS)
in rooms housing computing hardware and network devices where Symetra
ensures the appropriate monitoring equipment is installed in remote
locations |
X | |||
6. Develop and recommend improvement plans for Symetra monitored
facilities as needed to maintain an effective and secure computing
environment |
X | |||
7. Implement or coordinate the implementation of all approved upgrades
and
installations |
X | |||
8. Coordinate Symetra Site activities of all personnel (i.e., ACS
employees and others) working in equipment locations (e.g., equipment
rooms, network equipment closets) |
X | |||
9. Ensure that facilities support activities conform to the requirements
of defined change management processes |
X |
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Schedule 2A—Cross-Functional Services SOW
Schedule 2A—Cross-Functional Services SOW
3.1.25 Financial/Chargeback Management and Invoicing
ACS will provide financial/chargeback management that will allow Symetra to chargeback its
internal business units for actual usage of IT resources and to receive accurate invoices that meet
Symetra requirements. The following table identifies financial/chargeback management and invoicing
roles and responsibilities that ACS and Symetra will perform.
Financial/Chargeback Services
| Financial/Chargeback Roles and Responsibilities | ACS | Symetra | ||
1. Identify chargeback and reporting requirements |
X | |||
2. Document and maintain Symetra chargeback reporting
requirements |
X | |||
3. Approve chargeback reports |
X | |||
4. Provide chargeback reports |
X | |||
5. Identify invoicing requirements |
X | |||
6. Document and maintain invoicing requirements |
X | |||
7. Provide invoices per Symetra requirements |
X | |||
8. Approve invoices |
X |
3.2 Exclusions
The following items are specifically excluded
from this Cross Functional Services SOW:
a. None
4.0 Service Management
4.1 Objectives
A key objective of the Agreement is to attain the SLRs. SLRs specific to Service Towers are
identified in the Service Management section of each IT Service Tower SOW. SLRs applicable across
all Service Towers are identified in this Cross Functional Services SOW below. Specific Service
Tower and Cross Functional Service Level Agreements (SLAs) are specified with Fee Reductions where
business is impacted through failure to meet their respective SLRs. SLRs are detailed in the
Service Level Requirements section of each SOW and SLAs are detailed in Schedule 5 — Fee
Reductions.
ACS shall provide written reports to Symetra regarding ACS’s compliance with the SLRs specified in
each SOW Schedule.
4.2 Definitions
The following defined terms shall apply to this Cross Functional Services SOW and the
applicable SLRs/SLAs:
SL1 (Storage Level 1) – SAN storage based upon a utility pricing model which is subject to storage
SLAs requiring data set restoration to commence within 3 hours or less following a request. SL1
applies to both mainframe and midrange/server systems.
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Schedule 2A—Cross-Functional Services SOW
Schedule 2A—Cross-Functional Services SOW
SL2 (Storage Level 2) – SAN storage based upon a
utility pricing model which is subject to storage
SLAs/SLRs requiring data set restoration to commence
within 8 hours or less following a request. SL2 applies
to both mainframe and midrange/server systems.
4.3 Service Level Requirements (SLRs)
The following SLRs represent minimum service levels required across all IT Service Towers. ACS
must consistently meet or exceed the following SLRs commencing on the Handover Date (unless another
date is expressly set forth in a particular SLR) that is applicable to Cross Functional Services.
Cross Functional Services SLRs associated with Fee Reductions are detailed in Schedule 5 — Fee
Reductions.
Incident Resolution SLRs
Definition
|
Time to resolve following responses to different Incident priority classifications. Each IT Services Tower SOW categorizes incidents according to the Incident Resolution Priorities listed below. Service Tower Incident categorizations are referenced in the Service Environment section of each Service Tower SOW. |
Incident Resolution SLRs
| Performance | SLR Performance % | |||||
| Incident Resolution | Service Measure | Target | All QoS Levels | |||
Priority 1
|
Time to resolve | <2 hour | [***]% | |||
Priority 2
|
Time to resolve | <4 hours | [***]% | |||
Priority 3
|
Time to resolve | <8 hours | [***]% | |||
Priority 4
|
Time to resolve | Next Business Day or as prioritized by ACS |
[***]% | |||
Root Cause Analysis for Priority 1 & Priority 2 Incidents |
Time to report | Within 24 hours of Incident resolution | [***]% | |||
| Formula | Number of requests completed within Performance Target/Total of all requests occurring during Measurement Interval | |||||
| Measurement Interval | Capture daily, measure monthly, report monthly within approved operational windows |
|||||
| Measurement Tool | To be agreed by the Parties | |||||
Portions
marked [***] have been omitted pursuant to a Confidential
Treatment Request by Symetra Financial Corp., this information has
been filed separately with the Securities and Exchange Commission.
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Schedule 2A—Cross-Functional Services SOW
Schedule 2A—Cross-Functional Services SOW
Priority Levels
| Priority Level | Description | |
| 1 - Emergency/Urgent | The problem has caused a complete and immediate work stoppage affecting a
primary business process or a broad group of users such as an entire
department, floor, branch, line of business, or external customer. No work
around available. |
|
Examples: |
||
Major application problem (e.g. payroll, call center, etc.) Severe problem during critical periods (e.g. month-end processing) Security violation (e.g. denial of service, widespread virus, etc.) |
||
| 2 - High | A business process is affected in such a way that business functions are
severely degraded, multiple End-Users are impacted or a key customer is
affected. A workaround may be available; however the workaround is not easily
sustainable. |
|
Examples: |
||
Major application (e.g. exchange) VIP Support |
||
| 3 - Medium | A business process is affected in such a way that certain functions are
unavailable to End-Users or a system and/or service is degraded. A workaround
may be available |
|
Examples: |
||
Telecommunication problem (e.g. Blackberry, PBX digital/analog card) Workstation problem (e.g. hardware, software) |
||
| 4 - Low | An incident that has little impact on normal business processes and can be
handled on a scheduled basis. A workaround is available. |
|
Examples: |
||
End-User requests (e.g. system enhancement) Peripheral problems (e.g. network printer) Preventative maintenance Benchmarks |
4.3.1 Backup and Restore Requirements
ACS shall implement and maintain backup and restoration capabilities for all Service Tower
data, applications and component configurations. ACS shall perform incremental backups, full
backups and full archive backups according to the backup schedule presented below. Recovery
procedures will be capable of restoring Service delivery for failed Service Tower data and
applications according to the Cross Functional Services restoration SLRs listed below. Service
Tower applications requiring scheduled backups are referenced in the Service Environment section of
each Service Tower SOW.
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Schedule 2A—Cross-Functional Services SOW
Schedule 2A—Cross-Functional Services SOW
Backup Schedule
Data Center Computing Services—Backup Schedule and SLRs
| SLR | ||||||||||||
| Type of | Backup | Storage | Retention/Purge Period | Performance | ||||||||
| Backup | Frequency | Site | Standard | Regulatory | Target | % | ||||||
Incremental
(all backups
SLA/SLR will be in
effect 30 days
after the
applicable Handover
Date) |
Daily | Off-site | 35 days | Backup frequency | [***]% | |||||||
Full (Backup)
SLA/SLR will be in
effect 30 days
after the
applicable Handover
Date) |
Weekly | Off-site | 5 weeks | Backup frequency | [***]% | |||||||
Full (Archive)
SLA/SLR will be in
effect 30 days
after the
applicable Handover
Date) |
Monthly | Off-site | Indefinite | Backup frequency | [***]% | |||||||
All |
Quarterly test of each type | [***]% | ||||||||||
| of backup restore process | ||||||||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
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Schedule 2A—Cross-Functional Services SOW
Schedule 2A—Cross-Functional Services SOW
Restoration SLR
Restoration Services Table
| Restoration | Service | Performance | ||||
| Type | Measure | Target | SLR Performance % | |||
SL1 data
restore requests
for production &
regulatory data
(data backup to
intermediate SAN
storage, restore
from intermediate
SAN storage) (SLA/SLR will be in effect 90 calendar days after the applicable Handover Date) |
Response time to initiate the restoration of Data 1 week old or less | £ 3 hours from Symetra request | [***]% | |||
SL2 data restore
requests for
recovery of test
data or data volume
back-ups (data
backup to tape;
restore from tape)
(SLA/SLR will be in effect 90 calendar days after the applicable Handover Date) |
Response time
to initiate the
restoration of
Data 1 week
old or less
Response time to initiate the restore Data 1 week old or less |
£ 8 hours
from Symetra
request £ 8 hours from Symetra request |
[***]% [***]% |
|||
| Formula | Number of requests completed within Performance Target /Total of all requests occurring during Measurement Interval | |||||
| Measurement Interval | Capture daily, measure monthly, report
monthly within approved operational windows |
|||||
| Measurement Tool | To be agreed by the Parties | |||||
4.3.2 INTENTIONALLY LEFT BLANK
4.3.3 Asset Tracking and Management
Within five (5) days after the first day of each calendar quarter, ACS shall select a
statistically valid sample, in accordance with the process specified in the Procedures Manual, to
measure
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
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Schedule 2A—Cross-Functional Services SOW
Schedule 2A—Cross-Functional Services SOW
ACS’ compliance with the following SLAs pertaining to the accuracy of individual data
elements in the asset tracking database. Accuracy of data shall adhere to the following SLR:
Asset Tracking SLR
Asset Tracking Requirements Table
| Accuracy of data in
asset database for
desktops/laptops,
peripherals
(including network
attached printers),
hand held devices
and telephone
handsets
(SLA/SLR will be in effect 90 calendar days after the applicable Handover Date) |
Accuracy | Accuracy percentage of each of the following
data elements as determined by audit: |
||||||
| Data Element | Accuracy Percentage | |||||||
| Serial number | [***] | |||||||
| Location | [***] | |||||||
| Hardware/Software configuration | [***] | |||||||
| Accuracy of data
for ACS owned
assets used to
perform Services
(SLA/SLR will be in effect 90 calendar days after the applicable Handover Date) |
Accuracy | Accuracy percentage of each of the following
data elements as determined by audit: |
||||||
| Data Element | Accuracy Percentage | |||||||
| Serial number | [***] | |||||||
| Location | [***] | |||||||
| Hardware/Software configuration | [***] | |||||||
| Formula | Number of tracked assets where data element is determined to be correct | |||||||
| Total number of tracked assets audited. | ||||||||
| Measurement Interval | Audited as specified in Standards and Procedures Manual (quarterly as of Effective Date). | |||||||
| Measurement Tool | To be agreed by the Parties | |||||||
4.3.4 Annual Customer Satisfaction Survey
Symetra and ACS shall establish a service level linked to customer satisfaction using a
mutually agreed-upon survey, facilitated by a Third Party and designed with Symetra and ACS input.
The Third Party shall supply to Symetra semiannual reports of Symetra business End User
satisfaction, integrating the results of ongoing customer satisfaction surveys for each IT Service
Tower. Upon delivery of each such report, the Parties shall meet to jointly identify any areas of
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
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Schedule 2A—Cross-Functional Services SOW
Schedule 2A—Cross-Functional Services SOW
customer dissatisfaction. The Service ACS shall prepare a project plan with Symetra’s input and
approval to resolve customer dissatisfaction identified.
Customer Satisfaction SLR
Customer Satisfaction
| Customer | ||||||||
| Satisfaction | Service Measure | Performance Target | SLR | |||||
Scheduled survey
|
Customer satisfaction rate | Users surveyed should be very satisfied or satisfied | [***] | |||||
| Formula | Sum of survey result from each participant/total number of participants responding to scheduled survey | |||||||
| Measurement Interval | Measure annually, report annually | |||||||
| Measurement Method/Source data |
To be agreed by the Parties | |||||||
4.4 Reports
Without limiting the terms of Section 2.11.1 of the Agreement, ACS shall provide written
reports to Symetra regarding ACS’ compliance with the SLRs and other management reports specified
in this Cross Functional Services SOW.
5.0 List of Referenced ITSA Schedules
| ITSA Schedule | Description | |
Schedule 2B
|
Data Center Services SOW | |
Schedule 2C
|
Distributed Computing Services SOW | |
Schedule 2D
|
Data Network Management Services SOW | |
Schedule 2E
|
Voice Communications Services SOW | |
Schedule 2F
|
Help Desk Services SOW | |
Schedule 2G
|
Output Processing Services SOW | |
Schedule 2H
|
Content Management Services SOW | |
Schedule 3
|
Fees | |
Schedule 5
|
Fee Reductions |
Portions
marked [***] have been omitted pursuant to a Confidential
Treatment Request by Symetra Financial Corp., this information has
been filed separately with the Securities and Exchange Commission.
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Symetra Life Insurance Company (Symetra)
Schedule 2B—Data Center Services SOW
Schedule 2B—Data Center Services SOW
Schedule 2B
Data Center Services SOW
for
Symetra Life Insurance Company (Symetra)
October 28, 2004
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Schedule 2B—Data Center Services SOW
Schedule 2B—Data Center Services SOW
TABLE OF CONTENTS
1.0 Data Center Overview and Service Objectives |
3 | |||
1.1 Data Center Services Overview |
3 | |||
1.2 Service Objectives |
4 | |||
2.0 Service Environment |
4 | |||
2.1 Scope of the Infrastructure to be Supported |
4 | |||
2.2 Work-In-Progress |
5 | |||
2.3 Future initiatives |
5 | |||
2.4 Baseline Information |
5 | |||
3.0 Data Center Service Requirements |
6 | |||
3.1 Service Descriptions and Roles & Responsibilities |
6 | |||
3.2 Exclusions |
13 | |||
4.0 Service Management |
13 | |||
4.1 Objectives |
13 | |||
4.2 Definitions |
13 | |||
4.3 Service Level Requirements (SLRs) |
14 | |||
4.4 Reports |
23 | |||
5.0 Referenced SOW Appendices and SOW Schedules |
23 | |||
5.1 Referenced Data Center SOW Appendices |
23 | |||
5.2 Referenced ITSA Schedules |
23 |
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Schedule 2B—Data Center Services SOW
Schedule 2B—Data Center Services SOW
List of Tables
Table 1 – Data Center Baseline Projections
Table 2 – General Roles and Responsibilities
Table 3 – Operations and Administration Roles and Responsibilities
Table 4 – Collaborative Computing Services Roles and Responsibilities
Table 5 – Remote Access Facilities Roles and Responsibilities
Table 6 – Database Administration Roles and Responsibilities
Table 7 – General System Availability SLRs
Table 8 – Application Platform Response Time SLRs
Table 9 – Batch Processing SLRs
Table 10 – Output Delivery SLRs
Table 11 – General Administrative Functions SLRs
Table 12 – System Server Administration SLRs
Table 13 – Server Software Refresh SLRs
Table 14 – System Updates/Refresh Requirements SLRs
Table 15 – Database Administration SLRs
Table 16 – Data Center Reports
1.0 Data Center Overview and Service Objectives
1.1 Data Center Services Overview
Data center Services are the Services and activities, as detailed in the following Data Center
Services SOW, required to provide and support Symetra centralized production, quality assurance,
and development computing environments. The data center environment includes central CPU,
Windows-based systems, disk and tape storage hardware and systems software
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Schedule 2B—Data Center Services SOW
Schedule 2B—Data Center Services SOW
that supports centralized databases, business applications, data warehouse and web applications.
Additional application and proprietary systems may be deployed to support the core business systems
and to provide Symetra infrastructure technical support.
As depicted in Figure 1 bellow, in addition to the Service described in this Data Center Services
SOW, ACS is responsible for providing the Services described in Schedule 2A to the Agreement –
Cross Functional Services SOW. Figure 1 depicts the relationship between the Cross Functional
Services SOW, and all SOWs within the scope of the Agreement.
Cross Functional Services SOW
Data
|
Distributed | Data | Voice | Output | Content | |||||||
| Center | Computing | Network | Comm. | Help Desk | Processing | Management | ||||||
| Services | Services | Services | Services | Services | Services | Services | ||||||
| SOW | SOW | SOW | SOW | SOW | SOW | SOW |
Figure 1: Service Tower SOWs with cross functional view
1.2 Service Objectives
The following are the key high-level Service objectives Symetra expects to achieve through
outsourced data center Services and this Data Center Services SOW:
| n | Meet Symetra business needs for highly available, reliable, scalable and secure Services | ||
| n | Maintain compliance with industry standards and government regulations | ||
| n | Acquire Services with Availability guarantees backed by SLAs/SLRs | ||
| n | Acquire Services that can leverage operational scale and best practices to achieve optimum commercial price performance | ||
| n | Adopt a more flexible and variable cost structure versus owning fixed assets | ||
| n | Acquire ongoing feedback mechanisms to ensure performance meets expectations |
2.0 Service Environment
2.1 Scope of the Infrastructure to be Supported
The following sub-sections specify the appendices and other relevant materials containing
details of the data center Services environment. These service environment appendices are to be
maintained by ACS and made available to Symetra on a quarterly basis. (Currently, Safeco Corporate
provides Symetra data center services as a shared service.)
2.1.1 Hardware and Software
A listing and description of the data sets and applications for which database administration
services are to be provided is provided in Appendix B.3 – Data Center Supported Databases.
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Schedule 2B—Data Center Services SOW
Schedule 2B—Data Center Services SOW
2.1.2 Service Locations
All Data Center services shall be provided at Provider owned facilities. A listing of Provider
owned, operated or subcontracted centralized and backup facilities providing Data Center services
is provided in Appendix B.4 – Provider Data Center Facilities.
2.1.3 Personnel
| a. | ACS will be responsible for staffing the data center to meet the SLRs/SLAs set forth in this SOW and added in the future. |
2.1.4 Policies, Procedures and Standards
INTENTIONALLY LEFT BLANK
2.2 Work-In-Progress
INTENTIONALLY LEFT BLANK
2.3 Future initiatives
INTENTIONALLY LEFT BLANK
2.4 Baseline Information
Symetra’s current data center utilization and projected usage is presented below. These
business requirements represent Symetra’s most realistic projection of the Service requirements for
day 1 implementation based on a combination of past trends and current anticipated overall business
direction over the term of the contract.
These metrics, along with other data which may be pertinent for sizing the solution, are reflected
in Schedule 3 to the Agreement-Fees.
Table 1. Data Center Baseline Projections
| System | Type | 2004 | 2005 | 2006 | 2007 | 2008 | 2009 | Comments | ||||||||||||||||||||
Mainframe
Services (MIPS) –
7AM to 5PM AVG
|
IBM Z/OS | 250 | 288 | 331 | 380 | 437 | 503 | The average MIPS for a Typical Day in the middle of the month. 10 AM to 3PM is peak time. Days at the end and beginning of the month have heavier usage. | ||||||||||||||||||||
Mainframe
Services (MIPS) –
7PM to 3AM AVG
|
IBM Z/OS | 250 | 288 | 331 | 380 | 437 | 503 | A Typical batch cycle during the middle of the month | ||||||||||||||||||||
Mainframe
Services (MIPS) –
Peak Usage at
Quarter End 7PM to
6 AM
|
IBM Z/0S | 570 | 656 | 754 | 867 | 997 | 1146 | Month-end and the first few days of the month also have increased usage (250 – 500) | ||||||||||||||||||||
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Schedule 2B—Data Center Services SOW
Schedule 2B—Data Center Services SOW
| System | Type | 2004 | 2005 | 2006 | 2007 | 2008 | 2009 | Comments | ||||||||||||||||||||
Mainframe DASD
(GB)
|
IBM ESS-2105 Raid-5 | 703 | 879 | 1098 | 1373 | 1716 | 2145 | Does not include DB2 log or system files, sort work files, etc. | ||||||||||||||||||||
Mainframe DASD
(GB) — Compressed
DASD or tape with
auto recall to DASD
|
IBM ESS-2105 Raid-5 | 803 | 1004 | 1255 | 1568 | 1960 | 2451 | This could be migrated to normal DASD after transition | ||||||||||||||||||||
Mainframe Tapes
(GB)
|
3420 (9 Track) | 334 | 334 | N/A | N/A | N/A | N/A | Transition to 3490 | ||||||||||||||||||||
Mainframe Tapes
(GB)
|
3480 (18 Track) | 118 | 118 | N/A | N/A | N/A | N/A | Transition to 3490 | ||||||||||||||||||||
Mainframe Tapes
(GB)
|
3490 (36 Track) | 2896 | 3041 | 3193 | 3352 | 3520 | 3696 | |||||||||||||||||||||
Mainframe Tapes
– “Virtual Tapes”
(GB)
|
3490 (36 Track) | 9463 | 9936 | 10433 | 10995 | 11502 | 12077 | |||||||||||||||||||||
Mainframe Tapes (GB)
|
9840 | 84 | 84 | N/A | N/A | N/A | N/A | Transition to 3490 | ||||||||||||||||||||
Windows/NT
2000 Servers
|
All | 187 | 187 | 210 | 225 | 239 | 255 | |||||||||||||||||||||
3.0 Data Center Service Requirements
3.1 Service Descriptions and Roles & Responsibilities
In addition to the Services, activities, and roles and responsibilities described in Schedule
2A to the Agreement — Cross Functional Services SOW, ACS shall be responsible for the following
data center support Services.
3.1.1 General Responsibilities
The following table identifies general roles and responsibilities associated with this Data Center
Services SOW. An “X” is placed in the column under the party that will be responsible for
performing the task. ACS responsibilities are indicated in the column labeled “ACS.”
Table 2. General Roles and Responsibilities
| General Roles and Responsibilities | ACS | Symetra | ||
1. Manage event and workload processes across all
platforms |
X | |||
2. Provide technical support for all hardware/equipment
of the data center computing infrastructure |
X | |||
3. Support all infrastructure software
computer-processing Services (including operating
systems, middleware, messaging, collaborative computing
platforms, Internet, intranet and extranet) |
X | |||
4. Support data center network operations (including
systems monitoring; problem diagnostics, troubleshooting,
resolution and escalation; security management; and
capacity planning/analysis) |
X |
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Schedule 2B—Data Center Services SOW
Schedule 2B—Data Center Services SOW
| General Roles and Responsibilities | ACS | Symetra | ||
5. Provide database administration, data management and
storage Services |
X | |||
6. Provide data backup and restoration Services in
accordance with Symetra established policies |
X | |||
7. Provide disaster recovery Services across all
platforms per the Symetra business impact report |
X | |||
8. Provide send/receive electronic data transmissions
including EDI and FTP Services |
X | |||
9. Provide and support data center related environmental
elements (HVAC, UPS, power, cable plant, etc) |
X | |||
10. Coordinate all changes to the data center
infrastructure that may affect the SLAs/SLRs of any other
service area |
X | |||
11. Create and maintain all appropriate project plans,
project time and cost estimates, technical
specifications, management documentation and management
reporting in a form/format that is acceptable to Symetra |
X | |||
12. Report performance against SLA/SLR requirements |
x |
3.1.2 Data Center Computing Services
3.1.2.1 Operations and Administration
Operations and administration Services are the activities associated with the provisioning and
day-to-day management of the installed systems and software environment.
| a. | Operations activities include: | ||
| Computer processing for batch and on-line systems (e.g. mainframe, NT server) | |||
| Data storage (i.e. direct access storage devices (DASD), redundant array of independent disks (RAID), storage area network (SAN), network-attached storage (NAS), tape and optical) | |||
| Centralized output management for print, microfiche, film, etc. | |||
| Remote output management. | |||
| b. | Administration activities include: | ||
| Managing user accounts | |||
| Chargeback to users for usage of Services | |||
| Gathering usage statistics and reporting activity to ensure effective use of computing resources | |||
| Managing transaction definitions (CICS, IMS) |
The following table identifies the operations and administration roles and responsibilities that
are specific to this Data Center Services SOW. An “X” is placed in the column under the party that
will be responsible for performing the task. ACS responsibilities are indicated in the column
labeled “ACS.”
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Schedule 2B—Data Center Services SOW
Schedule 2B—Data Center Services SOW
Table 3. Operations and Administration Roles and Responsibilities
| Monitoring Operations Roles and Responsibilities | ACS | Symetra | ||
1. Provide console operations for centralized and remote computer
processing unit (CPU) processing centers |
X | |||
2. Provide console monitoring, troubleshooting, repair and escalation of
problems in the data center computing environment |
X | |||
3. Start-up and shut-down Symetra online/interactive systems according to
defined schedules or upon approved request |
X | |||
4. Monitor systems as scheduled and respond accordingly to system messages |
X | |||
5. Identify and report application problems |
X | |||
6. Resolve or assist in resolving application problems in accordance with
SLRs/SLAs. Escalate as required. |
X | |||
7. Support applications test-to-production migration activities |
X |
| Job Scheduling and Execution Operations Roles and Responsibilities | ACS | Symetra | ||
1. Define job scheduling requirements, interdependencies, Symetra contacts,
and rerun requirements for all production jobs |
X | |||
2. Provide job scheduling, job execution, reporting and resolution |
X | |||
3. Implement and manage scheduling tools for managing/automating job
execution (e.g. job workflow processes, interdependencies, Symetra
contacts, and rerun requirements file exchange functions and print
management) |
X | |||
4. Define test and demand batch scheduling requirements |
X | |||
5. Prepare test and demand batch jobs for execution |
X | |||
6. Execute test and demand batch jobs on appropriate servers |
X | |||
7. Execute production batch jobs on appropriate servers as defined by
Symetra schedules |
X | |||
8. Monitor progress of scheduled jobs and identify and resolve issues in
scheduling process |
X | |||
9. Maintain database of job scheduling, contact, rerun and interdependencies |
X | |||
10. Provide quality control for reprocessing activities, such as batch
reruns |
X | |||
11. Prepare job run parameters |
X | X | ||
12. Validate job results per Symetra instructions |
X | |||
13. Notify Symetra and maintain a history of job completion results |
X |
| Media Operations Roles and Responsibilities | ACS | Symetra | ||
1. Develop and document media processing procedures that meet requirements
and adhere to defined policies |
X | |||
2. Review media processing procedures |
X | |||
3. Maintain a media library and media management system |
X |
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Schedule 2B—Data Center Services SOW
Schedule 2B—Data Center Services SOW
| Media Operations Roles and Responsibilities | ACS | Symetra | ||
4. Manage the media inventory to ensure that adequate media resources are
available. Coordinate acquisition of additional media as needed. |
X | |||
5. Manage input media Availability to meet processing SLRs/SLAs |
X | |||
6. Load and manage third-party media |
X | |||
7. Provide secure offsite storage for designated media and transport media
to offsite location as required |
X | |||
8. Perform periodic audits to ensure proper cataloging of media |
X |
| Electronic Data Interchange Management Roles and Responsibilities | ACS | Symetra | ||
1. Develop and document EDI management requirements and policies, including
transport, delivery locations and schedule requirements |
X | |||
2. Review EDI management procedures |
X | |||
3. Develop and maintain a repository of all Symetra EDI distribution
entities |
X | |||
4. Execute EDI distribution according to production and test schedules |
X | |||
5. Monitor all EDI transactions to ensure proper completion |
X | |||
6. Rerun transactions as required and escalate unresolved EDI transactions
to Symetra contact |
X | |||
7. Perform recovery operations for EDI transactions as required |
X | |||
8. Interface directly with Symetra EDI distribution entities according to
defined, entity unique Symetra procedures |
X |
| Output Management Roles and Responsibilities | ACS | Symetra | ||
1. Develop and document output management requirements and policies,
including transport, delivery locations and schedule requirements |
X | |||
2. Review output management procedures |
X | |||
3. Provide print output management and distribution |
X | |||
4. Separate and organize printed output materials accordingly |
X | |||
5. Ensure that printed output is delivered to Symetra specified delivery
locations according to schedule |
X | |||
6. Package and coordinate designated output for pickup by USPS or private
delivery services (e.g., Fedex, UPS, etc.) |
X | |||
7. Ensure that output devices are functioning, including performing or
coordinating routine maintenance |
X | |||
8. Create and distribute Symetra data products for Symetra customers,
including volume creation (CDs, cartridges, FTP, etc.) |
X | |||
9. Manage consumables, such as paper, print ribbons, ink, tapes, etc.
Coordinate acquisition of additional materials as needed |
X |
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Schedule 2B—Data Center Services SOW
| Storage and Data Management Roles and Responsibilities | ACS | Symetra | ||
1. Develop and document storage and data management requirements and
policies |
X | |||
2. Develop and document procedures for performing storage management that
meet requirements and conform to defined policies |
X | |||
3. Review storage management procedures |
X | |||
4. Provide data storage services (e.g., RAID array, SAN, NAS, tape,
optical, etc.) |
X | |||
5. Monitor and control storage performance according to data management
policies |
X | |||
6. Maintain and improve storage resource efficiency and space requirements |
X | |||
7. Maintain data set placement and manage catalogs |
X | |||
8. Perform data backups and restores per established procedures and
SLRs/SLAs |
X | |||
9. Manage file transfers and other data movement activities |
X | |||
10. Provide input processing, for activities such as loading third-party
tape and receipt and/or transmission of batch files |
X | |||
11. Support send and receive electronic data transmissions (e.g. EDI, FTP) |
X |
| Enterprise System Administration Roles and Responsibilities | ACS | Symetra | ||
1. Develop and document enterprise computing systems requirements and
policies |
X | |||
2. Develop procedures for performing enterprise systems administration that
meet requirements and adhere to defined policies |
X | |||
3. Review and approve enterprise systems administration procedures |
X | |||
4. Set up and manage user accounts, perform access control, manage files
and disk space and manage transaction definitions |
X | |||
5. Perform system or component configuration changes necessary to support
enterprise computing Services |
X |
3.1.2.2 Collaborative Computing Services
ACS will perform the collaborative computing Services and activities associated with the support of
existing and future tools (e.g. GroupWise, MS Exchange, web meetings). These activities include the
acquisition, installation, upgrades, maintenance, support and tuning of system software and
utilities for optimal performance. The following table identifies the collaborative computing roles
and responsibilities.
Table 4. Collaborative Computing Services Roles and Responsibilities
| Collaborative Computing Services Roles and Responsibilities | ACS | Symetra | ||
1. Define collaborative computing policies and procedures |
X | |||
2. Participate in defining and accept collaborative
computing policies and procedures for functions including
email, calendaring and mail messaging delivery components |
X | |||
3. Install, test, provide technical support, database
administration and security administration for
collaborative computing packages |
X | |||
4. Provide technical assistance and subject matter
expertise support as required by Symetra staff and
third-party solution providers |
X | |||
5. Provide Email archiving to meet regulatory and
compliance requirements |
X |
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Schedule 2B—Data Center Services SOW
Schedule 2B—Data Center Services SOW
3.1.2.3 Remote Access Facilities
ACS will perform the remote access facility Services and activities associated with the
installation, management, operations, administration and support of those systems that support
remote access to computing facilities and services (e.g. Citrix Metaframe via dial up and Internet,
web-based mail, VPN etc., extranet access). The following table identifies the remote access
facilities roles and responsibilities.
Table 5. Remote Access Facilities Roles and Responsibilities
| Remote Access Facilities Roles and Responsibilities | ACS | Symetra | ||
1. Define remote access policies and procedures |
X | |||
2. Participate in defining and accept remote access
policies and procedures |
X | |||
3. Install, test, provide technical support,
administration and security administration for remote
access hardware and software |
X | |||
4. Provide testing support for defined Symetra
applications that will be made available via remote
access facilities |
X | |||
5. Provide technical assistance and subject matter
expertise as required by Symetra infrastructure staff and
third-party solution providers for remote access products
and solutions |
X | |||
6. Perform system or component configuration changes
necessary to support remote access Services |
X |
3.1.2.4 Database Administration
ACS will provide the database administration support Services and activities associated with the
maintenance and support of existing and future database (e.g. MS SQL server, FoxPro, IMS, DB2,
etc.). This includes responsibility for managing data, namely data set placement, database
performance, and data recovery and integrity at a physical level. The following table identifies
the database administration roles and responsibilities.
Table 6. Database Administration Roles and Responsibilities
| Database Administration Roles and Responsibilities | ACS | Symetra | ||
1. Define authorization requirements for users, roles, schemas, etc.
and approve change requests |
X | |||
2. Provide security administration including managing role and user
database permissions in accordance with Symetra policies |
X | |||
3. Perform database restores from export dumps or backups |
X | |||
4. Create/refresh development/test/QA databases from production data |
X | |||
5. Execute authorization change requests |
X |
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Schedule 2B—Data Center Services SOW
| Database Administration Roles and Responsibilities | ACS | Symetra | ||
6. Define database creation, configuration, upgrade, patches and
refresh requirements |
X | |||
7. Execute database creation, configuration, upgrades, patches and
refresh |
X | |||
8. Execute all database system level changes (initialization
parameters) |
X | |||
9. Execute all schema changes for all instances |
X | |||
10. Define database data definition requirements for applications (MAC
for tables, triggers, attributes, etc.) |
X | |||
11. Execute database data definition requirements for applications
(MAC for tables, triggers, attributes, etc.) |
X | |||
12. Maintain documentation for all database instance parameters and
system settings |
X | |||
13. Maintain consistency of non-sizing and non-platform specific
database parameters and system settings across all like instances;
consistency must be maintained according to established development to
QA to production life cycle |
X | |||
14. Define database definition and manipulation requirements for
applications and developer schemas. |
X | |||
15. Execute database data definitions for non-managed applications and
developer schemas |
X | |||
16. Define and execute database performance and tuning scripts and
keep database running at optimal performance for Symetra’s workload |
X | |||
17. Implement and administer appropriate database management tools
across all database instances. Performance metrics and historical data
must be available for trending and reporting over a minimum of 6
months |
X | |||
18. Identify locking conflicts, latch contention, rollback
requirements, etc. for all database instances. |
X | |||
19. Resolve locking conflicts, latch contention, rollback
requirements, etc. for all database instances |
X | |||
20. Provide technical assistance and subject matter expertise to
Symetra applications developers and third-party vendor support |
X | |||
21. Provide data dictionary expertise, end user data assistance, Data
Warehouse metadata definition, data mapping functions and creation of
data cubes |
X | |||
22. Monitor database and generate automatic trouble tickets for
problems |
X | |||
23. Open, track, and manage to resolution all database problems |
X | |||
24. Patch database software as needed according to established
development to QA to production life cycle |
X | |||
25. Manage database communication software configuration, installation
and maintenance |
X | |||
26. Provide database storage management |
X | |||
27. Define database backup schedules, retention periods, levels (i.e.
full, incremental, or differential) |
X | |||
28. Execute Symetra’s database backup and recovery policies |
X |
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Schedule 2B—Data Center Services SOW
Schedule 2B—Data Center Services SOW
3.2 Exclusions
The following items are specifically excluded from this Data Center Services SOW:
| a. | Specialized output processing, and scanning |
4.0 Service Management
4.1 Objectives
A key objective of the Agreement is to attain service-level requirements (SLRs) and service
level agreements (SLAs). SLRs are detailed in the following sections of this Data Center Service
SOW and SLAs are detailed in Schedule 5 of the Agreement — Fee Reductions.
ACS shall provide written reports to Symetra regarding ACS’ compliance with the SLRs/SLAs specified
in this Data Center Services SOW.
4.2 Definitions
The following defined terms shall apply to this Date Center Services SOW and the applicable
SLRs/SLAs:
Administrative Functions – Routine functions such as setting up userIDs, changing authorization
tables, changing account codes, and similar functions handled by ACS.
Availability - The percentage of time the service is fully operational.
Availability(%) = 100% — unavailability (%)
Where unavailability is defined as:
S outage duration x 100
Scheduled Time – planned outage
Where unavailability is defined as:
S outage duration x 100
Scheduled Time – planned outage
Incident Resolution Time – The time elapsed from the initiation of a trouble ticket until service
is restored.
Measurement Interval – The period of time performance will be calculated. This takes into
consideration the impact of continuous outage. For example, a monthly measurement interval for a
99% minimum performance for a 7x24 system with 8 hours of weekly planned downtime would allow 6.4
hours of a continuous outage with no other outages during the month. A weekly interval would only
allow 1.6 hours of a continuous outage.
Online Response Time - Amount of time required to refresh end user screen from point that enter
command is given from end user device. Includes CICS, IMS, DB2, and TSO.
Priority Levels – Symetra-defined category that identifies the degree of Incident importance and
associated ACS response requirements attributed to an Incident.
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Schedule 2B—Data Center Services SOW
Reporting Interval – The time span between regular performance reporting periods.
SL1 (Storage Level 1) – SAN storage based upon a utility pricing model which is subject to storage
SLAs requiring data set restoration to commence within 3 hours or less following a request. SL1
applies to both mainframe and midrange/server systems.
SL2 (Storage Level 2) – SAN storage based upon a utility pricing model which is subject to storage
SLAs/SLRs requiring data set restoration to commence within 8 hours or less following a request.
SL2 applies to both mainframe and midrange/server systems.
Scheduled Time – The time during which Service is to be operational as designated in the applicable
SLR table.
Service Level Requirement (SLR) – The percentage of time or instances that the Target SLR must be
met.
Target – The desired level of service Symetra is seeking for that particular SLA/SLR.
4.3 Service Level Requirements (SLRs)
ACS shall meet the following SLRs commencing on the Handover Date (unless a different date is
expressly set forth in a particular SLR) . ACS must consistently meet or exceed the following SLRs.
SLRs associated with fee reductions are detailed in Schedule 5 of the Agreement — Fee Reductions.
All times referenced are in Pacific Standard Time.
Table 7. General System Availability SLRs
Definition
|
General system Availability is defined as the server CPU, system memory, disks and peripherals up to the connection to the network. Availability is for the single unit and is not the Availability of the aggregated servers at Symetra. | |
| All pre-scheduled system downtime, unless otherwise agreed upon in advance by Symetra, will occur: | ||
Pre-Scheduled Downtime
Requirements
|
a. | For the systems with 24x7x365 requirements—all pre-scheduled maintenance shall be performed based on Symetra’s change management policy |
| b. | For systems having non-24x7x365 requirements—pre-scheduled maintenance shall be performed outside of the normal system Availability timeframe | |
GENERAL SYSTEM AVAILABILITY SLRs
| Service | Performance | SLR | ||||
| System | Measure | Target | Performance % | |||
Mainframe OS and
subsystems
|
Availability per system (SLA/SLR will be in effect 90 days after the applicable Handover Date) | Sun-Sat, 0000-2400 | [***]% |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
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Schedule 2B—Data Center Services SOW
Schedule 2B—Data Center Services SOW
GENERAL SYSTEM AVAILABILITY SLRs
| Service | Performance | SLR | ||||
| System | Measure | Target | Performance % | |||
Windows servers
|
Per Unit Availability | 7x24x365 | [***]% | |||
QA/Test systems and
servers
|
Availability per server | Mon- Sat 0400-1900 | [***]% | |||
Development servers
|
Availability per server | Mon-Sat, 0400-1900 | [***]% | |||
| Formula | Availability(%) = 100% - unavailability (%) | |||||
| Where unavailability is defined as: | ||||||
| (S outage duration x 100%) ¸ (Schedule Time – planned outage) |
||||||
| The Parties may mutually agree in accordance with the change management procedures to treat an emergency upgrade as a “planned outage” for the purposes of the foregoing calculation. | ||||||
| Measurement Interval | Capture daily, measure monthly, report monthly within approved operational windows | |||||
| Measurement tool | To be agreed by the Parties | |||||
Table 8. Application Platform Response Time SLRs
| Definition | End-to-end response time for online application platforms including (e.g.) CICS, IMS/DC, TSO, IIS, etc. SLR is associated only to the detection and notification of abnormal transactional experiences. |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
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Schedule 2B—Data Center Services SOW
Schedule 2B—Data Center Services SOW
APPLICATION PLATFORM ONLINE RESPONSE TIME SLRs
| Service | Performance | SLR | ||||
| Application Platform | Measure | Target | Performance % | |||
Online transaction
performance,
(transaction types
and parameters are
to be agreed by the
Parties during the
120-day baseline
period)
|
Notification of failure event of metric below (SLR in effect 120 calendar days after the applicable Handover Date). Hourly measurement of aggregate transaction (end-to-end response time). | Initiate incident
management ticket
and commence
troubleshooting
procedure
£ 1
hour of
notification during
Business Day Hours,
or
£ 4
hours during
non-Business Day
hours. Up to (10) transaction types and operational parameters are to be defined and maintained by Symetra for measurement in a response time procedures guide. |
[***]% | |||
| Formula | Performance = transactions completed within performance Target /total transactions | |||||
| Measurement Interval | Capture daily, measure monthly, report monthly within approved operational windows | |||||
| Measurement tool | To be agreed by the Parties | |||||
Table 9. Batch Processing SLRs
| Definition | Scheduled production batch: jobs include system setup, execution and completion of normally scheduled production batch jobs Demand and test batch: jobs include time for system setup and initiation of job execution for ad-hoc requests, non-standard, and non-prescheduled batch jobs |
BATCH PROCESSING SLRs
| Batch Processing | Service | Performance | SLR | |||
| Type | Measure | Target | Performance % | |||
Scheduled production batch
|
Per Scheduled Time (SLA/SLR will be in effect 90 calendar days after the applicable Handover Date) | Complete jobs per Symetra’s approved schedule | [***]% |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
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Schedule 2B—Data Center Services SOW
| Batch Processing | Service | Performance | SLR | |||
| Type | Measure | Target | Performance % | |||
Month end production batch
|
Per Scheduled Time (SLA/SLR will be in effect 90 calendar days after the applicable Handover Date) | Complete jobs per Symetra’s approved schedule | [***]% | |||
Demand production batch
|
Response time (SLA/SLR will be in effect 90 calendar days after the applicable Handover Date) | 30 minutes to initiation | [***]% | |||
Demand test batch
|
Response time (SLA/SLR will be in effect 90 calendar days after the applicable Handover Date) | 30 minutes to initiation | [***]% | |||
| Formula | Total number of jobs completed within performance Target /total number of jobs executed during Measurement Interval | |||||
| Measurement Interval | Capture daily, measure monthly, report monthly within approved operational windows | |||||
| Measurement tool | To be agreed by the Parties | |||||
Table 10. Output Delivery SLRs
| Definition | Symetra –defined data output requirements for a variety of output delivery formats and destinations, as well as processing requirements (includes remote printing and print to file). Confirmation of delivery and reporting of output volumes is required. Various ACS systems/servers direct output to remote printers and other enterprise systems (fax, pager, e-mail) at various locations, with output delivered to the appropriate system according to ACS-approved schedules and without errors. For delivery to resources external to ACS control, queuing of work at ACS hosting site due to Availability of equipment or a confirmed delivery to the target destination will fulfill the delivery requirement. |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
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Schedule 2B—Data Center Services SOW
Schedule 2B—Data Center Services SOW
OUTPUT DELIVERY SLRs
| Output Delivery | Service | Performance | SLR Performance % |
|||
| Type | Measure | Target | ||||
Mainframe
high-speed printer
Availability at
Symetra
headquarters
|
Printer Availability | Daily print: £ 6 hr after job completes Evening print: By 0700 next morning |
[***]% | |||
| Formula | Number of jobs completed within performance Target /total number of scheduled jobs | |||||
| Measurement Interval | Capture daily, measure monthly, report monthly within approved operational windows | |||||
| Measurement tool | To be agreed by the Parties | |||||
Table 11. General Administrative Functions SLRs
GENERAL ADMINISTRATIVE FUNCTIONS SLRs
| General | Performance | |||||
| Administration Task | Service Measure | Target | SLR Performance % | |||
Setup or modify job
scheduler
definition and
dependencies
|
Response time | Next Business Day (all daily requests) | [***]% | |||
One time schedule
change for existing
scheduled jobs
|
Response time | 2 hours (all daily requests) | [***]% | |||
Setup/modify user
ID or authorization
changes. (NOTE:
password resets NOT
included in this
SLA)
|
Response time 1-5 user IDs 6-10 users IDs >10 user Ids | £ 2 Business Days
£ 3 Business Days per agreed upon time per agreed upon time |
[***]% | |||
Notification of
priority Level 1
outage to help desk
|
Response time | £ 10 minutes of discovery | [***]% | |||
Notification of
priority Level 2
and 3 outage to
help desk
|
Response time | £ 20 minutes of discovery | [***]% | |||
| Formula | Number of requests completed within performance Target /total of all requests occurring during Measurement Interval | |||||
| Measurement Interval | Capture daily, measure monthly, report monthly within approved operational windows | |||||
| Measurement tool | To be agreed by the Parties | |||||
Table 12. System Server Administration SLR
| Definition | Actions by ACS for proactive monitoring and intervention to minimize capacity bottlenecks and activities required to implement ACS-approved system capacity and operational usage change requests. |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
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Schedule 2B—Data Center Services SOW
Schedule 2B—Data Center Services SOW
SYSTEM SERVER ADMINISTRATION SLRs
| System | Performance | SLR | ||||
| Administration Task | Service Measure | Target | Performance % | |||
Notification of
sustained average
daily CPU
utilization
|
15 day sustained avg. daily CPU utilization approaches 70% of installed processor capacity | Within 1 day | [***]% | |||
Allocate additional
server storage
resources
pre-defined
parameters/observed
growth patterns via
the standard change
management process
|
Proactive monitoring and preemptive intervention to advise ACS of need to increase capacity. | Total monthly storage capacity utilization measured in GBs used approaches 80% of installed capacity within 1 day | [***]% | |||
On-demand disk
storage capacity
change requests
|
Elapsed time | Increases/decreases of ± 10% of installed storage capacity within 7 Business Days | [***]% | |||
Storage
administration
requests (work
packs, pools)
|
Response time | Within one Business Day subject to agreed upon change management procedures | [***]% | |||
System security
requests (ACF2)
|
Response time | Next Business Day | [***]% | |||
Deploy
service/security
patches/anti-virus
updates necessary
to fix/repair
environment
vulnerabilities
|
Response time | Same Business Day as signoff subject to agreed upon change management procedures | [***]% | |||
Capacity/performance
trend analysis and
reporting across
all platforms
|
Monthly measurement/analysis and periodic notification on resource utilization and trends for critical system resources | Monthly analysis reports Interim reports on rapidly developing events and trends identification | [***]% | |||
| Formula | Number of requests completed within performance Target /total of all requests occurring during Measurement Interval | |||||
| Measurement Interval | Capture daily, measure monthly, report monthly within approved operational windows | |||||
| Measurement tool | To be agreed by the Parties | |||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
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Schedule 2B—Data Center Services SOW
Schedule 2B—Data Center Services SOW
Table 13. Server Software Refresh SLRs
| Definition | Software refresh for all upgrades and new releases |
Server Software Refresh SLRs
| Server Software | Service | Performance | SLR | |||
| Refresh | Measure | Target | Performance % | |||
Notification of
vendor software
upgrades and new
releases
|
Response time | Within 30 days after SW vendor general availability announcement | [***]% | |||
Implementation of
service packs and
updates to “dot”
releases
|
Response time | Within 60 days after approved by Symetra | [***]% | |||
Implementation of
version or major
release updates
|
Response time | Within 120 days after approved by Symetra | [***]% | |||
| Formula | Number of requests completed on time/total of all requests occurring during Measurement Interval | |||||
| Measure Interval | Capture daily, measure monthly, report monthly within approved operational windows | |||||
| Measurement tool | To be agreed by the Parties | |||||
Table 14. Database Administration SLRs
| Definition | Performance of all database administration tasks including, but not limited to software installation, patching, performance monitoring and tuning, instances creation and refresh, and recovery operations. For SLA measurement, production requests MUST be executed within the highest service level. |
Database Administration SLRs
| Service | Performance | SLR | ||||
| Description | Measure | Target | Performance % | |||
Instance creation &
refresh
|
Response time | Create = 2 Business Days Refresh = 1 Business Day |
[***]% |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
Confidential Information
Page 20
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 2B—Data Center Services SOW
Schedule 2B—Data Center Services SOW
| Service | Performance | SLR | ||||
| Description | Measure | Target | Performance % | |||
Create User ID,
grants, revokes,
create tablespace,
other data
definition requests
(SLA/SLR will be in
effect 30 days
after the
applicable Handover
Date)
|
Response time | 2 hours (1-5 requests daily) 4 hours (6-10 requests daily) 2 Business Day Hours > 10 daily | [***]% | |||
Schema changes and
stored procedures
(SLA/SLR will be in
effect 30 days
after the
applicable Handover
Date)
|
Response time | 1 Business Day | [***]% | |||
Response to
application
performance tuning
and maintenance per
change management
process
|
Response time | Proactive monitoring and preemptive intervention to maintain required performance levels. Two hours to respond to ad-hoc requests. | [***]% | |||
SL1 database data
restore requests
for production &
regulatory data
(data backup to
intermediate SAN
storage, restore
from intermediate
SAN storage)
(SLA/SLR will be in
effect 90 calendar
days after the
applicable Handover
Date)
|
Response time to initiate the restore Data 1 week old or less | < 3 hours from Symetra request | [***]% |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
Confidential Information
Page 21
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 2B—Data Center Services SOW
Schedule 2B—Data Center Services SOW
| Service | Performance | SLR | ||||
| Description | Measure | Target | Performance % | |||
SL2 database data
restore requests
for recovery of
test data or data
volume back-ups
(data backup to
tape; restore from
tape) (SLA/SLR will
be in effect 90
calendar days after
the applicable
Handover Date)
|
Response time to initiate the restore Data 1 week old or less | < 8 hours from Symetra request | [***]% | |||
| Formula | Number of requests completed on time/total of all requests occurring during Measurement Interval | |||||
| Measure Interval | Capture daily, measure monthly, report monthly within approved operational windows | |||||
| Measurement tool | To be agreed by the Parties | |||||
Software Upgrade SLRs
| Performance | SLR | |||||
| Description | Service Measure | Target | Performance % | |||
Software patches
|
Response time | Individual patches & requisite patches (1–20 patches) Same business day per change management process, completed within availability window. | [***]% | |||
Software patches
|
Response time | Service packs and updates to “dot” releases Within 5 Business Days per change management process. Required downtime is outside of the normal availability window. | [***]% | |||
Software patches
|
Response time | Version or major release updates within 5 Business Days per change management process. Required downtime is outside of the normal availability window. | [***]% | |||
| Formula | Number of requests completed on time/total of all requests occurring during Measurement Interval | |||||
| Measure Interval | Capture daily, measure monthly, report monthly within approved operational windows | |||||
| Measurement tool | To be agreed by the Parties | |||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
Confidential Information
Page 22
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 2B—Data Center Services SOW
Schedule 2B—Data Center Services SOW
4.4 Reports
Without limiting the terms of Section 2.11.1 of the Agreement, ACS shall provide written
reports to Symetra regarding ACS’ compliance with the SLRs in addition to the reports specified in
this Data Center Services SOW.
5.0 Referenced SOW Appendices and SOW Schedules
5.1 Referenced Data Center SOW Appendices
| SOW Appendix | Description | |
B.3
|
Data Center Supported Databases | |
B.4
|
ACS Data Center Facilities |
5.2 Referenced ITSA Schedules
| ITSA Schedule | Description | |
Schedule 3
|
Fees | |
Schedule 5
|
Fee Reductions |
Confidential Information
Page 23
Table of Contents
Appendix B.3 – Data Center Supported Databases
CICS Prod
CICS Prod
| Monthly | ||||||||||||||||||||||||||||||||||||||||||||||||
| App/Dept | Monthly Admin | Tran | ||||||||||||||||||||||||||||||||||||||||||||||
| Application/Department | Code(s) | Hours | Volume | Trans | Programs | Files | TDqueue | TSqueue | Mapsets | DB2Entry | DB2Tran | Terminals | ||||||||||||||||||||||||||||||||||||
CICS Systems |
||||||||||||||||||||||||||||||||||||||||||||||||
Acctg, Budget, & Cost (ABC) |
[***] | * | 40074 | 3 | 306 | 35 | 119 | 1 | 1 | |||||||||||||||||||||||||||||||||||||||
Check Distribution (CDS) |
[***] | * | 71341 | 7 | 328 | 53 | 144 | |||||||||||||||||||||||||||||||||||||||||
D3 |
[***] | * | 18695 | 74 | 72 | 7 | 141 | 1 | 1 | |||||||||||||||||||||||||||||||||||||||
Control-D |
[***] | * | 68886 | 3 | 9 | 0 | 0 | |||||||||||||||||||||||||||||||||||||||||
CAPS (Expense) |
[***] | * | 385 | 3 | 62 | 11 | 42 | |||||||||||||||||||||||||||||||||||||||||
CK4 [CyberLife] |
[***] | * | 1227396 | 19 | 16 | 30 | 2 | |||||||||||||||||||||||||||||||||||||||||
PARIS |
[***] | * | 2479783 | 706 | 917 | 0 | 781 | 1 | 3 | |||||||||||||||||||||||||||||||||||||||
Tax Reporting System |
[***] | * | 14219 | 38 | 41 | 9 | 29 | |||||||||||||||||||||||||||||||||||||||||
Vantage One, DSS, JETS,
Repetitive Payment |
[***] | * | 273482 | 18 | 947 | 30 | 0 | 3 | 10 | |||||||||||||||||||||||||||||||||||||||
Totals: |
0 | 4194261 | 871 | 2698 | 175 | 0 | 0 | 1258 | 6 | 15 | 0 | |||||||||||||||||||||||||||||||||||||
| * | Nominal |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the
Securities and Exchange Commission.
Confidential Information—For internal use only.
1
Table of Contents
Appendix B.3 – Data Center Supported Databases
IMS Prod
IMS Prod
| Monthly | Monthly | |||||||||||||||||||||||||||
| App/Dept | Admin | Tran | # of Online | DBs | ||||||||||||||||||||||||
| Application System | Code(s) | Hours | Volume | 3390 Tracks | Transactions | [DBDs] | PSBs | |||||||||||||||||||||
IMS Support |
||||||||||||||||||||||||||||
Annuity Benefit |
[***] | * | 157657 | 9452 | 8 | 10 | 58 | |||||||||||||||||||||
Life Agency |
[***] | * | 1209 | 2899 | 1 | 5 | 9 | |||||||||||||||||||||
Life Alpha |
[***] | * | 0 | 2717 | 0 | 3 | 2 | |||||||||||||||||||||
Group Policy Administration |
[***] | * | 44051 | 21558 | 9 | 12 | 110 | |||||||||||||||||||||
Safeco Credit Life |
[***] | * | 1219 | 5060 | 4 | 28 | 4 | |||||||||||||||||||||
Safeco Credit |
[***] | * | 9156 | 19323 | 5 | 70 | 13 | |||||||||||||||||||||
Table Management |
[***] | * | 0 | 1307 | 0 | 4 | 6 | |||||||||||||||||||||
Totals: |
213292 | 62316 | 27 | 132 | 202 | |||||||||||||||||||||||
| * | Nominal | |
| - | existing IMS production applications are static | |
| - | standard backup jobs | |
| - | standard application job backout using DBRC | |
| - | occasional restore and reorg batch jobs |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the
Securities and Exchange Commission.
Confidential Information—For internal use only.
2
Table of Contents
Appendix B.3 – Data Center Supported Databases
DB2 Prod
DB2 Prod
| Monthly | ||||||||||||||||||||||||||||
| App/Dept | Admin | Stored | ||||||||||||||||||||||||||
| Application/Department | Code(s) | Hours | GB | DBs | Tables | Indexes | Procs | |||||||||||||||||||||
Mainframe Systems |
||||||||||||||||||||||||||||
BMC |
[***] | * | ||||||||||||||||||||||||||
Life Annuity Department |
[***] | * | .40 | 1 | 121 | 8 | ||||||||||||||||||||||
Life Annuity Systems |
[***] | 0 | .60 | 1 | 25 | 48 | ||||||||||||||||||||||
Acctg, Budget, & Cost (ABC) |
[***] | 10 | 6.71 | 1 | 8 | 34 | ||||||||||||||||||||||
Check Distribution (CDS) |
[***] | 0 | 2.46 | 1 | 1 | 10 | ||||||||||||||||||||||
D3 |
[***] | 10 | 10.41 | 7 | 322 | 301 | 6 | |||||||||||||||||||||
ELRA ? |
[***] | 10 | .28 | 2 | 55 | 123 | 160 | |||||||||||||||||||||
Life Retirement Services Dept. |
[***] | * | 1.16 | 3 | 1491 | 0 | ||||||||||||||||||||||
CAPS (Expense) |
[***] | 0 | .01 | 1 | 1 | 1 | ||||||||||||||||||||||
Life Marketing Department |
[***] | * | .73 | 1 | 418 | 11 | ||||||||||||||||||||||
PARIS |
[***] | 25 | 72.13 | 30 | 592 | 607 | 6 | |||||||||||||||||||||
Repetitive Payment |
[***] | 5 | .05 | 2 | 78 | 90 | 0 | |||||||||||||||||||||
Life Trac 2000 |
[***] | 5 | .07 | 1 | 48 | 101 | 62 | |||||||||||||||||||||
Tax Reporting System |
[***] | 0 | .52 | 1 | 7 | 7 | ||||||||||||||||||||||
Data Exchange (Jets) |
[***] | 5 | .22 | 2 | 39 | 37 | 0 | |||||||||||||||||||||
Vantage One |
[***] | 15 | 6.76 | 9 | 249 | 242 | 0 | |||||||||||||||||||||
DSS |
[***] | 15 | 20.90 | 5 | 85 | 144 | 36 | |||||||||||||||||||||
Princeton Relational tools |
[***] | * | .01 | 1 | 12 | 12 | ||||||||||||||||||||||
QMF |
[***] | * | ||||||||||||||||||||||||||
Security Level for CICS |
[***] | * | .01 | 1 | 4 | 5 | ||||||||||||||||||||||
Totals: |
100 | 123.43 | 70 | 3556 | 1781 | 270 | ||||||||||||||||||||||
| * | Nominal |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the
Securities and Exchange Commission.
Confidential Information—For internal use only.
3
Table of Contents
Appendix B.3 – Data Center Supported Databases
VSAM Prod
VSAM Prod
| App/Dept | 3390 | |||||||||||||||
| Application System | Code(s) | Tracks | KSDS | ESDS | ||||||||||||
Mainframe Systems |
||||||||||||||||
Acctg, Budget, & Cost (ABC) |
[***] | 23503 | 27 | 0 | ||||||||||||
Check Distribution (CDS) |
[***] | 9973 | 64 | 9 | ||||||||||||
CAPS (Expense) |
[***] | 10388 | 8 | 2 | ||||||||||||
Group Benefits |
[***] | 4066 | 2 | 0 | ||||||||||||
CK4 [CyberLife] |
[***] | 303549 | 61 | 10 | ||||||||||||
Repetitive Payment |
[***] | 1880 | 51 | 0 | ||||||||||||
Tax Reporting |
[***] | 12328 | 11 | 0 | ||||||||||||
Vantage One |
[***] | 18692 | 55 | 0 | ||||||||||||
Vantage One — DSS |
[***] | 1740 | 9 | 0 | ||||||||||||
Automated Balancing |
[***] | 93 | 1 | 0 | ||||||||||||
Totals: |
386212 | 289 | 21 | |||||||||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the
Securities and Exchange Commission.
Confidential Information—For internal use only.
4
Table of Contents
Appendix B.3 – Data Center Supported Databases
SQL Server Prod
SQL Server Prod
| Monthly | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Admin | Foreign | Default | Primary | Scalar | UQ | Tbl | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Application/Department | Hours | Server | Instance | Version | DBs | Size mb | Tables | Indexes | Stored Procs | Views | Keys | Triggers | Constraints | Keys | SysTables | Functions | Constraint | Ck Constraint | Function | |||||||||||||||||||||||||||||||||||||||||||||||||
SQL Server DEV/TAC |
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | anon | 8.00.818 | LDDITANNTZAdvantage4A01 | 20 | 6 | 54 | 37 | 2 | 0 | 0 | 1 | 1 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | anon | 8.00.818 | LDDITANNTZAdvantage4U01 | 20 | 6 | 54 | 37 | 2 | 0 | 0 | 1 | 1 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | anon | 8.00.818 | LDDITASLAdvantage4A01 | 20 | 6 | 91 | 37 | 2 | 0 | 0 | 1 | 1 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | anon | 8.00.818 | LDDITASLAdvantage4U01 | 20 | 6 | 91 | 37 | 2 | 0 | 0 | 1 | 1 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | anon | 8.00.818 | LDDITIllustrationA01 | 70 | 60 | 214 | 30 | 2 | 0 | 0 | 4 | 55 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | anon | 8.00.818 | LDDITIllustrationU01 | 40 | 60 | 212 | 30 | 2 | 0 | 0 | 4 | 55 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | anon | 8.00.818 | LDDITPASA01 | 70 | 6 | 62 | 40 | 2 | 0 | 0 | 1 | 66 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | anon | 8.00.818 | LDDITPASU01 | 70 | 6 | 62 | 40 | 2 | 0 | 0 | 1 | 6 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | anon | 8.00.818 | LDDITPDMA01 | 15 | 53 | 240 | 33 | 2 | 39 | 0 | 1 | 52 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | anon | 8.00.818 | LDDITPDMU01 | 15 | 53 | 240 | 33 | 2 | 39 | 0 | 1 | 52 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | anon | 8.00.818 | LDDITSafeCoAIAdvantage4A01 | 35 | 6 | 88 | 37 | 2 | 0 | 0 | 1 | 1 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | anon | 8.00.818 | LDDITSafeCoAIAdvantage4U01 | 20 | 6 | 88 | 37 | 2 | 0 | 0 | 1 | 1 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | anon | 8.00.818 | LDDITSafecoAULA01 | 15 | 3 | 42 | 31 | 2 | 1 | 0 | 1 | 31 | 18 | 1 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | anon | 8.00.818 | LDDITSafecoAULU01 | 15 | 3 | 42 | 31 | 3 | 1 | 0 | 1 | 31 | 18 | 1 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | anon | 8.00.818 | LDDITSafeCoTermA01 | 15 | 3 | 42 | 30 | 2 | 1 | 0 | 1 | 3 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | anon | 8.00.818 | LDDITSafeCoTermU01 | 15 | 3 | 42 | 30 | 2 | 1 | 0 | 1 | 3 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | anon | 8.00.818 | LDDITSchwabAIAdvantage4A01 | 20 | 6 | 88 | 37 | 2 | 0 | 0 | 1 | 1 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | anon | 8.00.818 | LDDITSchwabAIAdvantage4U01 | 20 | 6 | 88 | 37 | 2 | 0 | 0 | 1 | 1 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | anon | 8.00.818 | LDDOpenEnrollA01 | 10 | 7 | 49 | 58 | 2 | 0 | 0 | 2 | 4 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | anon | 8.00.818 | LDDOpenEnrollU01 | 60 | 7 | 49 | 59 | 2 | 0 | 0 | 2 | 5 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | anon | 8.00.818 | LDDSNowA01 | 263 | 27 | 76 | 100 | 2 | 0 | 0 | 14 | 18 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | anon | 8.00.818 | LDDSNowU01 | 150 | 36 | 111 | 127 | 2 | 1 | 0 | 21 | 26 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | MSSQLSERVER | 8.00.818 | FMSInfoBase | 100 | 7 | 63 | 31 | 2 | 5 | 0 | 12 | 7 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | MSSQLSERVER | 8.00.818 | FundStation | 4100 | 81 | 610 | 42 | 33 | 0 | 228 | 5 | 80 | 18 | 0 | 1 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | MSSQLSERVER | 8.00.818 | LAXRBO | 100 | 10 | 79 | 30 | 2 | 4 | 0 | 6 | 9 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | MSSQLSERVER | 8.00.818 | MFISsADDS | 100 | 10 | 90 | 83 | 4 | 6 | 0 | 1 | 10 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | MSSQLSERVER | 8.00.818 | PNMBONUS | 11750 | 158 | 946 | 103 | 19 | 1 | 0 | 1 | 121 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | MSSQLSERVER | 8.00.818 | rcnRecon | 10500 | 105 | 498 | 41 | 3 | 0 | 66 | 421 | 1 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | CaseTrack | 30 | 120 | 390 | 139 | 21 | 146 | 85 | 160 | 114 | 19 | 0 | 67 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | CTTraining | 25 | 119 | 376 | 121 | 21 | 146 | 85 | 160 | 113 | 19 | 0 | 67 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | DPARTDB | 15 | 9 | 46 | 0 | 2 | 0 | 0 | 3 | 0 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | DQUEUEDB | 20 | 230 | 378 | 30 | 2 | 0 | 0 | 3 | 1 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | DVSUSE | 20 | 25 | 99 | 31 | 2 | 0 | 1 | 4 | 1 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | DWORKFLO | 20 | 15 | 72 | 32 | 3 | 0 | 0 | 4 | 1 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | FMSInfoBase | 100 | 7 | 63 | 31 | 2 | 5 | 0 | 12 | 7 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | FundStation | 4100 | 118 | 698 | 74 | 51 | 0 | 277 | 27 | 117 | 19 | 0 | 1 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LAGContractingA001 | 15 | 20 | 105 | 140 | 5 | 21 | 0 | 0 | 18 | 19 | 0 | 11 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LAGContractingU001 | 50 | 20 | 81 | 140 | 5 | 21 | 0 | 1 | 19 | 19 | 0 | 11 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LAXRBO | 80 | 10 | 87 | 30 | 2 | 4 | 0 | 6 | 9 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LBSSPAA001 | 280 | 80 | 278 | 462 | 17 | 73 | 146 | 146 | 78 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LBSSPAU001 | 412 | 81 | 294 | 460 | 17 | 73 | 146 | 4 | 78 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LBSSPAU009 | 655 | 81 | 285 | 458 | 16 | 73 | 146 | 81 | 78 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LCO_CorpQaD01_db | 10 | 40 | 124 | 0 | 2 | 0 | 0 | 0 | 38 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LCO_PCQaBisD01_db | 10 | 40 | 115 | 0 | 2 | 0 | 0 | 0 | 38 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LCO_PCQaBPSD01_db | 10 | 40 | 116 | 0 | 2 | 0 | 0 | 0 | 38 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LCO_PCQaDistD01_db | 10 | 40 | 119 | 0 | 2 | 0 | 0 | 0 | 38 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LCO_QaAgyD01_db | 10 | 40 | 122 | 0 | 2 | 0 | 0 | 0 | 38 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LCO_QaAnnD01_db | 40 | 41 | 144 | 0 | 2 | 0 | 0 | 0 | 38 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LCO_QaDAD01_db | 15 | 40 | 115 | 0 | 2 | 0 | 0 | 0 | 38 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LCO_QaFMSD01_db | 10 | 40 | 112 | 0 | 2 | 0 | 0 | 0 | 38 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LCO_QaGrpD01_db | 10 | 40 | 119 | 0 | 2 | 0 | 0 | 0 | 38 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LCO_QaIndD01_db | 10 | 40 | 114 | 0 | 2 | 0 | 0 | 0 | 38 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LCO_QaIWSD01_db | 10 | 40 | 114 | 0 | 2 | 0 | 0 | 0 | 38 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LCO_QaMFundsD01_db | 10 | 40 | 119 | 0 | 2 | 0 | 0 | 0 | 38 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LDCTimeTrackA001 | 111 | 22 | 129 | 30 | 2 | 21 | 0 | 32 | 22 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LDCTimeTrackU001 | 100 | 22 | 142 | 30 | 2 | 21 | 0 | 30 | 22 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LDDISSPU001 | 10 | 0 | 31 | 0 | 0 | 0 | 0 | 0 | 0 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LDDRfpA001 | 75 | 0 | 59 | 71 | 2 | 6 | 0 | 8 | 7 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LDDRfpU001 | 75 | 1 | 67 | 71 | 2 | 6 | 0 | 8 | 7 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LFXCashManA01 | 50 | 0 | 31 | 30 | 2 | 0 | 0 | 1 | 0 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LFXCashManU01 | 75 | 1 | 33 | 30 | 2 | 0 | 0 | 1 | 1 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LFXSeagateInfo | 40 | 30 | 125 | 30 | 2 | 0 | 0 | 1 | 1 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LFXSeagateU002 | 148 | 30 | 127 | 30 | 2 | 0 | 0 | 1 | 1 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the
Securities and Exchange Commission.
Confidential Information—For internal use only.
5
Table of Contents
Appendix B.3 – Data Center Supported Databases
SQL Server Prod
SQL Server Prod
| Monthly | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Admin | Foreign | Default | Primary | Scalar | UQ | Tbl | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Application/Department | Hours | Server | Instance | Version | DBs | Size mb | Tables | Indexes | Stored Procs | Views | Keys | Triggers | Constraints | Keys | SysTables | Functions | Constraint | Ck Constraint | Function | |||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LFXSeagateU003 | 580 | 30 | 67 | 30 | 2 | 0 | 0 | 1 | 11 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LifeCashLinkA001 | 50 | 16 | 137 | 124 | 2 | 8 | 0 | 34 | 11 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LifeCashLinkU001 | 150 | 16 | 155 | 124 | 2 | 9 | 0 | 31 | 11 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LifeSFAA045 | 3000 | 316 | 1393 | 2628 | 121 | 60 | 159 | 9 | 218 | 19 | 15 | 15 | 2 | 13 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LifeSFAU045 | 4700 | 316 | 1473 | 2629 | 121 | 60 | 159 | 9 | 218 | 19 | 15 | 15 | 2 | 13 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LISPanConA001 | 130 | 4 | 71 | 40 | 2 | 0 | 0 | 1 | 4 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LISPanConU001 | 613 | 4 | 74 | 40 | 2 | 0 | 0 | 1 | 3 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LIXCMA001 | 125 | 66 | 320 | 184 | 20 | 61 | 1 | 19 | 62 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LIXCMU001 | 150 | 70 | 448 | 204 | 20 | 67 | 1 | 19 | 63 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LLPEventPlannerA001 | 10 | 3 | 39 | 28 | 2 | 2 | 0 | 1 | 2 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LLPEventPlannerU001 | 10 | 4 | 44 | 58 | 2 | 2 | 0 | 1 | 3 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LMXAICWkLogA001 | 60 | 10 | 45 | 33 | 2 | 0 | 0 | 0 | 2 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LMXAICWkLogU001 | 60 | 10 | 52 | 33 | 2 | 0 | 0 | 0 | 2 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LMXContractingA001 | 65 | 18 | 87 | 30 | 2 | 20 | 0 | 2 | 19 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LMXContractingU001 | 65 | 19 | 96 | 60 | 2 | 20 | 0 | 2 | 18 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | LMXLifePortalD99 | 40 | 1 | 33 | 30 | 2 | 0 | 0 | 1 | 1 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | MFISsADDS | 450 | 10 | 84 | 83 | 4 | 6 | 0 | 2 | 10 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | PNMBONUS | 3061 | 155 | 643 | 103 | 18 | 0 | 0 | 1 | 120 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | QPARTDB | 15 | 10 | 48 | 30 | 2 | 0 | 0 | 4 | 1 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | QQUEUEDB | 15 | 134 | 370 | 30 | 2 | 0 | 0 | 4 | 1 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | QVSUSE | 20 | 25 | 90 | 31 | 2 | 0 | 1 | 4 | 1 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | QWORKFLO | 285 | 14 | 73 | 0 | 3 | 0 | 0 | 3 | 0 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ01 | tun | 8.00.818 | WLOWirelessOfficeU01 | 17.5 | 21 | 185 | 30 | 2 | 4 | 29 | 9 | 14 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ02 | MSSQLSERVER | 7.00.1094 | IVRAdmin | 114 | 48 | 205 | 30 | 20 | 0 | 0 | 739 | 48 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ02 | MSSQLSERVER | 7.00.1094 | IVRCIXDB | 46 | 11 | 42 | 30 | 20 | 0 | 0 | 18 | 11 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ02 | MSSQLSERVER | 7.00.1094 | IVRJobLine | 45 | 20 | 80 | 30 | 22 | 0 | 0 | 25 | 20 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ02 | MSSQLSERVER | 7.00.1094 | IVRLifeIndividual | 80 | 14 | 75 | 31 | 24 | 3 | 0 | 43 | 14 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ02 | MSSQLSERVER | 7.00.1094 | IVRLifeRetirement | 80 | 24 | 67 | 31 | 22 | 14 | 0 | 16 | 24 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ02 | MSSQLSERVER | 7.00.1094 | IVRMutual | 90 | 4 | 33 | 2 | 20 | 0 | 0 | 1 | 2 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ02 | MSSQLSERVER | 7.00.1094 | IVRTracker | 110 | 2 | 36 | 30 | 20 | 1 | 0 | 4 | 14 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ02 | MSSQLSERVER | 7.00.1094 | LDDDA001 | 310 | 22 | 118 | 144 | 24 | 1 | 0 | 4 | 12 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ02 | MSSQLSERVER | 7.00.1094 | LDDDU001 | 298 | 24 | 124 | 161 | 24 | 1 | 0 | 1 | 12 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ02 | MSSQLSERVER | 7.00.1094 | LifeARCA001 | 144 | 16 | 53 | 57 | 20 | 1 | 0 | 1 | 15 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ02 | MSSQLSERVER | 7.00.1094 | LifeARCU001 | 75 | 16 | 51 | 58 | 20 | 1 | 0 | 1 | 15 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ02 | MSSQLSERVER | 7.00.1094 | LifeCashLinkA001 | 50 | 16 | 135 | 133 | 20 | 9 | 0 | 34 | 11 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ02 | MSSQLSERVER | 7.00.1094 | LifeCashLinkU001 | 190 | 16 | 152 | 123 | 20 | 9 | 0 | 34 | 11 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ02 | MSSQLSERVER | 7.00.1094 | LifeLINCSBPA001 | 30 | 10 | 62 | 184 | 1 | 7 | 0 | 3 | 10 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ02 | MSSQLSERVER | 7.00.1094 | LifeLINCSBPU001 | 30 | 10 | 66 | 187 | 20 | 7 | 0 | 3 | 9 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ02 | MSSQLSERVER | 7.00.1094 | LifeLMCA001 | 15 | 4 | 37 | 45 | 20 | 0 | 0 | 1 | 4 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ02 | MSSQLSERVER | 7.00.1094 | LifeLMCU001 | 20 | 4 | 36 | 35 | 20 | 0 | 0 | 1 | 4 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ02 | MSSQLSERVER | 7.00.1094 | MFISPhoenix | 110 | 24 | 98 | 100 | 20 | 44 | 0 | 23 | 24 | 18 | 0 | 1 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ03 | MSSQLSERVER | 7.00.1094 | LifeLINCA001 | 240 | 53 | 167 | 340 | 24 | 0 | 0 | 3 | 17 | 18 | 0 | 1 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ03 | MSSQLSERVER | 7.00.1094 | LifeLINCU001 | 370 | 56 | 188 | 370 | 24 | 1 | 0 | 8 | 21 | 18 | 0 | 1 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ03 | MSSQLSERVER | 7.00.1094 | MFISeFIRE | 50 | 16 | 72 | 70 | 20 | 15 | 0 | 1 | 16 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ03 | MSSQLSERVER | 7.00.1094 | MFISInvestWebForms | 50 | 16 | 55 | 79 | 21 | 13 | 0 | 188 | 16 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVESQ03 | MSSQLSERVER | 7.00.1094 | MFISSiteServices | 30 | 3 | 34 | 32 | 20 | 0 | 0 | 27 | 3 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVSV015 | MSSQLSERVER | 8.00.818 | EventLog | 150 | 3 | 36 | 32 | 20 | 0 | 0 | 2 | 1 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVSV035 | MSSQLSERVER | 7.00.1094 | EURLifePortalD01 | 125 | 30 | 122 | 30 | 20 | 0 | 0 | 1 | 12 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVSV035 | MSSQLSERVER | 7.00.1094 | EURLifeReporterD01 | 50 | 15 | 73 | 31 | 20 | 0 | 0 | 1 | 14 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVSV035 | MSSQLSERVER | 7.00.1094 | EventLog | 125 | 3 | 36 | 32 | 20 | 0 | 0 | 2 | 1 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVSV035 | MSSQLSERVER | 7.00.1094 | LifeEAFA001 | 284 | 21 | 100 | 153 | 20 | 12 | 0 | 1 | 19 | 18 | 0 | 8 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVSV035 | MSSQLSERVER | 7.00.1094 | LifeEAFU001 | 60 | 21 | 102 | 153 | 20 | 12 | 0 | 2 | 19 | 18 | 0 | 9 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVSV035 | MSSQLSERVER | 7.00.1094 | LifeFundPerfA001 | 20 | 21 | 199 | 397 | 70 | 15 | 0 | 24 | 51 | 18 | 0 | 9 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVSV035 | MSSQLSERVER | 7.00.1094 | LifeFundPerfU001 | 20 | 21 | 160 | 341 | 60 | 10 | 0 | 23 | 41 | 18 | 0 | 9 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVSV035 | MSSQLSERVER | 7.00.1094 | MFISPhoenix | 110 | 0 | 98 | 100 | 20 | 44 | 0 | 23 | 24 | 18 | 0 | 1 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DEVSV035 | TAC | 8.00.760 | MFISsADDS | 450 | 9 | 82 | 51 | 4 | 6 | 0 | 1 | 9 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DSMRDCCL02 | MSSQLSERVER | 8.00.818 | LCLClarifyA01 | 350 | 692 | 2111 | 2376 | 478 | 0 | 3 | 688 | 1 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DSMRDCCL02 | MSSQLSERVER | 8.00.818 | LCLClarifyT01 | 350 | 691 | 2083 | 2346 | 478 | 0 | 3 | 427 | 0 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
DSMRDCCL02 | MSSQLSERVER | 8.00.818 | LCLClarifyU01 | 400 | 692 | 2108 | 2382 | 478 | 0 | 3 | 681 | 1 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
Totals: |
53051.5 | 6188 | 25163 | 21076 | 2827 | 1260 | 1539 | 4415 | 3115 | 2255 | 32 | 227 | 4 | 26 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the
Securities and Exchange Commission.
Confidential Information—For internal use only.
6
Table of Contents
Appendix B.3 – Data Center Supported Databases
CICS Test
CICS Test
| Monthly | Monthly | |||||||||||||||||||||||||||||||||||||||||||||
| App/Dept | Admin | Tran | ||||||||||||||||||||||||||||||||||||||||||||
| Application/Department | Code(s) | Hours | Volume | Trans | Programs | Files | TDqueue | TSqueue | Mapsets | DB2Entry | DB2Tran | Terminals | ||||||||||||||||||||||||||||||||||
CICS Systems |
||||||||||||||||||||||||||||||||||||||||||||||
Acctg,
Budget, & Cost (ABC) |
[***] | * | 634 | 18 | 1836 | 210 | 714 | 6 | 6 | |||||||||||||||||||||||||||||||||||||
Check
Distribution (CDS) |
[***] | * | 481 | 42 | 1968 | 318 | 864 | |||||||||||||||||||||||||||||||||||||||
D3 |
[***] | * | 960 | 740 | 720 | 70 | 1410 | 10 | 10 | |||||||||||||||||||||||||||||||||||||
Control-D |
[***] | * | 1 | 3 | 9 | |||||||||||||||||||||||||||||||||||||||||
CAPS
(Expense) |
[***] | * | 120 | 9 | 186 | 33 | 126 | |||||||||||||||||||||||||||||||||||||||
CK4
(CyberLife) |
[***] | * | 59250 | 837 | 144 | 270 | 18 | |||||||||||||||||||||||||||||||||||||||
PARIS |
[***] | * | 40900 | 5648 | 7336 | 6248 | 8 | 24 | ||||||||||||||||||||||||||||||||||||||
Tax
Reporting System |
[***] | * | 1156 | 228 | 246 | 54 | 174 | |||||||||||||||||||||||||||||||||||||||
Vantage
One, DSS, JETS, Repetitive Payment |
[***] | * | 127456 | 180 | 9470 | 300 | 30 | 10 | ||||||||||||||||||||||||||||||||||||||
Totals: |
0 | 230958 | 7705 | 21915 | 1255 | 0 | 0 | 9554 | 54 | 50 | 0 | |||||||||||||||||||||||||||||||||||
| * | Nominal |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the
Securities and Exchange Commission.
Confidential Information—For internal use only.
7
Table of Contents
Appendix B.3 – Data Center Supported Databases
IMS Test
IMS Test
| Monthly | Monthly | |||||||||||||||||||||||||||
| App/Dept | Admin | Tran | # of Online | DBs | ||||||||||||||||||||||||
| Application System | Code(s) | Hours | Volume | 3390 Tracks | Transactions | [DBDs] | PSBs | |||||||||||||||||||||
IMS Support |
||||||||||||||||||||||||||||
Annuity Benefit |
[***] | * | * | * | 644 | 8 | 10 | 58 | ||||||||||||||||||||
Life Agency |
[***] | * | * | * | 151 | 1 | 5 | 9 | ||||||||||||||||||||
Life Alpha |
[***] | * | * | * | 2581 | 0 | 3 | 2 | ||||||||||||||||||||
Group Policy Administration |
[***] | * | * | * | 20579 | 9 | 12 | 110 | ||||||||||||||||||||
Safeco Credit Life |
[***] | * | * | * | 5465 | 4 | 28 | 4 | ||||||||||||||||||||
Safeco Credit |
[***] | * | * | * | 20488 | 5 | 70 | 13 | ||||||||||||||||||||
Table Management |
[***] | * | * | * | 991 | 0 | 4 | 6 | ||||||||||||||||||||
Totals: |
50899 | 27 | 132 | 202 | ||||||||||||||||||||||||
| * | Nominal | |
| - | existing IMS test applications are static |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the
Securities and Exchange Commission.
Confidential Information—For internal use only.
8
Table of Contents
Appendix B.3 – Data Center Supported Databases
DB2 Test
DB2 Test
| Monthly | ||||||||||||||||||||||||||
| App/Dept | Admin | Stored | ||||||||||||||||||||||||
| Application/Department | Code(s) | Hours | GB | DBs | Tables | Indexes | Procs | |||||||||||||||||||
Mainframe Systems |
||||||||||||||||||||||||||
BMC |
[***] | * | ||||||||||||||||||||||||
Life Annuity Department |
[***] | * | ||||||||||||||||||||||||
Acctg, Budget, & Cost (ABC) |
[***] | 0 | 1.11 | 12 | 53 | 206 | ||||||||||||||||||||
Check Distribution (CDS) |
[***] | 0 | 0.01 | 2 | 1 | 20 | ||||||||||||||||||||
D3 |
[***] | 40 | 31.81 | 68 | 1389 | 2780 | 12 | |||||||||||||||||||
ELRA ? |
[***] | 0 | 0.46 | 6 | 119 | 242 | 320 | |||||||||||||||||||
Life Retirement Services Dept. |
[***] | * | 0.63 | 9 | 409 | 10 | ||||||||||||||||||||
CAPS (Expense) |
[***] | 0 | 0.01 | 3 | 3 | 3 | ||||||||||||||||||||
Life Marketing Department |
[***] | * | 0.45 | 3 | 1013 | 33 | ||||||||||||||||||||
PARIS |
[***] | 20 | 40.01 | 104 | 1146 | 2165 | 47 | |||||||||||||||||||
Repetitive Payment |
[***] | 5 | 0.20 | 9 | 342 | 273 | ||||||||||||||||||||
Life Trac 2000 |
[***] | 5 | 0.12 | 2 | 98 | 202 | 124 | |||||||||||||||||||
Tax Reporting System |
[***] | 0 | 0.12 | 3 | 24 | 21 | ||||||||||||||||||||
Data Exchange (Jets) |
[***] | 5 | 1.74 | 10 | 349 | 368 | ||||||||||||||||||||
Vantage One |
[***] | 45 | 12.14 | 83 | 2004 | 4242 | ||||||||||||||||||||
Vantage One — DSS |
[***] | 55 | 109.61 | 29 | 730 | 1090 | 82 | |||||||||||||||||||
Princeton Relational tools |
[***] | * | ||||||||||||||||||||||||
QMF |
[***] | * | ||||||||||||||||||||||||
Security Level for CICS |
[***] | * | ||||||||||||||||||||||||
Totals: |
175 | 198.42 | 343 | 7680 | 11655 | 585 | ||||||||||||||||||||
| * | Normal |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the
Securities and Exchange Commission.
Confidential Information—For internal use only.
9
Table of Contents
Appendix B.3 – Data Center Supported Databases
VSAM Test
VSAM Test
| App/Dept | 3390 | |||||||||||||
| Application System | Code(s) | Tracks | KSDS | ESDS | ||||||||||
Mainframe Systems |
||||||||||||||
Acctg, Budget, & Cost (ABC) |
[***] | 52651 | 149 | 0 | ||||||||||
Check Distribution (CDS) |
[***] | 35280 | 307 | 24 | ||||||||||
CAPS (Expense) |
[***] | 1044 | 24 | 3 | ||||||||||
Group Benefits |
[***] | 0 | 0 | 0 | ||||||||||
CK4 [CyberLife] |
[***] | 397598 | 681 | 130 | ||||||||||
Repetitive Payment |
[***] | 1933 | 18 | 18 | ||||||||||
Tax Reporting |
[***] | 88221 | 47 | 6 | ||||||||||
Vantage One |
[***] | 147954 | 772 | 0 | ||||||||||
Vantage One — DSS |
[***] | 15744 | 32 | 0 | ||||||||||
Automated Balancing |
[***] | 78 | 1 | 0 | ||||||||||
Totals: |
740503 | 2031 | 181 | |||||||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the
Securities and Exchange Commission.
Confidential Information—For internal use only.
10
Table of Contents
Appendix B.3 – Data Center Supported Databases
SQL Server Test
SQL Server Test
| Monthly | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Admin | Foreign | Default | Primary | Scalar | UQ | Tbl | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Application/Department | Hours | Server | Instance | Version | DBs | Size mb | Tables | Indexes | Stored Procs | Views | Keys | Triggers | Constraints | Keys | SysTables | Functions | Constraint | Ck Constraint | Function | |||||||||||||||||||||||||||||||||||||||||||||||||
SQL Server Production |
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ03 | MSSQLSERVER | 7.00.1094 | LifeCashLinkP001 | 420 | 16 | 141 | 134 | 20 | 8 | 0 | 33 | 11 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ03 | MSSQLSERVER | 7.00.1094 | MFISPhoenix | 110 | 24 | 98 | 100 | 20 | 44 | 0 | 213 | 24 | 18 | 0 | 1 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ05 | ANON | 8.00.818 | LDDITANNTZAdvantage4P01 | 35 | 6 | 54 | 37 | 2 | 0 | 0 | 1 | 1 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ05 | ANON | 8.00.818 | LDDITASLAdvantage4P01 | 35 | 6 | 91 | 37 | 2 | 0 | 0 | 1 | 1 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ05 | ANON | 8.00.818 | LDDITIllustrationP01 | 300 | 60 | 214 | 30 | 2 | 0 | 0 | 4 | 55 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ05 | ANON | 8.00.818 | LDDITPASP01 | 745 | 6 | 65 | 40 | 2 | 0 | 0 | 1 | 6 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ05 | ANON | 8.00.818 | LDDITPDMP01 | 15 | 53 | 240 | 33 | 2 | 39 | 0 | 1 | 52 | 19 | 22 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ05 | ANON | 8.00.818 | LDDITSafeCoAIAdvantage4P01 | 35 | 6 | 88 | 37 | 2 | 0 | 0 | 1 | 1 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ05 | ANON | 8.00.818 | LDDITSafecoAULP01 | 15 | 3 | 42 | 31 | 2 | 1 | 1 | 1 | 3 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ05 | ANON | 8.00.818 | LDDITSafeCoTermP01 | 15 | 3 | 42 | 30 | 2 | 1 | 0 | 1 | 3 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ05 | ANON | 8.00.818 | LDDITSchwabAIAdvantage4P01 | 20 | 6 | 88 | 37 | 2 | 0 | 0 | 1 | 1 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ05 | ANON | 8.00.818 | LDDOpenEnrollP01 | 10 | 6 | 49 | 58 | 2 | 0 | 0 | 2 | 4 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ05 | ANON | 8.00.818 | LDDSNowP01 | 500 | 32 | 86 | 110 | 2 | 0 | 0 | 15 | 20 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ05 | MSSQLSERVER | 7.00.1094 | LifeEAFP001 | 50 | 21 | 99 | 153 | 20 | 12 | 0 | 1 | 19 | 18 | 0 | 8 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ05 | MSSQLSERVER | 7.00.1094 | LifeFundPerfP001 | 20 | 51 | 183 | 396 | 70 | 15 | 0 | 24 | 51 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ05 | MSSQLSERVER | 7.00.1094 | LifeLINCP001 | 250 | 54 | 198 | 370 | 24 | 0 | 0 | 4 | 18 | 18 | 0 | 1 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ05 | MSSQLSERVER | 7.00.1094 | MFISeFIRE | 50 | 16 | 68 | 71 | 20 | 15 | 0 | 1 | 16 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ05 | MSSQLSERVER | 7.00.1094 | MFISInvestWebForms | 80 | 16 | 52 | 81 | 21 | 12 | 0 | 188 | 16 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ05 | MSSQLSERVER | 7.00.1094 | MFISSiteServices | 70 | 3 | 33 | 32 | 20 | 0 | 0 | 27 | 3 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ10 | MSSQLSERVER | 8.00.818 | EventLog | 420 | 3 | 36 | 32 | 20 | 0 | 0 | 2 | 1 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ10 | MSSQLSERVER | 8.00.818 | FMSInfoBase | 100 | 7 | 63 | 31 | 2 | 5 | 0 | 12 | 7 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ10 | MSSQLSERVER | 8.00.818 | FundStation | 4100 | 81 | 610 | 42 | 33 | 0 | 228 | 5 | 80 | 19 | 0 | 1 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ10 | MSSQLSERVER | 8.00.818 | LAXRBO | 100 | 10 | 83 | 30 | 2 | 4 | 0 | 6 | 9 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ10 | MSSQLSERVER | 8.00.818 | LIXCMP001 | 1862 | 66 | 450 | 181 | 20 | 61 | 0 | 19 | 62 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ10 | MSSQLSERVER | 8.00.818 | LLPEventPlannerP001 | 15 | 4 | 41 | 58 | 2 | 2 | 0 | 1 | 3 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ10 | MSSQLSERVER | 8.00.818 | MFISsADDS | 450 | 9 | 82 | 51 | 4 | 6 | 0 | 1 | 9 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ10 | MSSQLSERVER | 8.00.818 | PPARTDB | 82 | 9 | 46 | 0 | 2 | 0 | 0 | 3 | 0 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ10 | MSSQLSERVER | 8.00.818 | PQUEUEDB | 150 | 76 | 454 | 30 | 2 | 0 | 0 | 4 | 1 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ10 | MSSQLSERVER | 8.00.818 | PVSUSE | 20 | 24 | 90 | 1 | 2 | 0 | 1 | 3 | 0 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ10 | MSSQLSERVER | 8.00.818 | PWORKFLO | 4300 | 15 | 81 | 30 | 3 | 0 | 0 | 4 | 1 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ11 | MSSQLSERVER | 8.00.818 | MFISFundstnSAArchive | 3300 | 69 | 286 | 38 | 26 | 0 | 18 | 5 | 68 | 19 | 0 | 1 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ14 | MSSQLSERVER | 8.00.818 | CaseTrack | 60 | 120 | 440 | 151 | 21 | 146 | 85 | 167 | 114 | 19 | 0 | 67 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ14 | MSSQLSERVER | 8.00.818 | LAGContractingP001 | 20 | 20 | 91 | 140 | 5 | 21 | 0 | 1 | 19 | 19 | 0 | 11 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ14 | MSSQLSERVER | 8.00.818 | LBSSPAP000 | 200 | 79 | 207 | 423 | 17 | 73 | 146 | 3 | 77 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ14 | MSSQLSERVER | 8.00.818 | LBSSPAP001 | 425 | 80 | 300 | 464 | 17 | 73 | 146 | 4 | 78 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ14 | MSSQLSERVER | 8.00.818 | LBSSPAP002 | 425 | 80 | 300 | 464 | 17 | 73 | 146 | 4 | 78 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ14 | MSSQLSERVER | 8.00.818 | LCO_CorpQaP01_db | 20 | 40 | 156 | 0 | 2 | 0 | 0 | 0 | 38 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ14 | MSSQLSERVER | 8.00.818 | LCO_PCQaBisP01_db | 15 | 40 | 135 | 0 | 2 | 0 | 0 | 0 | 38 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ14 | MSSQLSERVER | 8.00.818 | LCO_PCQaBPSP01_db | 25 | 40 | 141 | 0 | 2 | 0 | 0 | 0 | 38 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ14 | MSSQLSERVER | 8.00.818 | LCO_PCQaDistP01_db | 15 | 40 | 119 | 0 | 2 | 0 | 0 | 0 | 38 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ14 | MSSQLSERVER | 8.00.818 | LCO_QAadaP01_db | 45 | 40 | 138 | 0 | 2 | 0 | 0 | 0 | 38 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ14 | MSSQLSERVER | 8.00.818 | LCO_QaAgyP01_db | 60 | 40 | 194 | 0 | 2 | 0 | 0 | 0 | 38 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ14 | MSSQLSERVER | 8.00.818 | LCO_QaAnnP01_db | 70 | 40 | 169 | 0 | 2 | 0 | 0 | 0 | 38 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ14 | MSSQLSERVER | 8.00.818 | LCO_QaFMSP01_db | 15 | 40 | 126 | 0 | 2 | 0 | 0 | 0 | 38 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ14 | MSSQLSERVER | 8.00.818 | LCO_QaGrpP01_db | 60 | 40 | 152 | 0 | 2 | 0 | 0 | 0 | 38 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ14 | MSSQLSERVER | 8.00.818 | LCO_QaIndP01_db | 50 | 40 | 146 | 0 | 2 | 0 | 0 | 0 | 38 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ14 | MSSQLSERVER | 8.00.818 | LCO_QaIWSP01_db | 15 | 40 | 126 | 0 | 2 | 0 | 0 | 0 | 38 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ14 | MSSQLSERVER | 8.00.818 | LCO_QaMFundsP01_db | 30 | 40 | 147 | 0 | 2 | 0 | 0 | 0 | 38 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ14 | MSSQLSERVER | 8.00.818 | LDCTimeTracking | 200 | 22 | 151 | 30 | 2 | 21 | 0 | 30 | 22 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ14 | MSSQLSERVER | 8.00.818 | LDDRfpP001 | 30 | 7 | 59 | 71 | 2 | 6 | 0 | 8 | 7 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ14 | MSSQLSERVER | 8.00.818 | LFXSeagateInfo | 825 | 30 | 122 | 30 | 2 | 0 | 0 | 1 | 1 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ14 | MSSQLSERVER | 8.00.818 | LFXSeagateP001 | 600 | 30 | 127 | 30 | 2 | 0 | 0 | 1 | 1 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ14 | MSSQLSERVER | 8.00.818 | LifeSFAP045 | 4900 | 316 | 1407 | 2628 | 151 | 60 | 159 | 9 | 218 | 19 | 15 | 15 | 2 | 13 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ14 | MSSQLSERVER | 8.00.818 | LISPanConP001 | 205 | 4 | 73 | 40 | 2 | 0 | 0 | 1 | 4 | 19 | 0 | 1 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ14 | MSSQLSERVER | 8.00.818 | LMXAICWkLogP001 | 90 | 10 | 61 | 33 | 2 | 0 | 0 | 0 | 2 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ14 | MSSQLSERVER | 8.00.818 | LMXContractingP001 | 140 | 18 | 98 | 30 | 2 | 20 | 0 | 1 | 18 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ14 | MSSQLSERVER | 8.00.818 | rcnRecon | 10500 | 3 | 497 | 32 | 20 | 0 | 0 | 2 | 1 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ14 | MSSQLSERVER | 8.00.818 | WirelessOffice30SQL | 20 | 15 | 175 | 30 | 2 | 4 | 0 | 9 | 12 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ14 | MSSQLSERVER | 8.00.818 | WLOWirelessOfficeP01 | 20 | 21 | 186 | 30 | 2 | 4 | 0 | 9 | 14 | 19 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ15 | MSSQLSERVER | 7.00.1094 | EURLifePortalP01 | 70 | 29 | 100 | 0 | 20 | 0 | 0 | 0 | 11 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ15 | MSSQLSERVER | 7.00.1094 | EURLifeReporterP01 | 70 | 14 | 66 | 1 | 20 | 0 | 0 | 0 | 13 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ15 | MSSQLSERVER | 7.00.1094 | EventLog | 400 | 2 | 34 | 2 | 20 | 0 | 0 | 1 | 0 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ15 | MSSQLSERVER | 7.00.1094 | IVRAdmin | 2650 | 51 | 243 | 30 | 20 | 0 | 0 | 661 | 43 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ15 | MSSQLSERVER | 7.00.1094 | IVRCIXDB | 150 | 9 | 50 | 30 | 20 | 0 | 0 | 15 | 9 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ15 | MSSQLSERVER | 7.00.1094 | IVRJobLine | 350 | 22 | 104 | 30 | 21 | 0 | 0 | 23 | 22 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ15 | MSSQLSERVER | 7.00.1094 | IVRLifeIndividual | 350 | 15 | 61 | 31 | 24 | 3 | 0 | 43 | 14 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ15 | MSSQLSERVER | 7.00.1094 | IVRLifeRetirement | 350 | 24 | 73 | 31 | 22 | 14 | 0 | 16 | 24 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the
Securities and Exchange Commission.
Confidential Information—For internal use only.
11
Table of Contents
Appendix B.3 – Data Center Supported Databases
SQL Server Test
SQL Server Test
| Monthly | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Admin | Foreign | Default | Primary | Scalar | UQ | Tbl | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Application/Department | Hours | Server | Instance | Version | DBs | Size mb | Tables | Indexes | Stored Procs | Views | Keys | Triggers | Constraints | Keys | SysTables | Functions | Constraint | Ck Constraint | Function | |||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ15 | MSSQLSERVER | 7.00.1094 | IVRMutual | 70 | 5 | 35 | 30 | 20 | 0 | 0 | 1 | 1 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ15 | MSSQLSERVER | 7.00.1094 | IVRTracker | 1150 | 5 | 43 | 30 | 20 | 0 | 0 | 1 | 1 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ15 | MSSQLSERVER | 7.00.1094 | LDDDP002 | 200 | 22 | 122 | 142 | 24 | 1 | 0 | 4 | 14 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ15 | MSSQLSERVER | 7.00.1094 | LifeARCP001 | 300 | 16 | 58 | 57 | 20 | 1 | 4 | 1 | 15 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ15 | MSSQLSERVER | 7.00.1094 | LifeLINCSBPP001 | 20 | 10 | 64 | 196 | 20 | 7 | 0 | 3 | 10 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
HOXESQ15 | MSSQLSERVER | 7.00.1094 | LifeLMCP001 | 20 | 4 | 39 | 45 | 20 | 0 | 0 | 1 | 4 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
PSMRDCCL02 | MSSQLSERVER | 8.00.818 | LCLClarifyP01 | 12381 | 692 | 2108 | 2382 | 478 | 0 | 3 | 681 | 1 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
PSMRDCSQ06 | PNM | 8.00.818 | PNMBONUS | 11750 | 158 | 946 | 103 | 19 | 1 | 0 | 1 | 121 | 18 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
[***] |
PSMRDCSQ07 | MSSQLSERVER | 8.00.818 | FundStation | 4100 | 81 | 610 | 42 | 33 | 0 | 228 | 5 | 80 | 19 | 0 | 1 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||
Totals: |
71135 | 3255 | 15052 | 10149 | 1466 | 753 | 1165 | 2292 | 2051 | 1418 | 37 | 107 | 2 | 13 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the
Securities and Exchange Commission.
Confidential Information—For internal use only.
12
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| Symetra Enclosure D |
5 Appendix B.4 Provider Data Center Facilities |
ACS Proposed Data Center Facilities
Hillsboro, Oregon Hillsboro is a client data center supporting development server hosting and WAN and Internet access. The Hillsboro facility has 78,485 square feet of space, with 19,570 square feet of raised floor space. The data center contains 120 TB of DASD, 185 tape drives and eight robotic tape silo devices. This facility’s midrange capabilities include Hewlett-Packard (models N, L, K, RP and Superdomes) and Sun (models 200, 420, 3500, 6500 and V880). Midrange operating systems supported include HP-UX, Sun Solaris, OS/400, NT4, and Windows 2000 and 2003. Access into the facility is strictly controlled through several sophisticated physical security systems and procedures. Access into the facility is controlled by a security guard during normal business hours. After business hours, access is by card reader only. The Operations group is responsible for after-hours security functions. |
Average MIPS: 1,967 Platforms: CMOS DASD: 120 TB Midrange Servers: 577 IBM, Compaq, Sun and HP Environments: Sun Solaris, UNIX, HP-UX, HP and IBM Power: Three UPS systems, 2-1,600 kW diesel |
|
 |
||
Dallas, Texas The Dallas data center is a single-tenant, single-access facility comprising 611,000 square feet with 85,500 square feet of raised floor space. The Dallas data center is an ACS Enterprise Command Center (ECC) and resides at the ACS corporate headquarters campus. The Dallas ECC monitors distributed and mainframe environments, thus ensuring that online systems, applications and database subsystems are available and that the data center and systems hardware are problem-free for batch processing. Standard operational procedures are in place for logging, notifying and escalating all incidents that affect processing. The Dallas ECC also provides managed services, including 24x7 system and network monitoring, server and network |
Average MIPS: 13,634 Platforms: 27-CMOS DASD: 223 TB Midrange Servers: 587 Wintel Servers: 2516 DEC VAX Cluster, Alpha, IBM AS/400, HP3000, HP9000, HPV2200 and Sun E15K Environments: VMS, Open VMS/UNIX, AIX, OS/400, HP-UX, UNIX, DOS, Novell, Solaris and Linux Telecom: Two independent OC-48 SONET Power: TwoUPS, N+2 battery, |
1
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| Symetra Enclosure D |
5 Appendix B.4 Provider Data Center Facilities |
engineering
services, help desk support, network
operations and engineering,
scheduling, disaster recovery,
desktop management services,
performance reporting, audits, and
other services. The ECC also provides
Web hosting services on site of
existing infrastructures or for
remote sites.
|
31,250kW diesel, dual power grid | |
ACS operational teams support
platforms such as OS/390, UNIX,
Windows (NT and 2000), Linux, OS/400
and VMS. The Dallas data center’s mainframe processing is based on a CMOS architecture. The data center contains DASD storage, tape drives and robotic tape silo devices. This facility’s midrange platforms include DEC VAX Cluster, Alpha, RS/6000, IBM SP2, IBM AS/400, HP3000, HP9000, HP V2200 and Sun. Midrange operating systems include VMS, Open VMS/UNIX, AIX, OS/400, HP-UX, Windows NT, UNIX, DOS, Novell and Solaris. All computer, data communications and environmental equipment is served with sophisticated power conditioning equipment to minimize disruptions in service because of exterior power fluctuations. Additionally, all vital system components are attached to an uninterruptible power supply (UPS) system that provides power monitoring and line conditioning, as well as automatic switching to a battery system. ACS performs a weekly routine testing of all systems to ensure that equipment is in good working order. ACS facilities personnel maintain the emergency procedures in place. ACS has two utility feeds from separate substations, allowing a transfer to the second feed should if power is lost to the other feed. The Dallas facility comprises N+2 capabilities—two UPS modules, expandable to four. At current loads, the N-battery system can function approximately 30 minutes—at full capacity, 11 minutes—before adding additional support modules to avoid reaching full capacity. For network support, two independent OC-48 SONET rings currently service the Dallas facility—one from SBC, the other from MCI. Each ring is a four-strand, counter-rotating SONET facility. The two rings have separate entrance facilities. The outside plant components of each ring use separate utility easements as well. Each ring is connected to two geographically separate ISP points of presence (POPs) from AT&T and UUNET. The facilities are segmented into individual zones that are each fully equipped with fire, smoke and moisture detection systems, thus providing full protection against all environmental hazards. Halon or FM200 fire protection systems and pre-action sprinkler systems that are loaded with compressed air under |
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| Symetra Enclosure D |
5 Appendix B.4 Provider Data Center Facilities |
 |
||
normal
conditions protect the facilities.
The sprinkler systems are activated
with water only when an alarm
situation occurs. When activated, the
sprinklers discharge water in areas
indicating unacceptable heat levels.
The fire and police departments are
electronically notified of any alarm
condition. ACS’ Dallas campus is protected by an eight-foot perimeter fence with a single point of vehicle entry. Security personnel staff the point of entry 24x7. Campus access is permitted via an integrated badge access system with dual redundancy. All access badges include photo ID and are color-coded to distinguish between employees, business partners and temporary personnel. Entrance points are monitored via closed-circuit TV with displays located in permanent security guard posts. |
||
Pittsburgh, Pennsylvania The Pittsburgh facility is 135,00 square feet of space with 63.481 square feet of raised floor space. Pittsburgh is designated a dedicated ECC providing system and network monitoring, server and network engineering services and help desk support. The Pittsburgh data center’s mainframe processing is based on CMOS architecture. The data center contains DASD storage, tape drives and robotic tape silo devices. The midrange environment contains a variety of NT, HP, TPM, IBM AS/400, RS/6000, NCR, Sun-UX, Tandem and DEC platforms. Operating systems supported include Windows NT, HP-UX, HP-MPE, OS/400, AIX, NCR-RAS, Solaris, Nonstop Operating System and VMS. The primary telecommunications service into the facility consists of diversely routed T3 fiber-optic links that are connected to the local telephone switching office. The facility uses multimode OC-48 fiber feeds, one each from Qwest, MCI |
Average MIPS: 8,996 Platforms: 25-CMOS DASD: 18.2 TB Midrange Servers: 1,823 Wintel Servers: 970 RS/6000, IBM SP2, Sun E15K, NCR, Sun-UX, Tandem and DEC Environments: NT, VMS, AIX, OS/400, HP-UX, HP-MPE, Solaris, Linux and NCR-RAS Telecom: T3 fiber optic, 3-OC-48 (Qwest, MCI, AT&T) Power: Two UPS systems, N+2 battery, 6-1.281 KVA diesel, 1 UPS with 4 mod ,3-N+2 diesel |
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| Symetra Enclosure D |
5 Appendix B.4 Provider Data Center Facilities |
and
AT&T. If the primary link fails,
service is switched automatically to
a backup fiber-optic line. |
||
All computer, data communications and
environmental equipment is served
with sophisticated power conditioning
equipment to minimize disruptions in
service because of exterior power
fluctuations. All vital system
components are attached to a UPS
system that provides power monitoring
and line conditioning, as well as
automatic switching to a battery
system. Utility-supplied electrical
power to the facility (dual service)
is backed by batteries and generators
that are controlled by two UPS
systems. The facility’s battery
systems use a combination of Liebert
and Exide technologies that are
currently rated at N+2. The battery
time on all at preset capacity is
approximately is 40 minutes. The batteries can sustain the facility for up to 15 minutes; however, seven seconds after the facility begins to rely solely on battery backup, electrical power is supplied by six diesel-powered 1.281 KVA generators. These generators have 6,000-gallon underground storage tanks. Both main building systems are rated at N+1. The data center can be sustained indefinitely on its own power system if a prolonged disruption in utility-supplied power occurs. Routine testing and maintenance is performed to make sure that equipment is in working order. ACS tests at existing loads all emergency switchgear pertaining to the backup systems. All changes and problems relating to facilities are documented and available online for customer review. Access to the facility’s grounds and buildings is strictly controlled through sophisticated physical security systems and procedures. The facility is secured by a 10-foot chain-link fence topped with layers of razor wire that surrounds the facility. The fence is equipped with sonar detectors that alert a central security command center if anything touches the fence. The entire campus is constantly scanned by a closed-circuit television system and is monitored on a 24x7 basis from the central security command center. A multi-level security system controls access into and within the buildings, limiting the contact that employees, vendors and visitors have within sensitive areas. The system automatically monitors and records the movement of all building occupants. The data center is segmented into individual zones fully equipped with fire, smoke and moisture detection systems that provide full protection against all environmental hazards. |
||
 |
||
Bangalore, India The Bangalore facility has 40,000 square feet, with an additional 40,000 square feet in the procurement stage. |
Call Center Capacity: 1.000+ agents Switching Platform: Avaya S8700 Multivantage Switching capacity: 5,000 seats |
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| Symetra Enclosure D |
5 Appendix B.4 Provider Data Center Facilities |
This site provides call center
support and is being developed to
become an ACS ECC, which will provide
network monitoring and support. This
facility currently provides BPO
services, including Customer Care,
Finance and Accounting, Human
Resources and Transaction Processing.
IT services currently provided
include the following: ¨ IT development and support ¨ 24x7 help desk support The Bangalore site uses Avaya Definity 3GR switching to provide seamless integration with telecommunication infrastructures. The switching platform is an Avaya S8700 Multivantage with a switching capacity of 5,000 seats. There are 7 E1 connections to Dallas; Lexington, Kentucky; and Sandy and Draper, Utah. Bangalore has onsite security provided during normal business hours. After business hours, access is by card reader only |
Power: Supplied by an ITP-owned 9MW captive power plant with synchronized 220 kW state government power |
5
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Symetra Life Insurance Company (Symetra)
Schedule 2C—Distributed Computing Services SOW
Schedule 2C—Distributed Computing Services SOW
Attachment A
Schedule 2C
Distributed Computing Services SOW
for
Symetra Life Insurance Company (Symetra)
Draft Revisions WIP October 2006
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Schedule 2C—Distributed Computing Services SOW
Schedule 2C—Distributed Computing Services SOW
TABLE OF CONTENTS
1.0 Distributed Computing Services Overview and Business Objectives |
3 | |||
1.1 Services Overview |
3 | |||
1.2 Service Objectives |
3 | |||
2.0 Service Environment |
4 | |||
2.1 Scope of the Infrastructure to be Supported |
4 | |||
2.2 Work-In-Progress |
4 | |||
2.3 Future initiatives |
4 | |||
2.4 Baseline Information |
5 | |||
3.0 Distributed Computing Support Services Requirements |
6 | |||
3.1 Service Descriptions and Roles & Responsibilities |
6 | |||
4.0 Service Management |
13 | |||
4.1 Objectives |
13 | |||
4.2 Definitions |
13 | |||
4.3 Service Level Requirements (SLRs) |
14 | |||
4.4 Reports |
17 | |||
5.0 Referenced SOW Appendices and SOW Schedules |
17 | |||
5.1 Referenced Distributed Computing SOW Appendices |
17 | |||
5.2 Referenced ITSA Schedules |
17 |
List of Tables
Table 1. Distributed Computing Baseline Projections |
5 | |||
Table 2. General Roles and Responsibilities |
8 | |||
Table 3. Software Deployment/Management Roles and Responsibilities |
9 | |||
Table 4. Software Deployment/Management Roles and Responsibilities |
11 | |||
Table 5. Operations and Administration Roles and Responsibilities |
11 | |||
Table 6. Server Availability SLR |
14 | |||
Table 7. Install, Moves, Adds and Changes – Workstation and Peripherals |
15 |
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Schedule 2C—Distributed Computing Services SOW
Schedule 2C—Distributed Computing Services SOW
Table 8. Software Installation SLR |
16 | |||
Table 9. Deployment — New Server (from time hardware and software arrive at installation site) SLR |
17 |
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Schedule 2C—Distributed Computing Services SOW
Schedule 2C—Distributed Computing Services SOW
| 1.0 | Distributed Computing Services Overview and Business Objectives |
1.1 Services Overview
Distributed Computing Services are the services and activities detailed this Distributed
Computing Services Statement of Work (the “Distributed Computing Services SOW”), required to
provide and support the Symetra Life Insurance Company (Symetra) distributed computing
infrastructure (the “Distributed Computing Services”). ACS shall provide and support distributed
(i.e. non-data center) infrastructure that includes servers, storage devices, workstations,
printers and system software and applications that are attached to the local-area network (LAN) as
well as portable and standalone personal computing and other end user devices.
As depicted in Figure 1 below, in addition to the service described in this Distributed Computing
SOW, ACS is responsible for providing the services described in Schedule 2A – Cross Functional
Services SOW. Figure 1 depicts the relationship between the Cross Functional Services SOW, and all
SOWs within the scope of this IT services agreement.
Cross Functional SOW |
||||||||||||
| Data | Distributed | Data | Voice | Output | Content | |||||||
| Center | Computing | Network | Comm. | Help Desk | Processing | Management | ||||||
| Services | Services | Services | Services | Services | Services | Services | ||||||
| SOW | SOW | SOW | SOW | SOW | SOW | SOW | ||||||
Figure 1: Service Towers with Cross Functional View
| 1.2 | Service Objectives |
The following are the key high-level Service objectives Symetra expects to achieve through
outsourced Distributed Computing services and this Distributed Computing Services SOW:
| n | Meet Symetra business needs for highly available, reliable, and secure services |
| n | Acquire Distributed Computing Services that achieve the SLRs |
| n | Improve distributed computing and desktop service/support levels |
| n | Improve End-User productivity |
| n | Standardize the distributed computing and desktop environment (hardware and software) |
| n | Improve security, data management and backup in the distributed environment |
| n | Improve asset management and control |
| n | Improve total cost of ownership management |
| n | Support business initiatives |
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Schedule 2C—Distributed Computing Services SOW
Schedule 2C—Distributed Computing Services SOW
| 2.0 | Service Environment |
| 2.1 | Scope of the Infrastructure to be Supported |
The following sub-sections specify the appendices and other relevant materials containing
details of the Distributed Computing Services environment to be supported/complied with. Service
environment Appendices are to be maintained and reviewed with Symetra by ACS and made available to
Symetra on a quarterly basis.
ACS will provide Distributed Computing Services for all Symetra employees and locations 1 .
| 2.1.1 | Hardware and Software |
| a. | A listing and description of hardware to be supported is provided in Appendix C.1 — Distributed Computing Hardware. | ||
| b. | A listing and description of the software and utilities to be supported is provided in Appendix C.2 — Distributed Computing Software. | ||
| c. | A listing and description of core images to be supported is provided in Appendix C.3 – Distributed Computing Core Images. |
| 2.1.2 | Service Locations |
| a. | A description of the Symetra service locations for which ACS will provide Distributed Computing Services is provided in Attachment B of the Agreement. |
| 2.1.3 | Personnel |
| a. | ACS will be responsible for providing qualified, and appropriately certified, staffing for the Distributed Computing Services environment as required to perform the Services required hereunder in accordance with the SLRs set forth in this Distributed Computing Services SOW. |
| 2.1.4 | Policies, Procedures and Standards |
Intentionally Left Blank.
| 2.1.5 | Agreements and Licenses |
Intentionally Left Blank.
| 2.2 | Work-In-Progress |
Intentionally Left Blank.
| 2.3 | Future initiatives |
Intentionally Left Blank.
| 1 | Home workers will be supported via another supplier as a pass-through expense. |
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Schedule 2C—Distributed Computing Services SOW
Schedule 2C—Distributed Computing Services SOW
| 2.4 | Baseline Information |
Symetra current Distributed Computing utilization and projected usage is presented below.
These business requirements represent Symetra’s most realistic projection of the service
requirements as of the Effective Date based on a combination of past trends and current anticipated
overall business direction over the Term of the Agreement.
These metrics, along with other data which may be pertinent for sizing the solution, are reflected
in Schedule 3 — Fees.
Table 1. Distributed Computing Baseline Projections
| System | 2005 | 2006 | 2007 | 2008 | 2009 | Comments | ||||||||||||||||
Headquarters Users
|
948 | 971 | 994 | 1018 | 1042 | 13% growth over 5 yrs/2.4% per yr | ||||||||||||||||
Headquarters VIP Users
|
59 | 59 | 59 | 59 | 59 | |||||||||||||||||
Remote Offices
|
8 | 8 | 8 | 8 | 8 | |||||||||||||||||
Remote Office Users
|
103 | 103 | 103 | 103 | 103 | |||||||||||||||||
Tele-workers
|
138 | 138 | 138 | 138 | 138 | |||||||||||||||||
Desktop Computers
|
1026 | 1051 | 1076 | 1102 | 1128 | 15% — 25% desktop pc’s not included in this count | ||||||||||||||||
Laptop Computers
|
309 | 316 | 324 | 332 | 340 | 15%- 25% laptops not included in this count | ||||||||||||||||
File and Print Servers
(Headquarters)
|
6 | 6 | 6 | 6 | 7 | |||||||||||||||||
File and Print Servers
(Remote)
|
10 | 10 | 11 | 11 | 11 | |||||||||||||||||
Networked Printers (Headquarters)
|
100 | 102 | 104 | 106 | 108 | |||||||||||||||||
Networked Printers
(Remote)
|
73 | 75 | 77 | 79 | 81 | |||||||||||||||||
Non-networked printers
|
46 | 47 | 48 | 49 | 50 | 25% – 50% desktop printers are not included this count | ||||||||||||||||
Copiers (Headquarters)
|
119 | 122 | 125 | 128 | 131 | |||||||||||||||||
Copiers (Remote)
|
45 | 46 | 47 | 48 | 49 | |||||||||||||||||
Scanners |
||||||||||||||||||||||
Faxes (Headquarters)
|
102 | 104 | 106 | 109 | 112 | |||||||||||||||||
Faxes (Remote)
|
39 | 40 | 41 | 42 | 43 | |||||||||||||||||
Blackberrys
|
40 | 41 | 42 | 43 | 44 | |||||||||||||||||
IMACs – Headquarters
& Remote
(June 2003 to May 2004) |
331 | 339 | 347 | 355 | 364 | |||||||||||||||||
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Schedule 2C—Distributed Computing Services SOW
Schedule 2C—Distributed Computing Services SOW
| 3.0 | Distributed Computing Support Services Requirements |
| 3.1 | Service Descriptions and Roles & Responsibilities |
In addition to the Services, activities, and roles and responsibilities described in Schedule
2A — Cross Functional Services SOW, Distributed Computing Services include the following Services,
activities and roles and responsibilities.
| 3.1.1 | Distributed Computing Services |
The Distributed Computing Services provided by ACS under this Distributed Computer Services SOW
include End User device provisioning and support required by Symetra End Users, including the
following:
| a. | Server Services: |
| – | Procurement services | ||
| – | Installs, moves, adds, changes (IMAC) | ||
| – | Operational monitoring, as needed | ||
| – | Problem determination and resolution | ||
| – | Technical support and break fix | ||
| – | Software deployment and management |
| b. | LAN File/Print/Storage Services: |
| – | Procurement services | ||
| – | Data storage, backup and recovery | ||
| – | Network-attached printer support | ||
| – | Local application servers | ||
| – | LAN user administration | ||
| – | Problem determination and resolution | ||
| – | Technical support as needed |
| c. | Symetra Headquarter Workstation/End-User Services (e.g., locally attached desktop computer, laptop computers, printers, accessory cables and workgroup hubs/switches, scanners, standardized personal digital assistant (PDA) devices, CD/DVD burners and integrated machines, LCD, etc.) |
| – | Operational monitoring, as needed | ||
| – | Commercially available system and productivity software deployment and management | ||
| – | Problem determination and resolution |
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Schedule 2C—Distributed Computing Services SOW
Schedule 2C—Distributed Computing Services SOW
| – | Technical Support and Break/Fix as needed | ||
| – | Management and distribution of Symetra approved standard image and related Symetra approved software | ||
| – | Hardware deployment | ||
| – | Excludes physical office relocations |
| d. | Remote Location Workstation/End User Services (e.g., locally attached desktop computer, laptop computers, printers, scanners, fax, copiers, standardized personal digital assistant (PDA) devices, facsimile servers, CD/DVD burners and integrated machines, LCD, etc.) |
| – | Installs, moves, adds, changes (IMAC), excluding physical office relocations | ||
| – | Operational monitoring, as needed | ||
| – | Problem determination and resolution | ||
| – | Technical support and Break/Fix as needed | ||
| – | Commercially available system and productivity software deployment and management | ||
| – | Management and distribution of Symetra approved standard image and related Symetra approved software | ||
| – | Hardware deployment |
| e. | Storage Services: Storage services include the hardware, software and staff resources necessary to meet Symetra requirements for storing non-shared and shared information on Symetra’s distributed servers. | ||
| f. | Desktop Applications Services: Desktop application services include the IT resources necessary to support business productivity software. Included are personal productivity and office applications services (in accordance with Symetra policies), and other basic IT resources necessary to meet the End User requirement for performing typical office and business functions using commercially developed applications and office suites. | ||
| g. | Electronic Mail (e-mail) Services: Support of distributed components of centralized email services (see Schedule 2B — Data Center SOW). This includes support for distributed e-mail applications, e-mail servers, wireless messaging (e.g. BlackBerry), End-User support and e-mail authorized End User account management. | ||
| h. | Remote Access Services - Employees: Remote access support services for Symetra employees in remote or home locations. | ||
| i. | LAN Services: LAN services include the activities associated with End User administration. | ||
| j. | Equipment Disposition will be coordinated by the ACS team, including packaging of disposed equipment for shipping (e.g. palleting, wrapping, boxing, etc). |
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Schedule 2C—Distributed Computing Services SOW
Schedule 2C—Distributed Computing Services SOW
| However responsibility for the actual packing supplies, postage, shipment, and contract management of the disposal service will be retained and executed by Symetra. ACS will recycle boxes and packing materials, as practicable, for re-use and shipping of equipment. Symetra will provide packing boxes and materials if the recycle stock has been depleted. | |||
| k. | Inventory Management/Asset Tracking: Management of the inventory and tracking for both new and surplus equipment per Symetra best practices. |
| 3.1.2 | General Responsibilities |
The following table identifies general roles and responsibilities associated with this Distributed
Computing Services SOW. Two columns are provided to identify roles and responsibilities for the
Symetra Headquarters location, and two columns are provided to identify roles and responsibilities
for Symetra remote office locations. An “X” is placed in the column under the party that will be
responsible for performing the task. ACS responsibilities are indicated in the column labeled
“ACS”.
Testing of image prior to deployment
Table 2. General Roles and Responsibilities
| Headquarters | Remote Offices | |||||||||||||||
| General Roles and Responsibilities | ACS | Symetra | ACS | Symetra | ||||||||||||
1. Define desktop/End User requirements |
X | X | ||||||||||||||
2. Recommend Services and standards for
supporting the desktop/End User |
X | X | ||||||||||||||
3. Approve services and standards for
supporting the desktop/End Users |
X | X | ||||||||||||||
4. Procure and own desktop and laptop hardware
and software and peripherals. |
X | X | ||||||||||||||
5. Deploy and manage desktop and laptop
hardware and software (e.g. operating system,
standard image, personal productivity and
office automation software and services) |
X | X | ||||||||||||||
6. Procure and own network-attached servers,
storage devices and peripherals |
X | X | ||||||||||||||
7. Deploy and manage network-attached servers,
storage devices and peripherals |
X | X | ||||||||||||||
8. Procure and own locally attached printers,
storage devices and miscellaneous peripherals |
X | X | ||||||||||||||
9. Deploy and manage locally attached
printers, storage devices and miscellaneous
peripherals |
X | X | ||||||||||||||
10. Provide storage services |
X | X | ||||||||||||||
11. Support distributed components of
centralized email services provided through
Data Center Services SOW |
X | X | ||||||||||||||
12. Provide and support remote access services
for Symetra employees in remote or home
locations |
X | X | ||||||||||||||
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Schedule 2C—Distributed Computing Services SOW
Schedule 2C—Distributed Computing Services SOW
| Headquarters | Remote Offices | |||||||||||||||
| General Roles and Responsibilities | ACS | Symetra | ACS | Symetra | ||||||||||||
13. Provide Level 1 and 2 Help Desk support
for personal productivity and office
automation software |
X | X | ||||||||||||||
14. Provide Level 2 support for Symetra
business applications (e.g. ViewStar, Cognos) |
X | X | ||||||||||||||
15. Provide Level 2 support of standard image
components required for Symetra business
applications. |
X | X | ||||||||||||||
16. Provide LAN administration |
X | X | ||||||||||||||
17. Provide problem determination and
resolution |
X | X | ||||||||||||||
18. Provide desktop break/fix and Level 2
hardware and system software support as
coordinated through the Help Desk |
X | X | ||||||||||||||
19. Provide server Break/Fix and Level 2
hardware and system software support as
coordinated through the Help Desk |
X | X | ||||||||||||||
20. Provide Level 1 technical support of
audio-visual technology in conference rooms
and training rooms identified by Symetra. |
X | X | ||||||||||||||
21. Provide Level 2 and Break/Fix technical
support of audio-visual technology in
conference rooms and training rooms identified
by Symetra. |
X | X | ||||||||||||||
22. Evaluate and recommend desktop-related
technology upgrades or refreshes. |
X | X | ||||||||||||||
23. Review and approve technology upgrades or
refresh plans prior to implementation. |
X | X | ||||||||||||||
| 3.1.3 | Core Software Build and Deployment Services |
ACS will perform the core software build deployment Services associated with the provision of
distributed computing infrastructure. The following table identifies the core software build and
deployment roles and responsibilities.
Table 3. Software Deployment/Management Roles and Responsibilities
| Remote | ||||||||||||||||
| Headquarters | Offices | |||||||||||||||
| Core Software Build and Deployment Roles and Responsibilities | ACS | Symetra | ACS | Symetra | ||||||||||||
1. Recommend core software
deployment/management policies and procedures |
X | X | ||||||||||||||
2. Review and approve core software deployment/
management policies and procedures |
X | X | ||||||||||||||
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Schedule 2C—Distributed Computing Services SOW
Schedule 2C—Distributed Computing Services SOW
| Remote | ||||||||||||||||
| Headquarters | Offices | |||||||||||||||
| Core Software Build and Deployment Roles and Responsibilities | ACS | Symetra | ACS | Symetra | ||||||||||||
3. Provide technical assistance for defining
core image specifications for desktop, laptop
and servers |
X | X | ||||||||||||||
4. Specify proprietary requirements for Symetra
core image for desktop and laptop systems. |
X | X | ||||||||||||||
5. Approve standard core image specifications |
X | X | ||||||||||||||
6. Build core software server image |
X | X | ||||||||||||||
7. Build core software desktop image |
X | X | ||||||||||||||
8. Package and test for distribution and
fallback |
X | X | ||||||||||||||
9. Test functionality of approved distribution |
X | X | ||||||||||||||
10. Approve package for distribution |
X | X | ||||||||||||||
11. Provide necessary utilities/tools to
maintain and ensure compliance with core
software deployment/management policies and
procedures |
X | X | ||||||||||||||
12. Manage deployment efforts using formal
project management tools, methodologies and
standards (e.g. ITIL change and configuration
management practices) |
X | X | ||||||||||||||
13. Deploy core images (desktop, laptop,
servers) |
X | X | ||||||||||||||
14. Provide and administer a software
distribution facility |
X | X | ||||||||||||||
15. After a failure to the end user’s desktop
environment, restoral to the end user’s core
image with their unique application set and
network connections. |
X | X | ||||||||||||||
16. Develop scripts and macro programs to
automate standard Symetra processes as
appropriate (e.g., upgrading desktop images) |
X | X | ||||||||||||||
17. Develop, implement, and maintain macro
programs for Symetra standard distributed
computing applications and processes |
X | X | ||||||||||||||
18. Conduct deployment reviews and provide
results to Symetra |
X | X | ||||||||||||||
19. Review and approve results of deployment
reviews |
X | X | ||||||||||||||
| 3.1.4 | Symetra Application Software Build and Deployment Services |
ACS will perform the software build and deployment Services associated with the provision of
Symetra application software. The following table identifies the software build and deployment
roles and responsibilities.
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Schedule 2C—Distributed Computing Services SOW
Schedule 2C—Distributed Computing Services SOW
Table 4. Software Deployment/Management Roles and Responsibilities
| Symetra Application Software Build and Deployment Roles and | Headquarters | Remote Offices | ||||||||||||||
| Responsibilities | ACS | Symetra | ACS | Symetra | ||||||||||||
1. Recommend application software deployment/management
policies and procedures |
X | X | ||||||||||||||
2. Review and approve application software deployment/
management policies and procedures |
X | X | ||||||||||||||
3. Provide technical assistance for defining Symetra
application software image specifications |
X | X | ||||||||||||||
4. Approve Symetra application image specifications |
X | X | ||||||||||||||
5. Build Symetra application image |
X | X | ||||||||||||||
6. Package and test for distribution and fallback |
X | X | ||||||||||||||
7. Test functionality of approved distribution |
X | X | ||||||||||||||
8. Approve package for distribution |
X | X | ||||||||||||||
9. Manage deployment efforts using formal project
management tools, methodologies and standards (e.g. ITIL
change and configuration management practices) |
X | X | ||||||||||||||
10. Deploy Symetra application images |
X | X | ||||||||||||||
11. Provide and administer a software distribution facility |
X | X | ||||||||||||||
12. Conduct deployment reviews and provide results to
Symetra |
X | X | ||||||||||||||
13. Review and approve results of deployment reviews |
X | X | ||||||||||||||
| 3.1.5 | Operations and Administration |
ACS is responsible for providing a number of operations and administration Services. Operations and
administration Services include the activities associated with the day-to-day management of the
installed systems and software environment. The following table identifies the operations and
administration Services roles and responsibilities that are specific to this SOW.
Table 5. Operations and Administration Roles and Responsibilities
| Remote | ||||||||||||||||
| Headquarters | Offices | |||||||||||||||
| Operations and Administration Roles and Responsibilities | ACS | Symetra | ACS | Symetra | ||||||||||||
1. Relocation of equipment for interoffice moves. |
X | X | ||||||||||||||
2. Provide Install, Add, Change services for desktop and
laptop systems and peripherals. |
X | X | ||||||||||||||
3. Perform and support hardware and software IMACs,
re-installations, updates and downloads for desktops and
laptops |
X | X | ||||||||||||||
4. Perform and support hardware and software IMACs,
re-installations, updates and downloads for servers |
X | X | ||||||||||||||
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Schedule 2C—Distributed Computing Services SOW
Schedule 2C—Distributed Computing Services SOW
| Remote | ||||||||||||||||
| Headquarters | Offices | |||||||||||||||
| Operations and Administration Roles and Responsibilities | ACS | Symetra | ACS | Symetra | ||||||||||||
5. Provide on-site technical support to End Users for
maintenance and Break/Fix activities |
X | X | ||||||||||||||
6. Conduct data and applications migration that is
necessary due to any hardware or software IMACs and
re-installations for desktops and laptops |
X | X | ||||||||||||||
7. Conduct data and applications migration that is
necessary due to any hardware or software IMACs and
re-installations for servers |
X | X | ||||||||||||||
8. Perform LAN/Domain/operating system administration
support activities (e.g. IP addressing, file and print
sharing, logon user-id and password maintenance) for all
managed servers (e.g. file/print, email) |
X | X | ||||||||||||||
9. Define backup/recovery requirements |
X | X | ||||||||||||||
10. Define file/database ownership and retention
requirements |
X | X | ||||||||||||||
11. Perform scheduled incremental and full tape backups of
servers |
X | X | ||||||||||||||
12. Exchange backup tapes with off-site storage facility |
X | X | ||||||||||||||
13. Purchase and manage paper/forms/consumables |
X | X | ||||||||||||||
14. Install consumables for printers |
X | X | ||||||||||||||
15. Install paper/forms for printers |
X | X | ||||||||||||||
16. Remove desktop/end user device print jobs and place in
output bins, courier and/or mail |
X | X | ||||||||||||||
17. Distribute desktop/end user device print jobs to user
locations |
X | X | ||||||||||||||
18. Define automated output distribution requirements |
X | X | ||||||||||||||
19. Maintain automated output distribution tables |
X | X | ||||||||||||||
20. Approve change management results |
X | X | ||||||||||||||
21. Manage user accounts, disk space quotas and access
control (OS, database, middleware, file systems, disk
space, etc.) |
X | X | ||||||||||||||
22. Provide support for external financial audits |
X | X | ||||||||||||||
23. Provide support for Symetra approved personal digital
assistants (PDAs) |
X | X | ||||||||||||||
24. Provide Tier 2 support for remote workers using Symetra
standard equipment (either home workers or remote office
workers) prior to dispatch of a third party support
organization |
X | X | ||||||||||||||
25. Asset tracking/management per Symetra standard policy
and procedures. |
X | X | ||||||||||||||
26. Provide ACS with Symetra standard equipment disposition
policy and procedures. |
X | X | ||||||||||||||
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Schedule 2C—Distributed Computing Services SOW
Schedule 2C—Distributed Computing Services SOW
| Remote | ||||||||||||||||
| Headquarters | Offices | |||||||||||||||
| Operations and Administration Roles and Responsibilities | ACS | Symetra | ACS | Symetra | ||||||||||||
27. Provide equipment disposition services following
Symetra standard policy and procedures. |
X | X | ||||||||||||||
28. Provide ACS with inventory management policies which
also contain information regarding appropriate levels. |
X | X | ||||||||||||||
29. Provide inventory management services including
tracking and maintaining appropriate inventory levels and
reporting. |
X | X | ||||||||||||||
30. Establish guidelines for priority on-call services. |
X | X | ||||||||||||||
31. Provide priority on-call services in accordance with
Symetra standard policy and procedures. |
X | X | ||||||||||||||
| 3.1.6 | Special Support Services |
ACS will provide the following special Services, including installation/deployment, maintenance,
support, break/fix, software and other technical training, upgrades, etc.
| a. | VIP Support—Includes all support for designated Symetra Executives/VIPs. This can include support in the home or other remote locations. Help Desk shall immediately dispatch desk side support. | ||
| b. | Sales Support – Provide support for designated key identified Sales staff who work from their home or remote offices. Help Desk shall escalate to the priority support person aligned with the key sales staff. | ||
| c. | Walk-in Support at Local ACS Support Centers—(e.g., remote End Users temporarily in Symetra offices) |
| 4.0 | Service Management |
| 4.1 | Objectives |
A key objective of the Agreement is to attain the SLRs. SLAs and Project-specific SLAs are
specified with Fee Reductions where business is impacted through failure to meet significant
mission critical systems or services, or project milestones or objectives warrants a reduction in
Fees paid when Service performance requirements are not met. SLRs are detailed in the following
sections of this Distributed Computing Services SOW and SLAs are detailed in Schedule 5 — Fee
Reductions.
ACS shall provide written reports to Symetra regarding ACS’ compliance with the SLRs specified in
this SOW Schedule.
| 4.2 | Definitions |
The following defined terms shall apply to this SOW and the following SLRs:
Administrative Functions – Routine functions such as setting up End User IDs, changing
authorization tables, changing account codes, and similar functions handled by ACS.
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Schedule 2C—Distributed Computing Services SOW
Schedule 2C—Distributed Computing Services SOW
Availability - The percentage of time the service is fully operational. Availability represents a
measure of the fraction of time during a defined period when the Service provided is deemed to be
better than the defined Quality of Service (QoS) threshold (Standard, Enhanced, Premium).
Availability(%) = 100% — Unavailability (%)
Where Unavailability is defined as:
S outage duration x 100
Scheduled Time – planned outage
Where Unavailability is defined as:
S outage duration x 100
Scheduled Time – planned outage
Break/Fix – An End-User request placed due to a software or hardware problem encountered in
accessing or operating IT resources where support Services are required to resolve the problem.
Incident Resolution Time – The time elapsed from the initiation of a Trouble Ticket until Service
is restored.
Measurement Interval – The period of time performance will be calculated. This takes into
consideration the impact of continuous outage. For example, a monthly measurement interval for a
99% Minimum Performance for a 7x24 system with 8 hours of weekly planned downtime would allow 6.4
hours of a continuous outage with no other outages during the month. A weekly interval would only
allow 1.6 hours of a continuous outage.
Peripherals – Equipment such as local printers, workgroup hubs and switches, patch cords,
keyboards, mice, etc.
Reporting Interval – The time span between regular performance reporting periods.
Scheduled Time – The time during which Service is to be operational as designated in the applicable
SLR table.
Service Level Requirement (SLR) – The percentage of time or instances that the target service level
requirement must be met.
Target – The desired level of Service Symetra is seeking for that particular service level metric.
| 4.3 | Service Level Requirements (SLRs) |
ACS shall meet the following minimum SLRs commencing on the Handover Date (unless another date
is expressly set forth in a particular SLR) that is applicable to Distributed Computing Services.
ACS must consistently meet or exceed the following SLRs. SLRs associated with Fee Reductions are
detailed in Schedule 5 — Fee Reductions. All times referenced are Pacific Standard Time.
Table 6. Server Availability SLR
| Definition | Server Availability is defined as the accessibility and proper functioning of CPU, system memory, disks and peripherals up to the connection to the network. |
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Schedule 2C—Distributed Computing Services SOW
Schedule 2C—Distributed Computing Services SOW
| Server Availability | ||||||
| Category | Service Measure | Performance Target | SLR | |||
Remote server
availability
(SLA/SLR will be in
effect 90 days
after production
deployment date)
|
Sun-Sat, 0000-2400 | [***]% | ||||
| Formula | Availability(%) = 100% — Unavailability (%) Where Unavailability is defined as: | |||||
(S Outage Duration x 100%) ¸ (Scheduled Time – Planned Outage) |
||||||
| Measure Interval | Capture daily, measure monthly, report monthly within approved operational windows | |||||
| Measurement method | To be agreed by the Parties | |||||
Table 7. Install, Moves, Adds and Changes – Workstation and Peripherals
| Definition | Defined as an installation, move, add, change of any hardware or software included within the scope of Distributed Computing. |
| Installs, Moves, Adds, Changes | ||||||
| Request | Service Measure | Performance Target | SLR | |||
1-10 in a single
request for new
equipment
|
Schedule installation appointment with the end user | Within 1 business day following receipt of the equipment. | [***]% | |||
1-10 in a single
request for new
equipment
|
Elapsed time to deploy | Deployment complete per customer requested schedule | [***]% | |||
More than 10 in a
single request
|
Date and Scheduled Time | As agreed case by case | [***]% | |||
Urgent request,
single move
|
Elapsed time to deploy | Per agreed schedule | [***]% | |||
| Formula | Number of instances within performance Target / total number of instances during Measurement Interval = “Percent (%) Attained” | |||||
| Measurement Interval | Capture daily, measure monthly, report monthly within approved operational windows | |||||
| Measurement method | To be agreed by the Parties | |||||
Note: Most IMACs performed after business hours.
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities
and Exchange Commission.
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Schedule 2C—Distributed Computing Services SOW
Schedule 2C—Distributed Computing Services SOW
Table 8. Software Installation SLR
| Software Installation | ||||||
| Request | Service Measure | Performance Target | SLR | |||
Install software
requiring external
procurement
|
Schedule appointment with end-user | Within 1 business day following receipt of software | [***]% | |||
Install software
requiring external
procurement
|
Elapsed time to deploy | Deployment complete per customer requested schedule | [***]% | |||
Install software
licensed under a
Master Services
Agreement
|
Schedule appointment with end-user | Within 1 business day following receipt of request for software | [***]% | |||
Install software
licensed under a
Master Services
Agreement
|
Elapsed time to deploy | Deployment complete per customer requested schedule | [***]% | |||
Desktop/Laptop
operating system
(including service
packs and
non-critical
security patches)
|
Elapsed time to deploy | As agreed per project plan | [***]% | |||
Local and Corporate
applications
software
|
Elapsed time to deploy to target population | As agreed per project plan | [***]% | |||
Core software
(messaging,
browser, etc.)
|
Elapsed time to refresh | As agreed per project plan | [***]% | |||
Service/Security
patches and
antivirus updates
(SLA/SLR will be in
effect 60 days
after production
deployment date)
|
Elapsed time to commencement of deployment | Within 24 hrs. Measured from approval or automatic updates from anti-virus vendor | [***]% | |||
| Formula | Number of instances within performance Target / total number of instances during Measurement Interval = “Percent (%) Attained” | |||||
| Measurement Interval | Capture daily, measure monthly, report monthly within approved operational windows | |||||
| Measurement method | To be agreed by the Parties | |||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp.,
this information has been filed separately with the Securities and Exchange Commission.
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Schedule 2C—Distributed Computing Services SOW
Schedule 2C—Distributed Computing Services SOW
Table 9. Deployment — New Server (from time hardware and software arrive at installation site) SLR
| Deployment – New Server | ||||||
| Category | Service Measure | Performance Target | SLR | |||
New File & Print
and local
applications
servers Services
|
Elapsed time to deploy | As agreed per project plan | [***]% | |||
| Formula | Number of instances within performance Target / total number of instances during Measurement Interval = “Percent (%) Attained” | |||||
| Measurement Interval | Capture daily, measure monthly, report monthly within approved operational windows | |||||
| Measurement method | To be agreed by the Parties | |||||
| 4.4 | Reports |
Without limiting the terms of Section 2.11.1 of the Agreement, ACS shall provide written
reports to Symetra regarding ACS’ compliance with the SLRs and other Distributed Computing activity
reports specified in this Schedule:
N/A
| 5.0 | Referenced SOW Appendices and SOW Schedules |
| 5.1 | Referenced Distributed Computing Services SOW Appendices |
| SOW Appendix | Description | |
C.1
|
Distributed Computing Hardware | |
C.2
|
Distributed Computing Software | |
C.3
|
Distributed Computing Core Images |
| 5.2 | Referenced ITSA Schedules |
| ITSA Schedule | Description | |
Schedule 3
|
Fees | |
Schedule 5
|
Fee Reductions | |
Schedule 2A
|
Cross Functional Services SOW |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial
Corp., this information has been filed separately with the Securities and Exchange Commission.
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C-1 Distributed Computing Hardware
Laptop & Desktop Summary Info
Laptop & Desktop Summary Info
| Total CPUs | ||||||||
| Office Location / Category | Desktops | Laptops | ||||||
REDMOND-ADAMS BLDG |
6 | 2 | ||||||
REDMOND-LIFE |
590 | 165 | ||||||
REDMOND-RAINIER BLDG |
233 | 59 | ||||||
REDMOND-SHASTA BLDG |
1 | |||||||
SEATTLE-ROOSEVELT COMMONS |
1 | |||||||
SEATTLE-WESTLAKE CENTER |
1 | |||||||
Total Headquarters |
830 | 228 | ||||||
ALISO VIEJO |
2 | |||||||
ATLANTA — ING |
4 | 6 | ||||||
BETHEL PARK LRMS |
1 | |||||||
BOTHELL (L&I) |
1 | |||||||
CINCINNATI |
3 | 1 | ||||||
DULUTH |
14 | 1 | ||||||
FEDERAL WAY |
2 | |||||||
FENTON-SOUTH |
1 | |||||||
GOLDEN |
1 | |||||||
HARTFORD |
2 | |||||||
HOFFMAN ESTATES |
3 | 4 | ||||||
INDIANAPOLIS LRMS |
14 | 14 | ||||||
LAKE OSWEGO |
2 | 2 | ||||||
MAITLAND |
1 | |||||||
MIAMI LRMS |
24 | 9 | ||||||
NASHVILLE |
1 | |||||||
OVERLAND PARK |
2 | 1 | ||||||
RICHARDSON |
10 | 8 | ||||||
SAN DIEGO — ING |
6 | 3 | ||||||
SOUTH WINDSOR |
25 | 4 | ||||||
SPOKANE |
1 | |||||||
W CONSHOHOCKEN |
2 | |||||||
UNACCOUNTED |
61 | 10 | ||||||
Total Remote Office & Tele-worker |
172 | 74 | ||||||
Note: This is a low estimate (15-20%) based on system on line at time of count
Confidential
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Table of Contents
C.1 - Distributed Computing Hardware
Laptops & Desktops Inventory
Laptops & Desktops Inventory
| Office / Branch | ||||||||||||||
| Location (computer | Business | MFG Model (Name / | Comments | Comments | Comments | |||||||||
| name) | (department name) | MFG Make | Number) | (serial number) | (user name) | (user ID) | Office/City | |||||||
ALVLGRBETDYK
|
Grp Dist-Mkt/Sls-Sales-Sca | Compaq | Deskpro | 6109DYSZQ785 | [***] | [***] | SAN DIEGO — ING | |||||||
ALVLGRKATVIL
|
Grp Dist-Mkt/Sls-Sales-Sca | Compaq | Deskpro | 6845BW85B645 | [***] | [***] | SAN DIEGO — ING | |||||||
ALVLGRTMALLO
|
Grp Dist-Mkt/Sls-Sales-Sca | Compaq | Deskpro | 6847BW85E437 | [***] | [***] | SAN DIEGO — ING | |||||||
ATLELCANGDUV
|
Life Claims-SE | Compaq | Deskpro | 6X19DYSZC05X | [***] | [***] | DULUTH | |||||||
ATLELCBARNEL
|
Life Claims-SE | Compaq | Deskpro | 6X19DYSZF0V8 | [***] | [***] | DULUTH | |||||||
ATLELCCHEBEN
|
Life Claims-SE | Compaq | Deskpro | 6X19DYSZF3TH | [***] | [***] | DULUTH | |||||||
ATLELCDORIEA
|
Life Claims-SE | Compaq | Deskpro | 6X19DYSZF0LF | [***] | [***] | DULUTH | |||||||
ATLELCELLLON
|
Case Management-Rainier | Compaq | Deskpro | 6X19DYSZF0L8 | [***] | [***] | not in outlook | |||||||
ATLELCKAYRO1
|
Life Claims-SE | Compaq | Deskpro | 6X19DYSZF0LA | [***] | [***] | DULUTH | |||||||
ATLELCSUEWHE
|
Case Management-Rainier | Compaq | Deskpro | 6X19DYSZF0XM | [***] | [***] | DULUTH | |||||||
ATLELCTEMPPC
|
Life Claims-SE | Compaq | Deskpro | 6X19DYSZF101 | [***] | [***] | DULUTH | |||||||
ATLELCTERCHE
|
Life Claims-SE | Compaq | Deskpro | 6X19DYSZF0P8 | [***] | [***] | DULUTH | |||||||
ATLELCTERETH
|
Life Claims-SE | Compaq | Deskpro | 6X19DYSZF0RJ | [***] | [***] | DULUTH | |||||||
ATLELCTOMBOW
|
Life Claims-SE | Compaq | Deskpro | 6X19DYSZF3V7 | [***] | [***] | DULUTH | |||||||
ATLELCWANCUT
|
Life Claims-SE | Compaq | Deskpro | 6X19DYSZF0Y6 | [***] | [***] | DULUTH | |||||||
ATLLGRADTRIA
|
Group Claims-Miami LRMS | Compaq | Deskpro EN Series | 6928CD640582 | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRANGMEJ
|
Case Management-Rainier | Compaq | Deskpro | 6919CD64C535 | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRANGMIL
|
Grp Dist-Sales Eastn Div-Atl | Compaq | DSDT | [***] | [***] | ATLANTA — ING | ||||||||
ATLLGRBETEXL
|
Grp Dist-Sales Eastn Div-Atl | Compaq | DSDT | [***] | [***] | ATLANTA — ING | ||||||||
ATLLGRBILDEF
|
Grp Dist-Sales Eastn Div-Atl | IBM | 26454EU | 78RXLR0 | [***] | [***] | ATLANTA — ING | |||||||
ATLLGRBILLED
|
Grp Dist-Sales Eastn Div-Atl | IBM | 26474AU | 78FLZRD | [***] | [***] | ATLANTA — ING | |||||||
ATLLGRCARLMA
|
Group Sales-NE-Miami | IBM | 26476U8 | 787BTRY | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRCARLPA
|
Group Sales-NE-Miami | Compaq | Deskpro EN Series | 6830BW24J510 | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRCARVIC
|
Grp Dist-Sales Eastn Div-Atl | Compaq | Deskpro | 6050DYSZH124 | [***] | [***] | ATLANTA — ING | |||||||
ATLLGRCHIPAR
|
Case Management-Rainier | Compaq | Deskpro | 6852BW85A724 | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRCYNMCG
|
Group Claims-Miami LRMS | Compaq | Deskpro | 6848BW85D613 | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRDEHALE
|
Grp Dist-Sales Eastn Div-Atl | IBM | 26474AU | 78FLTCT | [***] | [***] | ATLANTA — ING | |||||||
ATLLGRDELHOW
|
Case Management-Rainier | Compaq | Deskpro | 6906BW85B396 | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRELOHOW
|
Group Claims-Miami LRMS | Compaq | Deskpro | 6905BW85A341 | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRELSALM
|
Policy Issue/Compliance | Compaq | Deskpro | 6848BW85B596 | [***] | [***] | not in outlook | |||||||
ATLLGRERIHIC
|
Group Sales-Eastern Div-Miami | IBM | 26476U8 | 787BTVT | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRFLOSAA
|
Group Systems | IBM | 26476U8 | 787BTVM | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRHEHALL
|
Case Management-Rainier | Compaq | Deskpro | 6850BW85B018 | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRHERMKO
|
Group Sales-Eastern Div-Miami | Compaq | Deskpro | 6839BW85K745 | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRHOT004
|
Group-Audit | Compaq | Deskpro | 6847BW85E422 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
ATLLGRJANBRA
|
Group Systems | Compaq | Deskpro EP/SB Series | 6936CJN40686 | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRKATTID
|
Case Management-Rainier | Compaq | Deskpro | 6906BW85A599 | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRKEVDUC
|
Group Systems | IBM | 26476U8 | 787BTPG | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRLORAUS
|
Group U/W-LRMS Fla | IBM | 26476U8 | 787BTRG | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRLORVAN
|
Group Distribution | Compaq | Deskpro | 6845BW85B757 | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRLOUCAB
|
Group Claims-Miami LRMS | Compaq | Deskpro | 6911BW85A898 | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRMADIAZ
|
Operations Management | IBM | 26476U8 | 787BTTM | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRMARCRU
|
Group U/W-LRMS Fla | Compaq | Deskpro | 6846BW85A518 | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRMARFON
|
Group Claims-Miami LRMS | Compaq | Deskpro | 6846BW85A482 | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRMARIAM
|
Group Distribution | IBM | 26476U8 | 787BTRM | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRMARPOW
|
Group Systems | IBM | 26476U8 | 787BTPF | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRMIRBEN
|
Group Sales-Eastern Div-Miami | Compaq | Deskpro | 6906BW85E797 | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRMURHEA
|
Grp Dist-Sales Eastn Div-Atl | IBM | 26454EU | 78RXNP9 | [***] | [***] | ATLANTA — ING | |||||||
ATLLGRNELBAS
|
Group U/W-LRMS Fla | IBM | 26476U8 | 99G6LBM | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRPATEDW
|
Case Management-Rainier | Compaq | Deskpro | 6906BW85B048 | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRPAUCAN
|
Grp Dist-Sales Eastn Div-Atl | IBM | 26454EU | 78RXTK0 | [***] | [***] | ATLANTA — ING | |||||||
ATLLGRRICGIV
|
Case Management-Rainier | Compaq | Deskpro | 6847BW85A837 | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRRICLYO
|
Group Distribution | IBM | 264746U | 78KBND9 | [***] | [***] | ATLANTA — ING | |||||||
ATLLGRSARDIA
|
LRMS-Production | Compaq | Deskpro | 6848BW85D650 | [***] | [***] | not in outlook | |||||||
ATLLGRSCOLOG
|
Group U/W-LRMS Fla | Compaq | Deskpro | 6847BW85E631 | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRSTENOV
|
Policy Issue/Compliance | Compaq | Deskpro | 6903BW85A104 | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRTONGRE
|
Grp Dist-Sales Eastn Div-Atl | Compaq | Deskpro | 6906BW85C403 | [***] | [***] | ATLANTA — ING | |||||||
ATLLGRTORWAL
|
Group Claims-Miami LRMS | Compaq | Deskpro | 6846BW85A843 | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRTRN001
|
Case Management-Rainier | Compaq | Deskpro | 6906BW85E897 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
ATLLGRVALSUA
|
Group Sales-NE-Miami | Compaq | Deskpro | 6843BW85A511 | [***] | [***] | MIAMI LRMS | |||||||
ATLLGRVISIT3
|
Case Management-Rainier | Compaq | Deskpro | 6911BW85A478 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
ATLLGRVIVGON
|
Policy Issue/Compliance | Compaq | Deskpro | 6848BW85D582 | [***] | [***] | not in outlook | |||||||
ATLLGRZAIGON
|
Group Claims-Miami LRMS | Compaq | Deskpro | 6906BW85E565 | [***] | [***] | MIAMI LRMS |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
| Confidential Information — For internal use only | Laptop & Desktop Inventory |
2
Table of Contents
C.1 - Distributed Computing Hardware
Laptops & Desktops Inventory
Laptops & Desktops Inventory
| Office / Branch | ||||||||||||||
| Location (computer | Business | MFG Model (Name / | Comments | Comments | Comments | |||||||||
| name) | (department name) | MFG Make | Number) | (serial number) | (user name) | (user ID) | Office/City | |||||||
ATLLMLTHOKRU
|
Life Multiline-SE-Orlando | IBM | 26474EU | 78P7DX6 | [***] | [***] | MAITLAND | |||||||
BOSLGRJONHEN
|
Group Sales-NE-Boston | IBM | 26474AU | 78FNPWL | [***] | [***] | BOSTON LRMS | |||||||
BOSLGRTOMCOS
|
Group Sales-NE-Boston | IBM | 26476U8 | 787BTXA | [***] | [***] | BOSTON LRMS | |||||||
CHILCOAMYCAR
|
Grp Dist-Mkt/Sls-Sales-Chi | IBM | 26474AU | 78RKGT0 | [***] | [***] | HOFFMAN ESTATES | |||||||
CHILCOANNNOR
|
Group U/W-LRMS Ind | Compaq | Deskpro | 6X17DYSZR00C | [***] | [***] | HOFFMAN ESTATES | |||||||
CHILCOLAUCAL
|
Grp Dist-Mkt/Sls-Sales-Chi | Compaq | DSDT | 6X1ADYSZ805J | [***] | [***] | HOFFMAN ESTATES | |||||||
CHILCORALBR2
|
BD Sales-East-Chi | IBM | 26474EU | 78Z3T79 | [***] | [***] | HOFFMAN ESTATES | |||||||
CHILCOSCOHAM
|
Sales & Marketing Systems | IBM | 264746U | 78KGLZ0 | [***] | [***] | REDMOND-LIFE | |||||||
CHILCOSHAWEA
|
Grp Dist-Mkt/Sls-Sales-Chi | Compaq | DSDT | 6X1ADYSZ80YH | [***] | [***] | HOFFMAN ESTATES | |||||||
CHILMLCHRHIG
|
Multi-Line Dist-Sales-Chi | IBM | 264746U | 78KGDK5 | [***] | [***] | HOFFMAN ESTATES | |||||||
CHILMLDAVDEI
|
Multi-Line Dist-Sales-Chi | IBM | 26474EU | 78P7CT7 | [***] | [***] | HOFFMAN ESTATES | |||||||
CINLIFBARBAP
|
Group U/W-LRMS Ind | Compaq | Deskpro | 6043DYSZC282 | [***] | [***] | CINCINNATI | |||||||
CINLIFCHRHAY
|
Group-Audit | IBM | 26474AU | 78AGWM2 | [***] | [***] | BETHEL PARK LRMS | |||||||
CINLIFMARAUS
|
Grp Dist-Mkt/Sls-Sales-Cin | IBM | 26474AU | 78AGTY8 | [***] | [***] | CINCINNATI | |||||||
CINLIFSAUMOU
|
Grp Dist-Mkt/Sls-Sales-Cin | Compaq | Deskpro | 6X17DYSZR005 | [***] | [***] | CINCINNATI | |||||||
CINLIFTERMUR
|
Grp Dist-Mkt/Sls-Sales-Cin | Compaq | Deskpro | 6125DYSZK808 | [***] | [***] | CINCINNATI | |||||||
CONLGRCASTEV
|
Grp Dist-Sales Eastn Div-Phi | IBM | 26455EU | 78HNGX2 | [***] | [***] | W CONSHOHOCKEN | |||||||
CONLGRSHAMOR
|
Grp Dist-Sales Eastn Div-Phi | IBM | 26454EU | 78TATV0 | [***] | [***] | W CONSHOHOCKEN | |||||||
DALLIFBARDOY
|
Grp Dist-Sales Eastn Div-Dal | Compaq | Deskpro | 6853BW85B104 | [***] | [***] | RICHARDSON | |||||||
DALLIFBELMOR
|
Grp Dist-Sales Eastn Div-Dal | Compaq | Deskpro | 6846BW85A160 | [***] | [***] | RICHARDSON | |||||||
DALLIFBRYOUN
|
Group U/W-Dal | Compaq | Deskpro | 6847BW85C599 | [***] | [***] | RICHARDSON | |||||||
DALLIFCHRENG
|
Grp Dist-Sales Eastn Div-Dal | IBM | 264746U | 78KFPT5 | [***] | [***] | RICHARDSON | |||||||
DALLIFCHUJAG
|
Grp Dist-Sales Eastn Div-Dal | IBM | 264746U | 78KGNN6 | [***] | [***] | RICHARDSON | |||||||
DALLIFDEBEVA
|
Grp Dist-Sales Eastn Div-Dal | IBM | 26474AU | 78AGVM2 | [***] | [***] | RICHARDSON | |||||||
DALLIFECHUKOE
|
Life Multiline-SER | IBM | 26474AU | 78FLPVB | [***] | [***] | RICHARDSON | |||||||
DALLIFEDGCAR
|
Grp Dist-Sales Eastn Div-Dal | IBM | 264746U | 78KFNR0 | [***] | [***] | RICHARDSON | |||||||
DALLIFFRATIP
|
Grp Dist-Sales Eastn Div-Dal | Compaq | Deskpro | 6041DYSZD453 | [***] | [***] | RICHARDSON | |||||||
DALLIFJAMKOC
|
Group U/W-Dal | Compaq | Deskpro | 6907BW85B207 | [***] | [***] | RICHARDSON | |||||||
DALLIFJAMROB
|
Group U/W-Dal | IBM | 264746U | 78CWVH0 | [***] | [***] | RICHARDSON | |||||||
DALLIFJANDEA
|
Grp Dist-Sales Eastn Div-Dal | IBM | 26474AU | 78AGTT0 | [***] | [***] | RICHARDSON | |||||||
DALLIFLOUMOU
|
Grp Dist-Sales Eastn Div-Dal | Compaq | Deskpro | 6840BW85K020 | [***] | [***] | RICHARDSON | |||||||
DALLIFMISGRI
|
Group U/W-Dal | Compaq | Deskpro | 6847BW85E266 | [***] | [***] | RICHARDSON | |||||||
DALLIFMONFLO
|
Grp Dist-Sales Eastn Div-Dal | Compaq | Deskpro | 6044DYSZP860 | [***] | [***] | RICHARDSON | |||||||
DALLIFPARPER
|
Life Multiline-CEN | IBM | 264746U | 78KBWY8 | [***] | [***] | RICHARDSON | |||||||
DALLIFREBZEU
|
Grp Dist-Sales Eastn Div-Dal | Compaq | Deskpro | 6851BW85C318 | [***] | [***] | RICHARDSON | |||||||
DALLIFTOMMYM
|
Group U/W-Dal | Compaq | Deskpro | 6905BW85A317 | [***] | [***] | RICHARDSON | |||||||
DENLIFDANORR
|
Multi-Line Dist-Sales-Den | IBM | 26454EU | 78AAARY | [***] | [***] | GOLDEN | |||||||
DEVTS026
|
Group Systems | Compaq | ProLiant DL380 | D024DKN1N912 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
FEDITOSTEMED
|
Sales & Marketing Systems | Compaq | Evo D510 CMT | W240KN8XA032 | [***] | [***] | FEDERAL WAY | |||||||
FTVLGRCORWEM
|
Grp Dist-Mkt/Sls-Sales-Sca | Compaq | Deskpro | 6037DYSZL746 | [***] | [***] | SAN DIEGO — ING | |||||||
FTVLGRDEBROT2
|
Grp Dist-Mkt/Sls-Sales-Sca | IBM | 264746U | 78KGCP4 | [***] | [***] | SAN DIEGO — ING | |||||||
FTVLGRHOTEL1
|
Grp Dist-Mkt/Sls-Sales-Sea | Compaq | Deskpro | 6918CD64D865 | [***] | [***] | REDMOND-ADAMS BLDG | |||||||
FTVLGRJACWHI
|
Group Claims-Miami LRMS | Compaq | Deskpro | 6849BW85D255 | [***] | [***] | not in outlook | |||||||
FTVLGRJUNKEY
|
Grp Dist-Mkt/Sls-Sales-Sca | Compaq | Deskpro | 6838BW85M675 | [***] | [***] | SAN DIEGO — ING | |||||||
FTVLGRROBREN
|
Grp Dist-Mkt/Sls-Sales-Sca | Compaq | Deskpro | 6110DYSZU299 | [***] | [***] | SAN DIEGO — ING | |||||||
FTVLGRSCWILL
|
Grp Dist-Mkt/Sls-Sales-Sca | IBM | 264746U | 78KGCM1 | [***] | [***] | SAN DIEGO — ING | |||||||
FTVLGRSUELEE
|
Grp Dist-Mkt/Sls-Sales-Sca | Compaq | Deskpro | 6109DYSZQ628 | [***] | [***] | not in outlook | |||||||
FTVLGRTRAELB
|
Grp Dist-Mkt/Sls-Sales-Sca | IBM | 26476U8 | 787BTWA | [***] | [***] | SAN DIEGO — ING | |||||||
FTVLMLPETCAM
|
Multi-Line Dist-Sales-Sca | IBM | 26474EU | 78P7AY8 | [***] | [***] | ALISO VIEJO | |||||||
FTVLMLTUYPHA
|
Life Multiline Pension Sls-SW | IBM | 264746U | 78KBZD3 | [***] | [***] | ALISO VIEJO | |||||||
HARLCOJIMNIS
|
Life Ind Multiline Sls-NE-Hrt | IBM | 264746U | 78KBVW7 | [***] | [***] | HARTFORD | |||||||
HARLIFJIMNIS
|
Life Ind Multiline Sls-NE-Hrt | IBM | 264746U | 78KBVW7 | [***] | [***] | HARTFORD | |||||||
HOXEBSSUSASI
|
Retirement Services Systems | Compaq | Deskpro | 6043DYSZA224 | [***] | [***] | REDMOND-LIFE | |||||||
HOXEPOALBKIM
|
Sales & Marketing Systems | Compaq | Evo D510 CMT | W240KN8XA017 | [***] | [***] | REDMOND-LIFE | |||||||
HOXGMCRANTAL
|
General Management — Life | Compaq | Deskpro | 6849BW85D506 | [***] | [***] | REDMOND-LIFE | |||||||
HOXMKTGINMON
|
Sales & Marketing Systems | IBM | 26474EU | 78Z0T86 | [***] | [***] | REDMOND-LIFE | |||||||
HOXTRUANIKRE
|
SAFECO Trust Company-HO | Compaq | Evo D510 CMT | W239KN8XA061 | [***] | [***] | location not in outlook | |||||||
HOXTRUBERSEM
|
SAFECO Trust Company-HO | Compaq | DSDT | [***] | [***] | location not in outlook | ||||||||
HOXTRUCBUTLE
|
SAFECO Trust Company-HO | Compaq | Deskpro | 6X19DYSZF3MZ | [***] | [***] | not in outlook | |||||||
HOXTRUEVATOR
|
SAFECO Trust Company-HO | Compaq | Deskpro | 6X19DYSZF0PE | [***] | [***] | not in outlook | |||||||
HOXTRUGARGRI
|
SAFECO Trust Company-HO | Compaq | DSDT | [***] | [***] | location not in outlook | ||||||||
HOXTRUMANELS
|
SAFECO Trust Company-HO | Compaq | DSDT | [***] | [***] | not in outlook | ||||||||
HOXTRUMARKBA
|
SAFECO Trust Company-HO | Compaq | Evo D510 CMT | W239KN8XA059 | [***] | [***] | not in outlook |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
| Confidential Information — For internal use only | Laptop & Desktop Inventory |
3
Table of Contents
C.1 - Distributed Computing Hardware
Laptops & Desktops Inventory
Laptops & Desktops Inventory
| Office / Branch | ||||||||||||||
| Location (computer | Business | MFG Model (Name / | Comments | Comments | Comments | |||||||||
| name) | (department name) | MFG Make | Number) | (serial number) | (user name) | (user ID) | Office/City | |||||||
HOXTRUMARYWI
|
SAFECO Trust Company-HO | Compaq | Deskpro | 6X19DYSZF0PS | [***] | [***] | not in outlook | |||||||
HOXTRUMICCOR1
|
SAFECO Trust Company-HO | Compaq | DSDT | [***] | [***] | SEATTLE-WESTLAKE CENTER | ||||||||
HOXTRUROBNOK
|
SAFECO Trust Company-HO | Compaq | Evo D510 CMT | W239KN8XA060 | [***] | [***] | not in outlook | |||||||
HOXTRUSAMTHI
|
SAFECO Trust Company-HO | Compaq | DSDT | [***] | [***] | not in outlook | ||||||||
INDLGRBENJO1
|
Grp Dist-Mkt/Sls-Sales-Ind | Compaq | Evo D500 | U216JYFZA193 | [***] | [***] | INDIANAPOLIS LRMS | |||||||
INDLGRCHADUG
|
Group U/W-LRMS Ind | Compaq | Evo D500 | U216JYFZA196 | [***] | [***] | INDIANAPOLIS LRMS | |||||||
INDLGRCONGI1
|
Group U/W-LRMS Ind | Compaq | Evo D500 | W216JYFZA351 | [***] | [***] | INDIANAPOLIS LRMS | |||||||
INDLGRGUEST1
|
Group U/W-LRMS Ind | Compaq | Deskpro | 6907BW85A732 | [***] | [***] | INDIANAPOLIS LRMS | |||||||
INDLGRJANMOO
|
Grp Dist-Mkt/Sls-Sales-Ind | Compaq | Evo D500 | U216JYFZA329 | [***] | [***] | INDIANAPOLIS LRMS | |||||||
INDLGRJEENGL
|
Grp Dist-Mkt/Sls-Sales-Ind | IBM | 26476U8 | 787BTNV | [***] | [***] | INDIANAPOLIS LRMS | |||||||
INDLGRJIMSEE
|
Grp Dist-Mkt/Sls-Sales-Ind | IBM | 26476U8 | 787BTTT | [***] | [***] | INDIANAPOLIS LRMS | |||||||
INDLGRKIMVA1
|
Grp Dist-Mkt/Sls-Sales-Ind | IBM | 26476U8 | 787BTPK | [***] | [***] | INDIANAPOLIS LRMS | |||||||
INDLGRLORMCK
|
Group U/W-LRMS Ind | Compaq | Evo D500 | U215JYFZC372 | [***] | [***] | INDIANAPOLIS LRMS | |||||||
INDLGRMARGRE
|
Group U/W-LRMS Ind | IBM | 26454EU | 78AAMZK | [***] | [***] | INDIANAPOLIS LRMS | |||||||
INDLGRMARSTU
|
Group U/W-LRMS Ind | IBM | 26474AU | 78AGTX9 | [***] | [***] | INDIANAPOLIS LRMS | |||||||
INDLGRNICOEL
|
Grp Dist-Mkt/Sls-Sales-Midwest | Compaq | Evo D500 | U216JYFZA226 | [***] | [***] | not in outlook | |||||||
INDLGRPAGILE
|
Group-Audit | IBM | TP600X___ | [***] | [***] | INDIANAPOLIS LRMS | ||||||||
INDLGRPHYSAN
|
Group U/W-LRMS Ind | Compaq | Evo D500 | U215JYFZC279 | [***] | [***] | INDIANAPOLIS LRMS | |||||||
INDLGRSCKIN1
|
Grp Dist-Mkt/Sls-Sales-Ind | Compaq | Evo D500 | U215JYFZC531 | [***] | [***] | INDIANAPOLIS LRMS | |||||||
INDLGRSTEGAS
|
Group U/W-LRMS Fla | IBM | 26476U8 | 787BVDF | [***] | [***] | not in outlook | |||||||
INDLIFDEBDE1
|
Actu-Prod Dev-Indiv | IBM | 26474AU | 78FNVCL | [***] | [***] | INDIANAPOLIS LRMS | |||||||
INDLIFDEBDEN
|
Actu-Prod Dev-Indiv | Compaq | Deskpro | 6920CD64E886 | [***] | [***] | INDIANAPOLIS LRMS | |||||||
INDLIFDEBKEN
|
Individual Systems | Compaq | DSDT | [***] | [***] | INDIANAPOLIS LRMS | ||||||||
INDLIFJAMSTA
|
Individual Systems | Compaq | DSDT | [***] | [***] | INDIANAPOLIS LRMS | ||||||||
INDLIFJOYMCA
|
Actu-Prod Dev-Indiv | IBM | 26474PU | 78KZ8YA | [***] | [***] | INDIANAPOLIS LRMS | |||||||
INDLIFLAPTOP
|
Individual Systems | IBM | 26454AU | 78VNF66 | [***] | [***] | INDIANAPOLIS LRMS | |||||||
INDLIFLOIWHI
|
Actu-Prod Dev-Indiv | IBM | 26474AU | 78FNTBX | [***] | [***] | INDIANAPOLIS LRMS | |||||||
INDLIFMARMER
|
Individual Systems | Compaq | DSDT | [***] | [***] | INDIANAPOLIS LRMS | ||||||||
INDLMLANTMEN
|
Multi-Line Dist Sales-Ind | Compaq | DSDT | X150DYSZA294 | [***] | [***] | INDIANAPOLIS LRMS | |||||||
INDLMLANTMEN
|
Multi-Line Dist Sales-Ind | Compaq | DSDT | X150DYSZA294 | [***] | [***] | INDIANAPOLIS LRMS | |||||||
INDLMLJOHMON
|
Multi-Line Dist Sales-Ind | IBM | 26474AU | 78FNTYH | [***] | [***] | INDIANAPOLIS LRMS | |||||||
INDLMLMARSIM
|
Multi-Line Dist Sales-Ind | IBM | 26474EU | 78P7DC7 | [***] | [***] | INDIANAPOLIS LRMS | |||||||
INDLMLPAUGRA
|
Multi-Line Dist Sales-Ind | IBM | 26474AU | 78FNRCR | [***] | [***] | INDIANAPOLIS LRMS | |||||||
KANLIFKARWOL
|
Grp Dist-Mkt/Sls-Sales-Kansas | Compaq | Deskpro | 6107DYSZD718 | [***] | [***] | OVERLAND PARK | |||||||
KANLIFKATHBE
|
Grp Dist-Mkt/Sls-Sales-Kansas | Compaq | Evo D500 | 6X25JYFZF0BP | [***] | [***] | OVERLAND PARK | |||||||
KANLIFTIJOHN
|
Grp Dist-Mkt/Sls-Sales-Kansas | IBM | 264746U | 78CWXV7 | [***] | [***] | OVERLAND PARK | |||||||
MFBONUS2
|
Sales & Marketing Systems | Compaq | Deskpro EN Series | 6847BW85D382 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
PORLIFAZAGON
|
Grp Dist-Mkt/Sls-Sales-Por | IBM | 264746U | 78KGLC6 | [***] | [***] | LAKE OSWEGO | |||||||
PORLIFDONACA
|
Mortgage Loan | Compaq | Deskpro EN Series | 6928CD640658 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
PORLIFLISKEN
|
Grp Dist-Mkt/Sls-Sales-Por | Compaq | Deskpro | 6110DYSZP190 | [***] | [***] | LAKE OSWEGO | |||||||
PORLIFSUSHAW
|
Grp Dist-Mkt/Sls-Sales-Por | Compaq | Deskpro EN Series | 6838bw5bn075 | [***] | [***] | LAKE OSWEGO | |||||||
PORSSULAB006
|
Grp Dist-Mkt/Sls-Sales-Sea | Compaq | Deskpro | 6839BW85J198 | [***] | [***] | REDMOND-ADAMS BLDG | |||||||
RAISISPAWEB1
|
SIS Operations | Compaq | Deskpro | 6926CD640942 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDACCAMGOO1
|
Internal Wholesalers | Compaq | Evo D510 CMT | W240KN8XA012 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCAMGOOD
|
Sales Center-Call Center | Compaq | Evo D510 CMT | 6924CD64A630 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCBARNO1
|
Sales Center-Call Center | Compaq | Evo D510 CMT | W240KN8XA091 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCBOBLEW
|
Internal Wholesalers | Compaq | Evo D510 CMT | 78P6YW0 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCBRADUN
|
Internal Wholesalers | Compaq | Evo D510 CMT | 6949CJN4N704 | [***] | [***] | not in outlook | |||||||
REDACCCARFRE
|
Sales Center | Compaq | Evo D510 CMT | W240KN8XA100 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCDFSMI1
|
Internal Wholesalers | Compaq | Evo D510 CMT | W240KN8XA055 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCDFSMIT
|
Life Finance Group | Compaq | Evo D510 CMT | W240KN8XA041 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCDUAGER
|
Sales Center-Call Center | Compaq | Evo D510 CMT | W240KN8XA119 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCGARGON
|
Internal Wholesalers | Compaq | Evo D510 CMT | W240KN8XA004 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCGARJOH
|
Internal Wholesalers | Compaq | Evo D510 CMT | 6924CD640183 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCJASSHU
|
Internal Wholesalers | Compaq | Evo D510 CMT | 78MH8C1 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCJEAWEL
|
Sales Center-Call Center | Compaq | Evo D510 CMT | W240KN8XA035 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCJEFCHA
|
Internal Wholesalers | Compaq | Evo D510 CMT | W240KN8XA114 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCJESKAN
|
Internal Wholesalers | Compaq | Evo D510 CMT | W240KN8XA072 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCJIMLEW
|
Sales Center-Call Center | Compaq | Evo D510 CMT | W240KN8XA065 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCJMARTH
|
Internal Wholesalers | Compaq | Evo D510 CMT | W240KN8XA028 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCJOAHEN
|
Sales Center | IBM | 26474AU | 78FNTDR | [***] | [***] | REDMOND-LIFE | |||||||
REDACCJODPI1
|
Internal Wholesalers | Compaq | Evo D510 CMT | 6851BW85B725 | [***] | [***] | not in outlook | |||||||
REDACCJORINB
|
Internal Wholesalers | Compaq | Evo D510 CMT | W240KN8XA095 | [***] | [***] | REDMOND-LIFE |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
| Confidential Information — For internal use only | Laptop & Desktop Inventory |
4
Table of Contents
C.1 - Distributed Computing Hardware
Laptops & Desktops Inventory
Laptops & Desktops Inventory
| Office / Branch | ||||||||||||||
| Location (computer | Business | MFG Model (Name / | Comments | Comments | Comments | |||||||||
| name) | (department name) | MFG Make | Number) | (serial number) | (user name) | (user ID) | Office/City | |||||||
REDACCJOSMIT
|
Sales Center-Call Center | Compaq | Evo D510 CMT | W240KN8XA108 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCKARIWA
|
Internal Wholesalers | Compaq | Evo D510 CMT | W240KN8XA097 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCKITSMI
|
Sales Center-Call Center | Compaq | Evo D510 CMT | 6930CD640171 | [***] | [***] | not in outlook | |||||||
REDACCLAULEP
|
Sales Center | Compaq | Evo D510 CMT | W240KN8XA105 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCLISHER
|
Sales Center-Call Center | Compaq | Evo D510 CMT | 78RABFL | [***] | [***] | REDMOND-LIFE | |||||||
REDACCLORLEO
|
Sales Center | Compaq | Evo D510 CMT | W240KN8XA104 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCLORPIZ
|
Sales Center-Call Center | Compaq | Evo D510 CMT | W240KN8XA089 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCMEMCCA
|
Sales Center-Call Center | Compaq | Evo D510 CMT | W240KN8XA014 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCNOMMCN
|
Sales Center-Call Center | Compaq | Evo D510 CMT | W240KN8XA027 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCPHILAR
|
Internal Wholesalers | Compaq | Evo D510 CMT | W240KN8XA116 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCRICKUE
|
Internal Wholesalers | Compaq | Evo D510 CMT | W240KN8XA007 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCSAMTIE
|
Sales Center-Call Center | Compaq | Evo D510 CMT | W240KN8XA120 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCSANHA1
|
Internal Wholesalers | Compaq | Evo D510 CMT | W251KN8XA108 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCSANHAW
|
Internal Wholesalers | Compaq | Evo D510 CMT | W240KN8XA113 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCSHABEM
|
Sales Center-Call Center | Compaq | Evo D510 CMT | W240KN8XA129 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCSPECHR
|
Sales Center-Call Center | Compaq | Evo D510 CMT | U234KN8XA038 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCSTENGU
|
Sales Center-Call Center | Compaq | Evo D510 CMT | W240KN8XA087 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCSUSDA1
|
Distribution Management | IBM | 26454EU | 78TCZV7 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCTESSTA
|
Sales Center | Compaq | Evo D510 CMT | W240KN8XA102 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCTRAIN1
|
Individual Systems | Compaq | Deskpro EN Series | 6928CD640587 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCTRAIN2
|
Individual-New Business-Issue | Compaq | Deskpro | 6848BW85D627 | [***] | [***] | REDMOND-LIFE | |||||||
REDACCWAYNEL
|
Sales Center-Call Center | Compaq | Evo D510 CMT | W240KN8XA081 | [***] | [***] | REDMOND-LIFE | |||||||
REDAGEBBURNS
|
Life Agy-Appointments | Compaq | Deskpro EP/SB Series | 6938CJN41100 | [***] | [***] | REDMOND-LIFE | |||||||
REDAGEMICFAR
|
Life Agy-Appointments | IBM | 26474AU | 78VGTH5 | [***] | [***] | REDMOND-LIFE | |||||||
REDAGESHAKNA
|
Life Agy-Appointments | IBM | 23737CU | KPBPHKX | [***] | [***] | REDMOND-LIFE | |||||||
REDAGESTEFAL
|
Life Agy-Appointments | IBM | 26474AU | 78FNPPK | [***] | [***] | REDMOND-LIFE | |||||||
REDALMLMARMCM
|
Multi-Line Marketing | Compaq | DSDT | 6X1ADYSZ809J | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTAMHUNT
|
Life Fin Grp-Financial Report | Compaq | Evo D510 CMT | W240KN8XA112 | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTBETVAN
|
Life Fin Grp-Financial Report | Compaq | Deskpro | 6847BW85C666 | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTBEVMO1
|
Life Finance Group | Compaq | Evo D510 CMT | W240KN8XA064 | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTBEVMOR
|
Life Finance Group | Compaq | Deskpro | 6037DYSZG755 | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTBRETAY
|
Life Fin Grp-Expense Analysis | IBM | 26474AU | 78FNTWZ | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTCARCRO
|
Life Fin Grp-Financial Report | Compaq | Evo D510 CMT | W309KN8XA001 | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTCATCOO
|
Life Fin Grp-Financial Report | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDCNTCHAKAL
|
Life Finance Group — Fin Ops | IBM | 26476U8 | 787BTWK | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTCOMURP
|
Life Finance Group | IBM | 26474PU | 78KZ4BN | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTDANAS1
|
Life Fin Grp-Financial Report | IBM | 26474PU | 78MH7C3 | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTDANSCH
|
Life Fin Grp-Financial Report | IBM | 26474AU | 78FMAAR | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTDENTH1
|
Life Fin Grp-Actuarial Report | IBM | 26474AU | 78FNTVK | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTDIALAW
|
Life Finance Group | Compaq | Evo D510 CMT | W243KN8XA006 | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTERIYOR
|
Life Finance Group — Fin Ops | Compaq | Evo D510 CMT | 6112DYSZ1502 | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTFLOMCA
|
Life Finance Group — Fin Ops | Compaq | Deskpro | 6052DYSZJ435 | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTHENHAR
|
Life Fin Grp-Actuarial Report | Compaq | Evo D510 CMT | W240KN8XA073 | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTKATMEY
|
Life Finance Group — Fin Ops | Compaq | Evo D510 CMT | W240KN8XA098 | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTKIRFLY
|
Life Fin Grp-Financial Report | Compaq | Evo D510 CMT | 6112DYSZ0496 | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTMARBRA
|
Life Finance Group | Compaq | Evo D510 CMT | W240KN8XA063 | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTMARGAU
|
Life Finance Group — Fin Ops | Compaq | Deskpro | 6106DYSZD960 | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTMARGME
|
Life Fin Grp-Actuarial Report | IBM | 26474PU | 78KZ3ZD | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTMARGME1
|
Life Fin Grp-Actuarial Report | Compaq | Deskpro | 6046DYSZC737 | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTMARGME2
|
Life Fin Grp-Actuarial Report | Compaq | Deskpro | 6X17DYSZR00A | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTMARHER
|
Life Fin Grp-Expense Analysis | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDCNTMARMCE
|
Life Fin Grp-Financial Report | Compaq | EVO | W232JYFXA003 | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTMARWI2
|
Life Fin Grp-Actuarial Report | Compaq | Evo D510 CMT | W240KN8XA086 | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTMARWIT
|
Life Finance Group | Compaq | Evo D510 CMT | W240KN8XA022 | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTMGR001
|
Life Fin Grp-Financial Report | IBM | 26474EU | 78T5ZC2 | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTMIKHEA
|
Life Fin Grp-Actuarial Report | Compaq | DSDT | 6X1ADYSZ80CA | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTMIKKIN
|
General Management — Life | IBM | 26474PU | 78KZ4KB | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTRICSTO
|
Life Fin Grp-Expense Analysis | Compaq | Deskpro | 6040DYSZG671 | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTSALYMA
|
Life Finance Group — Fin Ops | Compaq | Evo D510 CMT | W240KN8XA045 | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTSHABIS
|
Life Fin Grp-Financial Report | Compaq | Evo D510 CMT | W240KN8XA006 | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTSHARE1
|
Life Fin Grp-Financial Report | Compaq | Evo D510 CMT | W240KN8XA011 | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTSHELWI
|
Life Fin Grp-Actuarial Report | Compaq | Evo D510 CMT | W240KN8XA101 | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTSHIRZU
|
Life Fin Grp-Actuarial Report | IBM | 26474PU | 78KZ3DW | [***] | [***] | REDMOND-LIFE |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
| Confidential Information — For internal use only | Laptop & Desktop Inventory |
5
Table of Contents
C.1 - Distributed Computing Hardware
Laptops & Desktops Inventory
Laptops & Desktops Inventory
| Office / Branch | ||||||||||||||
| Location (computer | Business | MFG Model (Name / | Comments | Comments | Comments | |||||||||
| name) | (department name) | MFG Make | Number) | (serial number) | (user name) | (user ID) | Office/City | |||||||
REDCNTTAKKAT
|
Life Fin Grp-Financial Report | Compaq | Evo D510 CMT | W240KN8XA005 | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTTAKWAN
|
Life Fin Grp-Actuarial Report | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDCNTTEMP2
|
Life Finance Group — Fin Ops | Compaq | Deskpro | 6112DYSZ0496 | [***] | [***] | REDMOND-LIFE | |||||||
REDCNTTONCAM
|
Life Fin Grp-Financial Report | IBM | 26474PU | 78KZ8XW | [***] | [***] | REDMOND-LIFE | |||||||
REDCOMANHOLT
|
Marketing-Administration | Compaq | Evo D510 CMT | W240KN8XA067 | [***] | [***] | REDMOND-LIFE | |||||||
REDCOMBECGRE
|
Agy Svcs-Ins Compliance | Compaq | Deskpro EP/SB Series | 6X25JYFZE056 | [***] | [***] | REDMOND-LIFE | |||||||
REDCOMBOBPET
|
Agy Svcs-Ins Compliance | Compaq | Deskpro EP/SB Series | 6X25JYFZH0BH | [***] | [***] | REDMOND-LIFE | |||||||
REDCOMFANCRO
|
Agy Svcs-Ins Compliance | Compaq | Deskpro | 6903BW85A095 | [***] | [***] | REDMOND-LIFE | |||||||
REDCOMGERKIS
|
Agy Svcs-Ins Compliance | Compaq | Deskpro | 6847BW85C688 | [***] | [***] | REDMOND-LIFE | |||||||
REDCOMGORBOW
|
Agy Svcs-Ins Compliance | Compaq | Deskpro | 6903BW85A094 | [***] | [***] | REDMOND-LIFE | |||||||
REDCOMHEISTE
|
Agy Svcs-Securities Compliance | Compaq | Deskpro EP/SB Series | 6941CJN4N298 | [***] | [***] | REDMOND-LIFE | |||||||
REDCOMJAYQUA
|
Agy Svcs-Ins Compliance | Compaq | Deskpro | 6849BW85A121 | [***] | [***] | REDMOND-LIFE | |||||||
REDCOMJODIN1
|
Agy Svcs-Ins Compliance | Compaq | Deskpro EP/SB Series | 78BLDB1 | [***] | [***] | REDMOND-LIFE | |||||||
REDCOMJODIN1
|
Agy Svcs-Ins Compliance | Compaq | Deskpro EP/SB Series | 6010CJN4A125 | [***] | [***] | REDMOND-LIFE | |||||||
REDCOMJUDWAL
|
Agy Svcs-Ins Compliance | Compaq | Deskpro EP/SB Series | 6945CJN4N766 | [***] | [***] | REDMOND-LIFE | |||||||
REDCOMKRIKEN
|
Agy Svcs-Ins Compliance | Compaq | Deskpro EP/SB Series | 6946CJN4L275 | [***] | [***] | REDMOND-LIFE | |||||||
REDCOMLISHAM
|
Agy Svcs-Ins Compliance | Compaq | Deskpro EP/SB Series | 6941CJN4M545 | [***] | [***] | REDMOND-LIFE | |||||||
REDCOMMICSPE
|
Agy Svcs-Securities Compliance | Compaq | Deskpro | 6110DYSZP184 | [***] | [***] | REDMOND-LIFE | |||||||
REDCOMPATRRO
|
Agy Svcs-Securities Compliance | Compaq | Deskpro EP/SB Series | 6944CJN4K177 | [***] | [***] | REDMOND-LIFE | |||||||
REDCOMSHEUNJ
|
Agy Svcs-Ins Compliance | Compaq | Deskpro | 6036DYSZX862 | [***] | [***] | REDMOND-LIFE | |||||||
REDEASTAB007
|
Symetra Program Office | ACER | TravelMate 100 | 9148R01081223016FFM000 | [***] | [***] | REDMOND-LIFE | |||||||
REDECDCRATRO
|
Individual Systems | Compaq | Deskpro | 6111DYSZM986 | [***] | [***] | REDMOND-LIFE | |||||||
REDECDORIESP
|
Sales & Marketing Systems | Compaq | Deskpro | 6052DYSZJ426 | [***] | [***] | FEDERAL WAY | |||||||
REDGRPNORGER
|
Life Claims-NW | Compaq | Deskpro | 6915CD64A485 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDHRXANNDIO
|
Human Resources | Compaq | Deskpro | 6041DYSZD788 | [***] | [***] | REDMOND-LIFE | |||||||
REDHRXBARTSM
|
Human Resources | Compaq | Deskpro | 6Y19DYSZ8189 | [***] | [***] | REDMOND-LIFE | |||||||
REDHRXCARNEL
|
Human Resources | Compaq | Deskpro EP/SB Series | 6011DT63C286 | [***] | [***] | REDMOND-LIFE | |||||||
REDHRXCHRKAT
|
Human Resources | IBM | 26474AU | 78FNRPY | [***] | [***] | REDMOND-LIFE | |||||||
REDHRXEVOHAR
|
Human Resources | Compaq | Deskpro EP/SB Series | 6011DT63C283 | [***] | [***] | REDMOND-LIFE | |||||||
REDHRXHENSHI
|
HR Adm-Business Continuity | IBM | 26474PU | 78KZ8LN | [***] | [***] | REDMOND-LIFE | |||||||
REDHRXJESNIC
|
HR Adm-Business Continuity | IBM | 26474PU | 78KZ9TW | [***] | [***] | REDMOND-LIFE | |||||||
REDHRXKATBAL
|
Human Resources | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDHRXMARLOZ
|
Human Resources | Compaq | Evo D510 CMT | W240KN8XA059 | [***] | [***] | REDMOND-LIFE | |||||||
REDHRXMICNEA
|
Human Resources | IBM | 26474EU | 78P7RX4 | [***] | [***] | REDMOND-LIFE | |||||||
REDHRXTERKRE
|
Human Resources | Compaq | Deskpro EP/SB Series | 6011DT63F091 | [***] | [***] | REDMOND-LIFE | |||||||
REDIAXROSJAM
|
Income Annu-Cust Care | Compaq | EVO | W230JYFXA020 | [***] | [***] | REDMOND-LIFE | |||||||
REDITOBETMA1
|
Symetra Program Office | IBM | 26474PU | 78MH1D7 | [***] | [***] | REDMOND-LIFE | |||||||
REDITOTROOLS
|
Symetra Program Office | IBM | 26474PU | 78KZ9RR | [***] | [***] | REDMOND-LIFE | |||||||
REDIWSMICJON
|
Core Systems & Services | Compaq | Deskpro | 6051DYSZL504 | [***] | [***] | REDMOND-LIFE | |||||||
REDLAALYNJAY
|
Income Annu-Cust Care | Compaq | Evo D510 CMT | W240KN8XA023 | [***] | [***] | REDMOND-LIFE | |||||||
REDLASKRIMO1
|
Life Agency Information-NW | Compaq | Deskpro | 6040DYSZG687 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLASLINSLI
|
Life Agency Information-NW | Compaq | Deskpro | 6918CD64J046 | [***] | [***] | REDMOND-LIFE | |||||||
REDLASLORHOU
|
Human Resources | Compaq | Deskpro EP/SB Series | 6003CJN4K214 | [***] | [***] | REDMOND-LIFE | |||||||
REDLASSTDONA
|
Sales & Marketing Systems | Compaq | Deskpro | 6112DYSZG336 | [***] | [***] | REDMOND-LIFE | |||||||
REDLASSYLHUN
|
Life Agency Information-NW | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDLASTINWON
|
Sales & Marketing Systems | Compaq | Deskpro | 6044DYSZQ681 | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXALHALL
|
Retirement Services Systems | IBM | 26476U8 | 787BVAT | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXAMYAN1
|
Retirement Services Systems | IBM | 26474PU | 78KZ9LK | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXANDHAC1
|
Sales & Marketing Systems | IBM | 26474PU | 78KZ9LR | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXANDLOG
|
Retirement Services Systems | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDLAXAUDHON
|
Income Annuities Systems | Compaq | Deskpro | 6123DYSZN860 | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXBARCUL
|
Symetra Quality Assurance | Compaq | Deskpro | p3368AF9VK9616 | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXBUDDJU1
|
Retirement Services Systems | IBM | 26474MU | 78CYKHT | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXCALLPC
|
Core Systems & Services | IBM | 26474PU | 78KZ9VD | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXCATGRO
|
Retirement Services Systems | Compaq | Deskpro EP/SB Series | 6015CW4PA315 | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXCATHAG
|
Core Systems & Services | Compaq | Deskpro | 6048DYSZW744 | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXCHATIE
|
Retirement Services Systems | Compaq | Deskpro | 6048DYSZW557 | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXCHRMUR
|
Income Annuities Systems | Compaq | Evo D510 CMT | W240KN8XA128 | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXCRYBEP
|
Symetra Quality Assurance | Compaq | Deskpro EP/SB Series | 6015CW4PA254 | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXDIAHES1
|
Retirement Services Systems | IBM | 26474MU | 78FRMWA | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXDIANEB
|
Symetra Quality Assurance | IBM | 26476U8 | 787BVAV | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXDONBEC
|
Symetra Quality Assurance | Compaq | DSDT | [***] | [***] | REDMOND-LIFE |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
| Confidential Information — For internal use only | Laptop & Desktop Inventory |
6
Table of Contents
C.1 - Distributed Computing Hardware
Laptops & Desktops Inventory
Laptops & Desktops Inventory
| Office / Branch | ||||||||||||||
| Location (computer | Business | MFG Model (Name / | Comments | Comments | Comments | |||||||||
| name) | (department name) | MFG Make | Number) | (serial number) | (user name) | (user ID) | Office/City | |||||||
REDLAXDOUMCI
|
Retirement Services Systems | Compaq | Deskpro | 6932CD641180 | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXGEOLEN
|
Retirement Services Systems | Compaq | Deskpro | 6030DYSZN797 | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXJANJON
|
Retirement Services Systems | IBM | 26474PU | 78KZ9ML | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXJEANTH
|
Retirement Services Systems | IBM | 26474MU | 78FRMWD | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXJEFFBE
|
Symetra Quality Assurance | Compaq | Deskpro | 6125DYSZL910 | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXJERRVA
|
Retirement Services Systems | Compaq | Deskpro | 6051DYSZL475 | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXJOHSAK
|
Symetra Quality Assurance | IBM | 26454AU | 78BTYM7 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLAXJOHSAK1
|
Retirement Services Systems | IBM | 26474MU | 78FRKKT | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXJOYCLA
|
Retirement Services Systems | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDLAXKARHAR
|
Retirement Services Systems | IBM | 26476U8 | 787BVAW | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXKATCAR
|
Income Annuities Systems | IBM | 26474AU | 78FNTKH | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXKATFIG
|
Retirement Services Systems | Compaq | Deskpro | 6043DYSZA889 | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXKYLCON
|
Sales & Marketing Systems | IBM | 26474PU | 78KZ7FH | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXLINFON
|
Symetra Quality Assurance | Compaq | Evo D500 | 6X23JYFZS1W4 | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXLINHUB
|
Income Annuities Systems | Compaq | Deskpro | 6110DYSZN167 | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXLORREE
|
Symetra Program Office | IBM | 26474AU | 78FNTAH | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXMARPEL
|
Symetra Quality Assurance | IBM | 26474EU | 78P6ZR7 | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXMARSAL
|
Income Annuities Systems | Compaq | Evo D510 CMT | W240KN8XA111 | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXMARYSH
|
Income Annuities Systems | Compaq | Evo D510 CMT | 6940CJN4K382 | [***] | [***] | not in outlook | |||||||
REDLAXMIKCRO
|
Symetra Program Office | IBM | 26474AU | 78VFVH5 | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXMOEAHM
|
Retirement Services Systems | Compaq | Deskpro | 6030DYSZN946 | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXNANSID1
|
Retirement Services Systems | IBM | 26476U8 | 787BVDA | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXNATBU1
|
Retirement Services Systems | Compaq | Evo D510 CMT | W240KN8XA117 | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXNORGIL
|
Retirement Services Systems | Compaq | DSDT | 6X1ADYSZ807R | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXONCALL
|
Retirement Services Systems | IBM | 26454AU | 550566X | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXONCALL1
|
Retirement Services Systems | IBM | 26474AU | 78FNRXZ | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXPAUHUA
|
Retirement Services Systems | IBM | 26474MU | 78FRKKK | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXPETCAR
|
Retirement Services Systems | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDLAXRAIGLA1
|
Retirement Services Systems | IBM | 26476U8 | 787BVAN | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXREBEHA
|
Symetra Quality Assurance | Compaq | Deskpro | 6109DYSZT239 | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXRODFOR
|
Retirement Services Systems | Compaq | Deskpro EP/SB Series | 6015CW4PA259 | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXROLBO1
|
Ret Svcs-Operations | Compaq | Evo D510 CMT | W240KN8XA001 | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXSANBON
|
Retirement Services Systems | IBM | 23737CU | KPBPHFX | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXSARGOR
|
Symetra Quality Assurance | Compaq | Deskpro | 6043DYSZA161 | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXSARRHO
|
Retirement Services Systems | Compaq | Deskpro EP/SB Series | 6015CW4PA025 | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXSUMILL
|
Symetra Quality Assurance | Compaq | Deskpro EP/SB Series | 6015CW4PA047 | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXTINKAJ
|
Retirement Services Systems | Compaq | Deskpro | 6X19DYSZF0T5 | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXTOMDYK
|
Retirement Services Systems | Compaq | DSDT | 6X1ADYSZ80GL | [***] | [***] | REDMOND-LIFE | |||||||
REDLAXWILWYV
|
Retirement Services Systems | IBM | TP-T21____ | [***] | [***] | REDMOND-LIFE | ||||||||
REDLAXZANWEA
|
Income Annuities Systems | Compaq | DSDT | 6X1ADYSZ80AG | [***] | [***] | REDMOND-LIFE | |||||||
REDLCAANDBOL
|
Actu-Prod Dev-Ret Svcs | Compaq | DSDT | 6X1ADYSZ80C6 | [***] | [***] | REDMOND-LIFE | |||||||
REDLCADEMSCH
|
Actu-Prod Dev-Ret Svcs | Compaq | Deskpro | 6107DYSZD787 | [***] | [***] | REDMOND-LIFE | |||||||
REDLCAJERCRO
|
Actu-Prod Dev-Ret Svcs | IBM | 26474AU | 78VGRA5 | [***] | [***] | REDMOND-LIFE | |||||||
REDLCAKESPRA
|
Actu-Prod Dev-Ret Svcs | Compaq | DSDT | 6X1ADYSZ80HY | [***] | [***] | REDMOND-LIFE | |||||||
REDLCAKRIWAL
|
Actu-Prod Dev-Group | IBM | 26476U8 | 787BVCG | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLCALOUMEN
|
Actu-Prod Dev-Ret Svcs | Compaq | Evo D510 CMT | W240KN8XA057 | [***] | [***] | REDMOND-LIFE | |||||||
REDLCANATCES
|
Actu-Prod Dev-Ret Svcs | Compaq | Evo D510 CMT | W240KN8XA054 | [***] | [***] | REDMOND-LIFE | |||||||
REDLCAROBNEM
|
Actu-Prod Dev-Ret Svcs | Compaq | DSDT | 6X1ADYSZ80J9 | [***] | [***] | REDMOND-LIFE | |||||||
REDLCARONBOL
|
Actu-Prod Dev-Ret Svcs | Compaq | DSDT | 6X1ADYSZ80GT | [***] | [***] | REDMOND-LIFE | |||||||
REDLCASTEVBL
|
Actu-Prod Dev-Ret Svcs | Compaq | DSDT | 6X1ADYSZ80CN | [***] | [***] | REDMOND-LIFE | |||||||
REDLCAWORKPC
|
Actu-Prod Dev-Ret Svcs | Compaq | Evo D510 CMT | W240KN8XA056 | [***] | [***] | REDMOND-LIFE | |||||||
REDLCOMICKEM
|
Symetra Marketing | Compaq | Deskpro | 6052DYSZJ425 | [***] | [***] | REDMOND-LIFE | |||||||
REDLCOPENHAR
|
Core Systems & Services | IBM | 26474AU | 78RHBC8 | [***] | [***] | REDMOND-LIFE | |||||||
REDLCOTERRIC
|
Core Systems & Services | Compaq | Deskpro | 6847BW85A538 | [***] | [***] | REDMOND-LIFE | |||||||
REDLCSALBDEA
|
Core Systems & Services | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDLCSKASTANSHR
|
Core Systems & Services | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDLCSSHARGR
|
Core Systems & Services | Compaq | DSDT | [***] | [***] | REDMOND-RAINIER BLDG | ||||||||
REDLCSSTENU1
|
Core Systems & Services | IBM | 26474MU | W240KN8XA124 | [***] | [***] | not in outlook | |||||||
REDLCXBRIHOP
|
Retirement Services Systems | Compaq | Deskpro | 6105DYSZJ349 | [***] | [***] | REDMOND-LIFE | |||||||
REDLCXCHABRO
|
Symetra Quality Assurance | Compaq | Deskpro | 6051DYSZJ899 | [***] | [***] | REDMOND-LIFE | |||||||
REDLCXDAVQUI
|
Retirement Services Systems | Compaq | Deskpro EP/SB Series | 6015CW4PA150 | [***] | [***] | REDMOND-LIFE | |||||||
REDLCXDAVSVI
|
Retirement Services Systems | IBM | 26474MU | 78FRMXK | [***] | [***] | REDMOND-LIFE | |||||||
REDLCXDAVTHO
|
Retirement Services Systems | Compaq | Evo D500 | 6X23JYFZT1EZ | [***] | [***] | REDMOND-LIFE |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
| Confidential Information — For internal use only | Laptop & Desktop Inventory |
7
Table of Contents
C.1 - Distributed Computing Hardware
Laptops &Desktops Inventory
Laptops &Desktops Inventory
| Office / Branch | ||||||||||||||
| Location (computer | Business | MFG Model (Name / | Comments | Comments | Comments | |||||||||
| name) | (department name) | MFG Make | Number) | (serial number) | (user name) | (user ID) | Office/City | |||||||
REDLCXDOSTAP
|
Retirement Services Systems | Compaq | Deskpro | 6030DYSZN726 | [***] | [***] | REDMOND-LIFE | |||||||
REDLCXHOTEL0
|
Ret Svcs-Corporate | Compaq | Deskpro | 6922CD64A156 | [***] | [***] | REDMOND-LIFE | |||||||
REDLCXJANLIN
|
Core Systems & Services | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDLCXJENKNA
|
Retirement Services Systems | IBM | 23737CU | KPBPHKT | [***] | [***] | REDMOND-LIFE | |||||||
REDLCXJOHLE1
|
Retirement Services Systems | Compaq | Evo D500 | 6X23JYFZS2CL | [***] | [***] | REDMOND-LIFE | |||||||
REDLCXJUSKIM
|
Symetra Quality Assurance | Compaq | DSDT | 6X1ADYSZ805P | [***] | [***] | REDMOND-LIFE | |||||||
REDLCXKARMON
|
Retirement Services Systems | IBM | 26474PU | 78KZ7RC | [***] | [***] | REDMOND-LIFE | |||||||
REDLCXKELIN1
|
Retirement Services Systems | IBM | 26476U8 | 787BVDH | [***] | [***] | REDMOND-LIFE | |||||||
REDLCXLORHE1
|
Retirement Services Systems | IBM | 26474MU | 78FRMWG | [***] | [***] | REDMOND-LIFE | |||||||
REDLCXMAURMC
|
Symetra Quality Assurance | IBM | 26474MU | 6044DYSZE814 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLCXMIKEMU
|
Symetra Quality Assurance | IBM | 26476U8 | 787BVCL | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLCXPENLIB
|
Retirement Services Systems | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDLCXREISHI
|
Retirement Services Systems | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDLCXVALATV1
|
Retirement Services Systems | IBM | 23737CU | KPBPHPP | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLCXYOUKI1
|
Retirement Services Systems | IBM | 26476U8 | 787BVDR | [***] | [***] | REDMOND-LIFE | |||||||
REDLDDCHARLH
|
Sales & Marketing Systems | IBM | 26474AU | 78FNTWN | [***] | [***] | REDMOND-LIFE | |||||||
REDLDDDAOXBI1
|
Sales & Marketing Systems | IBM | 26476U8 | 787BTXL | [***] | [***] | REDMOND-LIFE | |||||||
REDLDDDIAZO1
|
Sales & Marketing Systems | Compaq | Evo D510 CMT | W240KN8XA093 | [***] | [***] | REDMOND-LIFE | |||||||
REDLDDDONBEC1
|
Symetra Quality Assurance | Compaq | Deskpro EP/SB Series | 6004CJN4K681 | [***] | [***] | REDMOND-LIFE | |||||||
REDLDDJAMSUL
|
Symetra Quality Assurance | Compaq | Deskpro | 6043DYSZC293 | [***] | [***] | REDMOND-LIFE | |||||||
REDLDDJERWAL
|
Sales & Marketing Systems | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDLDDJIMVAN
|
Sales & Marketing Systems | Compaq | Deskpro EP/SB Series | 6015CW4PA195 | [***] | [***] | REDMOND-LIFE | |||||||
REDLDDJOEPO1
|
Sales & Marketing Systems | IBM | 26476U8 | 787BTTH | [***] | [***] | REDMOND-LIFE | |||||||
REDLDDJOHHI1
|
Sales & Marketing Systems | IBM | 26474PU | 78KZ4NB | [***] | [***] | REDMOND-LIFE | |||||||
REDLDDJOHHIG
|
Sales & Marketing Systems | Compaq | Deskpro | 6926CD640140 | [***] | [***] | REDMOND-LIFE | |||||||
REDLDDJOHKOL
|
Sales & Marketing Systems | Compaq | Deskpro EP/SB Series | 6015CW4PA135 | [***] | [***] | REDMOND-LIFE | |||||||
REDLDDKARFIT1
|
Sales & Marketing Systems | IBM | 26454EU | 78TAAL6 | [***] | [***] | REDMOND-LIFE | |||||||
REDLDDKYLCON
|
Sales & Marketing Systems | Compaq | Deskpro EP/SB Series | 6005CJN4A104 | [***] | [***] | REDMOND-LIFE | |||||||
REDLDDNOAMIL
|
Sales & Marketing Systems | Compaq | Deskpro | 6048DYSZW551 | [***] | [***] | REDMOND-LIFE | |||||||
REDLDDNOAMIL1
|
Sales & Marketing Systems | IBM | 26454EU | 78BHWWH | [***] | [***] | REDMOND-LIFE | |||||||
REDLDDREIREY
|
Sales & Marketing Systems | IBM | 26474AU | 78FKYZF | [***] | [***] | REDMOND-LIFE | |||||||
REDLDDSAMCOO
|
Sales & Marketing Systems | IBM | 26474PU | 6847BW85C686 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLDDSAMCOO2
|
Sales & Marketing Systems | Compaq | Deskpro | 78TCHF6 | [***] | [***] | REDMOND-LIFE | |||||||
REDLDDSARWIL
|
Symetra Program Office | IBM | 26474PU | 78KZ7WN | [***] | [***] | REDMOND-LIFE | |||||||
REDLDDSHARE1
|
Sales & Marketing Systems | Compaq | Deskpro | 6847BW85C753 | [***] | [***] | REDMOND-LIFE | |||||||
REDLDDSHARE5
|
Sales & Marketing Systems | IBM | 26474PU | 78KZ4NA | [***] | [***] | REDMOND-LIFE | |||||||
REDLDDSHARE6
|
Sales & Marketing Systems | Compaq | Deskpro EP/SB Series | 6004CJN4K972 | [***] | [***] | REDMOND-LIFE | |||||||
REDLDDSTELOC
|
Market Development | Compaq | Deskpro EP/SB Series | 6948CJN4N505 | [***] | [***] | REDMOND-LIFE | |||||||
REDLDDWENTOB
|
Sales & Marketing Systems | IBM | 26474AU | 78FNTMM | [***] | [***] | REDMOND-LIFE | |||||||
REDLEGANNERN
|
Legal | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDLEGBILCRA
|
Legal | IBM | 264746U | 78CWVC1 | [***] | [***] | REDMOND-LIFE | |||||||
REDLEGCHRBA1
|
Legal | IBM | 26474AU | 78AGXR0 | [***] | [***] | REDMOND-LIFE | |||||||
REDLEGCRAGON
|
Legal | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDLEGDIABAR
|
Legal | Compaq | Deskpro EP/SB Series | 6011DT63F839 | [***] | [***] | REDMOND-LIFE | |||||||
REDLEGGEOPAG
|
Legal | IBM | 264746U | 78CWTB1 | [***] | [***] | REDMOND-LIFE | |||||||
REDLEGJACVEN
|
Legal | IBM | 264746U | 78CWTK0 | [***] | [***] | REDMOND-LIFE | |||||||
REDLEGJEFLAU
|
Legal | IBM | TP-T20___ | [***] | [***] | REDMOND-LIFE | ||||||||
REDLEGJOEOTT
|
Legal | IBM | 26474PU | 78KZ9KZ | [***] | [***] | REDMOND-LIFE | |||||||
REDLEGJULBOD
|
Legal | IBM | 264746U | 78CWTH9 | [***] | [***] | REDMOND-LIFE | |||||||
REDLEGKATHEN
|
Legal | IBM | 26474AU | 78FNPNL | [***] | [***] | REDMOND-LIFE | |||||||
REDLEGMARHIG
|
Legal | Compaq | Deskpro | 6036DYSZ2326 | [***] | [***] | REDMOND-LIFE | |||||||
REDLEGSHEHOL
|
Legal | IBM | 2645AAU | 78MABY8 | [***] | [***] | REDMOND-LIFE | |||||||
REDLFXABDHAI
|
Core Systems & Services | Compaq | Deskpro | 6X19DYSZC0LN | [***] | [***] | REDMOND-LIFE | |||||||
REDLFXANNULL
|
Core Systems & Services | Compaq | Deskpro | 6X21JYFZT12S | [***] | [***] | REDMOND-LIFE | |||||||
REDLFXGRECHA
|
Core Systems & Services | Compaq | Deskpro | W137DYSXA452 | [***] | [***] | REDMOND-LIFE | |||||||
REDLFXKARSTR
|
Core Systems & Services | Compaq | Deskpro | 6X19DYSZC0MJ | [***] | [***] | REDMOND-LIFE | |||||||
REDLFXKATMAN1
|
Core Systems & Services | IBM | 26474PU | 78MH3G1 | [***] | [***] | REDMOND-LIFE | |||||||
REDLFXKENWI1
|
Core Systems & Services | Compaq | Deskpro | 6X19DYSZC0NT | [***] | [***] | REDMOND-LIFE | |||||||
REDLFXSHARE2
|
Mutual Funds — Intermed Svc | Compaq | Deskpro | 6849BW85A045 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGRAMABAK
|
Group-Admin | Compaq | Deskpro EP/SB Series | 6949CJN4N411 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGRBETAMU
|
Group-Management | Compaq | DSDT | [***] | [***] | REDMOND-RAINIER BLDG | ||||||||
REDLGRBILOHA
|
Operations Management | IBM | 26476U8 | 787BVFC | [***] | [***] | INDIANAPOLIS LRMS | |||||||
REDLGRBILRIE
|
Group-Management | Compaq | Deskpro | 6915CD64A912 | [***] | [***] | BOTHELL (Symetra) |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
| Confidential Information — For internal use only | Laptop & Desktop Inventory |
8
Table of Contents
C.1 - Distributed Computing Hardware
Laptops &Desktops Inventory
Laptops &Desktops Inventory
| Office / Branch | ||||||||||||||
| Location (computer | Business | MFG Model (Name / | Comments | Comments | Comments | |||||||||
| name) | (department name) | MFG Make | Number) | (serial number) | (user name) | (user ID) | Office/City | |||||||
REDLGRBRITID
|
Policy Issue/Compliance | Compaq | Deskpro EP/SB Series | 6944CJN4K513 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGRDERNEPLP
|
Group Systems | IBM | 26474AU | 78FNTVY | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGRELLGAR
|
Life Claims-NW | Compaq | Deskpro | 6033DYSZK856 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGRIMAGING
|
Life Claims-NW | Compaq | Deskpro EP/SB Series | 6010CJN4A203 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGRIRESKI
|
Case Management-Rainier | Compaq | Deskpro | 6906bw85b209 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGRJAMBRO
|
Grp Dist-Mkt/Sls-Sales-Sea | IBM | 26474PU | 78KY9XP | [***] | [***] | REDMOND-ADAMS BLDG | |||||||
REDLGRJOHSEN
|
Group Systems | Compaq | Deskpro | 6X19DYSZL2ZB | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGRJONSKI
|
Policy Issue/Compliance | Compaq | Deskpro | 6850BW85C387 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGRLAUNIE
|
Case Management-Rainier | Compaq | Deskpro EP/SB Series | 6949CJN4N491 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGRLIZDET
|
Group-Accounting Services | Compaq | Deskpro EP/SB Series | 6950CJN4L089 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGRLOCBOX
|
Group-Accounting Services | Compaq | Deskpro | 6851BW85C955 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGRLYNKEN
|
Policy Issue/Compliance | Compaq | Deskpro | 6915CD64A496 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGRMAIBUR
|
Group-Accounting Services | Compaq | Deskpro EP/SB Series | 6929CJN42351 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGRMARCPA
|
Group Systems | IBM | 264746U | 78KBVP1 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGRMARMCK
|
Policy Issue/Compliance | Compaq | Deskpro EP/SB Series | 6944CJN4K560 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGRMELKIN
|
Group-Pol & UW Svcs | Compaq | Deskpro | 6X19DYSZC09A | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGRMICFRY
|
Group-Management | IBM | 26454EU | 78TBMN6 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGRPAMHEC
|
Group-Financial Reporting | Compaq | Deskpro EP/SB Series | 6945CJN4M546 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGRPAMTIM
|
Group-Audit | IBM | 264746U | 78KBKD4 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGRQINZHA
|
Actu-Prod Dev-Group | Compaq | Evo D510 CMT | W240KN8XA039 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGRRIAKAN
|
Case Management-Rainier | Compaq | Deskpro EP/SB Series | 6015CW4PA275 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGRRICTEA
|
Group-Management | IBM | 26474AU | 78FNTGA | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGRSALKAN
|
Life Claims-NW | Compaq | Deskpro | 6043DYSZB249 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGRSARKUN1
|
Case Management-Rainier | Compaq | Deskpro EP/SB Series | 6941CJN4M704 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGRSCANER
|
Life Claims-NW | Compaq | Deskpro EP/SB Series | 3011CJN40001 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGRSTEGOL
|
Grp Dist-Mkt/Sls-Sales-Sea | Compaq | Evo D500 | 6X24JYFZ80DM | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGRTEMP02
|
Operations Management | Compaq | Deskpro | 6907BW85A776 | [***] | [***] | MIAMI LRMS | |||||||
REDLGRTEMP05
|
Symetra Quality Assurance | Compaq | Deskpro | 6847BW85A063 | [***] | [***] | REDMOND-LIFE | |||||||
REDLGRTISBRA
|
Actu-Prod Dev-Group | Compaq | Evo D500 | 6X24JYFZ805J | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGRVALCUL
|
Group-Accounting Services | Compaq | Deskpro | 6849BW85C608 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGXDEBRAY
|
Group Systems | IBM | 26474PU | 78KZ8DY | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGXDEVLP1
|
Group Systems | IBM | 26454EG | 557H07R | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGXDEVLP3
|
Group Systems | IBM | 264545U | 78GKH06 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGXDEVLP4
|
Group Systems | IBM | 264551U | 78GN094 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGXEDWAIZ
|
Core Systems & Services | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDLGXGINSWI
|
Life Claims-NW | Compaq | Deskpro | 6851BW85B762 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGXJEREND
|
Group Systems | Compaq | Deskpro | 6X19DYSZF3PK | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGXJULBOY
|
Symetra Program Office | Compaq | Deskpro | 6847BW85C734 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGXKATPOR
|
Group Systems | IBM | 264746U | 78CWYR0 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGXLEMGUL
|
Group Systems | IBM | 264746U | 78CWYY9 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGXMONCLA
|
Group Systems | Compaq | Deskpro | 6041DYSZD804 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGXRHOSCO
|
Group Systems | IBM | 264746U | 78KBKK6 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLGXTEST01
|
Group Systems | Compaq | Deskpro | 6846BW85A388 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLHXGREACK1
|
Sales & Marketing Systems | Compaq | DSDT | 6X1ADYSZ80DR | [***] | [***] | REDMOND-LIFE | |||||||
REDLIFBILHUF1
|
Actu-Prod Dev-Life Sales | IBM | 26476U8 | 787BVBT | [***] | [***] | REDMOND-LIFE | |||||||
REDLIFJIMMAN
|
Actu-Prod Dev-Indiv | Compaq | Deskpro | 6928CD640086 | [***] | [***] | REDMOND-LIFE | |||||||
REDLIFJOBAKE
|
Income Annuities | Compaq | Evo D510 CMT | 78BHPZK | [***] | [***] | REDMOND-LIFE | |||||||
REDLIFLOANE1
|
Life Underwriting-NW | IBM | 264545U | 78KPW61 | [***] | [***] | REDMOND-LIFE | |||||||
REDLIFLOULED
|
General Management — Life | Compaq | Evo D510 CMT | W240KN8XA079 | [***] | [***] | REDMOND-LIFE | |||||||
REDLIFMARDUN
|
Actu-Prod Dev-Life Sales | Compaq | Deskpro EP/SB Series | 6011DT63D791 | [***] | [***] | REDMOND-LIFE | |||||||
REDLIFPATMCC
|
Distribution Management | IBM | 26474PU | 78KZ7WY | [***] | [***] | REDMOND-LIFE | |||||||
REDLIFRANTAL
|
General Management — Life | IBM | 26474MU | 78CYKBK | [***] | [***] | REDMOND-LIFE | |||||||
REDLIFROGHAR
|
General Management — Life | Compaq | Deskpro | 6X19DYSZC03M | [***] | [***] | REDMOND-LIFE | |||||||
REDLIN733-01
|
Individual-New Business-Issue | Compaq | Deskpro | 6037DYSZG801 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINAARNIS
|
Individual-New Business-Issue | Compaq | Deskpro EN Series | 6920CD64C131 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINALAKEG1
|
Indiv-Admin-Accounting | Compaq | Evo D510 CMT | USW31506PQ | [***] | [***] | REDMOND-LIFE | |||||||
REDLINALEESC
|
Individual-New Business-Issue | Compaq | Deskpro | 6905BW85C559 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINALLCLE
|
Individual-New Business-Issue | Compaq | Deskpro | 6041DYSZD592 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINAMBAVE
|
Individual-New Business-Issue | Compaq | Deskpro EP/SB Series | 6015CW4PA044 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINANADIM
|
Individual-New Business-Issue | Compaq | Deskpro | 6906BW85F337 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINANGEGL
|
Individual-New Business-Issue | Compaq | Deskpro | 6041DYSZD555 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINANGMOO
|
Individual-Policy Service-HO | Compaq | Deskpro | 6044DYSZF011 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINANHTAN
|
Individual-New Business-Issue | Compaq | Deskpro | 6931CD640967 | [***] | [***] | REDMOND-LIFE |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
| Confidential Information — For internal use only | Laptop & Desktop Inventory |
9
Table of Contents
C.1 - Distributed Computing Hardware
Laptops &Desktops Inventory
Laptops &Desktops Inventory
| Office / Branch | ||||||||||||||
| Location (computer | Business | MFG Model (Name / | Comments | Comments | Comments | |||||||||
| name) | (department name) | MFG Make | Number) | (serial number) | (user name) | (user ID) | Office/City | |||||||
REDLINANNAND
|
Individual-New Business-Issue | Compaq | Deskpro EP/SB Series | 6945CJN4K968 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINANNANG
|
Individual-New Business-Issue | Compaq | Deskpro | 6051DYSZH684 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINANTOGU
|
Individual Client Svc & Claims | Compaq | Deskpro | 6850BW85A920 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINARELEW1
|
Individual Admin | IBM | 26476U8 | 787BTWF | [***] | [***] | REDMOND-LIFE | |||||||
REDLINARTTHO1
|
Indiv-Admin-Accounting | Compaq | Evo D510 CMT | W309KN8XA003 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINAUDIT2
|
Individual-New Business-Issue | Compaq | Deskpro | 6X25JYFZN1KX | [***] | [***] | REDMOND-LIFE | |||||||
REDLINBARBIL
|
Individual Client Svc & Claims | IBM | 26474PU | 78KZ8MK | [***] | [***] | REDMOND-LIFE | |||||||
REDLINBEADOL
|
Individual Client Svc & Claims | Compaq | Deskpro | 6922CD64A252 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINBELZEE
|
Individual-New Business-Issue | Compaq | Deskpro EN Series | 6918CD64F911 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINBILLFL
|
Life Underwriting-NW | Compaq | Deskpro EN Series | 6920CD64B740 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINBOBBWA
|
Individual Systems | Compaq | Deskpro EP/SB Series | 6014CW4PA420 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINBOBGOO
|
Individual Client Svc & Claims | IBM | 26474PU | 78MH8R0 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINBOORAT
|
Individual Systems | Compaq | Deskpro | 6048DYSZW804 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINBRIBUS
|
Individual-Policy Service-HO | Compaq | Deskpro | 6911BW85A573 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINCARBRO
|
Individual-New Business-Issue | Compaq | Deskpro | 6920CD64E440 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINCHAORP
|
Individual-New Business-Issue | Compaq | Deskpro | 6931CD640904 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINCHIFEH
|
Individual-Policy Service-HO | Compaq | Deskpro | 6921CD64C873 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINCHRCOH
|
Individual-Policy Service-HO | Compaq | Deskpro | 6911BW85A628 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINCHRFLE
|
Individual-Policy Service-HO | Compaq | Deskpro | 6850BW85B294 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINCHRISE
|
Individual-Policy Service-HO | Compaq | Deskpro | 6922CD64A358 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINCHYHAE
|
Individual-New Business-Issue | Compaq | Deskpro EN Series | 6922CD64A329 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINCOLDIL
|
Individual-Policy Service-HO | Compaq | Deskpro | 6922CD64A259 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINCRYYOU
|
Individual-Policy Service-HO | Compaq | Deskpro | 6919CD64D311 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINDAWKAR
|
Individual-New Business-Issue | Compaq | Deskpro | 6918CD64J030 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINDAWPET
|
Individual-New Business-Issue | Compaq | Deskpro | 6918CD64D402 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINDEBGIL
|
Indiv-Admin-Accounting | IBM | 26474PU | 6030DYSZN960 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINDEBGOO
|
Life Underwriting-NW | Compaq | Deskpro EP/SB Series | 6941CJN4M074 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINDEBJEN
|
Individual Client Svc & Claims | Compaq | Deskpro | 6848BW85D951 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINDEBSAB
|
Indiv-Admin-Accounting | Compaq | Deskpro | 6112DYSZ1546 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINDEBUTE
|
Individual-Policy Service-HO | Compaq | Deskpro | 6044DYSZE626 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINDEMART
|
Individual-Policy Service-HO | Compaq | Deskpro EN Series | 6922CD64A361 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINDERMCC
|
Individual Admin | Compaq | Evo D510 CMT | W240KN8XA069 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINDEVBEL
|
Life Underwriting-NW | Compaq | Deskpro EP/SB Series | 6945CJN4K502 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINDONMCG
|
Individual-Policy Service-HO | Compaq | Deskpro EN Series | 6926CD640950 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINDONNAO
|
Individual-New Business-Issue | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDLINDONPOR
|
Individual-Policy Service-HO | Compaq | Deskpro EN Series | 6918CD64H932 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINEDNAHL
|
Individual-Policy Service-HO | Compaq | Deskpro | 6906BW85C909 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINELMVIL
|
Individual-New Business-Issue | Compaq | Deskpro | 6918CD64G081 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINFRADEN
|
Individual-Policy Service-HO | Compaq | Deskpro | 6044DYSZE396 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINFRIMAR
|
Individual-Policy Service-HO | Compaq | Deskpro | 6902BW85A594 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINGREJON
|
Individual-Policy Service-HO | Compaq | Deskpro | 6907BW85B014 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINGUNGRA1
|
Indiv-Admin-Accounting | Compaq | Evo D510 CMT | 6X19DYSZF0KZ | [***] | [***] | REDMOND-LIFE | |||||||
REDLINGWECLA
|
Indiv-Admin-Accounting | IBM | 26474PU | 78KZ5DD | [***] | [***] | REDMOND-LIFE | |||||||
REDLINHEIHAY
|
Individual-New Business-Issue | Compaq | Deskpro | 6848BW85D931 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINHEILAW
|
Indiv-Admin-Accounting | IBM | 26474PU | 78KZ5DH | [***] | [***] | REDMOND-LIFE | |||||||
REDLINIRIGUR1
|
Indiv-Admin-Accounting | Compaq | Evo D510 CMT | W309KN8XA004 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINJANKAH
|
Individual-Claims | Compaq | Deskpro EN Series | 6931CD640680 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINJASMOR
|
Individual Client Svc & Claims | Compaq | Deskpro | 6044DYSZF009 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINJEFHUN
|
Individual-New Business-Issue | Compaq | Deskpro | 6041DYSZD601 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINJEFSHO
|
Individual-Claims | Compaq | Deskpro | 6910BW85G311 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINJENDAV
|
Indiv Management | IBM | 266295U | FXT2043 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINJENPEY
|
Individual Client Svc & Claims | Compaq | Deskpro | [***] | [***] | REDMOND-LIFE | ||||||||
REDLINJOECUR
|
Individual-New Business-Issue | Compaq | Deskpro | 6922CD64A397 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINJOELIU
|
Indiv-Admin-Accounting | Compaq | Deskpro | 6048DYSZB837 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINJULCON
|
Life Underwriting-NW | Compaq | Deskpro EN Series | 6918CD64J060 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINKARDIE
|
Individual-Policy Service-HO | Compaq | Deskpro | 6926CD640658 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINKAREBR
|
Individual-Policy Service-HO | Compaq | Deskpro | 6849BW85C464 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINKATBRA
|
Indiv-Admin-Accounting | Compaq | Deskpro | 6Y19DYSZ60G9 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINKATFER
|
Individual-New Business-Issue | Compaq | Deskpro | 6931CD640965 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINKATHPH
|
Indiv-Admin-Accounting | Compaq | Deskpro | 6037DYSZG800 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINKATMCG
|
Life Underwriting-NW | Compaq | Deskpro EN Series | 6918CD64F973 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINKATWAL
|
Individual-New Business-Issue | Compaq | Deskpro | 6918CD64H929 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINKEERHO
|
Individual-Policy Service-HO | Compaq | Deskpro | 6907BW85C890 | [***] | [***] | REDMOND-LIFE |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
| Confidential Information — For internal use only | Laptop & Desktop Inventory |
10
Table of Contents
C.1 - Distributed Computing Hardware
Laptops &Desktops Inventory
Laptops &Desktops Inventory
| Office / Branch | ||||||||||||||
| Location (computer | Business | MFG Model (Name / | Comments | Comments | Comments | |||||||||
| name) | (department name) | MFG Make | Number) | (serial number) | (user name) | (user ID) | Office/City | |||||||
REDLINKELBAR
|
Individual-New Business-Issue | Compaq | Deskpro EP/SB Series | 6945CJN4K386 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINKELPET
|
Individual-New Business-Issue | Compaq | Deskpro EN Series | 6920CD64E506 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINKEVHIL
|
Indiv-Issue | Compaq | Deskpro EN Series | 6920CD64D264 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINKHIQUA
|
Individual-New Business-Issue | Compaq | Deskpro | 6907BW85B059 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINKRIEGG
|
Individual-New Business-Issue | Compaq | Deskpro EP/SB Series | 6015CW4PA280 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINKRIHIL
|
Individual-Claims | Compaq | Deskpro | 6848BW85D923 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINKRILAN
|
Individual-Policy Service-HO | Compaq | Deskpro | 6850BW85B562 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINKRIPAI
|
Indiv-Admin-Accounting | Compaq | Evo D510 CMT | W240KN8XA060 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINLAUHAN
|
Individual-Policy Service-HO | Compaq | Deskpro EN Series | 6918CD64H931 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINLAUJOH
|
Indiv Management | IBM | 26474AU | 78FMFYX | [***] | [***] | REDMOND-LIFE | |||||||
REDLINLEAFRA
|
Individual-Policy Service-HO | Compaq | Deskpro | 6907BW85C673 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINLEASAW
|
Individual-New Business-Issue | Compaq | Deskpro EP/SB Series | 6941CJN4M107 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINLEOSIM
|
Individual-New Business-Issue | Compaq | Deskpro | 6905BW85C213 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINLIDONA
|
Individual-Policy Service-HO | Compaq | Deskpro | 6910BW85D093 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINLISANK
|
Sales Center-Call Center | Compaq | Deskpro | 6907BW85B578 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINLISELV
|
Individual-Policy Service-HO | Compaq | Deskpro EN Series | 6926CD640606 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINLISELV1
|
Individual-Policy Service-HO | Compaq | Deskpro EN Series | 6927CD642424 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINLISSIE
|
Individual-New Business-Issue | Compaq | Deskpro | 6907BW85B606 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINLYNHIL
|
Individual-Policy Service-HO | Compaq | Deskpro | 6044DYSZE928 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINMAHOLL1
|
Individual-New Business-Issue | Compaq | Evo D510 CMT | W240KN8XA090 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINMARHA1
|
Life Underwriting-NW | IBM | 264746U | 78KBXM2 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINMARHAR
|
Individual-New Business-Issue | Compaq | Deskpro EP/SB Series | 6926CD641280 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINMARRAB
|
Individual-New Business-Issue | Compaq | Deskpro | 6918CD64G055 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINMARTVE
|
Indiv-Admin-Accounting | Compaq | Deskpro | 6052DYSZJ869 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINMARVAR
|
Individual-New Business-Issue | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDLINMICCHE
|
Individual Client Svc & Claims | IBM | 26474PU | 78KZ6AC | [***] | [***] | REDMOND-LIFE | |||||||
REDLINMICHAM
|
Life Underwriting-NW | Compaq | Deskpro EP/SB Series | 6944CJN4K511 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINMICHBA
|
Individual-New Business-Issue | Compaq | Deskpro EP/SB Series | 6949CJN4N815 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLINMICMEA
|
Individual-Policy Service-HO | Compaq | Deskpro | 6921CD64C881 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINMIKMAD
|
Life Underwriting-NW | IBM | 266234U | FX39232 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINMIRSEB
|
Individual-New Business-Issue | Compaq | Deskpro | 6907BW85B078 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINMONMOT
|
Individual-New Business-Issue | Compaq | Deskpro | 6922CD64A013 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINNATJON
|
Individual-Claims | Compaq | Deskpro | 6907BW85D051 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINNEEHOS
|
Individual-New Business-Issue | Compaq | Deskpro EP/SB Series | 6942CJN4M838 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINNICBR1
|
Individual-New Business-Issue | Compaq | Deskpro | 6918CD64F965 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINPATBRI
|
Individual Client Svc & Claims | Compaq | Deskpro | 6907BW85C970 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINPAUWHI
|
Individual-Policy Service-HO | Compaq | Deskpro EN Series | 6920CD64A257 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINPIEKOB
|
Individual-New Business-Issue | Compaq | Deskpro | 6037DYSZA954 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINQUANDO
|
Individual-Claims | Compaq | Deskpro | 6848BW85D958 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINREBMOO
|
Individual-Policy Service-HO | Compaq | Deskpro | 6906BW85F320 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINREEBAK
|
Individual-New Business-Issue | Compaq | Deskpro EP/SB Series | 6945CJN4K696 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINRHODUN
|
Life Underwriting-NW | Compaq | Deskpro EP/SB Series | 6941CJN4M034 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINRHOSOL
|
Individual-New Business-Issue | Compaq | Deskpro EP/SB Series | 6X1ADYSZ804F | [***] | [***] | REDMOND-LIFE | |||||||
REDLINROBBAU
|
Individual-Policy Service-HO | Compaq | Deskpro | 6849BW85B721 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINROBBUC
|
Individual-Policy Service-HO | Compaq | Deskpro | 6848BW85D917 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINROBGL1
|
Indiv-Issue | Compaq | Deskpro | 6847BW85A595 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINROBINC
|
Individual Admin | Compaq | Deskpro EP/SB Series | 6014CW4PA446 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINROSCAS
|
Individual Admin | Compaq | Deskpro EP/SB Series | 6929CJN42371 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINROSGRU
|
Individual-Claims | Compaq | Deskpro | 6850BW85B385 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINRUBGUT
|
Individual-Policy Service-HO | Compaq | Deskpro | 6048DYSZX470 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINRYALOV
|
Individual-Policy Service-HO | Compaq | Deskpro | 6848BW85E601 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINSABYEU
|
Individual-New Business-Issue | Compaq | Deskpro EP/SB Series | 6015CW4PA115 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINSALAND
|
Individual-New Business-Issue | Compaq | Deskpro | 6041DYSZD606 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINSARTAR
|
Individual-New Business-Issue | Compaq | Deskpro EN Series | 6927CD640849 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINSHARE3
|
Individual Systems | Compaq | Deskpro | 6849BW85A311 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINSHETHO
|
Individual Admin | Compaq | DSDT | 6X1ADYSZ80AV | [***] | [***] | REDMOND-LIFE | |||||||
REDLINSHISTU
|
Indiv-Admin-Accounting | IBM | 26474PU | 78KZ5BT | [***] | [***] | REDMOND-LIFE | |||||||
REDLINSIRWIL
|
Individual-New Business-Issue | Compaq | Deskpro EP/SB Series | 6011DT63C419 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINSTEWIL
|
Individual-Policy Service-HO | Compaq | Deskpro | 6850BW85A729 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINSTLASS
|
Individual-Policy Service-HO | Compaq | Deskpro | 6907BW85D038 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINSUANDE
|
Life Underwriting-NW | Compaq | Deskpro EP/SB Series | 6945CJN4K494 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINSUEWIN
|
Individual-Policy Service-HO | Compaq | Deskpro EP/SB Series | 6946CJN4K823 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINSUSAND
|
Individual-New Business-Issue | Compaq | Deskpro | 6911BW85A429 | [***] | [***] | REDMOND-LIFE |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
| Confidential Information — For internal use only | Laptop & Desktop Inventory |
11
Table of Contents
C.1 - Distributed Computing Hardware
Laptops &Desktops Inventory
Laptops &Desktops Inventory
| Office / Branch | ||||||||||||||
| Location (computer | Business | MFG Model (Name / | Comments | Comments | Comments | |||||||||
| name) | (department name) | MFG Make | Number) | (serial number) | (user name) | (user ID) | Office/City | |||||||
REDLINSUSSM1
|
Indiv-Admin-Accounting | Compaq | EVO | W230JYFXA018 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINSUWPAT1
|
Indiv-Admin-Accounting | Compaq | Evo D510 CMT | W309KN8XA002 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINTAMKUB
|
Individual Client Svc & Claims | Compaq | Deskpro | 6044DYSZE502 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINTARRU1
|
Individual Client Svc & Claims | Compaq | Deskpro | 6035DYSZP606 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINTEHARL
|
Individual-Policy Service-HO | Compaq | Deskpro | 6044DYSZE803 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINTEMP01
|
Individual Systems | Compaq | Deskpro | 6907BW85C894 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINTERDER
|
Individual Client Svc & Claims | Compaq | Deskpro | 6926CD641634 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINTERMER
|
Individual-Policy Service-HO | Compaq | Deskpro | 6906BW85F318 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINTHEWIC
|
Individual-New Business-Issue | Compaq | Deskpro EP/SB Series | 6945CJN4K267 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINTHOGOW
|
Life Underwriting-NW | Compaq | Deskpro | 6105DYSZA492 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINTINMET
|
Individual-New Business-Issue | IBM | 264746U | 78KGDF5 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINTODYOU
|
Individual-New Business-Issue | Compaq | Deskpro EN Series | 6918CD64G582 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINTRNGPC
|
Individual-Policy Service-HO | Compaq | Deskpro | 6906BW85F839 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINVANDIN
|
Individual-Policy Service-HO | Compaq | Deskpro | 6848BW85D417 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINVICSTA
|
Individual-Policy Service-HO | Compaq | Deskpro | 6851BW85B977 | [***] | [***] | REDMOND-LIFE | |||||||
REDLINYELSKU
|
Indiv-Admin-Accounting | Compaq | Deskpro | 6112DYSZH328 | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXALIMOE
|
Individual Systems | Compaq | Deskpro | 6X19DYSZF0SF | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXBRAKNO
|
Individual Systems | Compaq | Deskpro | 6X19DYSZF0NP | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXDAVFR1
|
Actu-Prod Dev-Indiv | IBM | 26476U8 | 787BTYN | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXDEBBWI
|
Individual Systems | Compaq | Deskpro | 6112DYSZ1524 | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXDOUCAR
|
Individual Systems | IBM | 26474PU | 78KZ9NA | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXGAYBEN
|
Individual Systems | Compaq | Deskpro | 6906BW85F331 | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXGAYFIT
|
Individual Systems | Compaq | Deskpro | 6X19DYSZF0NW | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXGRASUM
|
Actu-Prod Dev-Indiv | COMPAQ | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDLIXINDSYS
|
Individual Systems | Compaq | Deskpro | 6906BW85D523 | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXJOHMYE
|
Individual Systems | Compaq | Deskpro | 6906BW85B237 | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXJOPARK
|
Actu-Prod Dev-Indiv | IBM | 26474AU | 78FNPZW | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXJORJUN
|
Individual Systems | Compaq | Deskpro | 6X19DYSZF0RK | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXJORJUN3
|
Individual Systems | Compaq | Deskpro EP/SB Series | 6945CJN4K613 | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXJUDHAR
|
Individual Systems | Compaq | Deskpro | 6906BW85F248 | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXJUNPEC
|
Individual Systems | Compaq | Deskpro | 6X19DYSZF119 | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXJUNWON
|
Individual Systems | Compaq | Deskpro | 6906BW85F218 | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXKALDON
|
Individual Systems | IBM | 26474AU | 78FNPDL | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXKARESC
|
Individual Systems | IBM | 26474MU | 78FRKLC | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXKARHET
|
Individual Systems | Compaq | Deskpro EP/SB Series | 6011DT63E524 | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXKARROG
|
Individual Systems | Compaq | Deskpro | 6906BW85B035 | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXKEVMEE
|
Actu-Prod Dev-Indiv | Compaq | Deskpro EP/SB Series | 6945CJN4L878 | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXLANLIL
|
Individual Systems | Compaq | Deskpro | 6847BW85D386 | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXLAUAND
|
Individual Systems | IBM | 26474PU | 78KZ4VD | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXLAUKIN
|
Individual Systems | IBM | 26474PU | 78KZ9PD | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXLEEJON
|
Individual Systems | IBM | 26474AU | 78FNPWT | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXLISTRA
|
Actu-Prod Dev-Indiv | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDLIXLORPOL
|
Individual Systems | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDLIXLYNCAR
|
Individual Systems | Compaq | Deskpro | 6926CD640916 | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXMARRAU
|
Individual Systems | IBM | 26474AU | 78AGXT3 | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXMATRIN
|
Actu-Prod Dev-Indiv | Compaq | Deskpro | 6922CD64A572 | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXMEADER
|
Individual Systems | IBM | 26476U8 | 787BVCT | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXPAMEAS
|
Individual Systems | Compaq | Deskpro | 6906BW85F164 | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXPAUSTE
|
Individual Systems | Compaq | Deskpro | 6110DYSZA665 | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXSHARE3
|
Indiv Management | Compaq | Deskpro | 6925CD642916 | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXSHARE6
|
Income Annuities Systems | Compaq | Deskpro | 6847BW85A596 | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXSHARE8
|
Individual Systems | Compaq | Deskpro | 6847BW85B473 | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXSOLVEL
|
Individual Systems | Compaq | Deskpro | 6906BW85C989 | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXTEMPOO
|
Actu-Prod Dev-Indiv | Compaq | Deskpro | 6922CD64A164 | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXTERRTH
|
Individual Systems | Compaq | Deskpro | 6905BW85C922 | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXTEST3
|
Individual Systems | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDLIXWENHUL
|
Individual Systems | Compaq | Deskpro | 6928CD640355 | [***] | [***] | REDMOND-LIFE | |||||||
REDLIXWESSIM
|
Individual Systems | Compaq | Deskpro | 6911BW85A569 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMHSOFT
|
Marketing-Administration | Compaq | Deskpro | 6847BW85B209 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMKAARMAT
|
Agy Svcs-Compensation | IBM | 26474PU | 78KZ8GD | [***] | [***] | REDMOND-LIFE | |||||||
REDLMKADRSTR
|
Agy Svcs-Compensation | Compaq | Deskpro EP/SB Series | 6002CJN4K516 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLMKAGYTEM
|
Agy Svcs-Compensation | IBM | 26474PU | 78KZ8DX | [***] | [***] | SEATTLE-ROOSEVELT COMMONS | |||||||
REDLMKANGHAW
|
Life Agy-Appointments | IBM | 26474EU | 78P7GN6 | [***] | [***] | REDMOND-RAINIER BLDG |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
| Confidential Information — For internal use only | Laptop & Desktop Inventory |
12
Table of Contents
C.1 - Distributed Computing Hardware
Laptops &Desktops Inventory
Laptops &Desktops Inventory
| Office / Branch | ||||||||||||||
| Location (computer | Business | MFG Model (Name / | Comments | Comments | Comments | |||||||||
| name) | (department name) | MFG Make | Number) | (serial number) | (user name) | (user ID) | Office/City | |||||||
REDLMKBABESH
|
Life Agy-Appointments | Compaq | Deskpro EP/SB Series | 6938CJN41131 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLMKBREFRE
|
Multi-Line Marketing | IBM | 26454EU | 78RWTH5 | [***] | [***] | REDMOND-ADAMS BLDG | |||||||
REDLMKCOLRAM
|
Life Agy-Appointments | Compaq | Deskpro | 6850BW85A531 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLMKDAITRA
|
Agy Svcs-Compensation | Compaq | Deskpro | 6033DYSZK201 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLMKDANKIR
|
Agy Svcs-Compensation | Compaq | Deskpro | 6046DYSZC946 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLMKDAROWL
|
Life Agy-Appointments | Compaq | Deskpro EP/SB Series | 6949CJN4N808 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLMKDAVBAT
|
Sales & Marketing Systems | IBM | 26474PU | 78KZ5VG | [***] | [***] | REDMOND-LIFE | |||||||
REDLMKDEBVA1
|
Agy Svcs-Compensation | Compaq | Deskpro EN Series | 6917CD64A160 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLMKDEBVAN
|
Agy Svcs-Compensation | IBM | 26474PU | 78KZ6BW | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLMKDEBWA1
|
Agy Svcs-Compensation | IBM | 26474EU | 78P6TT2 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLMKDEBWAN
|
Agy Svcs-Compensation | Compaq | Deskpro | 6037DYSZG755 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLMKDOHUBB
|
Life Agy-Appointments | Compaq | Deskpro EP/SB Series | 6949CJN4N696 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLMKELIAGU
|
Life Agy-Appointments | Compaq | Deskpro EP/SB Series | W240KN8XA052 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMKEVEUGA
|
Life Agy-Appointments | Compaq | Deskpro EP/SB Series | 6950CJN4M780 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLMKFALMAT
|
Life Agency Information-NW | Compaq | Deskpro EN Series | 6931CD640290 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLMKGAYFAW
|
Life Agy-Appointments | Compaq | Deskpro EP/SB Series | 6950CJN4K563 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLMKGREGWH
|
Agy Svcs-Compensation | Compaq | Deskpro | 6044DYSZF004 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLMKGRETJO
|
Transfer Agent Admin | Compaq | Deskpro | 6035DYSZQ545 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLMKGREWHI
|
Life Agency Information-NW | Compaq | Deskpro | 6840BW85J108 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMKHEALEL
|
Life Agy-Appointments | Compaq | Deskpro EP/SB Series | 6X21JYFZT14A | [***] | [***] | REDMOND-LIFE | |||||||
REDLMKHEALYO
|
Life Agy-Appointments | Compaq | Deskpro EP/SB Series | 78TCGM8 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMKINDEXING
|
Agy Svcs-Compensation | Compaq | Deskpro EP/SB Series | 6048DYSZW575 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMKJEASTR
|
Life Agy-Appointments | Compaq | Deskpro EP/SB Series | 78KZ5PY | [***] | [***] | REDMOND-LIFE | |||||||
REDLMKJIMPIR
|
Symetra Marketing | IBM | 26474AU | 6X19DYSZF0RL | [***] | [***] | REDMOND-LIFE | |||||||
REDLMKKATHWE
|
Agy Svcs-Compensation | IBM | 26474MU | 78KBYF6 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMKKAYMON
|
Life Agy-Appointments | Compaq | DSDT | 78MH6W0 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMKLAPTOP
|
Agy Svcs-Compensation | IBM | 26474AU | 6X25JYFZN1TM | [***] | [***] | REDMOND-LIFE | |||||||
REDLMKLARMIK
|
Grp Dist-Mkt/Sls-Sales-Sea | IBM | 26474AU | 787BVDV | [***] | [***] | not in outlook | |||||||
REDLMKLAYSHI
|
Agy Svcs-Compensation | Compaq | Deskpro EP/SB Series | 78FNPTA | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLMKLIGARD
|
Sales & Marketing Systems | IBM | 264746U | W312KN8XA014 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMKLORSWA
|
Life Agy-Appointments | Compaq | Deskpro EP/SB Series | 6949CJN4N823 | [***] | [***] | not in outlook | |||||||
REDLMKLYNLIN
|
Life Agency Information-NW | IBM | 26474PU | 78KGDA3 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMKMAGGRO
|
Agy Svcs-Compensation | Compaq | DSDT | W240KN8XA106 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMKMARBUR
|
Life Agy-Appointments | Compaq | Deskpro EP/SB Series | 6924CD64A889 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMKMARZOR
|
Agy Svcs-Compensation | Compaq | Deskpro EP/SB Series | 6851BW85A356 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMKMONPAR
|
Life Agy-Appointments | Compaq | DSDT | W238KN8XA213 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMKNICJAM
|
Life Agy-Appointments | Compaq | Deskpro | W240KN8XA048 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLMKNORFOW
|
Life Agy-Appointments | Compaq | Deskpro EP/SB Series | 6902BW85A688 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMKOCTORD
|
Life Agency Information-NW | Compaq | Deskpro EP/SB Series | 78VFWT1 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMKPATCRI
|
Life Agy-Appointments | Compaq | Deskpro EP/SB Series | W240KN8XA094 | [***] | [***] | not in outlook | |||||||
REDLMKPATWIN
|
Life Agy-Appointments | Compaq | Deskpro EP/SB Series | 78KZ5DM | [***] | [***] | REDMOND-LIFE | |||||||
REDLMKRANLAN
|
Multi-Line Marketing | IBM | 26454EU | 6X19DYSZF3RP | [***] | [***] | not in outlook | |||||||
REDLMKROBHEN
|
Agy Svcs-Compensation | IBM | 26474AU | 78T6CM3 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLMKSCANER
|
Agy Svcs-Compensation | Compaq | Deskpro EP/SB Series | 6X1ADYSZ80E3 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMKSHAHAG
|
Life Agy-Appointments | Compaq | Deskpro EP/SB Series | 6112DYSZD602 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMKSHEBLU
|
Life Agy-Appointments | Compaq | Deskpro EP/SB Series | 78MH6W1 | [***] | [***] | not in outlook | |||||||
REDLMKSIMBAN
|
Life Agy-Appointments | Compaq | Deskpro | 6927CD640182 | [***] | [***] | not in outlook | |||||||
REDLMKSTEZEI
|
Life Agy-Appointments | Compaq | Deskpro EP/SB Series | 6924CD64A836 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMKTEST02
|
Agy Svcs-Compensation | Compaq | Deskpro EP/SB Series | 6X21JYFZT16D | [***] | [***] | not in outlook | |||||||
REDLMKWENKEN
|
Agy Svcs-Compensation | IBM | 26474PU | 787BVBC | [***] | [***] | not in outlook | |||||||
REDLMLALEFUN
|
Multi-Line Dist-Sales-Atl | IBM | 264746U | W240KN8XA025 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMLALLMUR
|
Multiline-Seattle Sls-NW-Spo | IBM | 26474EU | 6X1ADYSZ80GY | [***] | [***] | REDMOND-LIFE | |||||||
REDLMLBRAMCA
|
Multiline-Seattle Sales-NW | IBM | 264746U | 6X19DYSZF0XE | [***] | [***] | REDMOND-LIFE | |||||||
REDLMLJIMDAN
|
Life Multi Pension Sls-SE-Nsh | IBM | 26474EU | 78KBNR1 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMLKARRMO
|
Multiline-Seattle Sales-NW | IBM | 26474EU | 6949CJN4M031 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLMLMARLUD
|
Multi-Line Dist-Sales-Atl | IBM | 26474PU | W240KN8XA021 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMLMELINT
|
Multi-Line Dist-Sales-Atl | IBM | 26474AU | W251KN8XA104 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMLSHARSM
|
Multi-Line Distribution | Compaq | Deskpro | 6110DYSZP292 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMLSTEDAI
|
Multiline-Seattle Sls-NW-Por | IBM | 26474EU | 78P7CT6 | [***] | [***] | LAKE OSWEGO | |||||||
REDLMLTERRAY
|
Life Multiline-CEN-Stl | IBM | 26474EU | 78P7CF5 | [***] | [***] | NASHVILLE | |||||||
REDLMLTIMADK
|
Multiline-Seattle Sales-NW | IBM | 26474EU | 6915CD64C272 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMXANGRIG
|
Sales & Marketing Systems | Compaq | Deskpro | 78FNTAR | [***] | [***] | REDMOND-LIFE | |||||||
REDLMXBRANAY1
|
Symetra Program Office | IBM | 26474AU | 6035DYSZM670 | [***] | [***] | REDMOND-LIFE |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
| Confidential Information — For internal use only | Laptop & Desktop Inventory |
13
Table of Contents
C.1 - Distributed Computing Hardware
Laptops &Desktops Inventory
Laptops &Desktops Inventory
| Office / Branch | ||||||||||||||
| Location (computer | Business | MFG Model (Name / | Comments | Comments | Comments | |||||||||
| name) | (department name) | MFG Make | Number) | (serial number) | (user name) | (user ID) | Office/City | |||||||
REDLMXCAMHEI1
|
Sales & Marketing Systems | IBM | 26476U8 | 6949CJN4N407 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLMXCAROLS
|
Sales & Marketing Systems | IBM | 26474AU | 6043DYSZB432 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMXDANTAK
|
Sales & Marketing Systems | Compaq | Deskpro | 6915CD64B149 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMXDAVTUS
|
Sales & Marketing Systems | IBM | 26476U8 | W240KN8XA099 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMXDERREA
|
Sales & Marketing Systems | IBM | 26474AU | 6X1ADYSZ8098 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMXDONRO1
|
Sales & Marketing Systems | IBM | 26474AU | W240KN8XA040 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMXGRECAM
|
Sales & Marketing Systems | IBM | 264746U | 6X1ADYSZ80HM | [***] | [***] | not in outlook | |||||||
REDLMXHEARIG
|
Sales & Marketing Systems | IBM | 26474AU | 6X25JYFZH0KE | [***] | [***] | REDMOND-LIFE | |||||||
REDLMXICSTEST
|
Symetra Quality Assurance | Compaq | Deskpro | 6X25JYFZN1FH | [***] | [***] | REDMOND-LIFE | |||||||
REDLMXKARMIL1
|
Sales & Marketing Systems | IBM | 26476U8 | 6X1ADYSZ80GZ | [***] | [***] | REDMOND-LIFE | |||||||
REDLMXLISTUR
|
Life Agency Information-NW | Compaq | Deskpro | 6X19DYSZF3RS | [***] | [***] | REDMOND-LIFE | |||||||
REDLMXLYFORS
|
Sales & Marketing Systems | IBM | 26474PU | 6109DYSZB878 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLMXMARIJO
|
Sales & Marketing Systems | Compaq | Deskpro | 78KZ5RH | [***] | [***] | REDMOND-LIFE | |||||||
REDLMXMARIME
|
Sales & Marketing Systems | Compaq | Deskpro | 6X1ADYSZ807H | [***] | [***] | REDMOND-LIFE | |||||||
REDLMXMELNIC
|
Sales & Marketing Systems | IBM | 26474MU | [***] | [***] | REDMOND-LIFE | ||||||||
REDLMXMELRIC
|
Symetra Quality Assurance | Compaq | DSDT | W240KN8XA038 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMXRICWOL
|
Sales & Marketing Systems | Compaq | Deskpro | 6X19DYSZF3SA | [***] | [***] | REDMOND-LIFE | |||||||
REDLMXROBKER
|
Sales & Marketing Systems | Compaq | Deskpro | W240KN8XA082 | [***] | [***] | not in outlook | |||||||
REDLMXSAANDR2
|
Sales & Marketing Systems | IBM | 26474PU | 6902BW85A599 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMXSANVAN2
|
Sales & Marketing Systems | IBM | 26476U8 | 6048DYSZX168 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMXSHANAN
|
Sales & Marketing Systems | IBM | 2647APU | 6927CD642367 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMXSHARE1
|
Sales & Marketing Systems | IBM | 26454AU | 6949CJN4N701 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLMXSTEPHA
|
Sales & Marketing Systems | Compaq | Deskpro | 6105DYSZH729 | [***] | [***] | not in outlook | |||||||
REDLMXSUELEE
|
Sales & Marketing Systems | IBM | 26474PU | 6030DYSZN938 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMXSUENOR
|
Sales & Marketing Systems | IBM | 26474PU | 6048DYSZW566 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMXTOMMUL
|
Sales & Marketing Systems | Compaq | Deskpro | 78KGLX6 | [***] | [***] | DULUTH | |||||||
REDLMXTONFAU
|
Sales & Marketing Systems | IBM | 26474PU | W240KN8XA078 | [***] | [***] | REDMOND-LIFE | |||||||
REDLMXWALBUC1
|
Sales & Marketing Systems | IBM | 26474PU | 6043DYSZA087 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNAILIBA
|
Ret Svcs-Operations | Compaq | Deskpro | 6043DYSZB399 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNALAPHO
|
Ret Svcs-New Business | Compaq | Evo D500 | 6930CD640191 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNALEBAC
|
Ret Svcs-New Business | Compaq | Evo D500 | 6X25JYFZN1HW | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNALIEDG
|
Ret Svcs-TSA | Compaq | Evo D510 CMT | 78KFNT5 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNALIMUL
|
Income Annu-New Business | Compaq | Evo D510 CMT | 6048DYSZW706 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNALLCHU
|
Actu-Prod Dev-Ret Svcs | IBM | 26474PU | 6048DYSZW629 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNALLVIL
|
Ret Svcs-IRA/Non-Qual | Compaq | Deskpro | 78KZ4HR | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNALMCCO
|
Income Annu-Cust Care | Compaq | Evo D510 CMT | 6930CD640216 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNAMINAG
|
Income Annu-Cust Care | Compaq | Deskpro EP/SB Series | 6X19DYSZF0VG | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNAMPCAP
|
Ret Svcs-IRA/Non-Qual | Compaq | Evo D510 CMT | 6X25JYFZN1LB | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNAMYLUT
|
Income Annu-Ctl & Audit | IBM | 26474MU | W240KN8XA042 | [***] | [***] | not in outlook | |||||||
REDLPNANABET
|
Ret Svcs-Operations | Compaq | Deskpro | 6948CJN4N489 | [***] | [***] | not in outlook | |||||||
REDLPNANDCOO
|
Income Annuities | Compaq | DSDT | 6847BW85C692 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNANNCOO
|
Ret Svcs-TSA | Compaq | Deskpro | 6041DYSZD647 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNANSTSE
|
Income Annu-New Business | Compaq | DSDT | W306KN8XA206 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNAURHAL
|
Ret Svcs-IRA/Non-Qual | Compaq | Deskpro | [***] | [***] | REDMOND-RAINIER BLDG | ||||||||
REDLPNBENBAI
|
Ret Svcs-Operations | Compaq | Deskpro | 6048DYSZW706 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNBETKNO
|
Ret Svcs-IRA/Non-Qual | Compaq | Deskpro | 6952CJN4K429 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLPNBEVGAL
|
Ret Svcs-New Business | Compaq | Deskpro | 6X1ADYSZ8091 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNBREJAN
|
Sales Center-Call Center | Compaq | Deskpro | 6847BW85C694 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNCARFOR
|
Ret Svcs-IRA/Non-Qual | Compaq | Deskpro EN Series | 6043DYSZA203 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNCARHAL
|
Ret Svcs-TSA | Compaq | DSDT | 6112DYSZQ034 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNCARLYT
|
Ret Svcs-New Business | Compaq | Evo D500 | 6112DYSZL613 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNCAROCA
|
Ret Svcs-Operations | Compaq | Deskpro | 787BVCZ | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNCAROFL
|
Ret Svcs-TSA | Compaq | DSDT | 78FNRFW | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLPNCHADIC
|
Ret Svcs-IRA/Non-Qual | Compaq | Deskpro EN Series | 78FNHYD | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNCHRISC
|
Income Annu-Cust Care | Compaq | Evo D510 CMT | 6X25JYFZE05A | [***] | [***] | not in outlook | |||||||
REDLPNCHRPAR
|
Ret Svcs-TSA | Compaq | Evo D510 CMT | 6037DYSZA919 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNCORKNO
|
Ret Svcs-New Business | Compaq | Evo D500 | W240KN8XA071 | [***] | [***] | not in outlook | |||||||
REDLPNCRACHU
|
Ret Svcs-Operations | Compaq | Deskpro | W240KN8XA088 | [***] | [***] | not in outlook | |||||||
REDLPNCRYQUI
|
Income Annu-Cust Care | Compaq | Evo D510 CMT | 6938CJN40580 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLPNDABRIG
|
Ret Svcs-IRA/Non-Qual | Compaq | EVO | 6941CJN4M086 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNDAVBAD
|
Ret Svcs-New Business | Compaq | Evo D500 | 6048DYSZW575 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNDAVISA
|
Ret Svcs-New Business | Compaq | Deskpro | X037DYSZA500 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNDEAHUF
|
Ops Mgmt-HO | IBM | 264746U | 6043DYSZB838 | [***] | [***] | REDMOND-LIFE |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
| Confidential Information — For internal use only | Laptop & Desktop Inventory |
14
Table of Contents
C.1 - Distributed Computing Hardware
Laptops &Desktops Inventory
Laptops &Desktops Inventory
| Office / Branch | ||||||||||||||
| Location (computer | Business | MFG Model (Name / | Comments | Comments | Comments | |||||||||
| name) | (department name) | MFG Make | Number) | (serial number) | (user name) | (user ID) | Office/City | |||||||
REDLPNDEBCOX
|
Income Annu-New Business | Compaq | DSDT | 6X1ADYSZ80FY | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNDEBLAN
|
Ret Svcs-Operations | Compaq | Deskpro | W240KN8XA109 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNEDWCHO
|
Ops Mgmt-HO | IBM | 26474AU | 6048DYSZW780 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNELEBAR
|
Ret Svcs-IRA/Non-Qual | Compaq | EVO | 6X25JYFZN1FN | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNELLCHE
|
Symetra Program Office | Compaq | Deskpro | 78KGMW3 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNELOOLI
|
Ret Svcs-Operations | Compaq | Deskpro | 6109DYSZT033 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNELOOLI
|
Ret Svcs-Operations | Compaq | Deskpro | 6X19DYSZC0F9 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNERLBER
|
Ret Svcs-Operations | Compaq | Deskpro | 78FNVAM | [***] | [***] | DULUTH | |||||||
REDLPNERLZAF
|
Ret Svcs-New Business | Compaq | Evo D500 | 6043DYSZB265 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNEVAHET
|
Ret Svcs-IRA/Non-Qual | Compaq | Deskpro | 6X25JYFZN187 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNFLOJES
|
Ret Svcs-New Business | Compaq | Deskpro | 6849BW85A325 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNHARHER
|
Ret Svcs-TSA | Compaq | Deskpro | 78KZ7KF | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLPNHISMON
|
Ret Svcs-IRA/Non-Qual | Compaq | Deskpro | 6X25JYFZH0BL | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNINDWHI
|
Ret Svcs-IRA/Non-Qual | Compaq | Deskpro EN Series | 6918CD64C861 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLPNJABRA1
|
Income Annuities Systems | Compaq | DSDT | 6043DYSZB271 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNJASFU2
|
Ret Svcs-TSA | Compaq | Evo D510 CMT | W240KN8XA127 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNJAWHEA
|
Ret Svcs-IRA/Non-Qual | Compaq | Deskpro EN Series | 6925CD644331 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNJEAJAC
|
Ret Svcs-TSA | Compaq | Deskpro | 6048DYSZW575 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNJEALI2
|
Actu-Prod Dev-Ret Svcs | IBM | 26474PU | W240KN8XA015 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNJEGROM
|
Actu-Prod Dev-Ret Svcs | Compaq | Evo D510 CMT | 6036DYSZB580 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNJENABB
|
Ret Svcs-Operations | Compaq | Deskpro EN Series | W239KN8XA031 | [***] | [***] | not in outlook | |||||||
REDLPNJENCR1
|
Ret Svcs-Operations | Compaq | Deskpro | 6907BW85D045 | [***] | [***] | not in outlook | |||||||
REDLPNJERSAN
|
Ret Svcs-IRA/Non-Qual | Compaq | Deskpro | 78KZ9TB | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLPNJIHMOH
|
Ret Svcs-IRA/Non-Qual | Compaq | Deskpro | 6112DYSZL575 | [***] | [***] | not in outlook | |||||||
REDLPNJILBOR
|
Ret Svcs-TSA | Compaq | Deskpro | 78BFVR0 | [***] | [***] | not in outlook | |||||||
REDLPNJILPAT
|
Income Annuities | Compaq | Deskpro | 6910BW85G278 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNJOALEI
|
Ret Svcs-IRA/Non-Qual | Compaq | Deskpro | 6849BW85A111 | [***] | [***] | not in outlook | |||||||
REDLPNJOEGOO
|
Ret Svcs-Operations | Compaq | Deskpro | 6048DYSZW629 | [***] | [***] | not in outlook | |||||||
REDLPNJOHWEA
|
Ret Svcs-IRA/Non-Qual | Compaq | EVO | 6048DYSZW780 | [***] | [***] | not in outlook | |||||||
REDLPNJOSFLO
|
Ret Svcs-Operations | Compaq | Deskpro | 6848BW85D893 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNJUDJOH
|
Income Annu-Cust Care | Compaq | Deskpro EN Series | 6924CD64A619 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNJUDYBR
|
Ret Svcs-TSA | Compaq | Evo D510 CMT | 6043DYSZB255 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNJULMAN
|
Ret Svcs-IRA/Non-Qual | Compaq | DSDT | 78TCPV9 | [***] | [***] | DULUTH | |||||||
REDLPNKAIJON1
|
Ret Svcs-IRA/Non-Qual | Compaq | Evo D510 CMT | 6125DYSZD374 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNKAREHA1
|
Ret Svcs-TSA | Compaq | Deskpro | 6907BW85D056 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNKARWIL
|
Income Annu-New Business | Compaq | DSDT | W240KN8XA018 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNKATDIN
|
Ret Svcs-New Business | Compaq | Deskpro | 6043DYSZB310 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNKATHYW
|
Ret Svcs-Operations | Compaq | Deskpro | 6927CD642437 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNKATLEN
|
Ret Svcs-IRA/Non-Qual | Compaq | Deskpro EP/SB Series | 6110DYSZQ526 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNKATUND
|
Ret Svcs-IRA/Non-Qual | Compaq | Evo D510 CMT | 78KZ5RZ | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNKEVWOO
|
Income Annu-Ctl & Audit | Compaq | Evo D510 CMT | 6927CD641942 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNKIMLUO
|
Ret Svcs-Operations | Compaq | Deskpro | 6002CJN4K550 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLPNKIMMCS
|
Income Annuities | IBM | 26474PU | 6945CJN4K309 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNKYLWHI
|
Ret Svcs-New Business | Hewlett-Packard | HP d530 CMT(DC577AV) | 6030DYSZN771 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNLIEDWA
|
Ret Svcs-IRA/Non-Qual | Compaq | Evo D500 | W240KN8XA085 | [***] | [***] | not in outlook | |||||||
REDLPNLILSOU
|
Ret Svcs-IRA/Non-Qual | Compaq | Deskpro | 78KFXF5 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNLINDAH
|
Ret Svcs-Operations | Compaq | Deskpro | 78KZ7HR | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNLINMAC
|
Income Annu-New Business | Compaq | DSDT | W231JYFXA008 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNLINMCC
|
Ret Svcs-TSA | Compaq | Evo D510 CMT | 78MH7P8 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNLISAHE
|
Ret Svcs-New Business | Compaq | Evo D500 | 6048DYSZB354 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNLISBA1
|
Ret Svcs-Operations | IBM | 26454EU | 78MH1N1 | [***] | [***] | DULUTH | |||||||
REDLPNLISYAM
|
Ret Svcs-TSA | Compaq | Deskpro EP/SB Series | 6924CD64A892 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNLOLESC
|
Ret Svcs-Operations | Compaq | Deskpro | 78CYHYB | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNLORENG
|
Income Annu-New Business | Compaq | DSDT | 6924CD64A840 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNLORSIM
|
Ret Svcs-Operations | Compaq | Deskpro | 6X19DYSZF11Z | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNLUIGAM
|
Ret Svcs-IRA/Non-Qual | Compaq | Deskpro EN Series | 6949CJN4N695 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLPNLUSGAB
|
Ret Svcs-New Business | Compaq | Deskpro | 6X1ADYSZ806N | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNLYDFLO
|
Income Annuities | Compaq | Evo D510 CMT | 6043DYSZC233 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLPNLYNMIL
|
Ret Svcs-IRA/Non-Qual | Compaq | Deskpro | U149DYSZB212 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNMACOOP
|
Ret Svcs-Operations | Compaq | Deskpro | 6015CW4PA207 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLPNMACORO
|
Ret Svcs-IRA/Non-Qual | Compaq | EVO | 6929CJN42131 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLPNMARCRO
|
Ret Svcs-TSA | Compaq | Evo D510 CMT | 78MH7A3 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNMATLAY
|
Ret Svcs-New Business | Compaq | Deskpro | 6922CD64A241 | [***] | [***] | not in outlook |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
| Confidential Information — For internal use only | Laptop & Desktop Inventory |
15
Table of Contents
C.1 - Distributed Computing Hardware
Laptops &Desktops Inventory
Laptops &Desktops Inventory
| Office / Branch | ||||||||||||||
| Location (computer | Business | MFG Model (Name / | Comments | Comments | Comments | |||||||||
| name) | (department name) | MFG Make | Number) | (serial number) | (user name) | (user ID) | Office/City | |||||||
REDLPNMELBUR
|
Ret Svcs-TSA | Compaq | Evo D510 CMT | 78KBTG9 | [***] | [***] | REDMOND-ADAMS BLDG | |||||||
REDLPNMELLEW
|
Ret Svcs-IRA/Non-Qual | Compaq | Deskpro | 78FRKKN | [***] | [***] | not in outlook | |||||||
REDLPNMELLYN
|
Ret Svcs-Operations | Compaq | Deskpro | W240KN8XA110 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNMEOWOH
|
Ret Svcs-IRA/Non-Qual | Compaq | Deskpro | 6112DYSZ1530 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNMERPAR
|
Ret Svcs-IRA/Non-Qual | Compaq | Deskpro | 78MH7D5 | [***] | [***] | REDMOND-ADAMS BLDG | |||||||
REDLPNMICHSP
|
Income Annu-Cust Care | Compaq | Evo D510 CMT | 6X1ADYSZ806Z | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNMICTUT
|
Ret Svcs-IRA/Non-Qual | Compaq | EVO | 6X19DYSZF0XY | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNMIKBRO
|
Ret Svcs-Operations | Compaq | Deskpro | 78KZ9VG | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNMINORM
|
Ret Svcs-IRA/Non-Qual | Compaq | EVO | 78FNTHZ | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNMOHTAL
|
Ret Svcs-New Business | Compaq | Deskpro | 6112DYSZL656 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNMONBEL
|
Ret Svcs-IRA/Non-Qual | Compaq | Evo D510 CMT | 6910BW85G293 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNNADSHI
|
Income Annuities | Compaq | Deskpro | 78FNTMB | [***] | [***] | REDMOND-ADAMS BLDG | |||||||
REDLPNNANMUL
|
Ret Svcs-TSA | Compaq | Evo D510 CMT | 6847BW85D665 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNNANSCO
|
Ret Svcs-Operations | Compaq | Deskpro | 787BTYL | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNNATKUB
|
Ret Svcs-New Business | Compaq | Deskpro | 6927CD641896 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNNOELAS
|
Income Annu-Cust Care | Compaq | Deskpro | 6851BW85D197 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNNOMMCN
|
Income Annuities | Compaq | DSDT | 6050DYSZH123 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNODICAP
|
Ret Svcs-Operations | Compaq | Deskpro EN Series | 6050DYSZH123 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNPATMCN
|
Ret Svcs-Operations | Compaq | Deskpro | [***] | [***] | REDMOND-RAINIER BLDG | ||||||||
REDLPNPATWON
|
Ret Svcs-Operations | Compaq | Deskpro | 78P7DX7 | [***] | [***] | REDMOND-ADAMS BLDG | |||||||
REDLPNPAUFUL
|
Ret Svcs-IRA/Non-Qual | Compaq | Deskpro | 6043DYSZA253 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNRACEDM
|
Income Annu-New Business | Compaq | DSDT | 6930CD640065 | [***] | [***] | not in outlook | |||||||
REDLPNRAMIWA
|
Ret Svcs-New Business | Compaq | Evo D500 | W240KN8XA066 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNREBMIT
|
Ret Svcs-IRA/Non-Qual | Compaq | Deskpro | 78P7CV8 | [***] | [***] | not in outlook | |||||||
REDLPNRICBU1
|
Ops Mgmt-HO | IBM | 26476U8 | 6109DYSZU151 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLPNRICKUE
|
Income Annu-Cust Care | Compaq | Evo D510 CMT | 6X25JYFZN1L9 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNRICLAV
|
Ret Svcs-TSA | Compaq | Evo D510 CMT | [***] | [***] | REDMOND-LIFE | ||||||||
REDLPNROBAND
|
Ret Svcs-Operations | Compaq | Deskpro EN Series | 6050DYSZH094 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNROBDEM
|
Ret Svcs-TSA | Compaq | Deskpro | 6949CJN4M163 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNRONBUC
|
Ret Svcs-New Business | Compaq | Evo D500 | 6048DYSZW700 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNROSSIP
|
Ret Svcs-IRA/Non-Qual | Compaq | Deskpro | 78XBFR4 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNRSACT1
|
Ret Svcs-Operations | Compaq | Deskpro | W240KN8XA053 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNSALGLE
|
Life Insurance Marketing | Compaq | Deskpro | 78FRHTN | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNSAMWAR
|
Ret Svcs-Operations | Compaq | Deskpro | W232JYFXA007 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNSANHEN
|
Ops Mgmt-HO | IBM | 26474AU | 78KZ5TF | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNSANLIN
|
Ret Svcs-New Business | Compaq | EVO | 78FRMWP | [***] | [***] | not in outlook | |||||||
REDLPNSARPED
|
Income Annuities | Compaq | DSDT | 6926CD641629 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNSCOBAR
|
Ops Mgmt-HO | IBM | 26454EU | 6111DYSZM449 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNSELTEL
|
Ret Svcs-Operations | Compaq | Deskpro | [***] | [***] | REDMOND-LIFE | ||||||||
REDLPNSHARE1
|
Ret Svcs-New Business | Compaq | Evo D500 | 78VFPC3 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNSHEARI
|
Income Annuities | Compaq | Evo D510CMT | 6X19DYSZF10A | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNSHEIHO
|
Income Annu-New Business | Compaq | DSDT | 6X19DYSZF10A | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNSHIRBA
|
Ret Svcs-New Business | Compaq | Evo D500 | 6014CW4PA168 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNSONDAV
|
Ret Svcs-TSA | Compaq | Evo D510 CMT | W240KN8XA051 | [***] | [***] | not in outlook | |||||||
REDLPNSOPFON
|
Ret Svcs-Operations | Compaq | Deskpro | 6851BW85D181 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNSTETRE
|
Internal Wholesalers | Compaq | Deskpro | [***] | [***] | not in outlook | ||||||||
REDLPNSTEVYA
|
Ret Svcs-Operations | Compaq | Deskpro | W240KN8XA122 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNSUEYEA
|
Ret Svcs-Operations | Compaq | Deskpro | 6035DYSZQ539 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNSUSAVA
|
Ret Svcs-Operations | Compaq | Deskpro | 6048DYSZW765 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNTARSTE
|
Ret Svcs-IRA/Non-Qual | Compaq | Deskpro | 6X1ADYSZ80JP | [***] | [***] | not in outlook | |||||||
REDLPNTHOLYO
|
Ret Svcs-Operations | Compaq | Deskpro | 6X19DYSZC0JX | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNTIMCHA
|
Income Annu-Cust Care | Compaq | Deskpro EP/SB Series | 6005CJN4A011 | [***] | [***] | not in outlook | |||||||
REDLPNTMP733
|
Ret Svcs-New Business | Compaq | Deskpro | 6044DYSZE743 | [***] | [***] | not in outlook | |||||||
REDLPNTODSMA
|
Income Annu-Cust Care | Compaq | Evo D510 CMT | 6X25JYFZE043 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNTOMBRO
|
Actu-Prod Dev-Ret Svcs | IBM | 26454EU | W240KN8XA013 | [***] | [***] | not in outlook | |||||||
REDLPNTRAHIR
|
Ret Svcs-New Business | Compaq | Deskpro | 78FNLZA | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNTRIPOS
|
Ret Svcs-TSA | Compaq | Evo D510 CMT | 6928CD640263 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNTROAXO
|
Ret Svcs-Operations | Compaq | Deskpro | W240KN8XA029 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNTROAXO
|
Ret Svcs-Operations | Compaq | Deskpro | W240KN8XA008 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNTSA002
|
Ret Svcs-TSA | Compaq | DSDT | 6926CD640167 | [***] | [***] | not in outlook | |||||||
REDLPNVALGAR
|
Ret Svcs-New Business | Compaq | Evo D500 | 6840BW85J583 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNVALLEY
|
Ops Mgmt-HO | IBM | 264746U | W240KN8XA044 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNVASMON
|
Ret Svcs-Operations | Compaq | Deskpro | 6048DYSZW759 | [***] | [***] | REDMOND-LIFE |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
| Confidential Information — For internal use only | Laptop & Desktop Inventory |
16
Table of Contents
C.1 - Distributed Computing Hardware
Laptops &Desktops Inventory
Laptops &Desktops Inventory
| Office / Branch | ||||||||||||||
| Location (computer | Business | MFG Model (Name / | Comments | Comments | Comments | |||||||||
| name) | (department name) | MFG Make | Number) | (serial number) | (user name) | (user ID) | Office/City | |||||||
REDLPNVASMON
|
Ret Svcs-Operations | Compaq | Deskpro | 78P7CT3 | [***] | [***] | FENTON-SOUTH | |||||||
REDLPNWARWOO
|
Ops Mgmt-HO | Compaq | Evo D510 CMT | 78FNTKL | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNWILLAU
|
Ret Svcs-Operations | Compaq | Deskpro | 6051DYSZH653 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNYUKELL
|
Ret Svcs-TSA | Compaq | Deskpro | [***] | [***] | REDMOND-LIFE | ||||||||
REDLPNYUMKOJ
|
Ret Svcs-Operations | Compaq | Deskpro | 6112DYSZH289 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPNYVOPOR
|
Ret Svcs-Operations | Compaq | Deskpro EN Series | 78RKCF0 | [***] | [***] | REDMOND-LIFE | |||||||
REDLPXMIKMUR
|
Symetra Quality Assurance | Compaq | Evo D500 | 78FNTRP | [***] | [***] | REDMOND-LIFE | |||||||
REDLPXMIKMUR1
|
Symetra Quality Assurance | Compaq | DSDT | 6015CW4PA106 | [***] | [***] | not in outlook | |||||||
REDLRXBOBZO1
|
Core Systems & Services | Compaq | Evo D510 CMT | 6109DYSZQ987 | [***] | [***] | not in outlook | |||||||
REDLRXDAVHAX
|
Core Systems & Services | Compaq | Deskpro | 6112DYSZF321 | [***] | [***] | not in outlook | |||||||
REDLRXFRAPER
|
Core Systems & Services | Compaq | Deskpro | 6048DYSZA904 | [***] | [***] | REDMOND-LIFE | |||||||
REDLRXHELMZA
|
Core Systems & Services | Compaq | Deskpro | 6030DYSZN743 | [***] | [***] | REDMOND-LIFE | |||||||
REDLRXJONBIN
|
Core Systems & Services | Compaq | DSDT | W240KN8XA047 | [***] | [***] | REDMOND-LIFE | |||||||
REDLRXJUDFUN
|
Core Systems & Services | Compaq | Deskpro | W240KN8XA123 | [***] | [***] | REDMOND-LIFE | |||||||
REDLRXKASTAN
|
Core Systems & Services | IBM | 26474PU | 6X19DYSZF3SF | [***] | [***] | REDMOND-LIFE | |||||||
REDLRXKEVDEK
|
Sales & Marketing Systems | IBM | 26474AU | 78FRMWN | [***] | [***] | not in outlook | |||||||
REDLRXLAB-02
|
Core Systems & Services | Compaq | Deskpro | W240KN8XA003 | [***] | [***] | not in outlook | |||||||
REDLRXLILWOO1
|
Core Systems & Services | Compaq | Deskpro EP/SB Series | 6948CJN4K838 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLRXLINDHI
|
Core Systems & Services | Compaq | Deskpro | 6103DYSZB549 | [***] | [***] | REDMOND-LIFE | |||||||
REDLRXTENROB
|
Core Systems & Services | Compaq | Deskpro | W240KN8XA096 | [***] | [***] | not in outlook | |||||||
REDLSMMEGMCG
|
Symetra Marketing | Compaq | Deskpro | 6851BW85D169 | [***] | [***] | REDMOND-LIFE | |||||||
REDLTDBLMBRG
|
Actu-Prod Dev-Ret Svcs | Compaq | Deskpro EN Series | 6X22JYFZE0Z1 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLTDCLSB20
|
Indiv-Admin-Accounting | Compaq | Deskpro | 6032DYSZA216 | [***] | [***] | REDMOND-LIFE | |||||||
REDLTDCLSB21
|
Individual-New Business-Issue | Compaq | Deskpro | [***] | [***] | REDMOND-RAINIER BLDG | ||||||||
REDLTDCLSB22
|
Individual-New Business-Issue | Compaq | Deskpro | 6048DYSZX255 | [***] | [***] | REDMOND-LIFE | |||||||
REDLTDCLSB23
|
Individual-New Business-Issue | Compaq | Deskpro | W240KN8XA061 | [***] | [***] | REDMOND-LIFE | |||||||
REDLTDCLSB24
|
Indiv-Admin-Accounting | Compaq | Deskpro | W240KN8XA125 | [***] | [***] | not in outlook | |||||||
REDLTDCLSB25
|
Indiv-Admin-Accounting | Compaq | Deskpro | 6928CD640151 | [***] | [***] | REDMOND-LIFE | |||||||
REDLTDCLSB26
|
Income Annu-Cust Care | Compaq | Deskpro | 6945CJN4L006 | [***] | [***] | not in outlook | |||||||
REDLTDCLSB27
|
Income Annu-Cust Care | Compaq | Deskpro | 6048DYSZW764 | [***] | [***] | not in outlook | |||||||
REDLTDCLSB28
|
Income Annu-Cust Care | Compaq | Deskpro | W240KN8XA115 | [***] | [***] | REDMOND-LIFE | |||||||
REDLTDCLSB29
|
Indiv-Admin-Accounting | Compaq | Deskpro | 6915CD64B151 | [***] | [***] | REDMOND-LIFE | |||||||
REDLTDCLSB30
|
Individual-New Business-Issue | Compaq | Deskpro | 78KZ2XA | [***] | [***] | REDMOND-LIFE | |||||||
REDLTDCLSB31
|
Indiv-Admin-Accounting | Compaq | Deskpro | 6030DYSZN948 | [***] | [***] | REDMOND-LIFE | |||||||
REDLTDCLSBIN
|
Life Training-NW | Compaq | Deskpro | 6952CJN4K369 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLTDHELOJ1
|
Life Training-NW | SAFECO Insurance | W2K for Compaq Desktops v1.0 | 6011DT63E201 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLTDHELOJE
|
Life Training-NW | IBM | 26474AU | 6011DT63E197 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLTDLIBRY1
|
Individual-Policy Service-HO | Compaq | Deskpro | 6949CJN4N792 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDLTDLIBRY2
|
Sales Center-Call Center | Compaq | Deskpro | 6112DYSZZ741 | [***] | [***] | REDMOND-LIFE | |||||||
REDLTDLIBRY3
|
Individual-Claims | Compaq | Deskpro | 6849BW85A119 | [***] | [***] | REDMOND-LIFE | |||||||
REDLTDLIBRY4
|
Individual Client Svc & Claims | Compaq | Deskpro | 6902BW85A615 | [***] | [***] | REDMOND-LIFE | |||||||
REDLTDLINA01
|
Life Training-NW | Compaq | Deskpro | 6046DYSZC712 | [***] | [***] | REDMOND-LIFE | |||||||
REDLTDLINB01
|
Individual-New Business-Issue | Compaq | Deskpro | 6846BZL2A076 | [***] | [***] | REDMOND-LIFE | |||||||
REDLTDLINB20
|
Individual-New Business-Issue | Compaq | Deskpro | 6030DYSZN799 | [***] | [***] | REDMOND-LIFE | |||||||
REDLTDLINB21
|
Indiv-Issue | Compaq | Deskpro | 6X1ADYSZ80DB | [***] | [***] | REDMOND-LIFE | |||||||
REDLTDLINB22
|
Indiv-Admin-Accounting | Compaq | Deskpro | 6048DYSZW764 | [***] | [***] | REDMOND-LIFE | |||||||
REDLTDLINB24
|
Individual-New Business-Issue | Compaq | Deskpro | 6043dysza163 | [***] | [***] | REDMOND-LIFE | |||||||
REDLTDLINB26
|
Individual-New Business-Issue | Compaq | Deskpro | 99G6LBP | [***] | [***] | REDMOND-LIFE | |||||||
REDLTDLINB28
|
Indiv-Admin-Accounting | Compaq | Deskpro | 6048DYSZW772 | [***] | [***] | REDMOND-LIFE | |||||||
REDLTDLINB31
|
Indiv-Admin-Accounting | Compaq | Deskpro | 6108DYSZJ958 | [***] | [***] | REDMOND-LIFE | |||||||
REDLTDMARBAU
|
Life Training-NW | Compaq | Deskpro | W240KN8XA118 | [***] | [***] | REDMOND-LIFE | |||||||
REDLTDSARGRI
|
Life Training-NW | Compaq | Deskpro | 787BTNW | [***] | [***] | REDMOND-LIFE | |||||||
REDLTDTAMKEE
|
Life Training-NW | IBM | 26474MU | 6X19DYSZF0LE | [***] | [***] | REDMOND-LIFE | |||||||
REDMEDCARBIS
|
Medical | Compaq | Deskpro | 6110DYSZQ526 | [***] | [***] | REDMOND-LIFE | |||||||
REDMEDCRASCH
|
Medical | Compaq | Evo D510 CMT | 6033DYSZK000 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMEDMADUNN
|
Medical | Compaq | DSDT | 6X19DYSZF3S9 | [***] | [***] | REDMOND-LIFE | |||||||
REDMEDREBSCH
|
Medical | Compaq | Evo D510 CMT | 78FRKLM | [***] | [***] | REDMOND-LIFE | |||||||
REDMFBRIDBU1
|
SIS Sales | IBM | 26474AU | 6X21JYFZT169 | [***] | [***] | REDMOND-LIFE | |||||||
REDMFCGRECLA
|
Multi-Line Distribution | IBM | 26474EU | 78FRLNM | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMFCJIMJAC
|
BD Sales-West-HO | IBM | 26474PU | 6950CJN4N220 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMFCMICHAE
|
Mut Funds-Controllers-HO | Compaq | Deskpro | 6051DYSZH753 | [***] | [***] | REDMOND-LIFE | |||||||
REDMFCREBCRI
|
Multi-Line Marketing | IBM | 264746U | 6930CD640006 | [***] | [***] | REDMOND-LIFE | |||||||
REDMFCSTEMAN
|
BD — Admin | IBM | 26474PU | 6930CD640142 | [***] | [***] | REDMOND-LIFE |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
| Confidential Information — For internal use only | Laptop & Desktop Inventory |
17
Table of Contents
C.1 - Distributed Computing Hardware
Laptops &Desktops Inventory
Laptops &Desktops Inventory
| Office / Branch | ||||||||||||||
| Location (computer | Business | MFG Model (Name / | Comments | Comments | Comments | |||||||||
| name) | (department name) | MFG Make | Number) | (serial number) | (user name) | (user ID) | Office/City | |||||||
REDMFCWILLBR
|
BD Sales-East-Hrt | IBM | 264746U | 6930CD640090 | [***] | [***] | REDMOND-LIFE | |||||||
REDMKTANDCAS
|
Annuities Marketing | Compaq | Evo D510 CMT | 78VFTT2 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMKTJOEMCK
|
Grp Dist-Mkt/Sls-Sales-Sea | IBM | 26474PU | USW33300HF | [***] | [***] | REDMOND-LIFE | |||||||
REDMORALIEST
|
Mortgage Loan | Compaq | Deskpro | 6X1ADYSZ80J0 | [***] | [***] | REDMOND-LIFE | |||||||
REDMORBILHIG
|
Mortgage Loan | Compaq | Deskpro EP/SB Series | 6949CJN4N814 | [***] | [***] | not in outlook | |||||||
REDMORCINBAN
|
Mortgage Loan | Compaq | Deskpro | 6112DYSZG578 | [***] | [***] | REDMOND-LIFE | |||||||
REDMORDIADIC
|
Mortgage Loan | Compaq | Deskpro EP/SB Series | 6912CD64A180 | [***] | [***] | REDMOND-LIFE | |||||||
REDMORJOAMAI
|
Mortgage Loan | Compaq | Deskpro | 6015CW4PA173 | [***] | [***] | REDMOND-LIFE | |||||||
REDMORMJOHNS
|
Mortgage Loan | Compaq | Deskpro EP/SB Series | 6924CD64A732 | [***] | [***] | REDMOND-LIFE | |||||||
REDMORRICMAN
|
Mortgage Loan | Compaq | Deskpro EP/SB Series | W240KN8XA084 | [***] | [***] | REDMOND-LIFE | |||||||
REDMUTACCTEST
|
Mut Funds-Controllers-HO | Compaq | Deskpro | 6852BW85B540 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTALLLAB
|
Mut Funds-Controllers-HO | Compaq | Deskpro | X040DYSZA596 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTAMYARM
|
Mut Funds-Controllers-HO | Compaq | Deskpro | 6848BW85B776 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTANNMAN
|
Mut Funds-Controllers-HO | Compaq | Deskpro | 6105DYSZH764 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTAPRCRA
|
Mut Funds-Controllers-HO | Compaq | Deskpro | 6846BW85B011 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTBENLYX
|
Transfer Agent Admin | Compaq | Deskpro | 6847BW85D659 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTBENROP
|
Mut Funds-Controllers-HO | Compaq | Deskpro EP/SB Series | 6949CJN4N487 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTBONLUN
|
Mut Funds-Gen Mgmt | Compaq | Deskpro | 6906BW85B301 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTBOYACK
|
Mut Funds-Controllers-HO | Compaq | Deskpro | 6044DYSZE628 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTCARZAP
|
Mut Funds-Gen Mgmt | Compaq | Deskpro | 6849BW85A115 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTCHUNNG
|
Sales & Marketing Systems | Compaq | DSDT | 6X1ADYSZ80B1 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTDABAL3
|
Core Systems & Services | Compaq | Deskpro | 6847BW85D635 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTDABALL
|
Core Systems & Services | IBM | 26474AU | 78FNTBT | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTDAVEVA
|
Mut Funds-Controllers-HO | IBM | 26454EG | 557H06Y | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTDAVLON
|
Mut Funds-Controllers-HO | IBM | 26474PU | 78KZ8WR | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTDEBDAW
|
Sales & Marketing Systems | IBM | 26474AU | 78FNVCC | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTDELALB
|
Mut Funds-Controllers-HO | Compaq | Deskpro | 6126DYSZA012 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTDENEAR
|
Mut Funds-Controllers-HO | Compaq | Deskpro | 6105DYSZJ355 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTFREUEC
|
Market Dev-Mut Funds | Compaq | Deskpro | 6848BW85G314 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTGRETJ1
|
Transfer Agent Admin | Compaq | Evo D510 CMT | W239KN8XA043 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTGRETJ1
|
Transfer Agent Admin | Compaq | Evo D510 CMT | W239KN8XA043 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTJEFSKI
|
Life Agy-Appointments | Compaq | Deskpro | 6847BW85D422 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTJENSOM1
|
Mut Funds-Controllers-HO | Compaq | Deskpro | 6125DYSZG408 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTJOEBOW
|
Mut Funds-Controllers-HO | Compaq | Deskpro | 6X19DYSZC07B | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTJOHHAA
|
Mut Funds-Controllers-HO | IBM | 26474AU | 78FNPZZ | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTJUDJHA
|
Mut Funds-Controllers-HO | Compaq | Deskpro | 6043DYSZB832 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTKATSTA
|
Mut Funds-Controllers-HO | Compaq | Deskpro | 6847BW85A573 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTKELFI1
|
Transfer Agent Admin | Compaq | Evo D510 CMT | W239KN8XA042 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTKIOSK2
|
Life Claims-NW | Compaq | Deskpro | 6911BW85A455 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTKYLFUL
|
Mut Funds-Controllers-HO | Compaq | Deskpro | 6105DYSZJ371 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTLINGOS
|
Market Dev-Mut Funds | IBM | 264746U | 78KBNT0 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTLINKNI
|
Core Systems & Services | IBM | 264746U | 78CWRP3 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTLINMAH
|
Mutual Funds — Intermed Svc | IBM | 264746U | 78KFNP4 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTLISSUH
|
Mut Funds-Controllers-HO | Compaq | Deskpro | 6847BW85D692 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTLORME1
|
Market Dev-Mut Funds | IBM | 26474AU | 78RKGP0 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTMAMON1
|
Transfer Agent Admin | Compaq | Evo D510 CMT | W239KN8XA044 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTMERABE
|
Mutual Funds — Intermed Svc | IBM | 26474AU | 78FNRPB | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTMICZHA
|
Mut Funds-Controllers-HO | Compaq | DSDT | 6X1ADYSZ807G | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTMIWHIT
|
Mut Funds-Controllers-HO | Compaq | Deskpro | 6847BW85C831 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTPINGON
|
Mut Funds-Controllers-HO | Compaq | Deskpro | 6847BW85D701 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTPRICING
|
Mut Funds-Controllers-HO | Compaq | Deskpro | 6847BW85D624 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTPRICING1
|
Mut Funds-Controllers-HO | Compaq | Deskpro | 6847BW85A558 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTRUSKOS
|
Mut Funds-Controllers-HO | Compaq | Deskpro | 6044DYSZQ734 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTSCOOSW
|
Mut Funds-Controllers-HO | Compaq | Deskpro | 6126 dysz a019 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTSHARED
|
Mut Funds-Controllers-HO | Compaq | Deskpro | 6105DYSZH698 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTSHELW1
|
Transfer Agent Admin | Compaq | Evo D510 CMT | W239KN8XA041 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTSTHAND
|
Mut Funds-Controllers-HO | Compaq | Deskpro EP/SB Series | 6014CW4PA440 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTSUCORT
|
Market Dev-Mut Funds | IBM | 26476U8 | W240KN8XA020 | [***] | [***] | REDMOND-LIFE | |||||||
REDMUTSUSSIM
|
Mut Funds-Controllers-HO | Compaq | Deskpro | 6040DYSZG683 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTSUSWID
|
Core Systems & Services | IBM | 26474AU | 78FNTCD | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTSUZCRO
|
Mut Funds-Controllers-HO | Compaq | Deskpro | 6840BW85L516 | [***] | [***] | REDMOND-RAINIER BLDG |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
| Confidential Information — For internal use only | Laptop & Desktop Inventory |
18
Table of Contents
C.1 - Distributed Computing Hardware
Laptops &Desktops Inventory
Laptops &Desktops Inventory
| Office / Branch | ||||||||||||||
| Location (computer | Business | MFG Model (Name / | Comments | Comments | Comments | |||||||||
| name) | (department name) | MFG Make | Number) | (serial number) | (user name) | (user ID) | Office/City | |||||||
REDMUTTEST02
|
Core Systems & Services | Compaq | Deskpro | 6847BW85C838 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTTEST05
|
Mut Funds-Controllers-HO | Compaq | Deskpro | 6926CD641681 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTTHAHOA
|
Mut Funds-Controllers-HO | Compaq | Deskpro | 6920CD64E780 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTTHEKEL
|
Mut Funds-Controllers-HO | Compaq | Deskpro | 6850BW85B719 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDMUTWILLAU
|
Mut Funds-Controllers-HO | Compaq | Deskpro | 6950CJN4K605 | [***] | [***] | REDMOND-LIFE | |||||||
REDNSDCHRFOX
|
Group Systems | IBM | 26474AU | 78VGBB6 | [***] | [***] | REDMOND-SHASTA BLDG | |||||||
REDNSDNOC1
|
Sales & Marketing Systems | Compaq | Deskpro | 6107DYSZD526 | [***] | [***] | REDMOND-LIFE | |||||||
REDPSSEXEC04
|
Agy Svcs-Ins Compliance | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDRETANJPHI
|
Ret Svcs-Corporate | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDRETCARBEL
|
Ret Svcs-Corporate | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDRETCHRDOW
|
Ret Svcs-Corporate | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDRETDIACHR
|
Ret Svcs-Corporate | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDRETFELLEU
|
Ret Svcs-Corporate | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDRETJEFBAI
|
Ret Svcs-Corporate | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDRETJESWOO
|
Ret Svcs-Corporate | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDRETJPEEDE
|
Ret Svcs-Corporate | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDRETKATHAS
|
Ret Svcs-Corporate | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDRETKONMCC
|
Ret Svcs-Corporate | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDRETLOUSIC
|
Ret Svcs-Corporate | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDRETLYDGUE
|
Ret Svcs-IRA/Non-Qual | Compaq | Deskpro | 6930CD640174 | [***] | [***] | REDMOND-LIFE | |||||||
REDRETMAGCAS
|
Ret Svcs-Corporate | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDRETMARPOR
|
Ret Svcs-Corporate | Compaq | Deskpro | 6851BW85C971 | [***] | [***] | REDMOND-LIFE | |||||||
REDRETOLIKIL
|
Ret Svcs-Corporate | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDRETROBFOL
|
Ops Mgmt-HO | IBM | 26474AU | 78VFWD6 | [***] | [***] | REDMOND-LIFE | |||||||
REDRETSANFLY
|
Ret Svcs-Corporate | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDSAMADREDW
|
Group Marketing | Compaq | Evo D510 CMT | W240KN8XA036 | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMADRWEA
|
Market Development | Compaq | Evo D510 CMT | W240KN8XA049 | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMALLYCL
|
Symetra Marketing | IBM | 26474PU | 78KZ9PA | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMBRERAN
|
Multiline-Seattle Sls-NW-Spo | IBM | 264746U | 78KBVP8 | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMBROTIF1
|
Annuities Marketing | IBM | 264746U | 78KFZH0 | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMCARDRE
|
Marketing-Administration | Compaq | Evo D510 CMT | W240KN8XA026 | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMCHAWEB
|
Sales & Marketing Systems | IBM | 26474PU | 78KZ7PV | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMCRARAH
|
Marketing-Administration | Compaq | Deskpro | 6109DYSZR010 | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMDANGAR
|
Market Development | Compaq | Deskpro EN Series | 6926CD641732 | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMDEBEAT
|
General Management — Life | Compaq | Deskpro | 6918CD64C955 | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMDENLYO
|
Emp Sponsored Prgms Mktg | Compaq | Deskpro EP/SB Series | 6004CJN4K067 | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMDIAOTH
|
Income Annuities Marketing | Compaq | Deskpro | 6846BW85A789 | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMEARGRO
|
Distribution Management | IBM | 26454EU | W240KN8XA111 | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMEARGRO
|
Distribution Management | IBM | 26454EU | 78AAMGY | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMERIRYA
|
Marketing-Administration | Compaq | Deskpro | 6X19DYSZF0VW | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMJEMILL
|
Market Development | Compaq | Deskpro | 6112DYSZ1531 | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMJIMSAN
|
BD — Admin | IBM | 26476U8 | 787BTPN | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMJOHNDE
|
Market Development | Compaq | DSDT | [***] | [***] | REDMOND-LIFE | ||||||||
REDSAMJOHRO1
|
BD — Admin | IBM | 26476U8 | 787BTPR | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMJULKNI
|
Market Development | IBM | TP-T21___ | [***] | [***] | REDMOND-LIFE | ||||||||
REDSAMKARMUN
|
Marketing Services | Compaq | Deskpro | 6910BW85G299 | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMKARSUS
|
Sales Center | Compaq | Evo D510 CMT | W240KN8XA131 | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMKATRIL
|
Marketing Services | Compaq | Deskpro | 6848BW85C389 | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMKATTYO
|
Marketing Services | Compaq | Evo D510 CMT | W240KN8XA002 | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMKEVWIL
|
Marketing Services | Compaq | Evo D510 CMT | W240KN8XA031 | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMKIMBNE
|
Group Marketing | Compaq | Evo D510 CMT | 6928CD640243 | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMKIMQUI
|
Marketing-Administration | Compaq | Evo D510 CMT | W238KN8XA212 | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMKIMWAL
|
Marketing-Administration | Compaq | Evo D510 CMT | W243KN8XA007 | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMKRILEA
|
Marketing-Administration | IBM | 26474AU | 78FKWZK | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMLAUCHA
|
Marketing-Administration | Compaq | Deskpro | 6129DYSZA513 | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMLERBRA
|
Marketing Services | IBM | 26474AU | 78FNTBK | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMLISLEE
|
Market Dev-Mut Funds | Compaq | DSDT | 6048DYSZW764 | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMLIZWIL
|
Market Development | IBM | 26458PU | 78WHBT3 | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMMAROLS
|
Market Development | IBM | 26454EU | 78TAFN3 | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMMATHOU
|
Life Insurance Marketing | IBM | 26454EU | 78TDKK4 | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMPHIWIN
|
Symetra Marketing | IBM | 264746U | 78CWTZ1 | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMROBWAC
|
Life Insurance Marketing | Compaq | Evo D510 CMT | W240KN8XA034 | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMSARBAL
|
Marketing-Administration | Compaq | EVO | W232JYFXA002 | [***] | [***] | REDMOND-LIFE |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
| Confidential Information — For internal use only | Laptop & Desktop Inventory |
19
Table of Contents
C.1 - Distributed Computing Hardware
Laptops &Desktops Inventory
Laptops &Desktops Inventory
| Office / Branch | ||||||||||||||
| Location (computer | Business | MFG Model (Name / | Comments | Comments | Comments | |||||||||
| name) | (department name) | MFG Make | Number) | (serial number) | (user name) | (user ID) | Office/City | |||||||
REDSAMSHRICK
|
Marketing Services | Compaq | Evo D510 CMT | W304KN8XA009 | [***] | [***] | REDMOND-LIFE | |||||||
REDSAMSTEPJO
|
Market Development | Compaq | Deskpro | 6923CD64B067 | [***] | [***] | REDMOND-LIFE | |||||||
REDSISALAWYN
|
SIS Operations | Compaq | DSDT | [***] | [***] | REDMOND-RAINIER BLDG | ||||||||
REDSISANDHOW
|
SIS Sales | IBM | 26474PU | 78KZ4RP | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDSISBONUS1
|
Core Systems & Services | Compaq | Deskpro | 6847BW85A557 | [***] | [***] | REDMOND-LIFE | |||||||
REDSISBRSTAS
|
SIS Sales | Compaq | Deskpro | 6910BW85A787 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDSISCHEWOO
|
SIS-Compliance | Compaq | Deskpro | 6911BW85A651 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDSISDAVACH
|
SIS Sales | IBM | 26474PU | 78KZ4MH | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDSISDAVICA
|
SIS Sales | Compaq | Deskpro | 6911BW85A459 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDSISDERICC
|
SIS Operations | Compaq | Deskpro | 6926cd640117 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDSISJENPRO
|
SIS-Compliance | Compaq | Deskpro | 6949CJN4M399 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDSISJESTO1
|
SIS-Compliance | Compaq | Deskpro | 6934CD640174 | [***] | [***] | REDMOND-LIFE | |||||||
REDSISJOASAL
|
SIS Operations | Compaq | Deskpro | 6105DYSZA435 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDSISKRINOR
|
SIS-Compliance | Compaq | Deskpro | 6924CD64A586 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDSISLEEGLE
|
SIS Operations | Compaq | Deskpro | 6911BW85A554 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDSISLUCMIL
|
SIS Operations | Compaq | Deskpro | 6948CJN4K851 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDSISMELLIS
|
SIS Operations | Compaq | Deskpro | 6847BW85C717 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDSISMELSEG
|
SIS Operations | Compaq | Deskpro | 6847BW85D451 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDSISMONAEL
|
SIS Sales | IBM | 26474PU | 78KZ4PR | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDSISNEDSHA
|
SIS Operations | IBM | 26474MU | W240KN8XA126 | [***] | [***] | REDMOND-LIFE | |||||||
REDSISNOEYIM
|
SIS-Compliance | Compaq | Deskpro | 6847BW85D757 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDSISPCTEST
|
Sales & Marketing Systems | Compaq | Deskpro | 6043DYSZA203 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDSISROYTIB
|
SIS Sales | Compaq | Deskpro | 6847BW85D704 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDSISSARYAT
|
SIS Operations | Compaq | Deskpro EP/SB Series | 6945CJN4K412 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDSISSCANPC
|
SIS Operations | Compaq | Deskpro | 6847BW85C722 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDSISTEMP02
|
SIS Operations | Compaq | Deskpro | 6927CD640447 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDSRVCRCOHO
|
Life Training-NW | Compaq | Deskpro | 6105DYSZD402 | [***] | [***] | REDMOND-LIFE | |||||||
REDSUNSTUD09
|
Marketing-Administration | Compaq | Deskpro | 6931CD640307 | [***] | [***] | REDMOND-LIFE | |||||||
REDSUNSTUD12
|
Human Resources | Compaq | Compaq Deskpro | 6122DYSZH018 | [***] | [***] | REDMOND-LIFE | |||||||
REDSYSPAMWEB
|
Sales & Marketing Systems | Compaq | Deskpro | 6926CD640333 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
REDTNDCONLEE
|
Life Training-NW | Compaq | Deskpro | 6042DYSZB567 | [***] | [***] | REDMOND-LIFE | |||||||
REDTNDFABLOK
|
Life Training-NW | Compaq | Deskpro EP/SB Series | 6014CW4PA382 | [***] | [***] | REDMOND-LIFE | |||||||
REDVANJENKNA
|
Retirement Services Systems | Compaq | DSDT | 6X1ADYSZ808F | [***] | [***] | REDMOND-LIFE | |||||||
REDVANWILCHO
|
Retirement Services Systems | Compaq | DSDT | 6X1ADYSZ80A9 | [***] | [***] | REDMOND-LIFE | |||||||
REDWINRISK01
|
Individual Systems | Compaq | Deskpro | 6906BW85F149 | [***] | [***] | REDMOND-LIFE | |||||||
RMIA703388
|
Policy Issue/Compliance | IBM | 627550U | 5576M6B | [***] | [***] | not in outlook | |||||||
SPOLIFRBYERS
|
Sales & Marketing Systems | IBM | 26474AU | 78FNVBP | [***] | [***] | SPOKANE | |||||||
SWRLGRALIGOR
|
Group-Underwriting-Hrt | Compaq | Deskpro EP/SB Series | 6946CJN4L975 | [***] | [***] | SOUTH WINDSOR | |||||||
SWRLGRANNBOL
|
Group-Pol & UW Svcs-Hrt | Compaq | Deskpro EP/SB Series | 6949CJN4M848 | [***] | [***] | not in outlook | |||||||
SWRLGRBOBCAM
|
Group Sales-NE-Boston | IBM | 26474AU | 78FNRVG | [***] | [***] | SOUTH WINDSOR | |||||||
SWRLGRCHRGAL
|
Group-Underwriting-Hrt | Compaq | Deskpro EP/SB Series | 6946CJN4K834 | [***] | [***] | SOUTH WINDSOR | |||||||
SWRLGRDACONN
|
Group-Underwriting-Hrt | IBM | 26474AU | 78FNPMB | [***] | [***] | SOUTH WINDSOR | |||||||
SWRLGRENIGIA
|
Group-Pol & UW Svcs-Hrt | Compaq | Deskpro EP/SB Series | 6011DT63E179 | [***] | [***] | SOUTH WINDSOR | |||||||
SWRLGRFRACAR
|
Group-Underwriting-Hrt | IBM | 26474AU | 78FNPVZ | [***] | [***] | SOUTH WINDSOR | |||||||
SWRLGRJANZIS
|
Group-Underwriting-Hrt | Compaq | Deskpro EP/SB Series | 6014DFXBA339 | [***] | [***] | SOUTH WINDSOR | |||||||
SWRLGRJESILV
|
Group-Pol & UW Svcs-Hrt | Compaq | Deskpro EP/SB Series | 6011DT63E871 | [***] | [***] | SOUTH WINDSOR | |||||||
SWRLGRJESSYM
|
Group-Pol & UW Svcs-Hrt | Compaq | Deskpro | 6849BW85B169 | [***] | [***] | SOUTH WINDSOR | |||||||
SWRLGRJOESHA
|
Group-Underwriting-Hrt | Compaq | Deskpro EP/SB Series | 6011DT63F096 | [***] | [***] | SOUTH WINDSOR | |||||||
SWRLGRKARPIN
|
Group-Underwriting-Hrt | Compaq | Deskpro | 6051DYSZJ506 | [***] | [***] | SOUTH WINDSOR | |||||||
SWRLGRKERROB
|
Group Sales-NE-Boston | Compaq | Deskpro EP/SB Series | 6946CJN4L296 | [***] | [***] | SOUTH WINDSOR | |||||||
SWRLGRKRIANT
|
Group-Pol & UW Svcs-Hrt | Compaq | Deskpro EP/SB Series | 6011DT63E171 | [***] | [***] | SOUTH WINDSOR | |||||||
SWRLGRLORICH
|
Group-Underwriting-Hrt | Compaq | Deskpro EP/SB Series | 6946CJN4K813 | [***] | [***] | SOUTH WINDSOR | |||||||
SWRLGRMACHRI
|
Group-Pol & UW Svcs-Hrt | Compaq | Deskpro EP/SB Series | 6946CJN4L602 | [***] | [***] | SOUTH WINDSOR | |||||||
SWRLGRMARNOW
|
Group-Underwriting-Hrt | Compaq | Deskpro | 6050DYSZG140 | [***] | [***] | SOUTH WINDSOR | |||||||
SWRLGRMICSAB
|
Group-Underwriting-Hrt | Compaq | Deskpro | 6050DYSZG127 | [***] | [***] | SOUTH WINDSOR | |||||||
SWRLGRMICTHE
|
Group-Underwriting-Hrt | Compaq | Deskpro EP/SB Series | 6011DT63E251 | [***] | [***] | SOUTH WINDSOR | |||||||
SWRLGRNANCSA
|
Group-Underwriting-Hrt | Compaq | Deskpro EP/SB Series | 6941CJN4L536 | [***] | [***] | SOUTH WINDSOR | |||||||
SWRLGRPAULEC
|
Group-Underwriting-Hrt | Compaq | Deskpro EP/SB Series | 6011DT63E261 | [***] | [***] | SOUTH WINDSOR | |||||||
SWRLGRREBKRA
|
Group Sales-NE-Boston | Compaq | Deskpro | 6109DYSZT159 | [***] | [***] | SOUTH WINDSOR | |||||||
SWRLGRRICBAL
|
Group-Underwriting-Hrt | Compaq | Deskpro EP/SB Series | 6946CJN4K828 | [***] | [***] | SOUTH WINDSOR | |||||||
SWRLGRSANHUN
|
Group-Pol & UW Svcs-Hrt | Compaq | Deskpro EP/SB Series | 6946CJN4L892 | [***] | [***] | SOUTH WINDSOR | |||||||
SWRLGRSCHED1
|
Group Systems | Compaq | Deskpro | 6849BW85B163 | [***] | [***] | SOUTH WINDSOR | |||||||
SWRLGRSTEPHI
|
Group-Underwriting-Hrt | Compaq | Deskpro | 6846BW85A526 | [***] | [***] | SOUTH WINDSOR |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
| Confidential Information — For internal use only | Laptop & Desktop Inventory |
20
Table of Contents
C.1 - Distributed Computing Hardware
Laptops &Desktops Inventory
Laptops &Desktops Inventory
| Office / Branch | ||||||||||||||
| Location (computer | Business | MFG Model (Name / | Comments | Comments | Comments | |||||||||
| name) | (department name) | MFG Make | Number) | (serial number) | (user name) | (user ID) | Office/City | |||||||
SWRLGRSTJOHN
|
Group-Pol & UW Svcs-Hrt | Compaq | Deskpro | 6043DYSZA998 | [***] | [***] | SOUTH WINDSOR | |||||||
SWRLGRSUSPEE
|
Group-Underwriting-Hrt | Compaq | Deskpro EP/SB Series | 6011DT63E226 | [***] | [***] | SOUTH WINDSOR | |||||||
SWRLGRVANSH2
|
Group Systems | IBM | 26476U8 | 787BVDW | [***] | [***] | SOUTH WINDSOR | |||||||
SWRLGRWILDAL
|
Group-Underwriting-Hrt | Compaq | Deskpro EP/SB Series | 6948CJN4N503 | [***] | [***] | SOUTH WINDSOR | |||||||
WILLGRACHMED
|
Group-Management | IBM | 26454EU | 78HLAV3 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRANNACK
|
Group Systems | Compaq | Deskpro | 6915CD64A492 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRANNVER
|
Group-Pol & UW Svcs | Compaq | Deskpro EP/SB Series | 6944CJN4K488 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRANUFER
|
Actu-Prod Dev-Group | Compaq | Deskpro | 6X19DYSZF0YA | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRAPROBR
|
Group-Accounting Services | Compaq | Deskpro EP/SB Series | 6944CJN4K585 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRBARHUG
|
Life Claims-NW | Compaq | Deskpro EP/SB Series | 6949CJN4M328 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRBARKEL
|
Case Management-Rainier | Compaq | Deskpro EP/SB Series | 6944CJN4K512 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRBETHUD
|
Group-Accounting Services | Compaq | Deskpro EP/SB Series | 6949CJN4N327 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRBETPAL
|
Group-Accounting Services | Compaq | Deskpro | 6851BW85C638 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRBILCLE
|
Group-Accounting Services | IBM | 26474AU | 78XBCZ3 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRBRUMEY
|
Policy Issue/Compliance | Compaq | Deskpro EP/SB Series | 6944CJN4K678 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRCANGIR
|
Policy Issue/Compliance | Compaq | Deskpro | 6853BW85B077 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRCARBUR
|
Actu-Prod Dev-Group | IBM | 26474PU | 78MH7F7 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRCARCIE
|
Group-Underwriting | Compaq | Deskpro EP/SB Series | 6011DT63G203 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRCLAHEA
|
Actu-Prod Dev-Group | Compaq | Deskpro | 6X19DYSZF0NN | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRCONKWO
|
Policy Issue/Compliance | Compaq | Deskpro | 6915CD64A406 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRDALBIS
|
Group-Underwriting | Compaq | Deskpro | 6915CD64B448 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRDANPRA
|
Policy Issue/Compliance | Compaq | Deskpro EP/SB Series | 6944CJN4K501 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRDANSHI
|
Group-Underwriting | Compaq | Deskpro | 6848BW85B801 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRDAVBAS
|
Group-Underwriting | Compaq | Deskpro | 6927CD640166 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRDAWATK
|
Group Systems | Compaq | Deskpro | 6X19DYSZF14B | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRDEASTI
|
Group-Accounting Services | Compaq | Deskpro EP/SB Series | 6949CJN4N489 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRDEBABE
|
Group-Underwriting | Compaq | Deskpro | 6851BW85B929 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRDEBBUC
|
Group Distribution | IBM | 264746U | 78KBKW3 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRDEBOWA
|
Case Management-Rainier | Compaq | DSDT | 6X1ADYSZ80HF | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRDEBTRO
|
Group-Accounting Services | Compaq | Deskpro EP/SB Series | 6941CJN4L394 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRDENWAR
|
Group-Underwriting | Compaq | Deskpro EP/SB Series | 6945CJN4M615 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRDIAHOR
|
Life Claims-NW | Compaq | Deskpro | 6915CD64C523 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRDIAREE
|
Life Claims-NW | Compaq | Deskpro | 6915CD64C335 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRDIARHU
|
Case Management-Rainier | Compaq | Deskpro | 6915CD64A569 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRDIMILL
|
Group-Accounting Services | Compaq | Deskpro | 6851BW85C634 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRFILMAR
|
Group-Admin | Compaq | Deskpro | 6847BW85C669 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRGAISAN
|
Group-Underwriting | IBM | 264746U | 78KBKR5 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRGAYSTI
|
Case Management-Rainier | COMPAQ | DSDT | [***] | [***] | REDMOND-RAINIER BLDG | ||||||||
WILLGRGINADA
|
Group-Management | Compaq | Deskpro EP/SB Series | 6938CJN40493 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRGRACFU
|
Group-Underwriting | Compaq | Deskpro | 6906BW85C066 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRGREPRE
|
Case Management-Rainier | Compaq | Deskpro EP/SB Series | 6949CJN4M237 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRHALCAR
|
Group-Pol & UW Svcs | Compaq | Deskpro | 6915CD64C673 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRHEAMCC
|
Group-Pol & UW Svcs | Compaq | Deskpro | 6915CD64C716 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRHELECO
|
Group-Pol & UW Svcs | Compaq | Deskpro | 6915CD64C607 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRJACOLD
|
Actu-Prod Dev-Group | Compaq | Deskpro | 6X19DYSZC03X | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRJACPAI
|
Life Claims-NW | Compaq | Deskpro | 6915CD64C273 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRJANNSC
|
Group-Audit | IBM | 26474AU | 78VGBH0 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRJANPUR
|
Policy Issue/Compliance | Compaq | Deskpro EP/SB Series | 6944CJN4K679 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRJAYYAN
|
Group-Pol & UW Svcs | Compaq | Deskpro | 6X19DYSZF0ZZ | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRJEFBAT
|
Policy Issue/Compliance | Compaq | Deskpro EP/SB Series | 6949CJN4N195 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRJEFFIN
|
Group-Audit | IBM | 26474AU | 78FNPKN | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRJEFSCA
|
Group-Underwriting | Compaq | Deskpro | 6848BW85D965 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRJENEHA
|
Case Management-Rainier | IBM | 26474EU | 78Z2T58 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRJESSBA
|
Life Claims-NW | Compaq | Deskpro | 6915CD64B454 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRJILMCC
|
Actu-Prod Dev-Group | Compaq | Deskpro | 6X19DYSZF0VS | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRJOAKLI
|
Case Management-Rainier | Compaq | Deskpro EP/SB Series | 6015CW4PA210 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRJOANHA
|
Group-Accounting Services | Compaq | Deskpro | 6851BW85B930 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRJOEWYR
|
Group-Management | IBM | 26474AU | 78FNTPL | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRJOHRHU
|
Life Claims-NW | Compaq | Deskpro EP/SB Series | 6015CW4PA212 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRJOYJUZ
|
Clms-Group Life WC-Rainier | Compaq | Deskpro EP/SB Series | 6941CJN4K835 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRJUDYHA
|
Group-Financial Reporting | Compaq | Deskpro EP/SB Series | 6949CJN4N493 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRJULSIE
|
Case Management-Rainier | Compaq | Deskpro EP/SB Series | 6949CJN4M158 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRKARSAQ
|
Group-Underwriting | Compaq | Deskpro | 6914CD64A822 | [***] | [***] | REDMOND-RAINIER BLDG |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
| Confidential Information — For internal use only | Laptop & Desktop Inventory |
21
Table of Contents
C.1 - Distributed Computing Hardware
Laptops &Desktops Inventory
Laptops &Desktops Inventory
| Office / Branch | ||||||||||||||
| Location (computer | Business | MFG Model (Name / | Comments | Comments | Comments | |||||||||
| name) | (department name) | MFG Make | Number) | (serial number) | (user name) | (user ID) | Office/City | |||||||
WILLGRKATCOU
|
Case Management-Rainier | Compaq | Deskpro EP/SB Series | 6005CJN4A091 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRKENLAC
|
Group-Underwriting | Compaq | Deskpro EP/SB Series | 6949CJN4N501 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRLILWIL
|
Case Management-Rainier | Compaq | Deskpro | 6915CD64A913 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRLISFOL
|
Life Claims-NW | Compaq | Deskpro EP/SB Series | 6941CJN4K711 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRLOBLAC
|
Group-Pol & UW Svcs | Compaq | Deskpro EP/SB Series | 6950CJN4K557 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRLORTHO
|
Group-Audit | IBM | 26474AU | 78FNTWV | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRLOUMEN
|
Actu-Prod Dev-Group | Compaq | Deskpro | 6X19DYSZF0RD | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRMARBAC
|
Group-Pol & UW Svcs | Compaq | Deskpro EP/SB Series | 6944CJN4K487 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRMARCWR
|
Operations Management | IBM | 26474AU | 78FNTLY | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRMARFAY
|
Group-Financial Reporting | Compaq | Deskpro EP/SB Series | 6949CJN4N483 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRMARLUC
|
Group-Admin | Compaq | Deskpro | 6853BW85A986 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRMARSHI
|
Group-Pol & UW Svcs | Compaq | Deskpro EP/SB Series | 6950CJN4L094 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRMEIWON
|
Group-Admin | Compaq | Deskpro | 6851BW85B747 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRMELSMI
|
Group-Operations | Compaq | Deskpro | 6851BW85B755 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRMINDHA
|
Group-Accounting Services | Compaq | Deskpro | 6915CD64A474 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRNANTAY
|
Life Claims-NW | Compaq | Deskpro | 6915CD64A477 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRNICHWA
|
Group-Pol & UW Svcs | Compaq | Deskpro EP/SB Series | 6949CJN4M478 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRPAMALL
|
Group-Pol & UW Svcs | IBM | 264746U | 78KBVT4 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRPAUDOW
|
Clms-Group Life WC-Rainier | Compaq | Deskpro EP/SB Series | 6941CJN4L557 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRPHILBE
|
Group-Underwriting | Compaq | Deskpro | 6915CD64C331 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRRAEOKE
|
Policy Issue/Compliance | Compaq | Deskpro EP/SB Series | 6944CJN4K507 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRRAYBYR
|
Clms-Group Life WC-Rainier | Compaq | Deskpro EP/SB Series | 6949CJN4L148 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRROBKIL
|
Actu-Prod Dev-Group | Compaq | Evo D500 | 6X24JYFZ8061 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRROGEYU
|
Group-Accounting Services | Compaq | Deskpro EP/SB Series | 6949CJN4L864 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRRUTHOL
|
Clms-Group Life WC-Rainier | Compaq | Deskpro EN Series | 6915CD64A619 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRRUYBAR
|
Group-Financial Reporting | Compaq | Deskpro | 6125DYSZG433 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRSCOTAY
|
Group-Management | IBM | 26474AU | 78FNTWP | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRSHACAV
|
Group-Pol & UW Svcs | Compaq | Deskpro | 6915CD64C677 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRSHARED
|
Life Claims-NW | Compaq | Deskpro | 6915cd64a484 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRSUSAMA
|
Group-Pol & UW Svcs | Compaq | Deskpro | 6915CD64A621 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRSUSGOE
|
Group Systems | Compaq | Deskpro EN Series | 6915CD64C639 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRSUSTHO
|
Case Management-Rainier | Compaq | Deskpro EP/SB Series | 6949CJN4N409 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRTESMAT
|
Group-Accounting Services | Compaq | Deskpro | 6848BW85B772 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRTHOSER
|
Policy Issue/Compliance | Compaq | Deskpro EP/SB Series | 6949CJN4N442 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRTRABAG
|
Clms-Group Life WC-Rainier | Compaq | Deskpro EN Series | 6915CD64C757 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRUSHCHO
|
Clms-Group Life WC-Rainier | Compaq | Deskpro EP/SB Series | 6011DT63G163 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGRVANELL
|
Group-Accounting Services | Compaq | Deskpro | 6915CD64A479 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGX24X7PC
|
Group Systems | Compaq | Deskpro EP/SB Series | 6945CJN4M645 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGXBRIATK
|
Income Annuities Systems | Compaq | Deskpro | 6X19DYSZF3SR | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGXDARAND
|
Group Systems | Compaq | Deskpro | 6X19DYSZC06A | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGXDAVMCC
|
Group Systems | IBM | 26474AU | 78FNTLG | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGXDERNEP
|
Symetra Quality Assurance | Compaq | Deskpro | 6847BW85E494 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGXJIMKUD
|
Group Systems | Compaq | Deskpro | 6X19DYSZC0BM | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGXJOEBRI
|
Group Systems | Compaq | Deskpro | 6X19DYSZL2ZD | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGXMIKETH
|
Group Systems | Compaq | Deskpro | 6851BW85B748 | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILLGXWILLHA
|
Group Systems | Compaq | Deskpro | 6X18DYSZX02R | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILMUTFRASUY
|
Sales & Marketing Systems | IBM | 26474AU | 78FNPVB | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILMUTLINKNI
|
Core Systems & Services | Compaq | DSDT | 6X1ADYSZ80AB | [***] | [***] | REDMOND-RAINIER BLDG | |||||||
WILMUTSCAN01
|
Mut Funds-Acct Svcs-HO | Compaq | Deskpro EN Series | 6926CD641665 | [***] | [***] | REDMOND-RAINIER BLDG |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
| Confidential Information — For internal use only | Laptop & Desktop Inventory |
22
Table of Contents
C.1 - Distributed Computing Hardware
Excess PC Inventory
Excess PC Inventory
| assetSerialNumber | assetType | assetMake | assetModel | assetMonitorSize | assetLI | assetStatus | ||||||||||||
632CB02EA057 |
Monitor | Compaq | V70 | 17 | Yes | Available | ||||||||||||
6918CD64H842 |
Desktop PC | Compaq | 450 | 0 | Yes | Available to Symetra | ||||||||||||
6851BW85B969 |
Desktop PC | Compaq | 350 | 0 | Yes | Available to Symetra | ||||||||||||
6851BW85C199 |
Desktop PC | Compaq | 350 | 0 | Yes | Available to Symetra | ||||||||||||
6851BW85C292 |
Desktop PC | Compaq | 350 | 0 | Yes | Available to Symetra | ||||||||||||
6851BW85D179 |
Desktop PC | Compaq | 350 | 0 | Yes | Available to Symetra | ||||||||||||
6907BW85A919 |
Desktop PC | Compaq | 350 | 0 | Yes | Available to Symetra | ||||||||||||
6907BW85C966 |
Desktop PC | Compaq | 350 | 0 | Yes | Available to Symetra | ||||||||||||
6907BW85D045 |
Desktop PC | Compaq | 350 | 0 | Yes | Available to Symetra | ||||||||||||
6910BW85A929 |
Desktop PC | Compaq | 350 | 0 | Yes | Available to Symetra | ||||||||||||
6910BW85G351 |
Desktop PC | Compaq | 350 | 0 | Yes | Available to Symetra | ||||||||||||
6911BW85A673 |
Desktop PC | Compaq | 350 | 0 | Yes | Available to Symetra | ||||||||||||
6918CD64A716 |
Desktop PC | Compaq | 450 | 0 | Yes | Available to Symetra | ||||||||||||
6928CD640146 |
Desktop PC | Compaq | 450 | 0 | Yes | Available to Symetra | ||||||||||||
6949CJN4N828 |
Desktop PC | Compaq | 500 | 0 | Yes | Available to Symetra | ||||||||||||
6918CD64D568 |
Desktop PC | Compaq | 450 | 0 | Yes | Available to Symetra | ||||||||||||
6918CD64D841 |
Desktop PC | Compaq | 450 | 0 | Yes | Available to Symetra | ||||||||||||
6927CD642385 |
Desktop PC | Compaq | 450 | 0 | Yes | Available to Symetra | ||||||||||||
6926CD640910 |
Desktop PC | Compaq | 450 | 0 | Yes | Available to Symetra | ||||||||||||
6923CD64B049 |
Desktop PC | Compaq | 450 | 0 | Yes | Available to Symetra | ||||||||||||
6922CD64A127 |
Desktop PC | Compaq | 450 | 0 | Yes | Available to Symetra | ||||||||||||
6918CD64J058 |
Desktop PC | Compaq | 450 | 0 | Yes | Available to Symetra | ||||||||||||
6850BW85B387 |
Desktop PC | Compaq | 350 | 0 | Yes | Available to Symetra | ||||||||||||
6012DT63D552 |
Desktop PC | Compaq | 500 | 0 | Yes | Available to Symetra | ||||||||||||
6851BW85B666 |
Desktop PC | Compaq | 350 | 0 | Yes | Available to Symetra | ||||||||||||
6105DYSZH784 |
Desktop PC | Compaq | 733 | 0 | Yes | Available to Symetra | ||||||||||||
Confidential Information — Form internal use only.
23
Table of Contents
C.1 - Distributed Computing Hardware
Excess PC Inventory
Excess PC Inventory
| assetSerialNumber | assetType | assetMake | assetModel | assetMonitorSize | assetLI | assetStatus | ||||||||||||
6032DYSZA278 |
Desktop PC | Compaq | 733 | 0 | Yes | Available to Symetra | ||||||||||||
6840BW85K278 |
Desktop PC | Compaq | 350 | 0 | Yes | Available to Symetra | ||||||||||||
6840BZL2K909 |
Desktop PC | Compaq | 400 | 0 | Yes | Available to Symetra | ||||||||||||
6010DT63A023 |
Desktop PC | Compaq | 500 | 0 | Yes | Available to Symetra | ||||||||||||
6847BW85D875 |
Desktop PC | Compaq | 350 | 0 | Yes | Available to Symetra | ||||||||||||
6850BW85A977 |
Desktop PC | Compaq | 350 | 0 | Yes | Available to Symetra | ||||||||||||
6848BW85F660 |
Desktop PC | Compaq | 350 | 0 | Yes | Available to Symetra | ||||||||||||
6848BW85E752 |
Desktop PC | Compaq | 350 | 0 | Yes | Available to Symetra | ||||||||||||
6848BW85E522 |
Desktop PC | Compaq | 350 | 0 | Yes | Available to Symetra | ||||||||||||
6848BW85B874 |
Desktop PC | Compaq | 350 | 0 | Yes | Available to Symetra | ||||||||||||
6847BW85D703 |
Desktop PC | Compaq | 350 | 0 | Yes | Available to Symetra | ||||||||||||
6847BW85D691 |
Desktop PC | Compaq | 350 | 0 | Yes | Available to Symetra | ||||||||||||
6847BW85C678 |
Desktop PC | Compaq | 350 | 0 | Yes | Available to Symetra | ||||||||||||
6846BW85A435 |
Desktop PC | Compaq | 350 | 0 | Yes | Available to Symetra | ||||||||||||
6840CD64L314 |
Desktop PC | Compaq | 350 | 0 | Yes | Available to Symetra | ||||||||||||
6848BW85D631 |
Desktop PC | Compaq | 350 | 0 | Yes | Available to Symetra | ||||||||||||
l |
Desktop PC | Compaq | 1 | 0 | Yes | Available to Symetra | ||||||||||||
6929CD640444 |
Desktop PC | Compaq | 450 | 0 | Yes | Available to Symetra | ||||||||||||
6918BW85E315 |
Desktop PC | Compaq | 350 | 0 | Yes | Available to Symetra | ||||||||||||
6949CJN4N439 |
Desktop PC | Compaq | 500 | 0 | Yes | Available to Symetra | ||||||||||||
01-39974 |
LAN Printer | IBM | Network Printer 17 | 0 | Yes | Available to Symetra | ||||||||||||
78-FNPTA |
Laptop | IBM | T21 Thinkpad | 0 | Yes | Available to Symetra | ||||||||||||
929CF03TB528 |
Monitor | Compaq | V700 | 17 | Yes | Available to Symetra | ||||||||||||
930CF03TB113 |
Monitor | Compaq | V700 | 17 | Yes | Available to Symetra | ||||||||||||
652CB02EB088 |
Monitor | Compaq | V70 | 17 | Yes | Available to Symetra | ||||||||||||
650CB03EA486 |
Monitor | Compaq | V70 | 17 | Yes | Available to Symetra | ||||||||||||
Confidential Information — Form internal use only.
24
Table of Contents
C.1 - Distributed Computing Hardware
Excess PC Inventory
Excess PC Inventory
| assetSerialNumber | assetType | assetMake | assetModel | assetMonitorSize | assetLI | assetStatus | ||||||||||
634CB02EC199 |
Monitor | Compaq | V70 | 17 | Yes | Available to Symetra | ||||||||||
821CF03DB444 |
Monitor | Compaq | V75 | 17 | Yes | Available to Symetra | ||||||||||
33482035 |
Monitor | Nanao | F2-17EX | 17 | Yes | Available to Symetra | ||||||||||
646CB03EC295 |
Monitor | Compaq | V70 | 17 | Yes | Available to Symetra | ||||||||||
729CB03ED013 |
Monitor | Compaq | V70 | 17 | Yes | Available to Symetra | ||||||||||
738CB03EE687 |
Monitor | Compaq | V70 | 17 | Yes | Available to Symetra | ||||||||||
736CB03EG930 |
Monitor | Compaq | V70 | 17 | Yes | Available to Symetra | ||||||||||
736CB03EG483 |
Monitor | Compaq | V70 | 17 | Yes | Available to Symetra | ||||||||||
736CB03EG475 |
Monitor | Compaq | V70 | 17 | Yes | Available to Symetra | ||||||||||
729CB03ED109 |
Monitor | Compaq | V70 | 17 | Yes | Available to Symetra | ||||||||||
B4191113-USM |
Monitor | Nanao | F2-17EX | 17 | Yes | Available to Symetra | ||||||||||
726CB03EC645 |
Monitor | Compaq | V70 | 17 | Yes | Available to Symetra | ||||||||||
721CB03EA458 |
Monitor | Compaq | V70 | 17 | Yes | Available to Symetra | ||||||||||
713CB03EF664 |
Monitor | Compaq | V70 | 17 | Yes | Available to Symetra | ||||||||||
6Z17042LA |
Monitor | NEC | FE750 | 17 | Yes | Available to Symetra | ||||||||||
729CB03ED958 |
Monitor | Compaq | V70 | 17 | Yes | Available to Symetra | ||||||||||
850CF03DC441 |
Monitor | Compaq | V75 | 17 | Yes | Available to Symetra | ||||||||||
743GB02AC190 |
Monitor | Compaq | V75 | 17 | Yes | Available to Symetra | ||||||||||
8003156 |
Monitor | 17 | Yes | Available to Symetra | ||||||||||||
745CB03EN195 |
Monitor | Compaq | V70 | 17 | Yes | Available to Symetra | ||||||||||
745CB03EF591 |
Monitor | Compaq | V70 | 17 | Yes | Available to Symetra | ||||||||||
8137383 |
Monitor | 0 | Yes | Available to Symetra | ||||||||||||
6902BZL2A122 |
Desktop PC | Compaq | 400 | 0 | Yes | Retroxboxed | ||||||||||
78RVTA5 |
Laptop PC | IBM | 600X Thinkpad | 0 | Yes | Retroxboxed | ||||||||||
6947BW85A063 |
Desktop PC | Compaq | 350 | 0 | Yes | Unknown | ||||||||||
6934CD640174 |
Desktop PC | Compaq | 450 | 0 | Yes | Unknown | ||||||||||
6004CJN4K070 |
Desktop PC | Compaq | 500 | 0 | Yes | Unknown | ||||||||||
6851BW85A752 |
Desktop PC | Compaq | 350 | 0 | Yes | Unknown | ||||||||||
6847BW85C681 |
Desktop PC | Compaq | 350 | 0 | Yes | Unknown | ||||||||||
Confidential Information — Form internal use only.
25
Table of Contents
C.1 — Distributed Computing Hardware
Excess PC Inventory
Excess PC Inventory
| assetSerialNumber | assetType | assetMake | assetModel | assetMonitorSize | assetLI | assetStatus | ||||||||||
Type 2647-46U S/N
78-KBZH1 09/00 |
Laptop PC | IBM | T20 Thinkpad | 0 | Yes | Unknown | ||||||||||
934CF03TA903 |
Monitor | Compaq | V700 | 17 | Yes | Unknown | ||||||||||
847cf03dc601 |
Monitor | Compaq | V70 | 17 | Yes | Unknown | ||||||||||
743BG02AC190 |
Monitor | Compaq | V75 | 17 | Yes | Unknown | ||||||||||
G8E010761 |
Monitor | Cornerstone | 17 | Yes | Unknown | |||||||||||
708CB03EE986 |
Monitor | Compaq | V70 | 17 | Yes | Unknown | ||||||||||
8920003XD |
Monitor | NEC | MultiSynch 900+ | 19 | Yes | Unknown | ||||||||||
851CF03D115 |
Monitor | Compaq | V70 | 17 | Yes | Unknown | ||||||||||
830CF03DO752 |
Monitor | Compaq | V75 | 17 | Yes | Unknown | ||||||||||
Confidential Information — Form internal use only.
26
Table of Contents
C.1 — Distributed Computing Hardware
Printer inventary
Printer inventary
| Firmware | ||||||||||||||||||
| Queue | Location | Office/City | Group | Print Server | Model | Date | New IP Address | Serial Number | ||||||||||
OLYHRX01
|
1Q5W |
Olympic/Redmond | Transition Team | psmrdcpr03 | HP LJ 1200 | [***] | CNC4062405 | |||||||||||
OLYINV11
|
3E8SW |
Olympic/Redmond | psmrdcpr04 | HP Color IJ 2000C | [***] | disconnected | ||||||||||||
OLYLAA01
|
3Q8S |
Olympic/Redmond | psmrdcpr01 | HP LaserJet 4000 | 9/2/97 | [***] | USEF051569 | |||||||||||
OLYLAA03
|
3P5N |
Olympic/Redmond | psmrdcpr01 | HP LaserJet 2200 | 1/5/99 | [***] | USBGJ14590 | |||||||||||
OLYLAA04
|
3P5NE |
Olympic/Redmond | psmrdcpr01 | HP LaserJet 4 | 8/20/93 | [***] | JPH020733 | |||||||||||
OLYLAA05
|
3N5E |
Olympic/Redmond | psmrdcpr01 | HP LaserJet 5 | 12/30/98 | [***] | USCC013591 | |||||||||||
OLYLAA07
|
3M11NW |
Olympic/Redmond | psmrdcpr01 | HP LaserJet 4P | 3/94 | [***] | USCB154020 | |||||||||||
OLYLAA08
|
2Q13NE |
Olympic/Redmond | psmrdcpr01 | HP LaserJet 4 Plus | [***] | USFB236134 | ||||||||||||
OLYLAA09
|
2Q11E |
Olympic/Redmond | psmrdcpr01 | HP LaserJet 8150 | 8/30/00 | [***] | USBD014722 | |||||||||||
OLYLAA12
|
3D8SW |
Olympic/Redmond | psmrdcpr01 | HP LaserJet 4000T | 9/2/97 | [***] | USNC025655 | |||||||||||
OLYLAA13
|
3P5E |
Olympic/Redmond | psmrdcpr01 | HP LaserJet 4050 | 12/30/98 | [***] | USCC013591 | |||||||||||
OLYLAA14
|
3N12SE |
Olympic/Redmond | psmrdcpr01 | HP LaserJet IIID | 7/90 | [***] | HJ07435 | |||||||||||
OLYLAA16
|
3N12SE |
Olympic/Redmond | psmrdcpr01 | HP LaserJet 5 | 12/96 | [***] | USKB110253 | |||||||||||
OLYLAA17
|
3P7NW |
Olympic/Redmond | psmrdcpr04 | IBM Ntwrk Prntr 17 | [***] | 01-39957 | ||||||||||||
OLYLAX01
|
3Q8NE |
Olympic/Redmond | psmrdcpr04 | Braille Prtr 2500C | [***] | |||||||||||||
OLYLCN01
|
2N15NW |
Olympic/Redmond | psmrdcpr01 | HP LaserJet 8150 | [***] | JPBLL15574 | ||||||||||||
OLYLCN02
|
2N15NW |
Olympic/Redmond | psmrdcpr01 | HP LaserJet 8150 | 8/30/2000 | [***] | USBE010635 | |||||||||||
OLYLCN03
|
2Q15NE |
Olympic/Redmond | psmrdcpr01 | HP LaserJet 5si | 12/20/96 | [***] | USDK152777 | |||||||||||
OLYLCN04
|
2Q15S |
Olympic/Redmond | psmrdcpr04 | IBM Ntwrk Prntr 24 | [***] | Moved or missing | ||||||||||||
OLYLCN05
|
1P15SE |
Olympic/Redmond | psmrdcpr04 | IBM Ntwrk Prntr17 | [***] | 01-48426 | ||||||||||||
OLYLCN06
|
2Q14SE |
Olympic/Redmond | psmrdcpr04 | HP Deskjet 2500C | [***] | SG9BU130VN | ||||||||||||
OLYLDC02
|
1Q15E |
Olympic/Redmond | psmrdcpr01 | HP LaserJet 4050 | [***] | USBB206767 | ||||||||||||
OLYLDD01
|
3J5NW |
Olympic/Redmond | psmrdcpr01 | HP LaserJet 4000 | 3/11/98 | [***] | USMB208839 | |||||||||||
OLYLEG01
|
3 | Olympic/Redmond | psmrdcpr03 | HP LaserJet 4200 | [***] | USBNL14685 | ||||||||||||
OLYLIN22
|
2M5N |
Olympic/Redmond | psmrdcpr01 | HP LaserJet 4+ | [***] | JPFL001915 | ||||||||||||
OLYLIN27
|
2E7N |
Olympic/Redmond | psmrdcpr01 | HP LaserJet 4050T | 10/30/99 | [***] | USCC169494 | |||||||||||
OLYLIN30
|
3E8S |
Olympic/Redmond | psmrdcpr04 | HP DeskJet 840C | [***] | MX08O1W081KV | ||||||||||||
OLYLIN31
|
2C8E |
Olympic/Redmond | psmrdcpr01 | HP LaserJet 2100 | 1/5/99 | [***] | USGZ046540 | |||||||||||
OLYLIN33
|
2G8SW |
Olympic/Redmond | psmrdcpr01 | HP LaserJet 4050T | 1/27/1999 | [***] | USCC017859 | |||||||||||
OLYLIN35
|
2E7S |
Olympic/Redmond | psmrdcpr01 | HP LaserJet 4050 | 10/30/1999 | [***] | USBD003735 | |||||||||||
OLYLIN36
|
2E5NW |
Olympic/Redmond | psmrdcpr01 | HP LaserJet 4100 | 12/6/2000 | [***] | USBND06513 | |||||||||||
OLYLIX01
|
2P6S |
Olympic/Redmond | psmrdcpr01 | HP LaserJet 4Si | Aug-93 | [***] | USCB191204 | |||||||||||
OLYLMD01
|
2L5 |
Olympic/Redmond | psmrdcpr01 | HP Laserjet 4p | 12/25/95 | [***] | S4601LD76F7 | |||||||||||
OLYLMK01
|
2E5NW |
Olympic/Redmond | psmrdcpr04 | HP DeskJet 895C | [***] | MY97I1904NFB | ||||||||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
Confidential
Information—For internal use only.
27
Table of Contents
C.1 — Distributed Computing Hardware
Printer inventary
Printer inventary
| Firmware | ||||||||||||||||
| Queue | Location | Office/City | Group | Print Server | Model | Date | New IP Address | Serial Number | ||||||||
OLYLMK09
|
3B8W | Olympic/Redmond | psmrdcpr01 | HP Color LJ 4500 | 7/20/98 | [***] | JPCD015547 | |||||||||
OLYLMK10
|
3E5SW | Olympic/Redmond | psmrdcpr04 | HP DJ 895C | [***] | |||||||||||
OLYLMK11
|
3M8N | Olympic/Redmond | psmrdcpr01 | HP LaserJet 4050 | 10/30/99 | [***] | USBH012786 | |||||||||
OLYLML06
|
3E7W | Olympic/Redmond | psmrdcpr01 | HP Color LJ 4500 | 7/20/98 | [***] | JPCD008021 | |||||||||
OLYLML07
|
3E6E | Olympic/Redmond | psmrdcpr01 | HP LaserJet 4050T | 3/9/99 | [***] | USQL026305 | |||||||||
OLYLMX02
|
3G5NW | Olympic/Redmond | psmrdcpr01 | HP Laserjet 8000 | 3/18/98 | [***] | USCB002625 | |||||||||
OLYLPN01
|
3Q8S | Olympic/Redmond | psmrdcpr01 | HP LaserJet 4050 | 9/2/97 | [***] | USCC024738 | |||||||||
OLYLPN02
|
2Q11NE | Olympic/Redmond | psmrdcpr01 | HP LaserJet 4si | [***] | USGB536050 | ||||||||||
OLYLPN03
|
3P10SE | Olympic/Redmond | psmrdcpr01 | HP LaserJet 4si | 8/20/93 | [***] | USFB357569 | |||||||||
OLYLPN04
|
3M15NE | Olympic/Redmond | psmrdcpr01 | HP LaserJet 4si | 8/20/93 | [***] | USFB357372 | |||||||||
OLYLPN06
|
3Q6NE | Olympic/Redmond | psmrdcpr04 | Braille Printer | [***] | BP29811-111 | ||||||||||
OLYLPN09
|
2Q13NE | Olympic/Redmond | psmrdcpr01 | HP LaserJet 5si | 4/1/96 | [***] | AAXXYY9999 | |||||||||
OLYLPN10
|
3M15NE | Olympic/Redmond | psmrdcpr04 | HP DeskJet 1600C | 11/5/96 | [***] | USB8901815 | |||||||||
OLYLPN12
|
3K7 | Olympic/Redmond | psmrdcpr04 | HP Color IJ 1600C | [***] | USB7712439 | ||||||||||
OLYLPN13
|
2Q8N | Olympic/Redmond | psmrdcpr01 | HP LaserJet 4050T | 10/30/99 | [***] | USCF005105 | |||||||||
OLYLPN14
|
3M8N | Olympic/Redmond | psmrdcpr01 | HP LaserJet 4050 | 10/30/99 | [***] | USBH012616 | |||||||||
OLYLPN15
|
3M14 | Olympic/Redmond | Mutual funds | psmrdcpr04 | IBM InfoPrint 32 | [***] | C390H3566 | |||||||||
OLYLPN16
|
3P10NW | Olympic/Redmond | psmrdcpr04 | IBM Ntwrk Prntr 17 | [***] | 01-09799 | ||||||||||
OLYLPN17
|
3K7 | Olympic/Redmond | psmrdcpr04 | HP Color DJ 840c | 3/7/00 | [***] | MX0371W0ZK | |||||||||
OLYLPN18
|
3Q11 | Olympic/Redmond | psmrdcpr04 | Canon IR 3300 | [***] | MPH36172 | ||||||||||
OLYLSR05
|
1M15W | Olympic/Redmond | psmrdcpr01 | HP LaserJet 4000 | 9/2/97 | [***] | USNC032481 | |||||||||
OLYLSR07
|
2 ClsrmB | Olympic/Redmond | psmrdcpr01 | HP LaserJet 5 | [***] | USKC276524 | ||||||||||
OLYLSR09
|
1M15W | Olympic/Redmond | psmrdcpr04 | HP DeskJet 895C | [***] | MX88QSS1GJ | ||||||||||
OLYLSR10
|
1M15W | Olympic/Redmond | psmrdcpr04 | DJ 750C Plotter | [***] | ESA9242672 | ||||||||||
OLYLTD01
|
2M13SW | Olympic/Redmond | psmrdcpr01 | HP Laserjet 5 | 12/25/1995 | [***] | S4601LF4JGG | |||||||||
OLYLTD02
|
2 Lbry Mid | Olympic/Redmond | psmrdcpr01 | HP LJ 4000 PCL 6 | 9/2/1997 | [***] | USEF052384 | |||||||||
OLYLTP01
|
1P15N | Olympic/Redmond | psmrdcpr01 | HP LaserJet 4si | [***] | USCB191732 | ||||||||||
OLYLTS02
|
2Q11E | Olympic/Redmond | psmrdcpr04 | IBM Ntwrk Prntr 17 | [***] | 01-17581 | ||||||||||
OLYSYS02
|
1Q14N | Olympic/Redmond | psmrdcpr01 | HP LaserJet 4000 | 11/4/97 | [***] | USEF097314 | |||||||||
OLYSYS03
|
1M15S | Olympic/Redmond | psmrdcpr01 | HP LJ 4200DTN | 10/11/02 | [***] | USBNM17762 | |||||||||
OLYTRTM01
|
1Q8W | Olympic/Redmond | Transition Team | psmrdcpr03 | HP LJ 2100 | 1/5/1999 | [***] | USGH195380 | ||||||||
RAIACT01
|
02-B15-34 | Rainier/Redmond | GrpAct | psmrdcpr01 | HP lj 4050 | 9/2/1997 | [***] | USMB018325 | ||||||||
RAIACT02
|
02-B15-34 | Rainier/Redmond | Actuary | psmrdcpr01 | HP lj 4050 | 10/30/1999 | [***] | USQX128743 | ||||||||
RAIADM01
|
Rainier/Redmond | Grp Admin | psmrdcpr03 | HP LJ 2100 | 5/1/1999 | [***] | USCD059684 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
Confidential
Information—For internal use only.
28
Table of Contents
C.1— Distributed Computing Hardware
Printer inventary
Printer inventary
| Firmware | ||||||||||||||||||||
| Queue | Location | Office/City | Group | Print Server | Model | Date | New IP Address | Serial Number | ||||||||||||
RAIAGE01
|
01-C16-18 | Rainier/Redmond | Agency services | psmrdcpr01 | 5si | 12/20/1996 | [***] | USDK028895 | ||||||||||||
RAIAUD01
|
02-E15-34 | Rainier/Redmond | Audit | psmrdcpr01 | HP lj 4050 | 1/27/1999 | [***] | USBC028393 | ||||||||||||
RAIBEN01
|
02-G15-30 | Rainier/Redmond | Exs Lss/ Benefits | psmrdcpr01 | HP lj 4P | Mar-94 | [***] | JPFF023367 | ||||||||||||
RAIBEN02
|
Rainier/Redmond | Exs Lss/ Benefits | psmrdcpr01 | HP 4100 pcl 6 | 9/7/2001 | [***] | USLNH01108 | |||||||||||||
RAIBEN04
|
02-D13-35 | Rainier/Redmond | Exs Lss/ Benefits | psmrdcpr02 | hp lj 4050 pcl | 1/17/2002 | [***] | USLND16996 | ||||||||||||
RAIISS02
|
02-C12-10 | Rainier/Redmond | Iss&Comliance | psmrdcpr02 | HP LJ 4si | 3/9/1999 | [***] | USBB157355 | ||||||||||||
RAIISS03
|
02-F15-19 | Rainier/Redmond | Iss&Comliance | psmrdcpr02 | HP LJ 4100 pcl 6 | 5/24/2001 | [***] | USJNH02387 | ||||||||||||
RAIISS04
|
02-F16-03 | Rainier/Redmond | Iss&Comliance | psmrdcpr02 | HP LJ 5si pcl 5e | 12/20/1996 | [***] | USDK012870 | ||||||||||||
RAIISS05
|
02-F15-03 | Rainier/Redmond | Iss&Comliance | psmrdcpr02 | HP LJ 5si | 12/20/1996 | [***] | USDK012900 | ||||||||||||
RAIISS06
|
02-F16-03 | Rainier/Redmond | Iss&Comliance | psmrdcpr02 | HP LJ 8000 pcl 5e | 9/10/1999 | [***] | USHJ023108 | ||||||||||||
RAIISS07
|
02-F15-03 | Rainier/Redmond | Iss&Comliance | psmrdcpr02 | HP LJ 9000hns | 7/18/2003 | [***] | JPBLP03851 | ||||||||||||
RAIMAR01
|
02-E13-20 | Rainier/Redmond | Achiel’s 2nd prtr | psmrdcpr04 | HP 2500 c | [***] | SG1818304D | |||||||||||||
RAIMOR01
|
01-D16-15 | Rainier/Redmond | Mortgage Loan | psmrdcpr01 | HP 4si | 6/1/1994 | [***] | USHB724775 | ||||||||||||
RAIMUT01
|
Rainier/Redmond | Mutual funds | psmrdcpr02 | HP 4 plus | 10/11/2002 | [***] | CNBX415669 | |||||||||||||
RAIMUT02
|
Rainier/Redmond | Mutual funds | psmrdcpr02 | HP LJ 5si | 2/3/1998 | [***] | USCC020129 | |||||||||||||
RAIMUT03
|
01-E13-20 | Rainier/Redmond | Mutual funds | psmrdcpr02 | HP LJ 8000 pcl 6 | 9/10/1999 | [***] | USGJ022028 | ||||||||||||
RAIMUT04
|
Rainier/Redmond | Mutual funds | psmrdcpr02 | HP LJ 5SI | 12/20/1996 | [***] | USDK143049 | |||||||||||||
RAIMUT05
|
01-F14-27 | Rainier/Redmond | Mutual funds | psmrdcpr02 | HP LJ 8000 | 10/12/1998 | [***] | USDD024065 | ||||||||||||
RAIMUT06
|
Rainier/Redmond | Mutual funds | psmrdcpr02 | HP lj 4050 pcl | 3/9/1999 | [***] | USBB294789 | |||||||||||||
RAIMUT07
|
01-G14-23 | Rainier/Redmond | Mutual funds | psmrdcpr02 | HP LJ 2200 pcl 6 | 11/20/2000 | [***] | USBGJ28405 | ||||||||||||
RAIMUT08
|
01-F14-27 | Rainier/Redmond | Mutual funds | psmrdcpr02 | HP LJ 8150 pcl 6 | 5/26/2001 | [***] | JPBLL13077 | ||||||||||||
RAIMUT09
|
Rainier/Redmond | Mutual Funds | psmrdcpr02 | HP LJ 2100 | 1/5/1999 | [***] | USGZ316917 | |||||||||||||
RAIMUT10
|
Rainier/Redmond | Mutual funds | psmrdcpr02 | HP LJ 4050 | 10/30/1999 | [***] | USBD041303 | |||||||||||||
RAIOFF01
|
Rainier/Redmond | psmrdcpr01 | HP LJ 5si | 12/20/1996 | [***] | USBK142417 | ||||||||||||||
RAIOFF03
|
Rainier/Redmond | psmrdcpr01 | HP LJ 5si | 12/20/1996 | [***] | USBK136084 | ||||||||||||||
RAISIS01
|
Rainier/Redmond | SIS | psmrdcpr01 | HP LJ 4si | 3/5/1999 | [***] | USDG039243 | |||||||||||||
RAISIS02
|
Rainier/Redmond | SIS | psmrdcpr01 | HP LJ 8000 pcl 6 | 3/18/1998 | [***] | USBB031279 | |||||||||||||
RAISIS03
|
Rainier/Redmond | SIS | psmrdcpr01 | HP lj 4500 Color | 7/20/1998 | [***] | JPHAB11712 | |||||||||||||
RAISYS01
|
Rainier/Redmond | Group Sys #1 | psmrdcpr01 | HP lj 4050 pcl 6 | 3/9/1999 | [***] | USBC033547 | |||||||||||||
RAISYS02
|
Rainier/Redmond | Group Sys #2 | psmrdcpr01 | HP LJ 4 | Nov-93 | [***] | JPBH052219 | |||||||||||||
| Total HQ | 98 | [***] | ||||||||||||||||||
SDGroupLife
|
SCR/San Diego | Group Life | ftvlgrsdprt1 | HP LJ 4200 pcl 6 | [***] | CNBX500042 | ||||||||||||||
Lexmark Optra E312
|
SCR/San Diego | Group Life | ftvlgrtraelb | Lexmark Optra E312 | [***] | 3102400 | ||||||||||||||
HP DJ 882C
|
SCR/San Diego | Group Life | ftvlgrsuelee | HP DJ 882C | [***] | CN94S1M126 | ||||||||||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
Confidential
Information—For internal use only.
29
Table of Contents
C.1— Distributed Computing Hardware
Printer inventary
Printer inventary
| Firmware | ||||||||||||||||
| Queue | Location | Office/City | Group | Print Server | Model | Date | New IP Address | Serial Number | ||||||||
HP DJ 950C
|
SCR/San Diego | Group Life | ftvlgrrobren | HP DJ 950C | [***] | MY05I1FOYP | ||||||||||
HP LJ 1200 PCL 6
|
SCR/San Diego | Group Life | ftvlgrrobrot2 | HP LJ 1200 PCL 6 | [***] | CNBRF68690 | ||||||||||
Canon BJC-250
|
SCR/San Diego | Group Life | alvlgrkatvil | Canon BJC-250 | [***] | ENT26782 | ||||||||||
HP LJ 4000 PCL
|
SCR/San Diego | Group Life | ftvlgrcorwem | HP LJ 4000 PCL | [***] | USMB03548 | ||||||||||
HP LaserJet 4
|
SCR/San Diego | Group Life | HP LJ 4 | JPBG073150 | ||||||||||||
Lexmark Optra E312
|
SCR/San Diego | Group Life | Lexmark Optra E312 | 1059182 | ||||||||||||
HP DJ 880C
|
SCR/Aliso Viejo | Group Life | ftvlmllouber | HP DJ 880C | MY92D16268 | |||||||||||
HP DJ 880C
|
SCR/Aliso Viejo | Group Life | ftvlmlpetcam | HP DJ 880C | MY93I160HX | |||||||||||
HP DJ 710C
|
SCR/Aliso Viejo | Group Life | ftvlmltuypha | HP DJ 710C | MY93D151WB | |||||||||||
CHILCO01
|
10SE | Hoffman Estates/IL | Group | psmchifs01 | HP LJ 5si | 7/11/1995 | [***] | USBD039098 | ||||||||
CHIATS01
|
10SE | Hoffman Estates/IL | Group | psmchifs01 | HP LJ5 | 1/15/1996 | [***] | USKC156933 | ||||||||
SHAWEA
|
Hoffman Estates | Group Life | LaserJet 1100 | USFG009823 | ||||||||||||
CHRHIG
|
Hoffman Estates | Group Sales | LaserJet 2100 | USCD020502 | ||||||||||||
DAVDIE
|
Hoffman Estates | Group Sales | DeskJet 840 | MY06R1C0P7 | ||||||||||||
CINLIPRINT1
|
Bethel Park | None/Shared PC CINLIFPRINT1 |
HP LaserJet 4Si | None | ||||||||||||
BOSLRM01
|
Boston | None/Shared PC CINLIFPRINT1 |
HP LaserJet 4 Plus | None | ||||||||||||
CINPRN14
|
Cincinnati | PSMCINFS01 | HP LaserJet 4050 | [***] | USBB043263 | |||||||||||
CONLIF01
|
Conshohocken | None/Shared PC CINLIFPRINT1 |
HP LaserJet 4 Plus | None | ||||||||||||
SWRLIF01
|
South Windsor | PSMHARFS01 | HP LaserJet 5 | [***] | ||||||||||||
SWRLIF02
|
South Windsor | PSMHARFS01 | HP LaserJet 4000 | [***] | ||||||||||||
SWRLIF03
|
South Windsor | PSMHARFS01 | HP LaserJet 4 Plus | [***] | ||||||||||||
SWRLIF05
|
South Windsor | PSMHARFS01 | IBM Network Printer 17 | [***] | ||||||||||||
SWRLIF06
|
South Windsor | PSMHARFS01 | HP LaserJet 4 | [***] | ||||||||||||
CLALIF01
|
Clairmont/Atlanta | SRMS (Safeco Risk Mgmt Svcs) |
psmatlpr01 | HP LJ 4100 | 20010907 01.019.1 | [***] | USJNH28928 | |||||||||
ATLELC01
|
Duluth/Atlanta | EXCESS LOSS CLAIMS | psmatlpr01 | HP LJ 4 Plus | [***] | USFC122734 | ||||||||||
ATLELC02
|
Duluth/Atlanta | EXCESS LOSS CLAIMS | psmatlpr01 | HP LJ 4 Plus | [***] | USFC294990 | ||||||||||
MAIPRN01
|
Miami/Florida | Symetra IT Group Printer |
psmmiafs01 | HP LaserJet 4 | [***] | 11-CWKH8 | ||||||||||
MAIPRN02
|
Miami/Florida | Symetra Claims Grp Printer |
psmmiafs01 | Lexmark Optra T616 | [***] | 41-Y3897 | ||||||||||
MAIPRN03
|
Miami/Florida | Symetra Underwriting Grp Printer |
psmmiafs01 | HP LaserJet IIID | [***] | 124646 | ||||||||||
MAIPRN04
|
Miami/Florida | Symetra Mkt Sales Grp |
psmmiafs01 | Lexmark Optra T616 | [***] | 41-Y3893 | ||||||||||
MAIRPN05
|
Miami/Florida | Symetra U/W Mkt. Grp Printer | psmmiafs01 | Lexmark Optra T616 | [***] | 41-Y3896 | ||||||||||
MAIRPN06
|
BROKEN | Miami/Florida | Symetra BROKEN PRINTER |
psmmiafs01 | LaserJet 8150 PCL6 | [***] | JPBLM47667 | |||||||||
MAIPRN07
|
Miami/Florida | Symetra Case Mgmt Printer |
psmmiafs01 | Lexmark Optra T616 | [***] | 41-AB039 | ||||||||||
MAIPRN08
|
Miami/Florida | L & I Marketing/Promotion |
psmmiafs01 | Color Laserjet 4600PCL 6 | [***] | JPAKF11007 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
Confidential
Information—For internal use only.
30
Table of Contents
C.1— Distributed Computing Hardware
Printer inventary
Printer inventary
| Firmware | ||||||||||||||||||
| Queue | Location | Office/City | Group | Print Server | Model | Date | New IP Address | Serial Number | ||||||||||
KCXLIF01
|
cube 269 | Overland Park | Life | PSMSTOFS01 | HP LaserJet 4600N | JPRGD40484 | ||||||||||||
| Terry Rayoum | St. Louis | Life | Deskjet 720c | Not in use. | ||||||||||||||
N/A
|
N/A | NCR / PH | MARKETING | N/A | Deskjet710C | 7/9/1998 | N/A | MY879191HT | ||||||||||
N/A
|
N/A | Portland | HP Laserjet 4 | N/A | JPBH052218 | |||||||||||||
N/A
|
N/A | Portland | HP Laserjet 4 | N/A | USBC224480 | |||||||||||||
N/A
|
N/A | Portland | HP Color DJ 840c | N/A | CN0871R074 | |||||||||||||
N/A
|
N/A | Portland | HP Color DJ 840c | N/A | MX08V1Y0CQ | |||||||||||||
N/A
|
N/A | Portland | NEC Superscript 870 | N/A | 613628879C | |||||||||||||
DALLIF01
|
N | Dallas | \\PSMDALFS01\DALLIF01 | HP8150 | R.22.09 | [***] | JPBLM65111 | |||||||||||
N/A
|
D | Dallas | LEXMARK | OPTRA E312L | 3032259 | |||||||||||||
N/A
|
D | Dallas | LEXMARK | OPTRA E312 | 1059087 | |||||||||||||
N/A
|
D | Dallas | HP | LJ4 | USBC254643 | |||||||||||||
N/A
|
D | Dallas | LEXMARK | OPTRA E310 | 136048 | |||||||||||||
2DEAST01
|
2nd Floor | Indianapolis | Life Sales | psmindpr01 | HP LaserJet 4 | [***] | JPBX008280 | |||||||||||
| 2nd Floor | Indianapolis | Life Sales (extra) | HP Deskjet 810C | MY94Q1B0W1 | ||||||||||||||
| 2nd Floor | Indianapolis | Life Sales (antmen) | HP Deskjet 840C | CN06F1P0V1 | ||||||||||||||
| 2nd Floor | Indianapolis | Life Sales (johmon) | HP Deskjet 840C | MX0321V06Z | ||||||||||||||
| 2nd Floor | Indianapolis | Life Sales (marsim) | HP Deskjet 810C | MY96V122JM | ||||||||||||||
4EEAST01
|
4th Floor | Indianapolis | Life Actuary/Systems | psmindpr01 | HP Laserjet 4si | [***] | USDB330638 | |||||||||||
| 4th Floor | Indianapolis | Life Act (loiwhi) | HP Deskjet 880C | MY93E110GT | ||||||||||||||
| 4th Floor | Indianapolis | Life Act (joymca) | HP Deskjet 880C | MY93E110H7 | ||||||||||||||
| 4th Floor | Indianapolis | Life Act (debden) | HP Deskjet 880C | MY93E110FC | ||||||||||||||
| 4th Floor | Indianapolis | Life Act (extra) | HP Deskjet 880C | MY93E110FN | ||||||||||||||
n/a
|
SRMS | Indianapolis | SRMS | INDLGRPRINT1 | Lexmark Optra T616 | 41-V0294 | ||||||||||||
n/a
|
SRMS | Indianapolis | SRMS | INDLGRPRINT1 | HP Laserjet 4050 | USBB229405 | ||||||||||||
HPColorL
|
SRMS | Indianapolis | SRMS | INDLGRPRINT1 | HP Laserjet 4600 | JPAKB08490 | ||||||||||||
| SRMS | Indianapolis | SRMS (jimsee) | HP Deskjet 940C | MY15F6B0TY | ||||||||||||||
| SRMS | Indianapolis | SRMS (physan) | HP Laserjet 2100 | USCC015700 | ||||||||||||||
| SRMS | Indianapolis | SRMS (pagile) | HP Laserjet 1100 | USJC085052 | ||||||||||||||
| SRMS | Indianapolis | SRMS (kimvan) | Lexmark Optra E310 | 0019021 | ||||||||||||||
| SRMS | Indianapolis | SRMS (margre) | Brother HL-1240 | U52581C0J289981 | ||||||||||||||
| SRMS | Indianapolis | SRMS (jeengl) | Lexmark E210 | 1053734 | ||||||||||||||
| SRMS | Indianapolis | SRMS (congib) | HP Laserjet 4 | USTC017101 | ||||||||||||||
| SRMS | Indianapolis | SRMS (chadug) | HP Deskjet 940C | MX1B36F0PP | ||||||||||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
Confidential
Information—For internal use only.
31
Table of Contents
C.1— Distributed Computing Hardware
Printer inventary
Printer inventary
| Firmware | ||||||||||||||||||
| Queue | Location | Office/City | Group | Print Server | Model | Date | New IP Address | Serial Number | ||||||||||
| Total Remote | 71 | |||||||||||||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
Confidential
Information—For internal use only.
32
Table of Contents
C.2 — Distributed Computing Software
| Symetra Distributed | Help Desk | Core Image | Not | Bus. | Limited | |||||||||||||||||||||||||||||||
| Applications | Supported | Applications | Standard | Supported | Needs Req. | License count | Site License | Quantity amount | Notes | |||||||||||||||||||||||||||
Office Suite Applications |
||||||||||||||||||||||||||||||||||||
Office 2003 (Access, Excel,
Outlook, Powerpoint, Word) |
x | x | x | |||||||||||||||||||||||||||||||||
Spreadsheet Applications |
||||||||||||||||||||||||||||||||||||
Lotus 123 |
x | |||||||||||||||||||||||||||||||||||
Word Processing |
||||||||||||||||||||||||||||||||||||
WordPerfect 6.1 |
x | x | ||||||||||||||||||||||||||||||||||
Presentation Applications |
||||||||||||||||||||||||||||||||||||
Harvard Instant Charts |
||||||||||||||||||||||||||||||||||||
Desktop Publication Apps. |
||||||||||||||||||||||||||||||||||||
Adobe Acrobat |
x | x | ||||||||||||||||||||||||||||||||||
Adobe Reader 5.05 |
x | x | x | |||||||||||||||||||||||||||||||||
Frontpage |
x | |||||||||||||||||||||||||||||||||||
Publisher |
x | x | x | |||||||||||||||||||||||||||||||||
Graphic Design applications |
||||||||||||||||||||||||||||||||||||
Grabbit 2.5 |
x | |||||||||||||||||||||||||||||||||||
Local Database Applications |
||||||||||||||||||||||||||||||||||||
None |
||||||||||||||||||||||||||||||||||||
Database Reporting Apps |
||||||||||||||||||||||||||||||||||||
Crystal Reports |
x | x | ||||||||||||||||||||||||||||||||||
Reports Facilitator |
x | |||||||||||||||||||||||||||||||||||
Database Client |
||||||||||||||||||||||||||||||||||||
None |
||||||||||||||||||||||||||||||||||||
Terminal Emulator Apps. |
||||||||||||||||||||||||||||||||||||
ProComm Plus |
x | x | ||||||||||||||||||||||||||||||||||
Terminal Server applications |
||||||||||||||||||||||||||||||||||||
Citrix Client |
x | x | x | |||||||||||||||||||||||||||||||||
Miscsoft RDP Terminal |
||||||||||||||||||||||||||||||||||||
Service Client |
x | |||||||||||||||||||||||||||||||||||
E-mail applications |
||||||||||||||||||||||||||||||||||||
Exchange |
x | |||||||||||||||||||||||||||||||||||
MailMarshal — scanning |
x | |||||||||||||||||||||||||||||||||||
PDA applications |
||||||||||||||||||||||||||||||||||||
Blackberry Desktop Software
v3.6 service pack 2 |
x | |||||||||||||||||||||||||||||||||||
Calendar applications |
||||||||||||||||||||||||||||||||||||
Outlook |
x | x | x | |||||||||||||||||||||||||||||||||
Accounting applications |
||||||||||||||||||||||||||||||||||||
MFACT |
x | |||||||||||||||||||||||||||||||||||
Microcash for Windows |
x | |||||||||||||||||||||||||||||||||||
Finance applications |
||||||||||||||||||||||||||||||||||||
Flexsoft |
x | |||||||||||||||||||||||||||||||||||
FundStation |
x | |||||||||||||||||||||||||||||||||||
Quicken |
x | x | ||||||||||||||||||||||||||||||||||
Programming applications |
||||||||||||||||||||||||||||||||||||
Remedy (Action Request) |
x | |||||||||||||||||||||||||||||||||||
Seaview |
x | |||||||||||||||||||||||||||||||||||
Management Tool Apps |
||||||||||||||||||||||||||||||||||||
None |
||||||||||||||||||||||||||||||||||||
VPN applications |
||||||||||||||||||||||||||||||||||||
Extranet Access Client |
x | x | x | |||||||||||||||||||||||||||||||||
Contivity Client |
||||||||||||||||||||||||||||||||||||
AT$T Dialer |
||||||||||||||||||||||||||||||||||||
Internet applications |
||||||||||||||||||||||||||||||||||||
Internet Explorer 5.5 sp2 |
x | |||||||||||||||||||||||||||||||||||
Confidential Information—For internal use only.
1
Table of Contents
C.2 — Distributed Computing Software
| Symetra Distributed | Help Desk | Core Image | Not | Bus. | Limited | |||||||||||||||||||||||||||||||
| Applications | Supported | Applications | Standard | Supported | Needs Req. | License count | Site License | Quantity amount | Notes | |||||||||||||||||||||||||||
Communication applications |
||||||||||||||||||||||||||||||||||||
CentreVue |
x | |||||||||||||||||||||||||||||||||||
Language Interpretation Services |
x | |||||||||||||||||||||||||||||||||||
Lanier (old NICE calls) |
x | |||||||||||||||||||||||||||||||||||
NICE Universe |
x | |||||||||||||||||||||||||||||||||||
Phone 2PC Recording |
x | |||||||||||||||||||||||||||||||||||
Faxing applications |
||||||||||||||||||||||||||||||||||||
Enterprise Fax Manager |
x | |||||||||||||||||||||||||||||||||||
Fax Util |
x | |||||||||||||||||||||||||||||||||||
RightFax |
x | |||||||||||||||||||||||||||||||||||
WinFax |
x | x | ||||||||||||||||||||||||||||||||||
Flowcharting applications |
||||||||||||||||||||||||||||||||||||
Visio |
x | |||||||||||||||||||||||||||||||||||
Visio Viewer |
x | x | x | |||||||||||||||||||||||||||||||||
Contact Management Apps |
||||||||||||||||||||||||||||||||||||
Bacon’s MediaSource |
x | |||||||||||||||||||||||||||||||||||
Project Tracking Apps |
||||||||||||||||||||||||||||||||||||
Project |
x | |||||||||||||||||||||||||||||||||||
Simply TIME (task manager) |
x | |||||||||||||||||||||||||||||||||||
Virus applications |
||||||||||||||||||||||||||||||||||||
Norton Anti-Virus |
x | x | x | |||||||||||||||||||||||||||||||||
Print Utility applications |
||||||||||||||||||||||||||||||||||||
PrintNow! |
x | |||||||||||||||||||||||||||||||||||
Scanning Software Apps |
||||||||||||||||||||||||||||||||||||
None |
||||||||||||||||||||||||||||||||||||
Handicap Utility |
||||||||||||||||||||||||||||||||||||
None |
||||||||||||||||||||||||||||||||||||
Video Conferencing Apps |
||||||||||||||||||||||||||||||||||||
None |
||||||||||||||||||||||||||||||||||||
Security applications |
||||||||||||||||||||||||||||||||||||
Cyber Gatekeeper Agent |
x | x | x | |||||||||||||||||||||||||||||||||
CyberArmor |
x | x | x | |||||||||||||||||||||||||||||||||
FAZAM 2000 |
x | |||||||||||||||||||||||||||||||||||
PowerQuest |
x | x | ||||||||||||||||||||||||||||||||||
Sysmantic Antivirus 8.01 |
||||||||||||||||||||||||||||||||||||
Reference applications |
||||||||||||||||||||||||||||||||||||
NILS |
x | |||||||||||||||||||||||||||||||||||
Operating Systems Apps |
||||||||||||||||||||||||||||||||||||
Windows 2000 sp3 |
x | x | x | |||||||||||||||||||||||||||||||||
Undefined applications |
||||||||||||||||||||||||||||||||||||
Ameritech White and Yellow Pages |
x | |||||||||||||||||||||||||||||||||||
Catapult Training |
x | |||||||||||||||||||||||||||||||||||
Chase Insight & Reporter |
x | x | ||||||||||||||||||||||||||||||||||
Desktop Submit |
x | |||||||||||||||||||||||||||||||||||
EFTPS for Windows 01.07.01 |
x | |||||||||||||||||||||||||||||||||||
EOSI/CLAS (Library copyright) |
x | |||||||||||||||||||||||||||||||||||
Extra! 6.71 |
x | x | x | |||||||||||||||||||||||||||||||||
EZ2000 |
x | x | ||||||||||||||||||||||||||||||||||
FlashPlayer 7.0.19.0 |
x | x | x | |||||||||||||||||||||||||||||||||
ICW Required |
x | |||||||||||||||||||||||||||||||||||
Iomega Tools |
x | |||||||||||||||||||||||||||||||||||
Message Manager |
x | |||||||||||||||||||||||||||||||||||
MMCD |
x | |||||||||||||||||||||||||||||||||||
MSDN |
x | |||||||||||||||||||||||||||||||||||
PBS |
x | |||||||||||||||||||||||||||||||||||
DirectX 8.1 |
x | x | ||||||||||||||||||||||||||||||||||
Confidential Information—For internal use only.
2
Table of Contents
C.2 — Distributed Computing Software
| Symetra Distributed | Help Desk | Core Image | Not | Bus. | Limited | |||||||||||||||||||||||||||||||
| Applications | Supported | Applications | Standard | Supported | Needs Req. | License count | Site License | Quantity amount | Notes | |||||||||||||||||||||||||||
Panagon Document Management |
x | |||||||||||||||||||||||||||||||||||
PCAnywhere |
x | |||||||||||||||||||||||||||||||||||
PGP Encryption |
x | |||||||||||||||||||||||||||||||||||
PowerSelect |
x | |||||||||||||||||||||||||||||||||||
Qview4 |
x | |||||||||||||||||||||||||||||||||||
RoboHelp Office 2000 |
x | |||||||||||||||||||||||||||||||||||
Skill Vantage |
x | |||||||||||||||||||||||||||||||||||
Snag-It! (screen shot capture) |
x | |||||||||||||||||||||||||||||||||||
Source OffSite 3.5.1 |
x | |||||||||||||||||||||||||||||||||||
Spencer CD |
x | x | ||||||||||||||||||||||||||||||||||
Trellis |
x | |||||||||||||||||||||||||||||||||||
Unicenter |
x | |||||||||||||||||||||||||||||||||||
UVT |
x | |||||||||||||||||||||||||||||||||||
Web IIS |
x | |||||||||||||||||||||||||||||||||||
WebTrends |
x | |||||||||||||||||||||||||||||||||||
WELL Concession Calculator |
x | |||||||||||||||||||||||||||||||||||
Window’s MDAC 2.61 sp2 |
x | |||||||||||||||||||||||||||||||||||
Window’s Media Player 7.1 |
x | |||||||||||||||||||||||||||||||||||
Winrapid Teledex |
x | |||||||||||||||||||||||||||||||||||
WinZip 8.1 |
x | |||||||||||||||||||||||||||||||||||
Confidential Information — For internal use only.
3
Table of Contents
C.3 — Distributed Computing Desktop/Laptop Core Image
| Application | Application | |
Windows 2000 Professional
|
Current Desktop OS | |
Symantec Anti-Virus 8.01
|
Anti-Virus Software | |
MS GPResult
|
Client Install allows for reporting for Group policies | |
MSConfig (WINNT)
|
An applet / tool provides local troubleshooting information to a TA. | |
MS DirectX 9.0b
|
DirectX is an advanced suite of multimedia application programming interfaces (APIs) built into Windows 2000. DirectX provides a standard development platform for Windows-based PCs by enabling software developers to access specialized hardware features wi | |
MS Windows Media Player 9.0
|
Many organizations use the electronic medium for distributing study and training material in audio and video format. Media Player provides a consistent interface for these multimedia presentations. | |
MS Internet Explorer 6.01 SP1
|
Browser | |
MS MDAC v2.7 SP1 Refresh
|
Microsoft Data Access Components (MDAC) contains core Data Access components such as the Microsoft SQL Server™ OLE DB provider and ODBC driver. | |
WinZip 9.0
|
WinZip provides a necessary tool for zipping and unzipping files that need to be compressed for faster file transfer. | |
Citrix Client v7.1
|
A Citrix client allows the user to establish a Citrix session with Citrix Metaframe or Terminal server. | |
Adobe Reader v6.0
|
Acrobat Reader allows anyone to open a portable document format file (.pdf) across a broad range of hardware and software, and it will look exactly as the author intended — with layout, fonts, links, and images intact. | |
MacroMedia FlashPlayer 7.0.19.0
|
Flash Player is a web browser plugin that allows the viewer to play multimedia content created with Macromedia Flash MX. | |
FAZAM Client v3.0
|
FAZAM is a trouble shooting tool that builds on Windows 2000 which can be used to track the history of Group Policy Object (GPO) changes, including who made the changes, from initial design to retirement. | |
Visio Viewer 2003
|
The Microsoft Visio Viewer allows anyone to view Visio drawings, diagrams, charts, and illustrations in a Web-based environment from within Microsoft Internet Explorer. | |
VPN Software
|
For remote users to connect via the Virtual Private Network | |
Extra! PC v6.71
|
Attachmate’s Extra! Personal Client (EPC) 6.71 is the standard terminal emulation software | |
Office XP SP2
|
Microsoft Office Suite | |
Misc Updates |
||
Desktop Customization |
||
System Management |
||
Power Management |
||
Start Menu Configuration |
||
MC Updater Tool Shortcut |
||
Windows Explorer Configuration |
||
.NET Framework |
||
Windows Scripting Host |
||
Security Patches |
||
Microsoft Q Fixes |
||
Verify Patch Installations
|
Various updates and configuration changes are made to the standard operating system. Some of them fall into these general categories. |
Confidential Information — For internal use only.
1
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 2D — Data Network Services SOW
Schedule 2D — Data Network Services SOW
Schedule 2D
Data Network Services SOW
for
Symetra Life Insurance Company (Symetra)
October 28, 2004
Confidential Information
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Symetra Life Insurance Company (Symetra)
Schedule 2D — Data Network Services SOW
Schedule 2D — Data Network Services SOW
TABLE OF CONTENTS
1.0 |
Data Network Management Services Overview and Objectives | 3 | ||||
| 1.1 Services Overview | 3 | |||||
| 1.2 Service Objectives | 3 | |||||
2.0 |
Service Environment | 3 | ||||
| 2.1 Scope of Services and Infrastructure to be Supported | 3 | |||||
| 2.2 Work-In-Progress/Transition | 4 | |||||
| 2.3 Future initiatives | 4 | |||||
| 2.4 Baseline Information | 4 | |||||
3.0 |
Data Network Services Requirements | 5 | ||||
| 3.1 Service Descriptions and Roles & Responsibilities | 5 | |||||
| 3.2 Exclusions | 11 | |||||
4.0 |
Service Management | 11 | ||||
| 4.1 Objectives | 11 | |||||
| 4.2 Definitions | 12 | |||||
| 4.3 Service Level Requirements (SLRs) | 12 | |||||
| 4.4 Reports | 16 | |||||
5.0 |
Referenced SOW Appendices and SOW Schedules | 17 | ||||
| 5.1 Referenced Help Desk SOW Appendices | 17 | |||||
| 5.2 Referenced ITSA Schedules | 17 |
List of Tables
Table 1.
|
Data Network Baseline Projections | 5 | ||||
Table 2.
|
General Roles and Responsibilities | 6 | ||||
Table 3.
|
Engineering/Development Roles and Responsibilities | 7 | ||||
Table 4.
|
Asset Acquisition and Network Service Provisioning Roles and Responsibilities | 7 | ||||
Table 5.
|
Network Operations and Administration Roles and Responsibilities | 8 |
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Schedule 2D — Data Network Services SOW
Schedule 2D — Data Network Services SOW
Table 6.
|
Network Monitoring and Reporting Roles and Responsibilities | 9 | ||||
Table 7.
|
Documentation Roles and Responsibilities | 9 | ||||
Table 8.
|
Firewall Services Roles and Responsibilities | 10 | ||||
Table 9.
|
Security Intrusion Detection Services Roles and Responsibilities | 10 | ||||
Table 10.
|
Security Penetration Services Roles and Responsibilities | 11 | ||||
Table 11.
|
Security Incident & Audit Management Roles and Responsibilities | 11 | ||||
Table 12.
|
Network Availability SLRs | 12 | ||||
Table 13.
|
Network Performance SLRs | 13 | ||||
Table 14.
|
Network Administration Services SLRs | 14 | ||||
Table 15.
|
Security Intrusion Detection SLRs | 15 | ||||
Table 16.
|
Security Penetration Services SLRs | 16 |
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Schedule 2D — Data Network Services SOW
Schedule 2D — Data Network Services SOW
1.0 Data Network Management Services Overview and Objectives
1.1 Services Overview
Network support Services are the services and activities, as detailed in the following Data
Network Services SOW, required to provide and support Symetra data network environment as described
in Section 2.0 below. ACS responsibilities include, but are not limited to, the provisioning,
management, administration and troubleshooting of the following data network Services:
| n | Wide-area Network (WAN) | ||
| n | Local-area Network (LAN) | ||
| n | Virtual Private Network (VPN) | ||
| n | Network Security |
As depicted in Figure 1 below, in addition to the Service described in this Data Network Services
SOW, ACS is responsible for providing the Services described in Schedule 2A – Cross Functional
Services SOW. Figure 1 depicts the relationship between the Cross Functional Services SOW, and all
SOWs within the scope of the Agreement.
| Cross Functional SOW | ||||||||||||
| Data | Distributed | Data | Voice | Output | Content | |||||||
| Center | Computing | Network | Comm. | Help Desk | Processing | Management | ||||||
| Services | Services | Services | Services | Services | Services | Services | ||||||
| SOW | SOW | SOW | SOW | SOW | SOW | SOW | ||||||
Figure 1: Service Towers with Cross Functional View
1.2 Service Objectives
The following are the key high-level Service objectives Symetra expects to achieve through
outsourced data network management Services and this Data Network Services SOW:
| n | Provide a reliable, scalable and secure high-speed network infrastructure to Symetra headquarters, remote offices and remote individual End Users, as required | ||
| n | Operate efficiently and effectively by running on a consolidated network infrastructure and by simplifying network management, procurement and budgeting | ||
| n | Minimize administrative effort by engaging ACS to provide this management function | ||
| n | Achieve the SLRs specified in Section 4 of this Data Network Services SOW |
2.0 Service Environment
2.1 Scope of Services and Infrastructure to be Supported
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Schedule 2D — Data Network Services SOW
Schedule 2D — Data Network Services SOW
The following sub-sections and related Data Network Services SOW appendices describe and scope
the network environment to be supported/complied with. Service Environment descriptions and
appendices include listings of hardware and software, policies and procedures, licenses and
agreements, work-in-progress and future initiatives. Service Environment Appendices are to be
maintained and reviewed with Symetra by ACS and made available to Symetra on a quarterly basis.
2.1.1 Hardware and Software
Intentionally Left Blank
2.1.1 Service Locations
| a. | A description and location of all Symetra facility and office locations requiring Network Services is provided in Attachment B of the Agreement. |
2.1.3 Personnel
| a. | ACS will be responsible for staffing skilled and appropriately certified data network management staff to meet the SLRs set forth in this SOW. Currently, Symetra Corporate provides Symetra data network Services as a shared service. |
2.1.4 Policies, Procedures and Standards
Intentionally Left Blank
2.1.5 Agreements and Licenses
Intentionally Left Blank
2.2 Work-In-Progress/Transition
Intentionally Left Blank
2.3 Future initiatives
Intentionally Left Blank
2.4 Baseline Information
Symetra’s projected network usage is presented below. These business requirements represent
Symetra’s most realistic projection of the Service requirements as of the Effective Date based on a
combination of past trends and current anticipated overall business direction over the Term of the
Agreement.
These metrics, along with other data which may be pertinent for sizing the solution, are reflected
in Schedule 3 -Fees.
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Schedule 2D — Data Network Services SOW
Schedule 2D — Data Network Services SOW
Table 1. Data Network Baseline Projections
| System | 2005 | 2006 | 2007 | 2008 | 2009 | Comments | ||||||||||||||||
Headquarters Users |
948 | 971 | 994 | 1018 | 1042 | |||||||||||||||||
Headquarters VIP Users |
59 | 59 | 59 | 59 | 59 | |||||||||||||||||
Remote Offices |
8 | 8 | 8 | 8 | 8 | |||||||||||||||||
Remote Office Users |
103 | 103 | 103 | 103 | 103 | |||||||||||||||||
Tele-workers |
138 | 138 | 138 | 138 | 138 | |||||||||||||||||
Routers |
These items will be proposed by ACS | |||||||||||||||||||||
DSCs/CSUs |
||||||||||||||||||||||
Firewalls |
||||||||||||||||||||||
Modems |
||||||||||||||||||||||
Frame Relay– Symetra
Locations |
||||||||||||||||||||||
Dedicated Internet Circuits |
||||||||||||||||||||||
Point-to-Point Circuits –
Symetra |
||||||||||||||||||||||
ISDN |
||||||||||||||||||||||
Dial-up WD Modem Pool |
||||||||||||||||||||||
VPN |
||||||||||||||||||||||
IMACs per device/per year |
||||||||||||||||||||||
3.0 Data Network Services Requirements
3.1 Service Descriptions and Roles & Responsibilities
In addition to the Services, activities, and roles and responsibilities described in Schedule
2A — Cross Functional SOW, ACS is responsible for the following data network management Services,
activities and roles and responsibilities.
3.1.1 Data Network Services Requirements
| a. | Wide Area Network (WAN) Services | ||
| WAN services include the provision and monitoring and management of networks that interconnect two or more separate facilities that span a geographic area larger than a campus or metropolitan area. Transmission facilities include, but are not limited to, point to point circuits, frame relay, dedicated Internet connections, broadband (DSL/Cable Modem) Internet connections, Internet-based VPNs, and dial-up connections. ACS shall work with public carriers and other Symetra circuit providers on behalf of Symetra to ensure delivery of WAN services. Support of any Data Network Services-related work required by designated carriers, to support the Symetra network, is considered within the scope of Services. |
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Schedule 2D — Data Network Services SOW
Schedule 2D — Data Network Services SOW
| b. | Local Area Network (LAN) Services | ||
| LAN services include the provision and monitoring and management of networks that are usually confined to a single facility or portion of a facility. LAN components include Dynamic Host Control Protocol (DHCP)/Domain Name Server (DNS) and Wireless LANs supporting all network traffic originating from desktop devices, local file and print servers, application servers, database servers, peripherals, firewalls/routers, other network devices and other user premise devices. This service ends at, but does not include, the LAN attached device network card at the desktop. | |||
| c. | Virtual Private Network (VPN) Services | ||
| VPN services include the provision and monitoring and management of methods for remote End Users and business partners to securely connect to the Network and Data Center Computing Services over the public Internet. This service includes dedicated site-to-site VPN connectivity on a shared public IP network. It requires industry-/Internet-based standards for security to create and preserve privacy, data integrity, and authenticity. The VPN service must be highly scaleable. ACS shall provide and support home user VPN software. | |||
| d. | IP Dial Services | ||
| IP Dial services include the provision and monitoring and management of a connection methodology for remote End Users to securely connect to the Network and Data Center Computing Services via dial-up connectivity. | |||
| e. | Network Security Services | ||
| Network security Services firewall include the provision and support of methods that provide security to physical and logical devise connected to the network. Security services include firewall, intrusion detection, penetration/vulnerability testing. | |||
| f. | Management Services | ||
| Management services include the provision and support of a suite of activities that spans all aspects of system security and networking levels in terms of system and component management and monitoring, information protection, component-addressing methods, access control, and change control. |
3.1.2 General Responsibilities
The following table identifies general roles and responsibilities associated with this SOW. An “X”
is placed in the column under the party that will be responsible for performing the task. ACS
responsibilities are indicated in the column labeled “ACS.”
Table 2. General Roles and Responsibilities
| General Roles and Responsibilities | ACS | Symetra | ||||||
1. Recommend WAN / LAN/ VPN / Firewall requirements based on industry
best practices |
X | |||||||
2. Review and approve requirements and for WAN/LAN/VPN/Firewall
Services |
X | |||||||
3. Review and approve services and standards for all Network Services |
X | |||||||
4. Perform business liaison function to Symetra operational units |
X | |||||||
5. Recommend Network capacity thresholds |
X | |||||||
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Schedule 2D — Data Network Services SOW
Schedule 2D — Data Network Services SOW
| General Roles and Responsibilities | ACS | Symetra | ||||||
6. Approve Network capacity planning thresholds |
X | |||||||
7. Provide capacity and performance reports on a quarterly basis |
X | |||||||
8. Procure/Provision and maintain all Network components and circuits |
X | |||||||
9. Reporting performance against SLRs |
X | |||||||
3.1.3 Design/Engineering
The following identifies the activities, roles and responsibilities associated with
engineering/development Services that are specific to this Schedule. Additional activities include:
Table 3. Engineering/Development Roles and Responsibilities
| Engineering/Development Roles and Responsibilities | ACS | Symetra | ||||||
1. Develop Network design, engineering and security testing and
integration procedures that meet requirements and adhere to
defined policies |
X | |||||||
2. Approve Network design engineering, security testing and
integration procedures |
X | |||||||
3. Prepare Network design, engineering and security, plans and
schedules to support new and enhanced applications, architectures
and standards |
X | |||||||
4. Review and approve Network design, engineering and security
plans and schedules |
X | |||||||
5. Approve the scheduling of all changes to the Network
environment |
X | |||||||
6. Coordinate with Symetra and affiliated entities, and public
carriers, as required |
X | |||||||
3.1.4 Asset Acquisition and Network Services Provisioning
ACS will perform asset acquisition and Network Services provisioning and associated with acquiring
network equipment and circuits. The following table identifies the underlying roles and
responsibilities associated with asset acquisition and Network Services provisioning activities.
Table 4. Asset Acquisition and Network Service Provisioning Roles and Responsibilities
| Network Provisioning Roles and Responsibilities | ACS | Symetra | ||||||
1. Order and expedite WAN circuits, equipment and services as
defined by Symetra |
X | |||||||
2. Configure WAN/LAN (hardware, software) prior to installation |
X | |||||||
3. Document router configuration files and IP addressing schemas |
X | |||||||
7. Develop and document Network provisioning requirements and
policies |
X | |||||||
8. Approve Network provisioning requirements and policies |
X | |||||||
9. Provide capacity planning assistance to develop Network resource
requirements projections |
X | |||||||
10. Coordinate ordering, procurement and inventory management of
Network circuits from public carriers |
X | |||||||
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Schedule 2D — Data Network Services SOW
Schedule 2D — Data Network Services SOW
| Network Provisioning Roles and Responsibilities | ACS | Symetra | ||||||
11. Manage the performance of public carriers (and other third
parties) to meet defined schedules, project plans, etc. |
X | |||||||
12. Ensure that all new circuits, devices and software provisioned
are included in configuration management documentation |
X | |||||||
3.1.5 Network Operations and Administration
The following table identifies the activities, roles and responsibilities associated with Network
operations and administration that are specific to this Schedule.
| a. | Operations activities include: |
| 1. | Network systems management and troubleshooting (e.g. performance, problem, change and capacity monitoring) | ||
| 2. | Bandwidth management | ||
| 3. | Protocol usage statistics (e.g. identify top talkers by protocol) | ||
| 4. | Working with public carriers and other circuit providers to perform any operations activities | ||
| 5. | Managing and maintaining all Network Service computing resources (e.g. hardware, operating system software and applications) that are required to provide designated Services |
| b. | Administration services include activities, such as: |
| 1. | Managing router configurations, firewalls, Internet Protocol (IP) addresses and related services (e.g. DNS/DHCP) | ||
| 2. | Asset management, including infrastructure software licenses | ||
| 3. | Physical (e.g. equipment) and logical (e.g. IP address change) IMACs |
Table 5. Network Operations and Administration Roles and Responsibilities
| Network Operations and Administration Roles and Responsibilities | ACS | Symetra | ||||||
1. Provide LAN/WAN connectivity contained in the service environment |
X | |||||||
2. Develop and document Network administration requirements and
policies |
X | |||||||
3. Develop and document procedures for administration that meet
requirements and adhere to Symetra defined policies and procedures |
X | |||||||
4. Approve administration policies and procedures |
X | |||||||
5. Perform day-to-day Network operations and administration activities |
X | |||||||
6. Manage all Network devices in accordance with Symetra’s policies
(including security oversight and change management policies) |
X | |||||||
7. Maintain IP addressing schemes, router configurations, routing
tables, VPN configurations, etc. |
X | |||||||
8. Manage End User accounts as needed for access and maintaining
Network resources (e.g. logon user-id and password maintenance) |
X | |||||||
9. Maintain and provide audit information including access, general
logs, application logs in accordance with Symetra’s security policies |
X | |||||||
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Schedule 2D — Data Network Services SOW
Schedule 2D — Data Network Services SOW
| Network Operations and Administration Roles and Responsibilities | ACS | Symetra | ||||||
10. Ensure that Network administration activities are coordinated
through defined change management processes |
X | |||||||
3.1.6 Network Monitoring and Reporting
The following table identifies the roles and responsibilities associated with Network monitoring
and reporting Services that are specific to this Schedule.
Table 6. Network Monitoring and Reporting Roles and Responsibilities
| Network Monitoring and Reporting Roles and Responsibilities | ACS | Symetra | ||||||
1. Develop and document requirements and policies for Network
monitoring and problem management |
X | |||||||
2. Approve requirements and policies for Network monitoring and problem
management |
X | |||||||
3. Develop and document Network monitoring and problem management
procedures, including escalation thresholds, that meet requirements and
adhere to defined policies |
X | |||||||
4. Approve Network monitoring and problem management procedures |
X | |||||||
5. Provide and implement tools for monitoring Network devices and
traffic |
X | |||||||
6. Implement measures for proactive monitoring and self-healing
capabilities to limit Network outages |
X | |||||||
7. Monitor Network per SLRs |
X | |||||||
8. Identify Network problems and resolve in accordance Incident and
Problem Management Services, polices, procedures and SLRs |
X | |||||||
9. Provide on-site staff at Symetra facilities as required to perform
maintenance and problem resolution activities |
X | |||||||
3.1.7 Documentation
The following are required document types that are specific to this Schedule.
| a. | Network system specifications and topologies (for example, router configurations, firewall policies, routing diagrams/IP addressing tables, hardware/software listings, etc.) | ||
| b. | Detailed circuit location information (e.g. circuit ID including LEC access ID, location, speed) | ||
| c. | Detailed documentation showing all firewall policy, group, object, etc. information | ||
| d. | “As-built” documentation for all Network devices (including firewalls) that are deployed in development, test, QA, production or other technical environments |
The following table identifies the roles and responsibilities associated with documentation
activities that are specific to this Schedule.
Table 7. Documentation Roles and Responsibilities
| Documentation Roles and Responsibilities | ACS | Symetra | ||||||
1. Recommend documentation requirements |
X | |||||||
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Schedule 2D — Data Network Services SOW
Schedule 2D — Data Network Services SOW
| Documentation Roles and Responsibilities | ACS | Symetra | ||||||
2. Approve recommend documentation
requirements |
X | |||||||
3. Provide documentation as required by
Symetra |
X | |||||||
3.1.8 Network Security Services
3.1.8.1 Firewall Management
ACS shall provide firewall management Services including firewall engineering and management and
access control list engineering and management in compliance with Symetra’s policies and standards.
The following table identifies roles and responsibilities associated with the firewall management
Services.
Table 8. Firewall Services Roles and Responsibilities
| Security Firewall Services Roles and Responsibilities | ACS | Symetra | ||||||
1. Recommend best practice firewall policies |
X | |||||||
2. Develop Symetra specific firewall polices |
X | |||||||
3. Approve firewall polices |
X | |||||||
4. Provide Services in conformance to firewall policies |
X | |||||||
5. Perform firewall engineering and firewall security design |
X | |||||||
6. Assess firewall security and propose alternative security
designs |
X | |||||||
7. Review and approve firewall security designs |
X | |||||||
8. Maintain Access Control Lists (ACL) in accordance with Policies |
X | |||||||
9. Review and approve firewall ACL policies |
X | |||||||
10. Develop recommendations for improved security |
X | |||||||
11. Review and approve recommendations for improved security |
X | |||||||
3.1.8.2 Security Intrusion Detection Services
ACS shall provide both NIDS (Network-based Intrusion Detection Service) and HIDS (Host-based
Intrusion Detection Service). The following table identifies the roles and responsibilities
associated with the Intrusion Detection Services.
Table 9. Security Intrusion Detection Services Roles and Responsibilities
| Security Intrusion Detection Services Roles and Responsibilities | ACS | Symetra | ||||||
1. Develop policies and standards for intrusion detection |
X | |||||||
2. Approve policies and standards for intrusion detection |
X | |||||||
3. Provide Intrusion Detection Services and reporting |
X | |||||||
4. Allow for independent Intrusion Detection Services |
X | |||||||
5. Develop recommendations for improved security |
X | |||||||
6. Review and approve recommendations for improved security |
X | |||||||
7. Implement approved recommendations |
X | |||||||
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Schedule 2D — Data Network Services SOW
Schedule 2D — Data Network Services SOW
3.1.8.3 Security Vulnerability & Penetration Services
ACS shall test the susceptibility of Symetra’s Network hosts to a specific attack or suite of
attacks targeting all Symetra Internet address space as well as all Symetra Intranet address space
using automated and custom methods. The following table identifies the roles and responsibilities
associated with the security penetration Services.
Table 10. Security Penetration Services Roles and Responsibilities
| Security Penetration Services Roles and Responsibilities | ACS | Symetra | ||||||
1. Develop policies for security vulnerability & penetration
testing |
X | |||||||
2. Approve policies for security vulnerability & penetration
testing |
X | |||||||
3. Conduct security vulnerability scans & penetration testing |
X | |||||||
4. Allow for independent vulnerability & penetration Services |
X | |||||||
5. Provide reporting on testing results |
X | |||||||
6. Develop recommendations for improved security |
X | |||||||
7. Review and approve recommendations for improved security |
X | |||||||
8. Implement approved recommendations |
X | |||||||
3.1.8.4 Security Incident & Audit Management Services
The following table identifies the roles and responsibilities associated with security incident
management Services.
Table 11. Security Incident & Audit Management Roles and Responsibilities
| Incident Management Services Roles and Responsibilities | ACS | Symetra | ||||||
1. Provide initial review (level 1) of security incidents and the
determination if escalation to Symetra Information Security (level 2, 3
support) is warranted |
X | |||||||
2. Identify and removal from the network of any PC virus/worm infected
system |
X | |||||||
3. Identify and provide countermeasures for virus / worm attacks |
X | |||||||
4. Establish security audit policies |
X | |||||||
5. Provide technical expertise for security audits |
X | |||||||
6. Collect and review all incidents reported by all other security
Services (e.g. NIDS, HIDS, penetration testing, firewall). |
X | |||||||
7. Maintain log files in accordance with Symetra policies and Service
levels |
X | |||||||
8. Provide security reporting |
X | |||||||
3.2 Exclusions
The following items are specifically excluded from this statement of work:
a. None
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Schedule 2D — Data Network Services SOW
Schedule 2D — Data Network Services SOW
4.0 Service Management
4.1 Objectives
A key objective of the Agreement is to attain the SLRs. SLAs and Project-specific SLAs are
specified with Fee Reductions where business is impacted through failure to meet significant
mission critical systems or services, or project milestones or objectives warrants a reduction in
Fees paid when Service performance requirements are not met. SLRs are detailed in the following
sections of this Schedule and SLAs are detailed in Schedule 5 — Fee Reductions.
ACS shall provide written reports to Symetra regarding ACS’s compliance with the SLRs specified in
this SOW Schedule.
4.2 Definitions
The following defined terms shall apply to this SOW and the following SLRs:
Availability –The percentage of scheduled time the Service is fully operational. Availability
represents a measure of the fraction of time during a defined period when the Service provided is
deemed to be as good or better than the defined requirement.
Availability = 100% - Unavailability (%)
Where Unavailability is defined as:
S outage duration x 100
(Schedule Time – planned outage)
IMAC – Installations, Moves, Adds, Changes — General term for the routine work performed on
equipment and services including installations, relocations and upgrades.
Network Transit Delay – Round trip transit delay from ingress and egress ports on premise devises.
Maximum Outage Per Link—The greatest allowable time that a network Service is unavailable.
Network—The network is comprised of the Local Area Network, Wide Area Network and VPN.
4.3 Service Level Requirements (SLRs)
ACS shall meet the following SLRs commencing on the Handover Date (unless another date is
expressly set forth in a particular SLR) that is applicable to Network Services. SLRs associated
with Fee Reductions are detailed in Schedule 5 — Fee Reductions. All times referenced are in
Pacific Standard Time.
Table 12. Network Availability SLRs
Definition
|
Network Availability is defined as the time during which the network is fully functioning as specified below and normal business operations can be carried out with no data loss, downtime, or performance degradation on primary path. | |
| Performance criteria for the wide area network and virtual private network are to be measured on an end-to-end basis. End-to-end shall mean site-to-site or from a premises access device (e.g. router) across the local, regional, and core networks to another access device. |
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Schedule 2D — Data Network Services SOW
Schedule 2D — Data Network Services SOW
Pre-scheduled downtime requirements |
All pre-scheduled maintenance shall be performed between the period beginning Sunday 0830 to 2030 |
| Network Availability SLRs | ||||||
| Service Type | Service Measure | Performance Target | SLR | |||
End-to End Availability
- - Critical Locations
(Symetra headquarters
and ACS data center)
(Fee Reduction is
triggered after 180
minutes of aggregate
downtime achieved within
a Contract Year; SLA
measurement begins
immediately following
completion of the
network)
|
Availability | Sun-Sat, 0000-2400 | [***]% | |||
Remote office
Availability
|
Availability | Sun-Sat, 0000-2400 | [***]% | |||
Tele-workers Availability
|
Availability | Sun-Sat, 0000-2400 | [***]% | |||
Internet access
Availability
|
Availability | Sun-Sat, 0000-2400 | [***]% | |||
LAN locations
|
Availability | Sun-Sat, 0000-2400 | [***]% | |||
| Formula | Availability(%) = 100% - Unavailability (%)
Where Unavailability is defined as: (S Outage Duration x 100%) ¸ (Schedule Time – Planned Outage) |
|||||
| Measurement Interval | Capture daily, measure monthly, report monthly within approved operational windows |
|||||
| Measurement Tool | To be agreed by the Parties | |||||
Table 13. Network Performance SLRs
Definition
|
Network performance includes the ability of the network components to deliver data timely and accurately. | |
| All performance criteria are to be measured on a per circuit and component basis– criteria is not to be aggregated and averaged for all circuits and network components. Maximum packet size is 128 bytes. |
Portions marked [***] have been omitted pursuant to a Confidential
Treatment Request by Symetra Financial Corp., this information has been filed
separately with the Securities and Exchange Commission.
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Schedule 2D — Data Network Services SOW
Schedule 2D — Data Network Services SOW
| Network Performance SLRs | ||||||||
| Performance Type | ||||||||
| Per Circuit | Service Measure | Performance Target | SLR | |||||
Frame Delivery Ratio
(SLA/SLR
measurement and
performance Target
adjustment period
of 60 calendar
days after the
applicable Handover
Date)
|
Successful frame transmission of frame relay frame between any remote site and NWSC; measured daily, reported monthly (subject to ability of carrier to report these statistics. | 99.9 | % | [***]% (data loss £ [***]%) |
||||
| Formula – Transit Delay | NTD = t2 – t1 |
|||||||
| Where: |
||||||||
| t1 is the time when a packet leaves the ingress premise, and | ||||||||
| t2 is the times when the packet arrives at the egress premise | ||||||||
| Formula – Frame Delivery |
Packet Delivery Ratio = 1 minus PDR Where: “PDR” = Packets delivered/ packets sent. |
|||||||
| Measurement Interval | Capture daily,
measure monthly, report monthly within approved operational windows |
|||||||
| Measurement Tool | To be agreed by the Parties | |||||||
Table 14. Network Administration Services SLRs
Definition
|
Routers and circuits to be managed proactively using either product-specific or proprietary Network monitoring and management tools. Measurement for these network components is 24x7x365 requirement. Pre-scheduled maintenance shall be preformed according to the published maintenance window schedule, with the ability to reschedule based on Network Availability requirements from the various Symetra groups or clients. |
| Network Administration Services SLRs | ||||||
| Administration Task | Service Measure | Performance Target | SLR | |||
Network Service
capacity
reallocation or
change per change
management process
|
Proactive monitoring and preemptive intervention to advise Symetra of need to increase capacity. | 15 day sustained avg. daily utilization reaches 60% of installed capacity | [***]% | |||
IMAC– Implement
service packs and
updates to “dot”
releases per change
management process
|
Overall schedule | Mon–Sat, 0700–1800 |
<[***] hours or per Symetra agreed schedule [***]% |
|||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities
and Exchange Commission.
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Schedule 2D — Data Network Services SOW
Schedule 2D — Data Network Services SOW
| Network Administration Services SLRs | ||||||
| Administration Task | Service Measure | Performance Target | SLR | |||
IMAC—Implement
version or major
release updates
|
Overall schedule | Mon–Sat, 0700–1800 |
<[***] hours or per Symetra agreed schedule [***]% |
|||
IMAC—service
addition or change
as scheduled per
change management
process
|
Elapsed time | Increases of
installed capacity
within 2 months Decreases of installed capacity within 6 months |
[***]% | |||
Adding/deleting VPN
user accounts
|
Response time | Mon–Fri, 0700–2000 within 30 minutes of notification | [***]% | |||
Firewall Management Implementation of firewall changes related to changing, adding/deleting firewall rules. |
Response time | Emergencies: £ 2 hours Standard Requests: within normal change control parameters after submission by Symetra |
[***]% | |||
| Formula | Transactions completed within performance Target / total transactions |
|||||
| Measurement Interval | Capture daily, measure monthly, report monthly within approved operational windows |
|||||
| Measurement Tool | To be agreed by the Parties | |||||
Table 15. Security Intrusion Detection SLRs
Definition
|
Network traffic to/from designated systems is monitored for current attack signatures and is retained for 3 days. Measurement for this Service is 7x24x365 requirement. Pre-scheduled maintenance shall be preformed between the period beginning Sunday 0100 to 0700. |
| Security Intrusion Detection SLRs | ||||||||
| Management Task | Service Measure | Performance Target | SLR | |||||
NIDS – review all
positive priority 1
and priority 2
alerts and notify
Symetra by E-mail
(Per prioritized
alert schedule to
be agreed between
ACS and Symetra
|
Elapsed time from receipt of notification (SLA/SLR measurement and performance target adjustment period of 120 days after production deployment date) | <15 minutes | [***] | % | ||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
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Symetra Life Insurance Company (Symetra)
Schedule 2D — Data Network Services SOW
Schedule 2D — Data Network Services SOW
| Security Intrusion Detection SLRs | ||||||
| Management Task | Service Measure | Performance Target | SLR | |||
| Formula | Performance = Transactions completed per management task within performance Target / total transactions per management task occurring during the Measurement Interval |
|||||
| Measurement Interval | Capture daily, measure monthly, report monthly within approved operational windows |
|||||
| Measurement Tool | Mutually agreed intrusion detection testing tools |
|||||
Table 16. Security Penetration Services SLRs
Definition
|
Entire Networks are tested to determine the susceptibility of their hosts to current attacks. Measurement for this Service is Mon-Fri, during business hours, for Intranet testing. Whereas Internet penetration testing occurs outside of business hours [1700 – 0700] and where appropriate, running continuously over the weekend. Pre-scheduled maintenance shall be preformed during periods of Service inactivity. |
| Security Vulnerability & Penetration Services SLRs | ||||||
| Management Task | Service Measure | Performance Target | SLR | |||
Penetration testing
– response to
positive
penetration test
results that match
defined penetration
profile
(SLA/SLR will take
effect ninety (90)
calendar days
following the final
Handover Date for
all Services)
|
Defined penetration profile. | Five (5) Business Days | [***]% | |||
| Formula | Response time required to address positive penetration testing results based on established penetration profiles | |||||
| Measurement Interval | Capture daily, measure monthly, report monthly within approved operational windows |
|||||
| Measurement Tool | Mutually agreed penetration testing tools | |||||
4.4 Reports
Without limiting the terms of Section 2.11.1 of the Agreement, ACS will provide written
reports to Symetra regarding ACS’ compliance with the SLRs and other Network activity reports
specified in this Date Network Services SOW:
Portions marked [***] have been omitted pursuant to a Confidential Treatment
Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
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Symetra Life Insurance Company (Symetra)
Schedule 2D — Data Network Services SOW
Schedule 2D — Data Network Services SOW
5.0 Referenced SOW Appendices and SOW Schedules
5.1 Referenced Data Network Services SOW Appendices
Not applicable.
5.2 Referenced ITSA Schedules
| ITSA Schedule | Description | |
Schedule 2A
|
Cross Functional Services SOW | |
Schedule 3
|
Fees | |
Schedule 5
|
Fee Reductions |
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Symetra Life Insurance Company (Symetra)
Schedule 2E—Voice Communications Services SOW
Schedule 2E—Voice Communications Services SOW
Schedule 2E
Voice Communications Services SOW
for
Symetra Life Insurance Company (Symetra)
October 28, 2004
October 28, 2004
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Schedule 2E—Voice Communications Services SOW
Schedule 2E—Voice Communications Services SOW
TABLE OF CONTENTS
1.0 Voice Communications Overview and Service Objectives |
3 | |||
1.1 Voice Communications Services Overview |
3 | |||
1.2 Service Objectives |
3 | |||
2.0 Service Environment |
4 | |||
2.1 Scope of the Infrastructure to be Supported |
4 | |||
2.2 Work-In-Progress |
4 | |||
2.3 Future initiatives |
5 | |||
2.4 Voice Communications Baseline Information |
5 | |||
3.0 Voice Communications Services Requirements |
6 | |||
3.1 Service Descriptions and Roles & Responsibilities |
6 | |||
3.2 Exclusions |
10 | |||
4.0 Service Management |
10 | |||
4.1 Objectives |
10 | |||
4.2 Definitions |
10 | |||
4.3 Service Level Requirements (SLRs) |
11 | |||
4.4 Reports |
12 | |||
5.0 Referenced SOW Appendices and SOW Schedules |
12 | |||
5.1 Referenced Voice Communications SOW Appendices |
12 | |||
5.2 Referenced ITSA Schedules |
12 |
List of Tables
Table 1. Voice Communications Inbound and Outbound Baseline Projections |
5 | |||
Table 2. General Roles and Responsibilities |
6 | |||
Table 3. Desk Phone Service Roles and Responsibilities |
7 | |||
Table 4. Voice Network Services Roles and Responsibilities |
7 | |||
Table 5. Unified Messaging Roles and Responsibilities |
8 |
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Schedule 2E—Voice Communications Services SOW
Schedule 2E—Voice Communications Services SOW
Table 6. Directory Services Roles and Responsibilities |
8 | |||
Table 7. Conferencing Services Roles and Responsibilities |
9 | |||
Table 8. Contact Center Service Roles and Responsibilities |
9 | |||
Table 9. Operations and Administration Roles and Responsibilities |
9 | |||
Table 10. Voice Communications Service Availability SLRs |
11 | |||
Table 11. Service Responsiveness SLRs |
11 |
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Schedule 2E—Voice Communications Services SOW
Schedule 2E—Voice Communications Services SOW
1.0 Voice Communications Overview and Service Objectives
1.1 Voice Communications Services Overview
Voice communications Services are the services and activities, as detailed in this Voice
Communications Services SOW, required to provide and support Symetra with a number of voice
communication Services. ACS is responsible for full provision, operation and management of current
and emerging voice communications including, but not limited to, the following Services:
| n | Desk phone | ||
| n | Local service (dial tone) | ||
| n | Wireless services (e.g. cell phone, Blackberry service connectivity) | ||
| n | Long distance | ||
| n | Unified messaging | ||
| n | Calling cards | ||
| n | Inbound toll-free service | ||
| n | Caller recording and indexing | ||
| n | Audio and web conferencing | ||
| n | Contact center services, including: |
| – | Interactive voice response (IVR) | ||
| – | Automated call distribution (ACD) | ||
| – | Interpretive voice services |
As depicted in Figure 1 below, in addition to the Services described in this Voice Communications
Services SOW, ACS is responsible for providing the Services described in Schedule 2A – Cross
Functional Services SOW. Figure 1 depicts the relationship between the Cross Functional Services
SOW, and all SOWs within the scope of the Agreement as of the Effective Date.
Cross Functional SOW
Data
|
Distributed | Data | Help | Output | Content | |||||||
| Center | Computing | Network | Voice | Desk | Processing | Management | ||||||
| Services | Services | Services | Communications | Services | Services | Services | ||||||
| SOW | SOW | SOW | Services SOW | SOW | SOW | SOW |
Figure 1: Service Towers with Cross Functional View
1.2 Service Objectives
The following are the key high-level Service objectives Symetra expects to achieve through
outsourced voice communications Services and this Voice Communications Services SOW:
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Schedule 2E—Voice Communications Services SOW
Schedule 2E—Voice Communications Services SOW
| n | Meet Symetra business needs for highly available, scalable, reliable, and secure voice communications Services | ||
| n | Acquire services with availability guarantees backed by SLAs | ||
| n | Acquire voice services with features and functions that meet user needs and meet Symetra business requirements | ||
| n | Acquire services that can leverage operational scale and best practices to achieve optimum commercial price performance |
2.0 Service Environment
2.1 Scope of the Infrastructure to be Supported
The following sub-sections specify the Appendices and other relevant materials containing details
of Symetra’s voice communications environment. These service environment Appendices are to be
maintained by ACS and made available to Symetra on a quarterly basis. (Currently, Symetra Corporate
provides Symetra voice communications services as a shared service.)
2.1.1 Hardware and Software
Intentionally Left Blank.
2.1.2 Service Locations
| a. | ACS will provide voice communications Services to Symetra’s corporate headquarters, remote offices and to Symetra home-based workers. A description of the Symetra service locations for which ACS will provide voice communications Services is provided in Attachment B of the Agreement. |
2.1.3 Personnel
| a. | ACS will be responsible for providing skilled and appropriately certified voice communications-related staffing as required to perform the Services required hereunder in accordance with the SLRs set forth in this Voice Communication Services SOW. (Currently, Symetra Corporate provides Symetra voice communications-services related staffing as a shared service.) |
2.1.4 Policies, Procedures and Standards
Intentionally Left Blank.
2.1.5 Voice Communications Systems Features and Functions
Intentionally Left Blank.
2.1.6 Agreements and Licenses
Intentionally Left Blank.
2.2 Work-In-Progress
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Schedule 2E—Voice Communications Services SOW
Schedule 2E—Voice Communications Services SOW
Intentionally Left Blank.
2.3 Future initiatives
Intentionally Left Blank.
2.4 Voice Communications Baseline Information
Symetra’s current voice communications utilization and projected inbound and outbound usage is
presented below. These business requirements represent Symetra’s most realistic projection of its
voice communications Services requirements as of the Effective Date based on a combination of past
trends and current anticipated overall business direction over the Term of the Agreement.
These metrics, along with other data which may be pertinent for sizing the solution, are reflected
in Schedule 3 - Fees.
Table 1. Voice Communications Inbound and Outbound Baseline Projections
| System | 2005 | 2006 | 2007 | 2008 | 2009 | Comments | ||||||||||||||||||
Headquarters Users |
948 | 971 | 994 | 1018 | 1042 | |||||||||||||||||||
Headquarters VIP Users |
59 | 59 | 59 | 59 | 59 | |||||||||||||||||||
Remote Offices |
8 | 8 | 8 | 8 | 8 | |||||||||||||||||||
Remote Office Users |
103 | 103 | 103 | 103 | 103 | |||||||||||||||||||
Tele-workers |
138 | 138 | 138 | 138 | 138 | |||||||||||||||||||
Outbound IntraState |
||||||||||||||||||||||||
Dedicated
(monthly
minutes) |
15,000 | 17,250 | 19,837 | 22,813 | 16,235 | |||||||||||||||||||
Switched
(monthly
minutes) |
10,000 | 11,500 | 13,225 | 15,208 | 17,490 | |||||||||||||||||||
Outbound Interstate |
||||||||||||||||||||||||
Dedicated
(monthly
minutes) |
168,000 | 193,200 | 222,180 | 255,507 | 293,833 | |||||||||||||||||||
Switched
(monthly
minutes) |
30,000 | 34,500 | 39,675 | 45,626 | 52,470 | |||||||||||||||||||
Calling
Cards
(units/monthly
minutes) |
214 | 246 | 283 | 325 | 374 | |||||||||||||||||||
Inbound Toll Free |
||||||||||||||||||||||||
Dedicated
Termination |
525,000 | 603,750 | 694,312 | 798,459 | 918,228 | |||||||||||||||||||
Switched
Termination |
Unknown | |||||||||||||||||||||||
Large PBX (300+ Users) |
1 | 1 | 1 | 1 | 1 | |||||||||||||||||||
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Schedule 2E—Voice Communications Services SOW
Schedule 2E—Voice Communications Services SOW
| System | 2005 | 2006 | 2007 | 2008 | 2009 | Comments | ||||||||||||||||||
Small PBX System |
8 | 8 | 8 | 8 | 8 | |||||||||||||||||||
Handsets |
1200 | 1200 | 1200 | 1200 | 1200 | |||||||||||||||||||
Cell Phones (units/total
monthly minutes) |
143/600,000 | 146/690,000 | 150/793,500 | 154/912,525 | 157/1,049,403 | |||||||||||||||||||
Pagers (units) |
60 | 61 | 62 | 64 | 65 | |||||||||||||||||||
Blackberry Users |
40 | 41 | 42 | 43 | 44 | |||||||||||||||||||
Teleconferencing
(users/total monthly
minutes) |
100/ 18000 | 115/ 20,700 | 132/23,805 | 152/27,375 | 174/31,482 | |||||||||||||||||||
3.0 Voice Communications Services Requirements
3.1 Service Descriptions and Roles & Responsibilities
In addition to the services, activities, and roles and responsibilities described in Schedule 2A -
Cross Functional Services SOW, ACS is responsible for the following voice communications services,
activities and roles and responsibilities.
3.1.1 General Responsibilities
The following table identifies the general roles and responsibilities associated with this Voice
Communications Services SOW. An “X” is placed in the column under the Party that will be
responsible for performing the task. ACS responsibilities are indicated in the column labeled
“ACS.”
Table 2. General Roles and Responsibilities
| General Roles and Responsibilities | ACS | Symetra | ||||||
1. Provide voice communications strategies and
requirements |
X | |||||||
2. Provide voice communications design and engineering to
meet Symetra strategies and requirements |
X | |||||||
3. Approve voice communications design and engineering |
X | |||||||
4. Provide, operate and manage current and emerging voice
telecommunications services required to meet Symetra’s
business and operational requirements as they evolve |
X | |||||||
5. Procure, install, maintain, and provide problem
resolution for all voice communications services |
X | |||||||
6. Provide connectivity through methods such as
traditional wired, wireless and emerging methodologies |
X | |||||||
7. Fraud prevention, detection and reporting |
X | |||||||
8. Procure and own all voice services related hardware,
software, and peripherals |
X | |||||||
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Symetra Life Insurance Company (Symetra)
Schedule 2E—Voice Communications Services SOW
Schedule 2E—Voice Communications Services SOW
3.1.2 Desk Phone Service
ACS shall provide desk phones and Services necessary to provide telephone services to employees
throughout Symetra facilities. Services include providing planning and assessment, implementation,
training and ongoing monitoring and management of the telephone services.
The telephone and auxiliary equipment includes feature rich single-line telephones, multi-line
telephones, consoles, and auxiliary equipment, which also include headsets, speakerphones, and
add-on modules. Desk phone Service allows authorized callers to receive incoming calls and to make
intra-campus, inter-campus, outside local, outside long distance, and international calls (limited
stations). The following table identifies the roles and responsibilities associated with desk phone
Service.
Table 3. Desk Phone Service Roles and Responsibilities
| Desk Phone Service Roles and Responsibilities | ACS | Symetra | ||||||
1. Provide desk phone requirements (e.g. number of sets, functions and
features) |
X | |||||||
2. Provide desk phone design and engineering to meet Symetra
requirements |
X | |||||||
3. Approve desk phone design and engineering |
X | |||||||
4. Provide end-to-end internal and external phone connectivity
including hardware and/or peripherals |
X | |||||||
5. Provide emergency 911 services to desk phone |
X | |||||||
6. Provide adaptive voice telecommunications services and equipment as
required by laws affecting the support of the disabled |
X | |||||||
7. Manage and maintain private dial plan |
X | |||||||
3.1.3 Voice Network Services
ACS shall provide voice network Services, including local service and long distance service, to
Symetra phone users with local, intrastate, interstate, and international calling from Symetra’s
facilities. Long distance calls are those that terminate at locations outside the caller’s local
calling area to locations in the United States (domestic) and to foreign countries (international).
long distance services include the planning and assessment, implementation, and ongoing management
necessary to deploy long distance Services enterprise wide. The following table identifies the
roles and responsibilities associated with long distance Service.
Table 4. Voice Network Services Roles and Responsibilities
| Long Distance Services Roles and Responsibilities | ACS | Symetra | ||||||
1. Provide voice network Services strategies and requirements |
X | |||||||
2. Provide voice network Services design and engineering to
meet Symetra strategies and requirements |
X | |||||||
3. Approve voice network Services design and engineering |
X | |||||||
4. Provide local and long distance network Services |
X | |||||||
5. Provide long distance telephone calling cards and management |
X | |||||||
6. Provide local and long distance usage monitoring and
reporting |
X | |||||||
7. Provision local and long distance Services |
X | |||||||
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Schedule 2E—Voice Communications Services SOW
Schedule 2E—Voice Communications Services SOW
3.1.4 Unified Messaging
ACS shall provide unified messaging (e.g., integrated voice mail, email, fax) services to allow the
efficient exchange of messages between two or more people enterprise wide. The following table
identifies the roles and responsibilities associated with unified messaging Service.
Table 5. Unified Messaging Roles and Responsibilities
| Unified Messaging Roles and Responsibilities | ACS | Symetra | ||||||
1. Provide unified messaging Services strategies and
requirements |
X | |||||||
2. Provide unified messaging Services design and engineering to
meet Symetra strategies and requirements |
X | |||||||
3. Approve unified messaging Services design and engineering |
X | |||||||
4. Provide unified messaging Services |
X | |||||||
5. Provide unified messaging usage monitoring and reporting |
X | |||||||
6. Provide unified messaging storage capacity management |
X | |||||||
7. Provide unified messaging retention management per Symetra
requirements and external regulations |
X | |||||||
8. Provision unified messaging Services |
X | |||||||
9. Conduct mailbox moves, adds and changes |
X | |||||||
10. Maintain mailbox configurations by user |
X | |||||||
11. Provide new hire training material |
X | |||||||
3.1.5 Directory Service
ACS shall provide directory Services (e.g. Outlook) that provide Symetra telephone users with vital
communication information and tools including external directories such as white pages and yellow
pages. Outlook features shall include a repository of directory information for internal as well
as Symetra external contacts. Directory Services also include managing white page and yellow page
listing services to meet Symetra requirements. The following table identifies the roles and
responsibilities associated with directory Services activities.
Table 6. Directory Services Roles and Responsibilities
| Directory Services Roles and Responsibilities | ACS | Symetra | ||||||
1. Provide directory Services strategies and requirements |
X | |||||||
2. Provide recommendations to meet Symetra strategies and
requirements |
X | |||||||
3. Approve directory Services recommendations |
X | |||||||
4. Provide a secure and searchable online directory service with
real time updates |
X | |||||||
5. Provide white pages and yellow page directories annually |
X | |||||||
6. Provide white page and yellow page listing requirements |
X | |||||||
7. Manage white page and yellow page listing services to meet
Symetra requirements |
X | |||||||
8. Approve white page and yellow page listing services |
X | |||||||
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Schedule 2E—Voice Communications Services SOW
Schedule 2E—Voice Communications Services SOW
3.1.6 Conferencing Services
ACS shall provide conferencing Services (e.g. audio, web) that provide Symetra users with
conference capabilities. Services include the planning and assessment, implementation, training,
and ongoing management necessary to implement conferencing Services. An array of features will be
supported with the delivered services. The following table identifies the roles and
responsibilities associated conferencing Services.
Table 7. Conferencing Services Roles and Responsibilities
| Conferencing Services Roles and Responsibilities | ACS | Symetra | ||||||
1. Develop conferencing Services strategies and requirements |
X | |||||||
2. Design conferencing Services to meet Symetra strategies and
requirements |
X | |||||||
3. Approve conferencing Services |
X | |||||||
4. Provide conferencing Services |
X | |||||||
5. Provide support for the setup of conferencing sessions |
X | |||||||
3.1.7 Contact Center Service
ACS shall provide contact center Services that provides toll-free call processing and call flow
with integrated ACD, IVR, CMS, and future CTI support and CRM integration. Services include
planning and assessment, implementation, and ongoing management necessary to deploy contact center
Services enterprise wide. The following table identifies roles and responsibilities associated with
contact center Services activities.
Table 8. Contact Center Service Roles and Responsibilities
| Contact Center Services Roles and Responsibilities | ACS | Symetra | ||||||
1. Provide contact center Services strategies and
requirements |
X | |||||||
2. Recommend contact center Services to meet Symetra
strategies and requirements |
X | |||||||
3. Approve contact center Services |
X | |||||||
4. Provision and or configure contact center Services |
X | |||||||
3.1.8 Operations, Administration and Management
ACS shall operate, administer, maintain and manage all voice communications Services. The following
identifies roles and responsibilities associated with operations, administration and management
Services that are specific to this Voice Communications Services SOW.
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Schedule 2E—Voice Communications Services SOW
Schedule 2E—Voice Communications Services SOW
Table 9. Operations and Administration Roles and Responsibilities
| Operations and Administration Roles and Responsibilities | ACS | Symetra | ||||||
1. Provide Symetra with a detailed explanation of outages
that identify the regional impact, source of outage, and
preventative measures being taken to prevent future
similar outages |
X | |||||||
2. Manage End User accounts (e.g. account set up,
password resets, account deletions and terminations) and
provide administrative support (online directory services
to maintain and update the directory in accordance with
the SLRs) for all Services contained in this Voice
Communications Services SOW according to Symetra
information security policies |
X | |||||||
3. Provide proactive and reactive voice Services fraud
and security management and reporting |
X | |||||||
4. Provide physical and logical IMACs |
X | |||||||
3.2 Exclusions
The following items are specifically excluded from this Voice Communications Services SOW:
| a. | Support for legacy voice recording system | ||
| b. | Replacement of Symetra owned PBXs and peripherals at eight (8) remote locations currently not shared with Symetra Corporate offices (see Appendix E.5 – Symetra Services Locations) | ||
| c. | Desktop hardware IMACS at Symetra headquarters |
4.0 Service Management
4.1 Objectives
A key objective of the Agreement is to attain SLRs. SLAs and project-specific SLAs have Fee
Reductions associated with them where business is impacted through failure to meet significant
mission critical systems or services, or project milestones or objectives warrants a reduction in
Fees paid when Service performance requirements are not met. SLRs are detailed in the following
sections of this Voice Communications Services SOW, and SLAs are detailed in Schedule 5 - Fee
Reductions.
ACS shall provide written reports to Symetra regarding ACS’ compliance with the SLRs specified in
this SOW.
4.2 Definitions
The following defined terms shall apply to this Voice Communications Services SOW and the following
SLRs:
Access Line—The connection between a customer premises network interface and the local exchange
carrier (LEC) that provides access to the PSTN.
LATA—Local access and transport area is a term that refers to a geographic region assigned to one
or more telephone companies for providing communication services. A connection between two
telephone companies within the same region is referred to as intraLATA. A connection between two
local exchange carriers in different regions is called interLATA, which is the same as
long-distance service.
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Schedule 2E—Voice Communications Services SOW
Schedule 2E—Voice Communications Services SOW
Public Switched Telephone Network (PSTN)—The network of equipment, lines, and controls assembled to
establish communication paths between calling and called parties in North America.
4.3 Service Level Requirements (SLRs)
ACS shall meet the following SLRs commencing on the Handover Date (unless another date is
expressly set forth in a particular SLR) that is applicable to Voice Communications Services. ACS
must consistently meet or exceed the following SLRs. All times referenced are in Pacific Standard
Time.
Table 10. Voice Communications Service Availability SLRs
| Definition | Availability of the voice communications network, including all circuits and all associated hardware (includes blocked calls). |
Voice Communications Availability SLRs
| Service Type | Service Measure | Performance Target | SLR | |||
Overall Voice
Transport and
System Availability
|
Availability per location | Sun-Sat, 0000-2400 | [***]% | |||
Local Service
|
Availability per location | Sun-Sat, 0000-2400 | [***]% | |||
| Formula | Availability(%) = 100% — unavailability (%) Where unavailability is defined as: (S outage duration x 100%) ¸ (scheduled time – planned outage) |
|||||
| Measurement Interval | Unless otherwise noted above, capture daily, measure monthly, report monthly within approved operational windows |
|||||
| Measurement Tool | To be agreed by the Parties |
Table 11. Service Responsiveness SLRs
| Definition | The ability of ACS to respond to, process, and fulfill client-requested changes and reconfiguration of various types of voice services. |
Service Responsiveness SLRs
| Service Type | Service Measure | Performance Target | SLR | |||
Technology solution design |
Elapsed time | £ 2 weeks of request
|
[***]% | |||
Install voice access line
|
Elapsed time | £ 45 Business Days of request
|
[***]% |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
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Schedule 2E—Voice Communications Services SOW
Schedule 2E—Voice Communications Services SOW
| Service Type | Service Measure | Performance Target | SLR | |||
System hardware capacity changes (Symetra headquarters only) |
Elapsed time | £ 4 hours of request received
within Business Day hours
|
[***]% | |||
User Account Changes
|
Elapsed time | £ 4 hours of request received
within Business Day
hours |
[***]% | |||
Remote Location IMACs
|
Elapsed time | £ 1 week of request
|
[***]% | |||
Headquarters PBX management |
Elapsed time | £ 2 Business Days of request
received within Business Day
hours
|
[***]% | |||
| Formula | Number of requests successfully completed per Service type within performance target/total number of requests per Service type occurring during the Measurement Interval | |||||
| Measurement Interval | Capture daily, measure monthly, report monthly within approved operational windows | |||||
| Measurement Tool | To be agreed by the Parties |
4.4 Reports
Without limiting the terms of Section 2.11.1 of the Agreement, ACS shall provide written
reports to Symetra regarding ACS’ compliance with the SLRs and other voice communications
management reports specified in this Voice Communications Services SOW.
5.0 Referenced SOW Appendices and SOW Schedules
5.1 Referenced Voice Communications SOW Appendices
Not applicable.
5.2 Referenced ITSA Schedules
| ITSA Schedule | Description | |
Schedule 2A
|
Cross Functional Services SOW | |
Schedule 3
|
Fees | |
Schedule 5
|
Fee Reductions |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
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Symetra Life Insurance Company (Symetra)
Schedule 2F—Help Desk Services SOW
Schedule 2F—Help Desk Services SOW
Schedule 2F
Help Desk Services SOW
for
Symetra Life Insurance Company (Symetra)
October 28, 2004
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Symetra Life Insurance Company (Symetra)
Schedule 2F—Help Desk Services SOW
Schedule 2F—Help Desk Services SOW
TABLE OF CONTENTS
1.0 Help Desk Services Overview and Objectives |
3 | |||
1.1 Services Overview |
3 | |||
1.2 Service Objectives |
3 | |||
2.0 Service Environment |
4 | |||
2.1 Scope of the Infrastructure to be Supported |
4 | |||
2.2 Initiatives In Progress |
5 | |||
2.3 Future initiatives |
5 | |||
2.4 Help Desk Baseline Information |
5 | |||
3.0 Help Desk Support Services Requirements |
6 | |||
3.1 Service Descriptions and Roles & Responsibilities |
6 | |||
3.2 Exclusions |
13 | |||
4.0 Service Management |
13 | |||
4.1 Purpose |
13 | |||
4.2 Definitions |
13 | |||
4.3 Service Level Requirements (SLRs) |
17 | |||
4.4 Reports |
20 | |||
5.0 Referenced SOW Appendices and SOW Schedules |
20 | |||
5.1 Referenced Help Desk SOW Appendices |
20 | |||
5.2 Referenced ITSA Schedules |
20 |
List of Tables
Table 1. |
Help Desk Baseline Projections | 5 | ||
Table 2. |
General Roles and Responsibilities | 7 | ||
Table 3. |
SPOC Call Roles and Responsibilities | 7 | ||
Table 4. |
Help Desk Operations and Administration Roles and Responsibilities | 7 | ||
Table 5. |
Service Request and Trouble Ticket Management Roles and Responsibilities | 9 |
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Schedule 2F—Help Desk Services SOW
Schedule 2F—Help Desk Services SOW
Table 6. |
Remote Desktop Management Roles and Responsibilities | 10 | ||
Table 7. |
End-User Administration Services Roles and Responsibilities | 10 | ||
Table 8. |
Installs, Moves, Adds and Change Management Roles and Responsibilities | 11 | ||
Table 9. |
Self Help Roles and Responsibilities | 11 | ||
Table 10. |
Exceptions Requests | 12 | ||
Table 11. |
Planning and Analysis Roles and Responsibilities | 12 | ||
Table 12. |
Reporting Roles and Responsibilities | 12 | ||
Table 13. |
Priority Levels | 16 | ||
Table 14. |
Intentionally Left Blank | 17 | ||
Table 15. |
Response Time SLR | 17 | ||
Table 16. |
Incident Resolution SLR | 17 | ||
Table 17. |
Account Administration SLR | 18 | ||
Table 18. |
Customer Satisfaction SLR | 19 |
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1.0 Help Desk Services Overview and Objectives
1.1 Services Overview
Help Desk Services are the services and activities, as detailed in the following Help Desk
Services SOW, required to coordinate and respond to problems and Service Requests made by Symetra
Information Technology Service Tower End-Users and technical staff located in North America. The
ACS Help Desk is responsible for providing a toll-free number for access to Help Desk
Single-Point-of-Contact (“SPOC”) and for providing end-to-end ownership (e.g. logging, tracking,
resolution and reporting) of Trouble Tickets and Service Requests. Trouble Tickets and Services
Requests can be resolved by Help Desk staff or may need to be referred/escalated to more
specialized entities for resolution such as Symetra staff, a vendor or other designated Third
Parties. As part of the Help Desk Services, ACS will coordinate the Root Cause Analysis process.
As depicted in Figure 1 below, in addition to the Service described in this Help Desk SOW, ACS is
responsible for providing the Services described in Schedule 2A — Cross Functional Services SOW.
Figure 1 depicts the relationship between the Cross Functional Services SOW, and all SOWs within
the scope of the Agreement.
Cross Functional Services SOW
| Data Center Services SOW |
Distributed Computing Services SOW |
Data Network Services SOW |
Voice Comm. Services SOW |
Help Desk Services SOW |
Output Processing Services SOW |
Content Management Services SOW |
Figure 1: Service Towers with Cross Functional View
1.2 Service Objectives
The following are the key high-level service objectives Symetra expects to achieve through
outsourced Help Desk Services and this Help Desk Services SOW.
| n | Improve IT customer service and problem resolution speed through expanded service hours, self service abilities, and skilled Help Desk staff in the areas of industry standard IT products | ||
| n | Improve Symetra efficiency and effectiveness by adopting ACS leveraged knowledge databases and best practices in the areas of customer reporting, logging, tracking, resolving of IT problems and Service Requests | ||
| n | Improve efficiency and effectiveness by early identification and addressing of root causes of technical problems including working with specialized entities for resolution such as Symetra staff, a vendor or other designated Third Parties, before they become trends | ||
| n | Have the ability to acquire skilled Help Desk support for new technologies early in their life cycle while maintaining support for older technologies | ||
| n | Achieve the SLRs specified in Section 4 of this SOW. |
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Symetra Life Insurance Company (Symetra)
Schedule 2F—Help Desk Services SOW
Schedule 2F—Help Desk Services SOW
2.0 Service Environment
2.1 Scope of the Infrastructure to be Supported
The types of calls to be handled by ACS Help Desk include:
| n Infrastructure | |||
| n Systems software (i.e. operating systems, utilities) | |||
| n Packaged office productivity software | |||
| n Password resets | |||
| n Symetra applications (tracking and escalating to Symetra only) |
ACS will provide Help Desk Services specified in this Schedule for the following Symetra IT Service
Towers:
| n Enterprise Operation Center Services SOW as defined in Schedule 2B | |||
| n Distributed Computing Services SOW as defined in Schedule 2C | |||
| n Data Network Management Services SOW as defined in Schedule 2D | |||
| n Voice Communications Services SOW as defined in Schedule 2E |
The following sub-sections specify the appendices and other relevant materials containing details
of the Help Desk Services environment to be supported/complied with. Service environment appendices
are to be maintained and reviewed with Symetra by ACS and made available to Symetra on a quarterly
basis.
2.1.1 Hardware and Software
| a. | A list of Symetra Help Desk supported software and hardware is provided in Appendix F.1 — Help Desk Supported Software and in Appendix F.2 — Help Desk Supported Hardware. |
2.1.2 Help Desk Software, Tools and Knowledge Databases
Intentionally Left Blank.
2.1.3 Service Locations
| a. | A description of the Symetra service locations for which ACS will provide Help Desk Services is provided in Attachment B of the Agreement. |
2.1.4 Personnel
| a. | ACS will be responsible for staffing skilled and appropriately certified Help Desk staff required to perform the Services required hereunder in accordance with the SLRs set forth in this SOW. Currently, Safeco Corporate provides Symetra Help Desk Services as a shared service. |
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Symetra Life Insurance Company (Symetra)
Schedule 2F—Help Desk Services SOW
Schedule 2F—Help Desk Services SOW
2.1.5 Policies and Procedures
Intentionally Left Blank.
2.2 Initiatives In Progress
Intentionally Left Blank.
2.3 Future initiatives
Intentionally Left Blank.
2.4 Help Desk Baseline Information
Symetra’s current Help Desk utilization and projected usage is presented below. These business
requirements represent Symetra’s most realistic projection of the Service requirements for as of
the Effective Date based on a combination of past trends and current anticipated overall business
direction over the Term of the Agreement.
These metrics, along with other data which may be pertinent for sizing the solution, are reflected
in Schedule 3 -Fees.
Table 1. Help Desk Baseline Projections
| 5/2003 | ||||||||||||||||||||||||||
| to | ||||||||||||||||||||||||||
| System/Metric | 4/2004 | 2005 | 2006 | 2007 | 2008 | 2009 | Comments | |||||||||||||||||||
Total Number of Calls
|
11404 | 11671 | 11958 | 12245 | 12539 | 12542 | ||||||||||||||||||||
Help Desk Calls per
user/per mo. (average)
|
0.76 | 0.77 | 0.78 | 0.79 | 0.79 | 0.78 | ||||||||||||||||||||
Headquarters Users
|
929 | 948 | 971 | 994 | 1018 | 1042 | 13% growth over 5 yrs/2.4% per yr | |||||||||||||||||||
Headquarters VIP Users
|
59 | 59 | 59 | 59 | 59 | 59 | ||||||||||||||||||||
Remote Offices
|
26 | 8 | 8 | 8 | 8 | 8 | ||||||||||||||||||||
Remote Office Users
|
208 | 103 | 103 | 103 | 103 | 103 | ||||||||||||||||||||
Tele-workers
|
52 | 138 | 138 | 138 | 138 | 138 | ||||||||||||||||||||
Level 1 Support: |
||||||||||||||||||||||||||
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Schedule 2F—Help Desk Services SOW
Schedule 2F—Help Desk Services SOW
| 5/2003 | ||||||||||||||||||||||||||||
| to | ||||||||||||||||||||||||||||
| System/Metric | 4/2004 | 2005 | 2006 | 2007 | 2008 | 2009 | Comments | |||||||||||||||||||||
Break/Fix |
223 | 228 | 233 | 239 | 245 | 251 | ||||||||||||||||||||||
Applications (all) |
2451 | 2510 | 2570 | 2632 | 2695 | 2760 | ||||||||||||||||||||||
IP / Data Networking |
219 | 224 | 229 | 234 | 240 | 246 | ||||||||||||||||||||||
Voice / Telco Services |
17 | 17 | 18 | 18 | 19 | 19 | ||||||||||||||||||||||
End-User Access/Resets |
3275 | 3354 | 3434 | 3516 | 3600 | 3686 | ||||||||||||||||||||||
Network-attached Printing |
0 | 0 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||
Local-attached Printers
/ Peripherals |
136 | 139 | 142 | 145 | 148 | 152 | ||||||||||||||||||||||
Moves, Adds, Changes |
9 | 9 | 9 | 9 | 10 | 10 | ||||||||||||||||||||||
Security Related |
179 | 183 | 187 | 191 | 196 | 201 | ||||||||||||||||||||||
Other / No Subject/Misc. |
47 | 48 | 49 | 50 | 51 | 52 | ||||||||||||||||||||||
Level 2 Support |
||||||||||||||||||||||||||||
Break/Fix |
782 | 801 | 820 | 840 | 860 | 881 | ||||||||||||||||||||||
Applications (all) |
2319 | 2375 | 2432 | 2490 | 2550 | 2611 | ||||||||||||||||||||||
IP / Data Networking |
200 | 205 | 210 | 215 | 220 | 225 | ||||||||||||||||||||||
Voice / Telco Services |
81 | 83 | 85 | 87 | 89 | 91 | ||||||||||||||||||||||
End-User Access/Resets |
92 | 94 | 96 | 98 | 100 | 102 | ||||||||||||||||||||||
Network-attached Printing |
6 | 6 | 6 | 6 | 7 | 7 | ||||||||||||||||||||||
Local-attached Printers
/ Peripherals |
503 | 515 | 527 | 540 | 553 | 566 | ||||||||||||||||||||||
Moves, Adds, Changes |
314 | 322 | 330 | 338 | 346 | 354 | ||||||||||||||||||||||
Security Related |
353 | 361 | 368 | 377 | 386 | 395 | ||||||||||||||||||||||
Other / No Subject/Misc. |
103 | 105 | 108 | 111 | 114 | 117 | ||||||||||||||||||||||
Level 3 Support |
95 | 97 | 99 | 101 | 103 | 105 | ||||||||||||||||||||||
3.0 Help Desk Support Services Requirements
3.1 Service Descriptions and Roles & Responsibilities
In addition to the Services, activities, and roles and responsibilities described in Schedule
2A — Cross Functional Services SOW, ACS is responsible for the following Help Desk support
Services, activities and roles and responsibilities.
3.1.1 General Responsibilities
The following table identifies the general roles and responsibilities associated with Help Desk
support Services. An “X” is placed in the column under the party that will be responsible for
performing the task. ACS responsibilities are indicated in the column labeled “ACS.”
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Symetra Life Insurance Company (Symetra)
Schedule 2F—Help Desk Services SOW
Schedule 2F—Help Desk Services SOW
Table 2. General Roles and Responsibilities
| General Roles and Responsibilities | ACS | Symetra | ||||
1.
|
Set up the Help Desk, including implementation of systems necessary to document, track and manage End-User request for Services, inquiries and problem notifications | X | ||||
2.
|
Provide a SPOC for and coordinate all requests for Service in the service areas supported under the terms of the Agreement | X | ||||
3.
|
Provide expert assistance level 1, 2 and 3 to inquiries on the features, functions and usage of all Commercial-Off-The-Shelf (“COTS”) systems in use at Symetra | X | ||||
4.
|
Provide level 1 assistance to inquiries on the features, functions and usage of Symetra custom applications / software based on information obtained from Symetra knowledge transfer | X | ||||
5.
|
Identify, escalate, manage resolution and close problems | X | ||||
6.
|
Manage the Root Cause Analysis process on recurring problems |
X | ||||
7.
|
Perform administration services such as creating, changing and deleting user accounts | X | ||||
8.
|
Administer asset management | X | ||||
3.1.2 Help Desk End User Services
3.1.2.1 Single Point of Contact
The following table identifies SPOC roles and responsibilities.
Table 3. SPOC Call Roles and Responsibilities
| SPOC Call Roles and Responsibilities | ACS | Symetra | ||||
1.
|
Provide SPOC call-in access via a toll-free number for all Help Desk Services described in this SOW for all Symetra IT Service Towers and Symetra locations | X | ||||
2.
|
Provide for multiple alternative communications channels, including voice messages, email and Intranet. In the case of voice communications, any IVR system must allow for immediate exit from the system and live communication with a Help Desk agent | X | ||||
3.
|
Record and redirect non IT Service Tower incidents and service requests | X | ||||
3.1.2.2 Help Desk Operations and Administration
The following table identifies Help Desk operations and administration roles and responsibilities.
Table 4. Help Desk Operations and Administration Roles and Responsibilities
| Help Desk Operations Roles and Responsibilities | ACS | Symetra | ||||
1.
|
Develop and document operational procedures which meet Symetra requirements and adhere to defined Help Desk policies | X | ||||
2.
|
Review operational procedures | X | ||||
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Schedule 2F—Help Desk Services SOW
Schedule 2F—Help Desk Services SOW
| Help Desk Operations Roles and Responsibilities | ACS | Symetra | ||||
3.
|
Receive, track, answer and resolve Symetra End User and technical staff calls | X | ||||
4.
|
Coordinate IMACs, including all IT Services Towers | X | ||||
5.
|
Provide “How-to” and Level 2 assistance for Symetra defined COTS applications included in its distributed computing environment | X | ||||
6.
|
Coordinate employee user account administration, activation, changes and terminations, including: password/account setup and reset, remote access connectivity, E-mail accounts, End-User IDs, Password Resets, remote paging devices, voicemail administration, telephone lines, secure ID cards, catalog quotations, etc. | X | ||||
7.
|
Provide end-to-end problem identification, escalation, resolution and closure process | X | ||||
8.
|
Provide additional resources as needed during planned and unplanned critical events | X | ||||
9.
|
Support Symetra policies and best practices | X | ||||
| Help Desk Administration Roles and Responsibilities | ACS | Symetra | ||||
10.
|
Develop and document Help Desk administration procedures which meet Symetra requirements and adhere to defined Help Desk policies | X | ||||
11.
|
Review Help Desk administration procedures | X | ||||
12.
|
Select and implement software and hardware (e.g. IVR) needed to collect, track and manage requests for service received by the Help Desk | X | ||||
13.
|
Track/manage/report Help Desk utilization | X | ||||
14.
|
Provide escalation contact list(s) for Symetra contacts | X | ||||
15.
|
Maintain and provide escalation contact list(s) for all Service Towers (including Third Parties such as vendors and service providers) | X | ||||
16.
|
Issue broadcasts or other notices to provide status updates as required for planned and unplanned events | X | ||||
17.
|
Provide End User or manager online/portal access to service requests and incident reports | X | ||||
18.
|
Develop and execute procedures for conducting End-User satisfaction surveys according to SLRs | X | ||||
19.
|
Review and approve procedures for conducting End-User satisfaction surveys | X | ||||
20.
|
Maintain a continuous improvement program that improves Help Desk Services using metrics to improve Service delivery | X | ||||
21.
|
Work with ACS operational and technical staff, and Symetra, to identify solutions that minimize the need to call the Help Desk (e.g. additional End User training, Self Help opportunities, Root Cause Analysis) | X | ||||
22.
|
Approve solutions that minimize the need to call the Help Desk | X | ||||
23.
|
Coordinate and make available envirdonment documentation (i.e. network configuration, and inventory of software to be supported) | X | ||||
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Schedule 2F—Help Desk Services SOW
Schedule 2F—Help Desk Services SOW
3.1.2.3 Service Request and Trouble Ticket Management
ACS will own the end-to-end incident management process. Service Request and Trouble Ticket
management includes escalation to Level 2 and 3 specialists through a well-defined process,
including ACS’ primary resources, Third Parties, such as hardware and software suppliers, other
Third-Party service providers as well as Symetra’s internal technical support resources. The
following table identifies the Service Request and Trouble Ticket management roles and
responsibilities.
Table 5. Service Request and Trouble Ticket Management Roles and Responsibilities
| Service Request and Trouble Ticket Management Roles and | ||||||
| Responsibilities | ACS | Symetra | ||||
1. |
Identify and describe priorities, response and resolution targets for Service calls and Service Requests of differing impacts | X | ||||
2. |
Provide a system to document, manage and track all Service Requests, problem reports and inquiries regardless of the means by which the request is submitted (e.g., telephone, email, fax, direct online input by End-Users, etc.) | X | ||||
3. |
Develop procedures to receive and respond to Symetra calls for Service according to defined prioritization and resolution targets. Ensure that response to Service Requests is based on priority and impact rather than the method used to notify the Help Desk (e.g., telephone, email, fax, direct input to Service Request system by End-Users, etc.). | X | ||||
4. |
Review and approve procedures to receive and respond to Symetra calls | X | ||||
5. |
Review and approve procedures for the escalation of Incidents | X | ||||
6. |
Resolve Incidents within prescribed time limits, if possible, otherwise escalate to appropriate Level 2 resource | X | ||||
7. |
Identify problem characteristics and Root Cause Analysis | X | ||||
8. |
Categorize, prioritize and log all IT Incidents (e.g. inquiries/problems/service requests) in the Trouble Ticket system | X | ||||
9. |
Monitor Incidents (Trouble Tickets) and escalate per policies and procedures until resolution and End-User satisfaction | X | ||||
10. |
Verify acceptance of services by contacting the End-User to confirm results and level of satisfaction | X | ||||
11. |
Ensure that recurring problems which meet defined criteria are reviewed using Root Cause Analysis processes | X | ||||
12. |
Ensure that inventory and configuration management records are updated to reflect completed Service Request (IMACs, and others) | X | ||||
3.1.2.4 Remote Desktop Management
ACS shall have the ability to manage desktop devices and software remotely. Remote desktop
management Services are those Services required to manage and control desktop devices and software
over the network. This includes maintaining and troubleshooting the desktop operating system and
supported desktop applications electronically to minimize the need to dispatch
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Schedule 2F—Help Desk Services SOW
Schedule 2F—Help Desk Services SOW
technical personnel. The following table identifies the remote desktop management roles and
responsibilities.
Table 6. Remote Desktop Management Roles and Responsibilities
| Remote Desktop Management Roles and Responsibilities | ACS | Symetra | ||||
1.
|
Recommend and develop policies for the use of remote control tools for maintenance and troubleshooting | X | ||||
2.
|
Review and approve policies for the use of remote control tools for maintenance and troubleshooting | X | ||||
3.
|
Diagnose problems using remote control capability and when possible implement corrective actions to resolve problems. If resolution is not possible escalate per the escalation procedures | X | ||||
3.1.2.5 User Administration
The following table identifies the End User administration roles and responsibilities that ACS and
Symetra will perform.
Table 7. End-User Administration Services Roles and Responsibilities
| User Administration Services Roles and Responsibilities | ACS | Symetra | ||||
1.
|
Develop and document requirements and policies regarding End User Administration | X | ||||
2.
|
Approve requirements and policies regarding End User Administration | X | ||||
3.
|
Receive and track requests for user account activation, changes and terminations | X | ||||
4.
|
Create, change and delete user accounts per requests in accordance with Symetra’s security policies. | X | ||||
5.
|
Coordinate as necessary with other specialized areas to manage End User accounts | X | ||||
6.
|
Reset passwords as required in accordance with Symetra’s security policies | X | ||||
3.1.2.6 Installs, Moves, Adds, Changes (IMACs)
ACS will manage all the requests for modification to the environment. Install, move, add, change
(IMAC) requests will be coordinated through the Help Desk where obligations include gathering the
business requirements, providing authorization, logging the request, and facilitating fulfillment.
All authorized IMAC requests are passed automatically to the local support team depending upon the
location and the product or service being requested. Local support team could be ACS, Symetra, or a
combination depending on location.
ACS’s obligations include (i) obtaining the requisite approvals from the relevant Symetra
stakeholders, (ii) contacting the End User and schedule an appropriate, agreed time for the work to
take place, (iii) verifying completion of IMACs and (iv) contacting the End User to confirm
satisfaction. Examples include adding PCs and moving local printers and a telephone. The following
table identifies the IMACs roles and responsibilities.
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Schedule 2F—Help Desk Services SOW
Schedule 2F—Help Desk Services SOW
Table 8. Installs, Moves, Adds and Change Management Roles and Responsibilities
| Installs, Moves, Adds and Changes Roles and Responsibilities | ACS | Symetra | ||||
1.
|
Receive and track requests for IMACs | X | ||||
2.
|
Confirm the requirements and scope and acquire Symetra approval of the IMAC request | X | ||||
3.
|
Contact the End User and schedule an appropriate, agreed time for the work to take place in remote offices | X | ||||
4.
|
Contact the End User and schedule an appropriate, agreed time for the work to take place in Symetra Headquarters | X | ||||
5.
|
Approve IMAC schedule | X | ||||
6.
|
Verify completion of IMACs by contacting the End User to confirm satisfaction | X | ||||
3.1.2.7 Self Help
ACS shall provide End User Self Help capabilities. Self Help refers to automated/electronic means
made available directly to End Users to assist in fulfilling various Service Requests, including
Password Resets, problem diagnosis and resolution, etc. This includes Interactive Voice Response
(IVR); out-of-prime time voice messaging with guaranteed callback response, intranet-based
automated self-help, etc. The following table identifies the Self Help roles and responsibilities.
Table 9. Self Help Roles and Responsibilities
| Self Help Roles and Responsibilities | ACS | Symetra | ||||
1.
|
Identify Requirements for Self Help capabilities | X | ||||
2.
|
Implement Self-Help capabilities that enable End-Users to perform self service such as Password Resets and other administrative functions | X | ||||
3.
|
Monitor and review the effectiveness of Self Help capabilities and usage | X | ||||
4.
|
Develop recommendations for and implement improvements to Self Help capabilities (see Schedule 2A for general improvement recommendation process) | X | ||||
5.
|
Review and approve improvements to Self Help | X | ||||
3.1.2.8 Exception Requests
The exception request process is used by End-Users to fulfill requests for products or services
that are outside of standard Symetra policies, such as more memory for their PC or international
calling access on their phone line.
ACS will develop, implement, and maintain an exception process and perform the activities required
to collect the request, analyze, recommend, and process the request to fulfillment or denial and
advise the originator of the status. Upon approval, ACS will take the necessary action to
implement the request. The following table identifies the exception requests roles and
responsibilities.
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Schedule 2F—Help Desk Services SOW
Schedule 2F—Help Desk Services SOW
Table 10. Exceptions Requests
| Exceptions Requests Roles and Responsibilities | ACS | Symetra | ||||
1.
|
Develop and document exception request procedures | X | ||||
2.
|
Review and approve ACS exception process | X | ||||
3.
|
Document exception requests in trouble ticket system |
X | ||||
4.
|
Provide request status to requestor when approved | X | ||||
3.1.3 Other Responsibilities
3.1.3.1 Planning & Analysis
The following table identifies additional planning and analysis roles and responsibilities
associated with this Schedule.
Table 11. Planning and Analysis Roles and Responsibilities
| Planning and Analysis Roles and Responsibilities | ACS | Symetra | ||||
1.
|
Identify and recommend Help Desk solution that best meets Symetra business needs and expense/service—level expectations | X | ||||
2.
|
Approve Help Desk solutions and expense/service—levels | X | ||||
3.
|
Perform operational planning for Help Desk capacity and performance purposes | X | ||||
4.
|
Determine transitional plan & issues regarding facilities, layout & integration with other non-consolidated Help Desks (e.g. sales and agency technical services) | X | ||||
5.
|
Perform analysis of Symetra environment, including acquiring Symetra management team feedback, to identify the appropriate sets of skills, training, and experience needed by Help Desk staff | X | ||||
6.
|
Recommend Incident management, reporting standards and policies | X | ||||
3.1.3.2 Procurement
Subject to Symetra’s procurement policies, approval process and preferred supplier list, ACS shall
respond to procurement requests.
3.1.3.3 Reporting Services
The following table identifies additional reporting roles and responsibilities that are specific to
this Schedule.
Table 12. Reporting Roles and Responsibilities
| Reporting Roles and Responsibilities | ACS | Symetra | ||||
1. |
Report on Help Desk statistics and trends as requested (e.g., service request volumes and trends by types of End Users) | X | ||||
2. |
Report on trends in Service Requests indicating a need for training | X | ||||
3. |
Audit results & operations periodically | X | ||||
4. |
Provide online/portal access to Symetra Help Desk reports | X | ||||
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Schedule 2F—Help Desk Services SOW
Schedule 2F—Help Desk Services SOW
3.2 Exclusions
The following items are specifically excluded from this SOW:
| a. | Tracking and resolution of requests outside of IT Service Towers | ||
| b. | Distribution partners and policy holders |
4.0 Service Management
4.1 Purpose
A key objective of this outsourcing agreement is to attain SLRs. SLAs and project-specific
SLAs are specified with fee reductions where business is impacted through failure to meet
significant mission critical systems or services, or project milestones or objectives warrants a
reduction in Fees paid when Service performance requirements are not met. SLRs are detailed in
Section 4.3 of this Schedule and SLAs are detailed in Schedule 5 — fee reductions.
ACS shall provide written reports to Symetra regarding ACS’s compliance with the SLRs specified in
this SOW Schedule.
4.2 Definitions
The following defined terms shall apply to this SOW and the SLRs set forth in Section 4.3 of
this Schedule:
Abandonment—Defined as calls received at Help Desk that enter the queue and that are terminated
(End User hang up) prior to pickup by human operator or after voice response unit options (VRU)
have been selected. The assumption is that the caller hung up because Call took too long to answer.
After-Hours Support—Refers to all hours outside of Normal Help Desk Business Hours.
Availability —The percentage of scheduled time the service is fully operational. Availability
represents a measure of the fraction of time during a defined period when the Service provided is
deemed to be as good or better than the defined requirement.
Availability = 100% — Unavailability (%)
Where Unavailability is defined as:
S outage duration x 100
(Schedule Time — planned outage)
Where Unavailability is defined as:
S outage duration x 100
(Schedule Time — planned outage)
Break/Fix — An End-User request placed due to a software or hardware problem encountered in
accessing or operating IT resources where support Services are required to resolve the problem.
Business Day Support—Refers to those hours during which ACS personnel will be available to provide
consolidated Help Desk support to End Users. Such support includes answering phone calls and
e-mails, opening Trouble Tickets, First Call Problem Resolution, and categorizing and routing
Trouble Tickets.
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Schedule 2F—Help Desk Services SOW
Schedule 2F—Help Desk Services SOW
Call— A call is counted for each unique Service Request made by a single End User with a single
problem that is received via telephone, voicemail, and/or e-mail, involving a separate individual
and event that results in opening a Help Desk Trouble Ticket. For Incidents where multiple calls
are related to a single point of failure (that is, calls related to a server outage), such calls
will be considered as a single Call; will not result in opening a separate Help Desk Trouble
Ticket; and will not be aggregated or counted as individual Calls for measuring call volume
statistics.
Call Abandonment — Percentage of total Calls that terminate after the Speed to Answer threshold
has been reached, but prior to an agent taking the Call.
Call Answer—A Call is considered answered when the caller is interacting with a Help Desk agent or
when a caller is interacting with a VRU.
Call Back—Defined as a follow-up call to an End User after a Trouble Ticket is closed to determine
level of End User satisfaction.
First Contact—Initial contact with a Help Desk human operator is defined as ACS response via
telephone, email, web chat resulting from an Incident or Service Request.
First Call Resolution—The percentage of in-scope problem Calls received during the month by the
Help Desk, resulting in the creation of a ticket that is resolved while the End-User is still on
the phone. This excludes calls received regarding out-of-scope requests and Trouble Tickets
initiated via email or voicemail.
Help Desk Trouble Ticket—Refers to a unique logical electronic record to create, update, maintain
and archive each Incident. A Help Desk Trouble Ticket is used to record all ACS, Symetra End User,
Symetra technical staff and Third Party interaction pertaining to an Incident and all related
actions, and corresponding date/time, taken to resolve an Incident, from the time it is first
reported to the Help Desk until Incident Resolution and closure by the Help Desk. Also, it is used
for application change-control traceability.
How to — An End-User request regarding how to use a feature or function of Help Desk supported
software or hardware.
IMAC — Installations, Moves, Adds, Changes — General term for the routine work performed on
computer equipment including installations, relocations and upgrades.
Incident Resolution Time — The time elapsed from the initiation of the Trouble Ticket until
Service is restored.
Level 1 — Routine event. The Level 1 Help Desk is the support hot line. It acts as the
human SPOC for all technology-related problems (internal applications to shrink-wrapped
software; LANs; hardware break/fix and more) and Service Requests. Incidents not resolved at
the Level 1 support are passed to Level 2 and/or Level 3 support personnel. Level 1 is
involved mostly in incident case management (e.g. including user management, incident
management, password/access security, coordinating IMACs).
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Schedule 2F—Help Desk Services SOW
Schedule 2F—Help Desk Services SOW
Level 2 — Specialized problem or Symetra executives. Level 2 support resolves escalated
incidents that require greater depth of knowledge (e.g. IT service tower subject matter
expert), standard desk side support and executive desk side and/or phone support.
Level 3 — Complex problem. Level 3 support resolves escalated Incidents that require third
parties such as hardware and software vendors, Symetra technical resources and or other
service providers to assist or resolve issues.
Staffed Support—Refers to those hours during which ACS must have skilled Help Desk staff available
to personally answer calls and provide Help Desk support to Symetra End Users. Such support
includes answering phone calls and e-mails, opening trouble tickets, First-Call Problem Resolution,
categorizing and routing Trouble Tickets, monitoring open Trouble Ticket status, and escalating
problems which are unresolved within the Incident Priority Level time requirements.
Measurement Interval —Refers to the period of time performance will be calculated taking into
consideration the impact of continuous outage. For example, a monthly measurement interval for a
99% Minimum Performance for a 7x24 system with 8 hours of weekly planned downtime would allow 6.4
hours of a continuous outage with no other outages during the month. A weekly interval would only
allow 1.6 hours of a continuous outage.
Normal Help Desk Business Hours—For the purposes of coverage and critical response times, Symetra
has defined the normal business hours “windows of operations” (excluding normally scheduled company
holidays) for the North American Region. Days and times falling out of these ranges are considered
outside of Normal Help Desk Business Hours. Normal Help Desk Business Hours are as follows:
| Category | Business Hours | |
Password Support |
24x7x365 | |
End User Support |
Mon-Fri. 0400-1900 | |
Symetra IT
Operations
and Technical
Support
|
24x7x365 |
Note: IT operations and Technical Support refers to tracking incidents reported by Symetra
technical staff not requiring Level 1 Help Desk support.
Outage — A specialized case of an End-User Break/Fix call affecting a substantial group of
End Users (“flood calls”); calls are placed to the service desk to inform, inquire or complain
about accomplishing tasks with, accessing or operating IT resources.
Password Reset — A specialized End-User request to regain access privileges to IT resources.
Reporting Interval — The time span between regular performance reporting periods.
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Schedule 2F—Help Desk Services SOW
Schedule 2F—Help Desk Services SOW
Self-Help—Refers to automated/electronic means made available directly to End Users to assist
in fulfilling various Service Requests not requiring personal assistance, including End User’s
ability to track Trouble Ticket status and enter Service Requests without calling the Support
Center.
Priority Levels — Symetra-defined category that identifies the degree of Incident importance and
associated ACS response requirements attributed to an Incident.
Table 13. Priority Levels
| Priority Level | Description | |||
| 1 - Emergency/Urgent | The problem has caused a complete and immediate work stoppage affecting a primary business process or a broad group of End Users such as an entire department, floor, branch, line of business, or external customer. No work around available. | |||
| Examples: | ||||
| Major application problem (e.g. payroll, call center, etc.) | ||||
| Severe problem during critical periods (e.g. month-end processing) | ||||
| Security Violation (e.g. denial of service, widespread virus, etc.) | ||||
| 2 - High | A business process is affected in such a way that business functions are severely degraded, multiple End Users are impacted or a key customer is affected. A workaround may be available; however the workaround is not easily sustainable. | |||
| Examples: | ||||
| Major application (e.g. exchange) | ||||
| VIP Support | ||||
| 3 - Medium | A business process is affected in such a way that certain functions are unavailable to End Users or a system and/or service is degraded. A workaround may be available | |||
| Examples: | ||||
| Telecommunication problem (e.g. Blackberry, PBX digital/analog card) | ||||
| Workstation problem (e.g. hardware, software) | ||||
| 4 - Low | An Incident that has little impact on normal business processes and can be handled on a scheduled basis. A workaround is available. | |||
| Examples: | ||||
| End User requests (e.g. system enhancement) | ||||
| Peripheral problems (e.g. network printer) | ||||
| Preventative Maintenance | ||||
| Benchmarks | ||||
Service Request — A service request call or an e-mail regarding a range of support-specific
service offerings.
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Schedule 2F—Help Desk Services SOW
Schedule 2F—Help Desk Services SOW
Speed-to-Answer—Total elapsed time from the point that the Help Desk automated call director (ACD)
call-circuitry places a call into queue until a human operator picks up the call.
4.3 Service Level Requirements (SLRs)
ACS shall meet the following SLRs commencing on the Handover Date (unless a different
date is expressly set forth in a particular SLR) that is applicable to Help Desk Services. SLRs
associated with fee reductions are detailed in Schedule 5 — Fee Reductions. All times referenced
are in Pacific Standard Time.
Table 14. Intentionally Deleted
This table intentionally left blank.
Table 15. Response Time SLR
| Definition | Response Time is the number of seconds or cycles
it takes any representative of Symetra to connect with
ACS’s contact center representative. ACS will provide
toll free telephone lines in adequate quantity to
handle call volume, ACD system to record call date,
time and duration information, and electronic interface
to all systems for monitoring and reporting. SLR Response Time coverage is Monday — Friday 0400-1900 |
Response Time
| Help Desk | ||||||
| Responsiveness | Service Measure | Performance Target | SLR | |||
Speed-to-Answer
|
Phone response time | £ 30 sec | [***]% | |||
Call Abandonment
rate
|
Phone response time | £5% | [***]% | |||
Email response rate
|
Online response time | £ 1 hour | [***]% | |||
Voicemail response
rate
|
Voicemail response time (from manual input into the ticketing system) | £30 minutes | [***]% | |||
| Formula | Number of events per event type within performance Target / total number of events per type during Measurement Interval = “Percent (%) Attained" | |||||
| Measurement Interval | Capture daily, measure monthly, report monthly within approved operational windows | |||||
| Measurement Tool/Source Data | To be agreed by the Parties | |||||
Table 16. Incident Resolution SLR
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
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Symetra Life Insurance Company (Symetra)
Schedule 2F—Help Desk Services SOW
Schedule 2F—Help Desk Services SOW
| Definition | The time elapsed from the initiation of the Trouble Ticket until service is restored. SLR is based on coverage for Monday — Friday 0400-1900 |
Incident Resolution
| Help Desk Incident | ||||||
| Resolution | Service Measure | Performance Target | SLR | |||
First Contact
Resolution of
Trouble Tickets
|
First Contact Resolution of Trouble Tickets | 70% with <5% recalls | [***]% | |||
(SLA/SLR will be in
effect 60 days
after production
deployment date) |
||||||
Time to Resolution
— Shrink Wrap App
Incidents
|
Elapsed time | 2 hours with <5% recalls | [***]% | |||
(SLA/SLR will be in
effect 60 days
after production
deployment date) |
||||||
Incident Closure
Notice (via e-mail
and/or phone)
|
Elapsed time | 20 minutes following incident resolution | [***]% | |||
Root Cause Analysis
|
Schedule | Provide monthly review of recurring problem areas and resolutions | [***]% | |||
| Formula | Number of instances within performance Target / total number of instances during Measurement Interval = “Percent (%) Attained” | |||||
| Measurement Interval | Capture daily, measure monthly, report monthly within approved operational windows | |||||
| Measurement Tool/Source Data | To be agreed by the Parties | |||||
Table 17. Account Administration SLR
| Definition | Routine functions, such as setting up user IDs, changing user authorization tables, changing account codes and similar functions, which are handled by ACS. SLR coverage is based on Mon-Fri. 0400-1900 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
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Schedule 2F—Help Desk Services SOW
Schedule 2F—Help Desk Services SOW
Account Administration
| User Account | ||||||
| Administration | ||||||
| Tasks | Service Measure | Performance Target | SLR | |||
New User Account
(up to 5 per request)
|
Elapsed time | Completed within 1 business day of authorized request | [***]% | |||
New User Account
(6-20 per request)
|
Elapsed time | Completed within 3 business days of authorized request | [***]% | |||
New User Account
(20+ per request)
|
Elapsed time | Case by case | N/A | |||
Password Reset
|
Elapsed time | Completed within 5 minutes of receipt of request | [***]% | |||
Privilege Changes
|
Elapsed time | Within 4 business hours of Symetra authorized request | [***]% | |||
Disable User Account
|
Elapsed time | Within 60 minutes of Symetra authorized request | [***]% | |||
Terminate User Account
|
Elapsed time | After 14 days of authorized request | [***]% | |||
Procurement Request
|
Elapsed time | Request entered within 1 business day | [***]% | |||
| Formula | Number of instances within performance Target / Total number of instances during Measurement Interval = “Percent (%) Attained” | |||||
| Measurement Interval | Capture daily, measure monthly, report monthly within approved operational windows | |||||
| Measurement Method/Source Data | To be agreed by the Parties | |||||
Table 18. Customer Satisfaction SLR
Customer Satisfaction
| Customer | ||||||
| Satisfaction | Service Measure | Performance Target | SLR | |||
Periodic Sample
|
Response/Distribution rate | 10% of closed trouble tickets surveyed within 72 hours of closing ticket | [***]% | |||
Periodic Sample
Satisfaction
|
Symetra Satisfaction rate | End Users surveyed should be very satisfied or satisfied | [***]% |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
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Schedule 2F—Help Desk Services SOW
Schedule 2F—Help Desk Services SOW
Customer Satisfaction
| Customer | ||||||
| Satisfaction | Service Measure | Performance Target | SLR | |||
Scheduled Survey
(conducted
annually)
|
Symetra Satisfaction rate | End Users surveyed should be very satisfied or satisfied | [***]% | |||
| Formula | 1. Number of responses with a very
satisfied or satisfied rating/total number
of responses |
|||||
2. Sum of survey results from each
participant/total number of participants
responding to Periodic Sample |
||||||
3. Sum of survey result from each
participant/total number of participants
responding to Scheduled Survey |
||||||
| Measurement Interval | See table above for survey period. | |||||
| Measurement Method/Source Data | To be agreed by the Parties | |||||
4.4 Reports
Without limiting the terms of Section 2.11.1 of the Agreement, ACS shall provide written
reports to Symetra regarding ACS’s compliance with the SLRs and other Help Desk activity reports
specified in this Help Desk Services SOW.
5.0 Referenced SOW Appendices and SOW Schedules
5.1 Referenced Help Desk Services SOW Appendices
| SOW Appendix | Description | |
F.1
|
Help Desk Supported Software | |
F.2
|
Help Desk Supported Hardware |
5.2 Referenced ITSA Schedules
| ITSA Schedule | Description | |
Schedule 2A
|
Cross Functional Services SOW | |
Schedule 2B
|
Enterprise Operations Center Services SOW | |
Schedule 2C
|
Distributed Computing Services SOW | |
Schedule 2D
|
Data Network Management Services SOW | |
Schedule 2E
|
Voice Communications Services SOW | |
Schedule 3
|
Fees | |
Schedule 5
|
Fee Reductions |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
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Help Desk Supported Hardware and Software
F.1 — Help Desk Supported SW
F.1 — Help Desk Supported SW
| Symetra Distributed | ||||||||||||||||||||||||
| Applications | Help Desk Supported | Core Image Applications | Standard | Not Supported | Bus. Needs Req. | License count | Site License | Limited Quantity amount | Notes | |||||||||||||||
Office Suite Applications |
||||||||||||||||||||||||
Office 2003 (Access, Excel,
Outlook, Powerpoint, Word) |
x | x | x | |||||||||||||||||||||
Spreadsheet Applications |
||||||||||||||||||||||||
Lotus 123 |
x | |||||||||||||||||||||||
Word Processing |
||||||||||||||||||||||||
WordPerfect 6.1 |
x | x | ||||||||||||||||||||||
Presentation Applications |
||||||||||||||||||||||||
Harvard Instant Charts |
||||||||||||||||||||||||
Desktop Publication Apps. |
||||||||||||||||||||||||
Adobe Acrobat |
x | x | ||||||||||||||||||||||
Adobe Reader 5.05 |
x | x | x | |||||||||||||||||||||
Frontpage |
x | |||||||||||||||||||||||
Publisher |
x | x | x | |||||||||||||||||||||
Graphic Design applications |
||||||||||||||||||||||||
Grabbit 2.5 |
x | |||||||||||||||||||||||
Local Database Applications |
||||||||||||||||||||||||
None |
||||||||||||||||||||||||
Database Reporting Apps |
||||||||||||||||||||||||
Crystal Reports |
x | x | ||||||||||||||||||||||
Reports Facilitator |
x | |||||||||||||||||||||||
Database Client |
||||||||||||||||||||||||
None |
||||||||||||||||||||||||
Terminal Emulator Apps. |
||||||||||||||||||||||||
ProComm Plus |
x | x | ||||||||||||||||||||||
Terminal Server applications |
||||||||||||||||||||||||
Citrix Client |
x | x | x | |||||||||||||||||||||
Miscsoft RDP Terminal Service
Client |
x | |||||||||||||||||||||||
E-mail applications |
||||||||||||||||||||||||
Exchange |
x | |||||||||||||||||||||||
MailMarshal — scanning |
x | |||||||||||||||||||||||
PDA applications |
||||||||||||||||||||||||
Blackberry Desktop Software
v3.6 service pack 2 |
x | |||||||||||||||||||||||
Calendar applications |
||||||||||||||||||||||||
Outlook |
x | x | x | |||||||||||||||||||||
Accounting applications |
||||||||||||||||||||||||
MFACT |
x | |||||||||||||||||||||||
Microcash for Windows |
x | |||||||||||||||||||||||
Finance applications |
||||||||||||||||||||||||
Flexsoft |
x | |||||||||||||||||||||||
FundStation |
x | |||||||||||||||||||||||
Quicken |
x | x | ||||||||||||||||||||||
Programming applications |
||||||||||||||||||||||||
Remedy (Action Request) |
x | |||||||||||||||||||||||
Seaview |
x | |||||||||||||||||||||||
Management Tool Apps |
||||||||||||||||||||||||
None |
||||||||||||||||||||||||
VPN applications |
||||||||||||||||||||||||
Extranet Access Client |
x | x | x | |||||||||||||||||||||
Contivity Client |
||||||||||||||||||||||||
AT&T Dialer |
||||||||||||||||||||||||
Internet applications |
||||||||||||||||||||||||
Internet Explorer 5.5 sp2 |
x | |||||||||||||||||||||||
Communication
applications |
||||||||||||||||||||||||
CentreVue |
x | |||||||||||||||||||||||
| Confidential Information—For internal use only. | 1 |
Table of Contents
Help Desk Supported Hardware and Software
F.1 — Help Desk Supported SW
F.1 — Help Desk Supported SW
| Symetra Distributed | ||||||||||||||||||||||||
| Applications | Help Desk Supported | Core Image Applications | Standard | Not Supported | Bus. Needs Req. | License count | Site License | Limited Quantity amount | Notes | |||||||||||||||
Language Interpretation
Services |
x | |||||||||||||||||||||||
Lanier (old NICE calls) |
x | |||||||||||||||||||||||
NICE Universe |
x | |||||||||||||||||||||||
Phone 2PC Recording |
x | |||||||||||||||||||||||
Faxing applications |
||||||||||||||||||||||||
Enterprise Fax Manager |
x | |||||||||||||||||||||||
Fax Util |
x | |||||||||||||||||||||||
RightFax |
x | |||||||||||||||||||||||
WinFax |
x | x | ||||||||||||||||||||||
Flowcharting applications |
||||||||||||||||||||||||
Visio |
x | |||||||||||||||||||||||
Visio Viewer |
x | x | x | |||||||||||||||||||||
Contact Management Apps |
||||||||||||||||||||||||
Bacon’s MediaSource |
x | |||||||||||||||||||||||
Project Tracking Apps |
||||||||||||||||||||||||
Project |
x | |||||||||||||||||||||||
Simply TIME (task
manager) |
x | |||||||||||||||||||||||
Virus applications |
||||||||||||||||||||||||
Norton Anti-Virus |
x | x | x | |||||||||||||||||||||
Print Utility applications |
||||||||||||||||||||||||
PrintNow! |
x | |||||||||||||||||||||||
Scanning Software Apps |
||||||||||||||||||||||||
None |
||||||||||||||||||||||||
Handicap Utility |
||||||||||||||||||||||||
None |
||||||||||||||||||||||||
Video Conferencing Apps |
||||||||||||||||||||||||
None |
||||||||||||||||||||||||
Security applications |
||||||||||||||||||||||||
Cyber Gatekeeper Agent |
x | x | x | |||||||||||||||||||||
CyberArmor |
x | x | x | |||||||||||||||||||||
FAZAM 2000 |
x | |||||||||||||||||||||||
PowerQuest |
x | x | ||||||||||||||||||||||
Symantec Antivirus 8.01 |
||||||||||||||||||||||||
Reference applications |
||||||||||||||||||||||||
NILS |
x | |||||||||||||||||||||||
Operating Systems Apps |
||||||||||||||||||||||||
Windows 2000 sp3 |
x | x | x | |||||||||||||||||||||
Undefined applications |
||||||||||||||||||||||||
Ameritech White and Yellow
Pages |
x | |||||||||||||||||||||||
Catapult Training |
x | |||||||||||||||||||||||
Chase Insight & Reporter |
x | x | ||||||||||||||||||||||
Desktop Submit |
x | |||||||||||||||||||||||
EFTPS for Windows 01.07.01 |
x | |||||||||||||||||||||||
EOSI/CLAS (Library copyright) |
x | |||||||||||||||||||||||
Extra! 6.71 |
x | x | x | |||||||||||||||||||||
EZ2000 |
x | x | ||||||||||||||||||||||
FlashPlayer 7.0.19.0 |
x | x | x | |||||||||||||||||||||
ICW Required |
x | |||||||||||||||||||||||
Iomega Tools |
x | |||||||||||||||||||||||
Message Manager |
x | |||||||||||||||||||||||
MMCD |
x | |||||||||||||||||||||||
MSDN |
x | |||||||||||||||||||||||
PBS |
x | |||||||||||||||||||||||
DirectX 8.1 |
x | x | ||||||||||||||||||||||
Panagon Document Management |
x | |||||||||||||||||||||||
| Confidential Information—For internal use only. | 2 |
Table of Contents
Help Desk Supported Hardware and Software
F.1 — Help Desk Supported SW
F.1 — Help Desk Supported SW
| Symetra Distributed | ||||||||||||||||||||||||
| Applications | Help Desk Supported | Core Image Applications | Standard | Not Supported | Bus. Needs Req. | License count | Site License | Limited Quantity amount | Notes | |||||||||||||||
PCAnywhere |
x | |||||||||||||||||||||||
PGP Encryption |
x | |||||||||||||||||||||||
PowerSelect |
x | |||||||||||||||||||||||
Qview4 |
x | |||||||||||||||||||||||
RoboHelp Office 2000 |
x | |||||||||||||||||||||||
Skill Vantage |
x | |||||||||||||||||||||||
Snag-It! (screen shot capture) |
x | |||||||||||||||||||||||
Source OffSite 3.5.1 |
x | |||||||||||||||||||||||
Spencer CD |
x | x | ||||||||||||||||||||||
Trellis |
x | |||||||||||||||||||||||
Unicenter |
x | |||||||||||||||||||||||
UVT |
x | |||||||||||||||||||||||
Web IIS |
x | |||||||||||||||||||||||
WebTrends |
x | |||||||||||||||||||||||
WELL Concession Calculator |
x | |||||||||||||||||||||||
Window’s MDAC 2.61 sp2 |
x | |||||||||||||||||||||||
Window’s Media Player 7.1 |
x | |||||||||||||||||||||||
Winrapid Teledex |
x | |||||||||||||||||||||||
WinZip 8.1 |
x | |||||||||||||||||||||||
| Confidential Information—For internal use only. | 3 |
Table of Contents
Help Desk Supported Hardware & Software
F.2 — Help Desk Supported SW
F.2 — Help Desk Supported SW
Compaq dc5000
IBM ThinkPad T40
IBM ThinkPad T41
IBM ThinkPad T20
IBM ThinkPad T21
IBM ThinkPad T22
IBM ThinkPad T23
Monitor — Compaq V7550 17”
Monitor — NEC FE991sb 19”
Monitor — Compaq P1210 21”
HP LaserJet 2100
HP LaserJet 4P, 5P, 4Plus, 6PXI
HP LaserJet 4, 4Si, 5, 5Si
LaserJet 4000, 4000T, 4050, 4050N, 8000
Dymo (Co-star) Printer
56K Fax Modem V.90 Internal 3COM U.S. Robotic
USR EXT 56K Modem V.92 Black Casing
Belkin Modem Cable — 9 Pin.
Network Card — IBM Token Ring Adapter 2, with Wake On LAN
IBM Turbo T/R Adapter 16/4 (ISA)*
IBM Turbo T/R Adapter 16/4 (ISA)*
3COM 10/100 PCI DESKTOP MGT Ethernet Adapter
IBM 3278/9 Emulation Adapter
RIM Blackberry 7280
RIM Blackberry 6210
RIM Blackberry 7230
Keyboard
Mouse
IBM ThinkPad T40
IBM ThinkPad T41
IBM ThinkPad T20
IBM ThinkPad T21
IBM ThinkPad T22
IBM ThinkPad T23
Monitor — Compaq V7550 17”
Monitor — NEC FE991sb 19”
Monitor — Compaq P1210 21”
HP LaserJet 2100
HP LaserJet 4P, 5P, 4Plus, 6PXI
HP LaserJet 4, 4Si, 5, 5Si
LaserJet 4000, 4000T, 4050, 4050N, 8000
Dymo (Co-star) Printer
56K Fax Modem V.90 Internal 3COM U.S. Robotic
USR EXT 56K Modem V.92 Black Casing
Belkin Modem Cable — 9 Pin.
Network Card — IBM Token Ring Adapter 2, with Wake On LAN
IBM Turbo T/R Adapter 16/4 (ISA)*
IBM Turbo T/R Adapter 16/4 (ISA)*
3COM 10/100 PCI DESKTOP MGT Ethernet Adapter
IBM 3278/9 Emulation Adapter
RIM Blackberry 7280
RIM Blackberry 6210
RIM Blackberry 7230
Keyboard
Mouse
| Confidential Information—For internal use only. | 4 |
Table of Contents
Symetra Life Insurance Company
Schedule 2G — Output Processing Services SOW
Schedule 2G — Output Processing Services SOW
Schedule 2G – Output Processing Services SOW
OCTOBER 28, 2004
Confidential Information
Page 1 of 64
Table of Contents
Table of Contents
1.0 PROJECT AND SERVICES OVERVIEW |
3 | |||
1.1 Assumptions |
3 | |||
1.2 Scope of Output Processing |
3 | |||
1.3 Business Objectives |
5 | |||
1.4 Technical Objectives |
5 | |||
1.5 Service Locations |
6 | |||
1.6 Confidentiality |
6 | |||
1.7 Out of Scope |
6 | |||
1.8 Staffing |
6 | |||
2.0 OUTPUT PROCESSING SPECIFICATIONS |
8 | |||
2.1 Current Output Processes for Symetra |
8 | |||
2.1.1 Statements Processing |
9 | |||
2.1.2 Deferred Annuity Contracts and Individual Life Policies |
17 | |||
2.1.3 Billing Statements |
21 | |||
2.1.4 Check Printing |
24 | |||
2.1.5 Taxes |
26 | |||
2.1.6 Correspondence |
28 | |||
2.2 Test Environments |
39 | |||
2.3 Test Outputs |
39 | |||
2.4 Audit Reports |
39 | |||
2.5 Proof of Mailing |
39 | |||
2.6 Printed Output Archive |
39 | |||
2.7 Forms |
41 | |||
2.7.1 Documerge Forms |
41 | |||
2.7.2 Line Text Forms |
41 | |||
2.7.3 Page Segments |
41 | |||
2.7.4 Overlays |
42 | |||
2.7.5 Character Sets |
43 | |||
2.7.6 Pre-printed Forms |
44 | |||
2.7.7 Forms Conversion |
44 | |||
2.7.8 Forms Coding and Maintenance |
45 | |||
2.8 File Transfers |
46 | |||
2.8.1 Outgoing Files (from Symetra/Infrastructure Third Party vendor) |
46 | |||
2.8.2 Incoming Files (to Symetra) |
46 | |||
2.8.3 Specify the Following |
46 | |||
2.8.4 File Sizes |
46 | |||
2.9 Future Needs |
50 | |||
2.9.1 Income Annuities |
50 | |||
2.9.2 Agent Compensation Statements |
50 | |||
2.9.3 Paris Annuity Case Statements and Annuity Billing Statements |
50 | |||
2.9.4 Tax Forms From Finance |
50 | |||
2.9.5 Retirement Services Confirms, Audit Reports, RMD Letters, and Commission Reports |
51 | |||
2.9.6 Mortgage Loan 1098’s |
51 | |||
2.9.7 All Systems |
51 | |||
Appendix A – System Flows |
52 |
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Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
1.0 Project and Services Overview
Output processing systems and software that were owned by Safeco and used to process Symetra
daily mainframe1 printed outputs will become unavailable after transition to ACS. The
goal of this project is to transfer the printed output services currently provided by Safeco to
ACS. These Services include daily cut-sheet and forms-based printing, assembly, distribution,
mailing, forms coding, data security, and archiving of printed output images. These needs are
further defined within this Output Processing Services SOW.
This project is part of the Symetra transition program, which is responsible to ensure an
integrated and successful overall transition from Safeco to Symetra.
In parallel, this project is:
| • | Linked to an “in flight” document and Content Management SOW project that will address post-transition requirements for: document scanning, indexing, and document and image storage | ||
| • | Linked to an “in flight” print fulfillment project | ||
| • | Required to support our ability to provide information through our agent/customer portal. |
1.1 Assumptions
ACS will provide support services per Schedule 2A – Cross Functional Services. Related project
assumptions include:
| • | ACS will establish an Symetra approved project schedule including key milestones and will manage to that project schedule. | ||
| • | ACS will develop and Symetra will approve installation and cutover plans for those phases of the project allowing coordinated planning and the least possible disruption to current users. | ||
| • | Upon project completion, Symetra will have an operational report per the design with complete documentation. | ||
| • | After implementation, ACS will provide ongoing services support by keeping hardware, and software current. | ||
| • | ACS will provide recommendations to improve output processing |
1.2 Scope of Output Processing
Output processing includes, but is not limited to the following:
| • | Output service deliverables: |
| – | form coding and form management | ||
| – | page segments and overlays — creation and maintenance | ||
| – | data/forms/overlay conversion | ||
| – | forms library maintenance and management | ||
| – | generation of print streams from daily extract files | ||
| – | printing — local to Symetra and outsourced | ||
| – | post-processing and document assembly | ||
| – | conversion of current archived output documents to ACS systems | ||
| – | printed output image archiving | ||
| – | web intranet portal to access data from archive | ||
| – | access to archived data | ||
| – | development and testing processes | ||
| – | data security | ||
| – | customer privacy | ||
| – | disaster recovery | ||
| – | infrastructure / technology environment |
| 1 | To distinguish it from marketing, and other types of outputs. |
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Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
| – | work flow training | ||
| – | interfaces | ||
| – | testing | ||
| – | data transfer | ||
| – | reports | ||
| – | documentation | ||
| – | technology support for Symetra departments and associated End Users in the initial implementation. |
| • | Implementation and acceptance of all output service deliverables to Symetra for the following departments: |
| – | Sales & Marketing | ||
| – | Compliance | ||
| – | Individual Life | ||
| – | Income Annuities | ||
| – | Group | ||
| – | Retirement Services | ||
| – | Life Finance | ||
| – | Mortgage Loans | ||
| – | SIS |
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Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
1.3 Business Objectives
General
| • | Move toward more automated printing, processing and mailing/distribution. | ||
| • | Outsource large volume and fully automated processes to ACS facilities | ||
| • | Update and improve processes during the transition |
Policies, contracts and statements
| • | Limited local printing capability – policies and contracts Checks | |||
| Checks | ||||
| • | Local on the spot check printing capability and automated printing and mailing at ACS facilities | |||
| • | Support three processes that currently produce checks: CDS, Payroll, Accounts Payable, Mutual Funds and SIS, and using a variety of different check stocks. | |||
Taxes
| • | Convert overlays to forms | |||
| • | Produces both printed output and tapes to meet federal and state requirements. | |||
| Archive | ||||
| • | ACS must provide access to archive documents via web browser | |||
1.4 Technical Objectives
The following mainframe systems have output processing feeds that need to be captured and
processed;
Cyberlife with IPS and work flow system (ViewStar), Paris, Vantage, LAB-Income Annuities, RPS, DSS,
FMS systems, and Group Systems.
Specifications are presented in 9 parts in Section 2 of this Output Processing Services SOW –
Output Processing Specifications:
| 1. | Current output processes for Symetra | ||
| 2. | Test outputs | ||
| 3. | Audit reports | ||
| 4. | Proof of mailing | ||
| 5. | Printed output archive | ||
| 6. | Forms | ||
| 7. | File transfers | ||
| 8. | Process flows | ||
| 9. | Future needs |
The majority of applications that generate printed output are vendor systems and reside on the
mainframe – IBM z/OS with primarily DB2 and limited IMS databases. The extract files are mainly
COBOL output formats. These applications are currently supported on Safeco’s systems but they will
be migrated to ACS concurrent with the efforts of this project.
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Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
The following environment and Services are required, but are not limited the following, to assist
in this transition:
| 1. | Network with adequate capacity for file transfer to and from Symetra primary and secondary locations | ||
| 2. | Temporary/intermediate storage capacity for all specified extract files | ||
| 3. | Printed output archive | ||
| 4. | Portal to access archived printed output data/images, forms, and test outputs | ||
| 5. | Forms creation and management software | ||
| 6. | Forms library | ||
| 7. | Print stream generation software/hardware | ||
| 8. | Cut sheet, special forms and check printers | ||
| 9. | Post processing/mailing preparation systems | ||
| 10. | Mail sorting address correction reporting software | ||
| 11. | Life insurance policies and annuity contracts are forms intensive. Content and appearance must match the approved state-filed form to meet with state and federal compliance requirements. |
1.5 Service Locations
Printed outputs fall into two categories: ACS location and Symetra local. Fully automated
mailings, such as annual and quarterly statements are those that can be printed processed and
mailed directly from ACS’ locations.
Outputs that are not fully automated are those that require manual processing by the originating
business operations department. These printed outputs must be made available according to Section
2 to this Output Processing Services SOW — Output Processing Specifications. Symetra data center
space can be made available for limited local printing.
1.6 Confidentiality
ACS will be responsible for adhering to Symetra confidentiality policies. Extract files, and
related printed output will include sensitive customer financial information. Secure data transfer
to and from Symetra, secure processing, secure data storage, secure disposal, where applicable, and
strict control of data access are required.
1.7 Out of Scope
| • | Network printer outputs – addressed in the Data Center Services SOW (Schedule 2B) | ||
| • | Reports, both hardcopy and online in Control D – addressed in the Data Center Services SOW (Schedule 2B) | ||
| • | Marketing material for agents, etc. – print/fulfillment/supply/distribution project | ||
| • | Document and image scanning, storing, retrieving — document management systems and content management systems project |
1.8 Staffing
ACS shall provide all personnel required to support the Services/specifications as defined in
Section 2 of this Output Processing Services SOW. The following chart depicts Symetra’s project
organization and the primary customers of Output Processing Services.
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Page 6 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
Figure 1: Symetra Project Organization Chart
Confidential Information
Page 7 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
2.0 Output Processing Specifications
These specifications represent descriptions of current processes that must be replicated.
These processes do not necessarily need to be duplicated exactly as presented here.
Recommendations for improvements that are more cost efficient and are in line with the proposed
schedule and project scope are encouraged.
ACS may propose either, processing and printing from the data extract files provided by Symetra
systems, or replacement software systems and printing the output streams created by those software
systems.
2.1 Current Output Processes for Symetra
The outputs described here will continue to be required after transition from Safeco. The
minimum requirement is to reproduce the outputs the same as today. Recognizing that there have not
been any efforts made to optimize these outputs for outsourcing, recommendations for improvements
in the data extract structures, file sizes and processes will be considered when compatible with
the defined time frame and project scope.
The outputs are described as currently processed and produced, and have been separated into
categories with similar or common characteristics. The outputs are produced in various formats,
using cut sheet paper, roll-fed cut sheet paper, or pre-printed forms. All outputs are currently
printed black on white. Reports and program listings using continuous feed forms are not in scope.
Rather, they are part of the infrastructure replacement project.
The outputs vary in design, with some using application-formatted text and plain paper or
pre-printed forms, some using printer overlays, and some using Safeco’s current electronic print
system (EPS) with Documerge software.
Some outputs are automated so that they can be printed, processed and mailed directly to the
recipient from ACS’ chosen processing location. However, there are some outputs that will require
local printing due the need for manual processing and/or to business processing time constraints.
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Page 8 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
2.1.1 Statements Processing
Symetra statements are currently processed in-house using Documerge as the print stream
generator. This functionality must be replaced. The bulk of these statements can be generated,
printed, processed and mailed in an automated manner.
Statements are currently produced by four vendor applications listed below:
| • | CK4 (CSC) — Converting to CyberLife in September 2004 – individual life annual statements | ||
| • | Vantage-One (CSC) – deferred annuity statements | ||
| • | Paris – deferred annuity statements and deferred annuity case statements | ||
| • | DSS (CSC) — distribution support system — agent compensation |
2.1.1.1 Individual Life Insurance Statements
Annual universal life insurance statements are produced daily based on policy anniversary date.
Variable life insurance statements are produced quarterly. The extracts, including both types, are
produced by the CK4 policy administration system. This system will be upgraded to CyberLife during
2004, but the output processing will remain the same.
The statement extract is created during nightly batch processing and is sent to an enterprise
output system application (EOS) that sorts and formats the data, then generates the print stream
using Documerge, and splits it into appropriate print jobs (e.g., bi-fold, flat, agent copy, etc.).
Functional Requirements
| • | Normal handling statements are printed and processed with Gunther post-processing systems where they are automatically sorted, packaged and readied for mailing. A Third Party vendor processes this mail to provide efficiency and reduced postage costs (bulk mailing). | ||
| • | Agent copies are produced for both normal and special handling statements. | ||
| • | Bi-fold packaging is preferred to reduce mailing costs. There is an automatic changeover to flat when a page count threshold is exceeded (~10 pages) and the fold becomes difficult. | ||
| • | Overflow jobs are used to handle situations where more than 95 pages (reasonable flat limit) are to be packaged together. | ||
| • | There are no inserts. |
Business Requirements
| • | Normal handling statements can be printed, processed and mailed directly to the recipient. | ||
| • | All special handling statements are printed and returned to Symetra for manual processing and mailing. | ||
| • | Special request statements are manually processed by Symetra and must be completed by 8:00 AM the following Business Day. This may require local printing. | ||
| • | Proof of mailing is required. |
Archiving
Customer statements are archived in AFP format. The files are stored on tape, with the past 18
months also stored on DASD and available for on-line viewing. Direct access is provided to
customer service representatives (CSR) and indirect access is also provided through a web-based
application for customers, agents and CSR’s. The stored AFP document is converted to a PDF on
the fly for convenient handling and viewing.
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Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
Print Volumes
| January | February | March | April | May | ||||||||||||||||||||||
| Job | Description | Output File Format | Run Times | 2004 | 2004 | 2004 | 2004 | 2004 | ||||||||||||||||||
LISA0102 |
CK4 extract - feeds EOS application | COBOL extract | 10:00 PM | |||||||||||||||||||||||
EOS03LFB |
Process life extract files (UL & VUL) | Documerge printstream | 10:00 PM | |||||||||||||||||||||||
EOS04LFB |
Split output between flats and bifold | Documerge printstream | 10:00 PM | |||||||||||||||||||||||
EOS04400 |
Print special request statements | Documerge printstream | 11:00 PM | 2,651 | 1,825 | 1,014 | 1,304 | 1,442 | ||||||||||||||||||
EOS04410 |
Print customer statements - flats | Documerge printstream | 11:00 PM | 285 | 223 | 298 | 234 | 354 | ||||||||||||||||||
EOS04420 |
Print customer statements - bifold | Documerge printstream | 11:00 PM | 52,675 | 54,469 | 56,212 | 58,164 | 53,593 | ||||||||||||||||||
EOS04450 |
Print agent copies - flats | Documerge printstream | 11:00 PM | 13,485 | 12,549 | 14,860 | 14,834 | 13,543 | ||||||||||||||||||
EOS04460 |
Print agent copies - bifold | Documerge printstream | 11:00 PM | 33,045 | 37,171 | 34,197 | 38,663 | 34,322 | ||||||||||||||||||
EOS04470 |
Print agent copies - Bifold | Documerge printstream | 11:00 PM | 2,197 | 1,491 | 836 | 2,038 | 1,262 | ||||||||||||||||||
— |
Total impressions per month | — | 104,338 | 107,728 | 107,417 | 115,237 | 104,516 | |||||||||||||||||||
— |
Approximate packages per month | — | 25,000 | 26,000 | 26,000 | 29,000 | 25,000 | |||||||||||||||||||
Forms
Forms are hard coded in the application. |
||
Statement front page:
|
LO-1215/EP 6/02 | |
Second and continuing pages:
|
LO-1216/EP 6/02 |
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Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
2.1.1.2 Deferred Annuity Statements
Deferred annuity statements are produced daily from extracts produced by Vantage-One (job LVF02420)
and Paris annuity administration systems (job LPA1S230). The EOS feed is EOS03LFS. Normal handling
deferred annuity statements are produced quarterly. Quarterly statements run on the first Business
Day following quarter end for the Vantage-One system and on days 2 through 5 for the Paris system.
The runs are in the months of January, April, July and October.
The trigger event for normal quarterly statement production is the first Business Day of the new
quarter for Vantage-One, and the second, third and fourth Business Days for Paris. The statement
extract is created during nightly batch processing and is sent to an enterprise output system
application (EOS) which sorts and formats the data, then generates the print stream using Documerge
and splits it into appropriate print jobs (bi-fold, flat, agent copy, etc.). Due to the volume
produced at quarter-end, the print stream is separated into approximately 12,000 page print jobs.
During the rest of the quarter, smaller special request statements are produced daily. These
statements are automatically produced when transactions are backdated over the previous quarter
end, and for special requests. Both Paris and Vantage statements can be processed at the same
time.
Functional Requirements
| • | Normal handling statements are printed and then processed with Gunther post-processing systems where they are automatically sorted, packaged and readied for mailing. A Third Party vendor currently processes this mail for efficiency and reduced postage costs. | ||
| • | Agent copy statements are also produced and mailed for both normal and special handling (these are intermixed from Vantage-One and are a separate output from Paris. | ||
| • | First quarter statements carry a two-page, inline privacy notice. | ||
| • | Normal handling statements are produced and mailed during the two weeks following quarter-end as shown in the following table. This distribution helps to minimize excessive peaks in customer service call volume. |
| Business Days after | ||||||||||||
| Quarter End à | ||||||||||||
| System â | 1 | 2 | 3 | 4 | 5 | 6 | ||||||
Vantage-One |
85,000 pkgs. produced | ~40,000 pkgs. mailed | ~40,000 pkgs. mailed | |||||||||
Paris |
40,000 pkgs. produced | ~40,000 pkgs. mailed | ||||||||||
Paris |
40,000 pkgs. produced | ~40,000 pkgs. mailed | ||||||||||
Paris |
30,000 pkgs. produced | ~30,000 pkgs. mailed |
| • | There are newsletter inserts included in selected second and fourth quarter statement packages. The selection is based on product line and product type. These inserts are pre-printed and delivered bi-folded for insertion. They typically consist of 4 pages (11 by 17 glossy, folded into 81/2 by 11, then bi-folded to 51/2 by 81/2). They occasionally have an additional 81/2 by 11 center page. | ||
| • | Bi-fold packaging is preferred to reduce mailing costs. There is an automatic changeover to flat when a page count threshold is exceeded (typically 9 pages) and the fold becomes difficult. Overflow jobs are also provided to handle situations where more than 95 pages (reasonable flat limit) are to be packaged together. |
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Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
Business Requirements
| • | Quarterly statements can be printed, processed and mailed from ACS’ chosen location. | ||
| • | Daily statements are manually processed by the business units, and are needed by 8:00 AM the next Business Day. | ||
| • | Special handling statements must be returned to Symetra for manual processing and mailing the next Business Day. There are two special handling jobs to sort the statements for different departments. | ||
| • | Foreign address statements can be mailed using appropriate postage (these are in with the special handling statements). | ||
| • | All mailed statements must be out by the 15th day after quarter-end. | ||
| • | Statements must be available for online viewing within 2 days of mailing. | ||
| • | Proof of mailing is required. |
Archiving
Customer statements are archived in AFP format. These are stored on tape, with the past 18
months also stored on DASD and readily available for on-line viewing. Direct access is provided
to CSR’s and indirect access is also provided through a web-based application for customers,
agents and CSR’s. The stored AFP document is converted to PDF on the fly for convenient
handling and viewing. These documents are stored 18 months online and a minimum of 7 years in
archive.
Print Volumes
| January | February | March | April | May | ||||||||||||||||||||
| Job | Description | Run Times * | 2004 | 2004 | 2004 | 2004 | 2004 | |||||||||||||||||
EOS04L11 |
Customer statements – flats | 11:00 PM | 869 | 357 | 138 | 936 | 168 | |||||||||||||||||
EOS04L12 |
Customer statements – flats > 95 pages | 11:00 PM | 279 | 323 | 78 | 320 | 94 | |||||||||||||||||
EOS04L21 |
Customer statements – bifold | 11:00 PM | 48,849 | 14,424 | — | 51,278 | — | |||||||||||||||||
EOS04L22 |
Customer statements – bifold | 11:00 PM | 50,217 | 12,513 | — | 49,161 | — | |||||||||||||||||
EOS04L23 |
Customer statements – bifold | 11:00 PM | 51,879 | 9 | — | 51,864 | — | |||||||||||||||||
EOS04L24 |
Customer statements – bifold | 11:00 PM | 36,911 | 9 | — | 51,188 | — | |||||||||||||||||
EOS04L25 |
Customer statements – bifold | 11:00 PM | 21,327 | 9 | — | 52,637 | — | |||||||||||||||||
EOS04L26 |
Customer statements – bifold | 11:00 PM | 12,130 | 9 | — | 27,129 | — | |||||||||||||||||
EOS04L27 |
Customer statements – bifold | 11:00 PM | 16,603 | 9 | — | 16,236 | — | |||||||||||||||||
EOS04L28 |
Customer statements – bifold | 11:00 PM | 56 | 9 | — | 12,064 | — | |||||||||||||||||
EOS04L29 |
Customer statements – bifold | 11:00 PM | 56 | 9 | — | 12,062 | — | |||||||||||||||||
EOS04L31 |
Customer statements – bifold | 11:00 PM | 56 | 9 | — | 12,060 | — | |||||||||||||||||
EOS04L32 |
Customer statements – bifold | 11:00 PM | 56 | 9 | — | 12,062 | — | |||||||||||||||||
EOS04L33 |
Customer statements – bifold | 11:00 PM | 56 | 9 | — | 12,060 | — | |||||||||||||||||
EOS04L34 |
Customer statements – bifold | 11:00 PM | 56 | 9 | — | 12,056 | — | |||||||||||||||||
EOS04L35 |
Customer statements – bifold | 11:00 PM | 56 | 9 | — | 12,654 | — | |||||||||||||||||
EOS04L36 |
Customer statements - bifold | 11:00 PM | 56 | 9 | — | 12,055 | — | |||||||||||||||||
EOS04L37 |
Customer statements - bifold | 11:00 PM | 56 | 9 | — | 12,052 | — | |||||||||||||||||
EOS04L38 |
Customer statements - bifold | 11:00 PM | 56 | 9 | — | 12,057 | — | |||||||||||||||||
EOS04L39 |
Customer statements - bifold | 11:00 PM | 56 | 9 | — | 14,555 | — | |||||||||||||||||
EOS04L40 |
Customer statements - bifold | 11:00 PM | 56 | 9 | — | 3,139 | — | |||||||||||||||||
EOS04L51 |
Agent copy - bifold | 11:00 PM | 1,101 | 197 | — | 656 | — | |||||||||||||||||
EOS04L52-69 |
Agent copy - bifold | 11:00 PM | 697 | 153 | — | 340 | — | |||||||||||||||||
EOS04L71 |
Agent copy - flat | 11:00 PM | 3,753 | 751 | — | 3,114 | — | |||||||||||||||||
EOS04L72-90 |
Agent copy - flat | 11:00 PM | 738 | 162 | — | 360 | — | |||||||||||||||||
EOS04L95 |
Agent copy > 95 pages | 11:00 PM | 14,379 | 6,030 | — | 12,666 | — | |||||||||||||||||
EOS04LS1 |
Special handling | 11:00 PM | 1,798 | 7,943 | 12,933 | 10,757 | 9,397 | |||||||||||||||||
EOS04LS5 |
Special handling | 11:00 PM | 3,646 | 1,635 | 1,790 | 3,135 | 873 | |||||||||||||||||
— |
Total impressions per month | 265,848 | 44,641 | 14,939 | 470,653 | 10,532 | ||||||||||||||||||
— |
Approximate packages per month | 200,000 | 38,000 | 10.000 | 200,000 | 6,000 | ||||||||||||||||||
| * | On quarter end, these jobs will not complete until 10:00 PM the following day. |
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Page 12 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
Forms
Forms are hard coded in the application. |
||
Statement front page – pie chart:
|
LP-1376/EP 11/03 | |
Statement front page – no pie chart:
|
LP-1376/EP 12/03 | |
Second and continuing pages:
|
LP-1377/EP 11/03 |
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Page 13 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
2.1.1.3 Paris Annuity Case Statements
Paris annuity case statements are mailed to plan sponsors/employers. These statements currently
use an overlay with formatted text sent directly to the cut-sheet printers – Documerge software is
not involved in the process.
Case statements are triggered by the system and are scheduled annually, quarterly, and are also
available on request. The statement extract is created during nightly batch processing and is sent
directly to the printer as formatted text. The printed output is sent to the mail distribution
center where the packages are assembled and mailed.
Functional Requirements
| • | There are no inserts. | ||
| • | Mailed in size-appropriate envelopes. |
Business Requirements
| • | Special handling statements must be returned to Symetra for manual handling the next Business Day. | ||
| • | Proof of mailing is required. |
Archiving
These statements are not currently archived.
Print Volumes
| January | February | March | April | May | ||||||||||||||||||||||
| Job | Description | Output File Format | Run Time | 2004 | 2004 | 2004 | 2004 | 2004 | ||||||||||||||||||
LPA1S200 |
Paris case statements | Formatted printstream | 11:00 PM | 8,085 | 2,433 | 1,114 | 4,745 | 1,380 | ||||||||||||||||||
Forms
Forms are hard coded in the application. |
||
Paris case statement forms:
|
LP906A/EP 1/92 (boxed overlay) | |
| LP906N (boxed overlay) | ||
| LP907A/EP 1/92 (boxed overlay) |
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Page 14 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
2.1.1.4 Agent Compensation Statements
Agent compensation statements are produced daily from extracts produced by the DSS system (job
LVO04730). Checks related to the statements are generated out of the FMS system and are
sorted in the same order as the statements.
The statement extract is created during nightly batch processing and is sent to an enterprise
output system application (EOS) which sorts and formats the data, generates the print stream and
splits it into appropriate print jobs (bi-fold or flat).
Functional Requirements
| • | Statements are sent to production mailing sorted into 6 groups: |
| 910 - | New York (with and without checks) | ||
| 920 - | Income annuities large check — value over $100,000 | ||
| 930 - | Hold code (special handling – sent back to Symetra) | ||
| 940 - | LMKSGC (grouped by agency – all are addressed the same, but the statements are for many different producers) | ||
| 950 - | No check (EFT used instead, or check value less than $100) | ||
| 960 - | All others (statements that are to be matched with checks) |
| • | Checks are manually matched and inserted with the corresponding compensation statement. | ||
| • | Statements are generally packaged in bi-fold envelopes unless they exceed a threshold page count (10 pages) in which case they sent to the flat (9 by 12) envelope print job. | ||
| • | Output schedule is: |
| o | Fridays – weekly and bi-weekly statements | ||
| o | Month end statements | ||
| o | Quarter-end statements and annual statements |
Business Requirements
| • | Statements for New York agencies (sort code 910) must be printed on New York letterhead and mailed in New York envelopes. | ||
| • | Special handling output (sort code 930) must be returned to Symetra for manual handling the next Business Day. | ||
| • | Statements for large checks (sort code 920) must be returned to Symetra for manual handling the next Business Day. | ||
| • | Statements with no check (sort code 950) can be mailed out directly to the recipient. | ||
| • | Statements for LMKSGC (sort code 940) must be matched up to the affiliated check and mailed. | ||
| • | Statements for all others (sort code 960) must be matched up to the affiliated check and mailed. | ||
| • | Mismatch statements (i.e., payment of $100 or greater with no check) must be returned to Symetra for manual handling the next Business Day. | ||
| • | Proof of mailing is required. |
Archiving
Agent compensation statements are partially stored on microfiche and partially stored on DSS
history. Microfiche was used prior to having DSS. Manual transactions are stored in Filenet.
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Page 15 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
Print Volume
| January | February | March | April | May | ||||||||||||||||||||||
| Job | Description | Output File Format | Run Times * | 2004 | 2004 | 2004 | 2004 | 2004 | ||||||||||||||||||
EOS04LSA
|
Agent compensation – bifold | Documerge printstream | 3:00 AM | 40,362 | 18,005 | 32,688 | 21,702 | 19,193 | ||||||||||||||||||
EOS04LSB
|
Agent compensation — flat | Documerge printstream | 3:00 AM | 273 | 297 | 325 | 356 | 344 | ||||||||||||||||||
—
|
Total impressions per month | — | 40,635 | 18,302 | 33,013 | 22,058 | 19,537 | |||||||||||||||||||
| * | 3:00 PM on quarter-end |
Forms
Forms are hard coded in the application. |
||
Mailing page – flat
|
OC-635/EP 09/00 | |
Mailing page – bi-fold
|
OC-686/EP 09/00 | |
Agent compensation statement front page:
|
LSA365/EP 03/02 | |
Agent compensation statement detail page:
|
LSA366/EP 10/01 | |
NY agent compensation statement front page:
|
LSA367/EP 12/01 | |
NY agent compensation statement detail page:
|
LSA368/EP 12/01 |
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Page 16 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
2.1.2 Deferred Annuity Contracts and Individual Life Policies
Contracts and policies are produced by three applications. Symetra is interested in
replacement methods for processing the contract forms and policy extract data, printing the
statements, and distributing them.
Contracts and policies are currently processed in-house using an electronic forms management (EFM)
database to manage the forms, Documerge V3.0.6 as the print stream generator, AFP format printers,
and Gunther post-processing systems. There are some manual processes associated with the
production and distribution of these documents.
ACS may propose to supply software systems to replace those systems, or they may propose to process
the data extract files to create print streams using their own image generation software.
2.1.2.1 Deferred Annuity Contracts
Deferred annuity contracts are produced daily from extracts produced by the Vantage-One annuity
administration system. They are automatically triggered when a policy is issued.
The annuity contract extract is created during nightly batch processing and is sent to an
enterprise output system application (EOS) that sorts and formats the data, generates the print
stream using Documerge, and splits it into appropriate print jobs. The forms are managed using the
EFM database, and the forms are stored in an electronic library (EDL). The extract is created to
supply all the necessary information to complete the selected forms. The extract is passed to the
EOS application which formats the data and generates the print stream. The scanned and imaged
customer application is pulled from an image archive database, converted from PDF to AFP and
incorporated in a new, indexed form placed in the EDL. The entire contract package is printed
in-stream then processed with the Gunther automated post-processing systems.
The contract package consists of; a) a loose, unbound group of forms including welcome letter,
privacy notice, guarantee association notices, contract summaries and various other correspondence;
b) the bound contract (currently using VeloBind), consisting of contract face page, contract data
page with variable data (amounts, interest rates, customer information, etc.), the contract body,
endorsements, an image of the application; and c) a stapled, multi-page buyers guide (for fixed
annuities contracts only). The entire package is inserted into a 9 x 12 envelope ready for
mailing.
A shortened agent copy is also created including the welcome letter, contract data page and a
disclosure form for IRA contracts.
Functional Requirements
| • | Printed contracts are processed using Gunther automated post-processing equipment. The package is not sealed, and is returned to the new business unit of retirement services for final checkout and mailing. | ||
| • | There are inserts included with the contract package, depending on product and line of business. | ||
| • | Flat packaging (9 by 12 envelopes) is used for all contract packages. | ||
| • | Many of these forms are filed with the states. |
Business Requirements
| • | These contracts must be returned to Symetra by 8:00 AM the next Business Day. | ||
| • | All contract packages are reviewed by the business unit and validated for mailing to the correct recipient (some go to the customer and some go to the agency). | ||
| • | Variable contract packages must be mailed within 2 days of creation. | ||
| • | Ability to re-issue or re-print old contracts is required (sometimes requests back to 1972 are received due to the fact that these are retirement accounts). |
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Page 17 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
| • | Proof of mailing is required by five states. |
Archiving
All contract pages are archived in the printed output archive with the exception of the scanned
and imaged customer submitted application. Direct access is provided to CSR’s through an
intranet application. The stored AFP document is converted to PDF on the fly for convenient
handling and viewing. Contracts must be stored at least 7 years; however the ability to access
the contracts indefinitely is required.
Print Volumes
| January | February | March | April | May | ||||||||||||||||||||||
| Job | Description | Output File Format | Run Times | 2004 | 2004 | 2004 | 2004 | 2004 | ||||||||||||||||||
LVF03710 |
Extract | 1:00 AM | — | — | — | — | — | |||||||||||||||||||
EOS04LEP |
Contracts | Documerge printstream | 2:00 AM | 112 | 100 | 90 | 120 | 100 | ||||||||||||||||||
EOS04LE1 |
Contracts | Documerge printstream | 2:00 AM | 1,594 | 592 | 856 | 894 | 1,072 | ||||||||||||||||||
EOS04LE2 |
Contracts | Documerge printstream | 2:00 AM | 5,440 | 2,113 | 1,839 | 2,496 | 4,510 | ||||||||||||||||||
EOS04LE3 |
Contracts | Documerge printstream | 2:00 AM | 100 | 100 | 90 | 110 | 100 | ||||||||||||||||||
EOS04LE4 |
Contracts | Documerge printstream | 2:00 AM | 100 | 100 | 90 | 110 | 100 | ||||||||||||||||||
EOS04LMS |
Contracts | Documerge printstream | 2:00 AM | 814 | 376 | 350 | 444 | 694 | ||||||||||||||||||
— |
Total impressions per month* | — | 8,160 | 3,381 | 3,315 | 4,174 | 6,576 | |||||||||||||||||||
| * | These quantities are currently low based on a drop since the announcement of Symetra’s sale. They are projected to potentially increase to more than 50,000 per month within a year based on the new Symetra corporate entity and increased sales. |
Forms
There are nearly 1,000 Documerge/AFP forms associated with this application. The forms are
managed through an application called EFM (electronic forms management) with an IMS database
back-end. The forms have a high frequency of change.
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Page 18 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
2.1.2.2 Individual Life Policies
Individual life insurance policies are produced daily from extracts produced by the CK4 policy
administration system (being converted to CyberLife in 2004). The extracts are automatically
triggered when a policy is issued.
The individual life policy extract is created during nightly batch processing. The appropriate
forms are selected from an electronic forms management database (EFM). The printstream is then
generated with all the information needed to complete the set of selected forms. The policy
package is printed and then processed with the Gunther automated post processing system. Other
print jobs create matched output which is inserted by the Gunther system. A package consists of an
unbound group of forms including a welcome letter, privacy notice, guarantee association notice,
policy summary, automatic amendments and endorsements and the policy itself, inserted into a flat
envelope. These packages are returned to the individual life new business area where a printed
copy of the application and the part II documents are inserted. The contract is then bound,
packaged and mailed.
Functional Requirements
| • | Policies are processed using Gunther automated post-processing equipment. The packages created are returned to Symetra early the next Business Day. | ||
| • | Inserts into the contract include the application, part II, Amendments and endorsements. | ||
| • | The application and part II are printed locally within the business unit. The automatic amendments and endorsements print with the contract pages and are manually inserted into the contract. | ||
| • | Flat packaging is used for all policy packages. |
Business Requirements
| • | All policy output must be available for print at Symetra H.Q. by 5:00am the next Business Day. | ||
| • | Proof of mailing is not applicable. |
Archiving
All policy pages are archived in the printed output archive with the exception of the scanned
and imaged application. Direct access is provided to CSR’s through an intranet application.
The stored AFP document is converted to PDF on the fly for convenient handling and viewing.
Print Volumes
| January | February | March | April | May | ||||||||||||||||||||||
| Job | Description | Output File Format | Run Times | 2004 | 2004 | 2004 | 2004 | 2004 | ||||||||||||||||||
LISL0100
|
Individual policy pages | Documerge printstream | 11:00 PM | 9,491 | 8,049 | 8,188 | 9,280 | 9,770 | ||||||||||||||||||
LISL0110
|
Individual policy pages, agent cards/labels | Documerge printstream | 11:00 PM | 5,934 | 4,350 | 4,256 | 5,506 | 5,589 | ||||||||||||||||||
LISL0120
|
Individual policy pages | Documerge printstream | 11:00 PM | 118,021 | 81,602 | 80,512 | 100,289 | 104,642 | ||||||||||||||||||
LISL0125
|
Individual policy pages | Documerge printstream | 11:00 PM | 140 | 133 | 126 | 157 | 141 | ||||||||||||||||||
LISP0100
|
* ASL policy pages | Documerge printstream | 11:00 PM | 1,494 | 1,267 | 1,078 | 1,146 | 1,104 | ||||||||||||||||||
LISP0120
|
* Individual policy pages | Documerge printstream | 11:00 PM | 2,285 | 1,897 | 1,625 | 1,725 | 1,990 | ||||||||||||||||||
LISA0117
|
Policy cover letters | Formatted output | 10:00 PM | 3,045 | 2,117 | 2,141 | 2,717 | 2,413 | ||||||||||||||||||
LISA0130
|
DPFS schedule pages, new business worksheets, agent cards, mailing labels | Formatted output | 2:00 PM | 47 | 17 | 46 | 45 | 37 | ||||||||||||||||||
LISA0140
|
DPFS schedule pages, New business worksheets, agent cards, mailing labels DPFS schedule pages | Formatted output | 9:00 PM | 72 | 63 | 70 | 74 | 80 | ||||||||||||||||||
LISA0056
|
Amendment letters for new business | Formatted output | 10:00 PM | — | — | 36 | 1,075 | 1,042 | ||||||||||||||||||
—
|
Total impressions per month | — | 137,484 | 97,378 | 95,901 | 118,222 | 123,353 | |||||||||||||||||||
| * | LISP0100 and LISP0120 may be phased out prior to completion of this project. |
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Page 19 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
Forms
There are approximately 1,600 forms associated with this application. They are currently
managed with an application called EFM (electronic forms management) which uses an IMS database.
The majority of these forms are state-filed.
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Page 20 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
2.1.3 Billing Statements
Billing statements are produced by four applications applicable to three departments.
2.1.3.1 Group Billing Statements
Group list billing statements are produced monthly.
Statements are separated in 1-page, 2-page, 3-page, and 4-or-more-page bundles. The 1-page bundles
are sent to mail distribution services for folding, stuffing and mailing. Multi-page bundles are
handled manually. This process can be improved so that all are automated.
Job LCG40021 uses life envelope # V3727 and job LCG40024 uses life envelope # V3673 because the
mail-to addresses are in different locations. Job LCG40021 requires trimming and bursting.
Functional Requirements
Return envelopes are inserted in the mailing.
Business Requirements
| • | Any errors or damaged pages must be returned to Symetra for review and manual handling. | ||
| • | Proof of mailing is not applicable. |
Archiving
Files are stored on microfiche. The microfiche is used to print old bills.
Print Volumes
| January | February | March | April | May | ||||||||||||||||||||||
| Job | Description | Output File Format | Run Times | 2004 | 2004 | 2004 | 2004 | 2004 | ||||||||||||||||||
LCG40021 |
Billing statements - self-administered | Formatted output | 9:00 PM | 45 | 45 | 45 | 45 | 45 | ||||||||||||||||||
LCG40024 |
Billing statements - list bill | Formatted output | 9:00 PM | 1,212 | 1,212 | 1,212 | 1,212 | 1,212 | ||||||||||||||||||
— |
Total impressions per month | — | 1,257 | 1,257 | 1,257 | 1,257 | 1,257 | |||||||||||||||||||
Forms
Forms are hard coded in the application. |
||
List bill form:
|
LG1110/EP 7/90 | |
| DP-740/EP 7/90 | ||
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Page 21 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
2.1.3.2 Retirement Services — Deferred Annuity Billing Statements
List bill statements are produced daily from both the Paris and Vantage-One deferred annuity
administration systems. Paris loan billings are also included here.
The Paris and Vantage-One list bills are created daily and are printed on plain cut sheet paper.
The Paris Loan billing statements are run weekly or on request, and are also produced on plain cut
sheet paper.
Functional Requirements
| • | There are no inserts. |
Business Requirements
| • | Vantage-One list bills and Paris loan bills can be mailed directly from ACS’ location. | ||
| • | Retirement services requires the ability to request pulls from the Paris list bills. |
Archiving
Printed output is not archived.
Print Volumes
| January | February | March | April | May | ||||||||||||||||||||||
| Job | Description | Output File Format | Run Times | 2004 | 2004 | 2004 | 2004 | 2004 | ||||||||||||||||||
LPA1D140 |
Paris list bill statements | Formatted output | 11:00 PM | 5,668 | 6,768 | 5,499 | 5,546 | 5,320 | ||||||||||||||||||
LPA1L140 |
Paris loan billings | Formatted output | 10:00 PM | 1,045 | 876 | 806 | 826 | 847 | ||||||||||||||||||
LVF03600 |
Vantage-One list bill statements | Documerge printstream | 12:00 PM | 72 | 67 | 64 | 76 | 71 | ||||||||||||||||||
— |
Total impressions per month | — | 6,785 | 7,711 | 6,369 | 6,448 | 6,238 | |||||||||||||||||||
Forms
Paris list bill forms:
|
LP-869/EP 7/99 | |
Paris loan bill forms: |
||
Vantage-One list bill forms:
|
LN827/EP 5/01 Page 1 | |
| LN828 Page 2-6 — Portrait | ||
| LN829 Page 2-5 — Landscape |
Confidential Information
Page 22 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
2.1.3.3 Individual Life Billing Statements
Billing statements are produced daily from the CK4 administration system. Triggers are: LISA0091 is
30 days prior to payment due date, LISA0092 is 28 days prior to payment due date, and LISA0124 is
customer change request.
Functional Requirements
There are no inserts.
Business Requirements
| • | All output is currently returned to Symetra for manual handling early the next Business Day. | ||
| • | Premium notices could be mailed out directly if pull requests could be accommodated. |
Archiving
Letters are scanned into the policy file.
Print Volumes
| January | February | March | April | May | ||||||||||||||||||||||
| Job | Description | Output File Format | Run Times | 2004 | 2004 | 2004 | 2004 | 2004 | ||||||||||||||||||
LISA0124 |
Billing letters | Formatted output | 10:00 PM | — | — | — | — | 45 | ||||||||||||||||||
LISA0091 |
List bill | Formatted output | 10:00 PM | 3,676 | 3,676 | 3,676 | 3,676 | 3,676 | ||||||||||||||||||
LISA0092 |
Premium payment notice | Formatted output | 10:00 PM | 82,500 | 82,500 | 82,500 | 82,500 | 82,500 | ||||||||||||||||||
— |
Total impressions per month | — | 86,176 | 86,176 | 86,176 | 86,176 | 86,221 | |||||||||||||||||||
Forms
Billing letters:
List bills: standard letterhead
Premium payment: LO-1120/DP 4/03 (small partial page, perforated)
Confidential Information
Page 23 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
2.1.4 Check Printing
2.1.4.1 Checks
Check printing is done with on-line and batch processes. The checks produced from the CDS batch
process are from administrative system feeds. The online CDS entry allows for same-day check
processing. The on-line process is used to generate checks locally for large value amounts or when
special processing is required.
Checks for the business lines are printed daily using a Third Party vendor supplied application to
create the formatted outputs.
The batch jobs create check forms (stub and check) that can either be automatically processed and
mailed, or packaged and returned to the business lines. The on-line jobs create a print stream
which is sent to a local MICR printer for printing. On-line is used for check values greater than
$250,000, special customer processing requests, and checks that need to be sent by FedEx that day.
They are normally processed at 2:00 each afternoon.
Functional Requirements
| • | Printed output from LAD60303 is folded and inserted into envelopes ready for mailing. | ||
| • | Printed output from LAD60304 is returned to Symetra for manual handling. | ||
| • | The on-line manually input checks are processed by LAD60310 for special processing as defined in the description above. | ||
| • | There are generally no inserts for the directly mailed checks; however, there may be ad-hoc insert requests at a company or product line level. | ||
| • | Checks are packaged in standard tri-fold business envelopes. |
Business Requirements
| • | The checks must be held until 1:00 PM in case any checks need to be pulled prior to mailing. | ||
| • | Printed output from LAD60304 must be returned to Symetra for manual handling the next Business Day. The output is manually matched to other correspondence prior to mailing. | ||
| • | Proof of mailing is required. |
Archiving
Printed output is not archived. The files are copied to tape which is sent to storage and
retained for 10 years.
Print Volumes
| January | February | March | April | May | ||||||||||||||||||||||
| Job | Description | Output File Format | Run Times | 2004 | 2004 | 2004 | 2004 | 2004 | ||||||||||||||||||
LAD60303 |
Check printing – direct mailing | Documerge printstream | 2:00 AM* | 20,226 | 19,292 | 15,682 | 26,684 | 19,356 | ||||||||||||||||||
LAD60304 |
Check printing – return to Symetra | Documerge printstream | 2:00 AM | 11,528 | 4,333 | 6,678 | 5,074 | 4,906 | ||||||||||||||||||
LAD60310 |
Check printing – local printing | Documerge printstream | 3:00 PM | 300 | 300 | 300 | 300 | 300 | ||||||||||||||||||
— |
Total impressions per month | — | 32,054 | 23,925 | 22,660 | 32,058 | 24,562 | |||||||||||||||||||
| * | 9:00 AM on month-end |
Confidential Information
Page 24 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
Forms
CDS check form:
|
W776/EP 069700 | |
CDS overflow form:
|
W775/EP 109100 | |
Check stock:
|
W765 8/99 |
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Page 25 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
2.1.5 Taxes
2.1.5.1 Tax Forms from Finance
These outputs include standard forms 1099, 5498 and W2.
A large percentage of the tax output is annual – January for the 1099 and May for the 5498. There
is a small amount of daily processing throughout the year.
The administrative systems interface with LTR. The LTR system runs on software provided by check
free. The business units can also manually update LTR.
The trigger is a taxable event (e.g., withdrawal, payment, etc.).
Functional Requirements
| • | Printed output is processed and mailed directly to the recipient. | ||
| • | Inserts are not allowed. | ||
| • | These notices are packaged in various envelopes based on the form. | ||
| • | All forms can be run daily as required for corrections. |
Business Requirements
| • | The envelopes must indicate “Tax Document Enclosed”. | ||
| • | The SSN cannot show in the envelope window. | ||
| • | The 1099 forms must be mailed no later than January 31th. They are typically printed for mailing January 15thand mailed a week before the deadline. | ||
| • | The 5498 forms must be mailed no later than May 31st. The data should be available at the print and mail center 5 days prior to mail date. | ||
| • | Foreign mail can be mailed directly to the recipient after the correct postage is applied. | ||
| • | The following output must be returned to Symetra the next Business Day for manual handling: |
| o | State output — Some states require a copy of the 1099 or W-2 to be provided. Tapes are sometimes used based on volume of data and state requirements. | ||
| o | Reprints – The reprint ability is used to process mailings that are ripped or torn during handling or mail processing. | ||
| o | Corrections | ||
| o | Bad address mail |
| • | Proof of mailing is not applicable. | ||
| • | Reporting of output counts is required. The LTR system creates reports that are used in conjunction with data center processes, including counts. |
Archiving
Archiving is currently supported on microfiche. By October 2004, the archiving should be
transitioned to Control D. Symetra would prefer to have a web interface to the image archive
storage.
Confidential Information
Page 26 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
Print Volumes
| January | February | March | April | May | ||||||||||||||||||||||
| Job | Description | Output File Format | Run Times * | 2004 | 2004 | 2004 | 2004 | 2004 | ||||||||||||||||||
LTRC0200 |
1099 and W2 corrections | Documerge printstream | 1:00 AM | 675 | 1,463 | 851 | 690 | 735 | ||||||||||||||||||
LTRY0150 |
1099R customer | Documerge printstream | 1:00 AM | 47,000 | — | — | — | — | ||||||||||||||||||
LTRY0200 |
1099I customer | Documerge printstream | 1:00 AM | 718 | — | — | — | — | ||||||||||||||||||
LTRY0210 |
1099M customer | Documerge printstream | 1:00 AM | 3,536 | — | — | — | — | ||||||||||||||||||
LTRY0220 |
1099LTC – typed manually | Documerge printstream | 1:00 AM | 9 | — | — | — | — | ||||||||||||||||||
LTRYS420 |
1099I state | Documerge printstream | 1:00 AM | 10 | — | — | — | — | ||||||||||||||||||
LTRYS430 |
1099M state | Documerge printstream | 1:00 AM | 26 | — | — | — | — | ||||||||||||||||||
LTRYS440 |
1099R state | Documerge printstream | 1:00 AM | 593 | — | — | — | — | ||||||||||||||||||
LTRY0800 |
5498 customer | Documerge printstream | 1:00 AM | — | — | — | — | 46,000 | ||||||||||||||||||
LTRY0300 |
W2 customer | Documerge printstream | 1:00 AM | 937 | — | — | — | — | ||||||||||||||||||
LTRY0230 |
W2G typed manually | Documerge printstream | 1:00 AM | 5 | — | — | — | — | ||||||||||||||||||
LTRSY620 |
W2 state | Documerge printstream | 1:00 AM | 104 | — | — | — | — | ||||||||||||||||||
LTRY0751 |
B-notice customer as-required | Documerge printstream | 1:00 AM | — | — | — | — | — | ||||||||||||||||||
LTR70752 |
B-Notice customer as-required – second notice | Documerge printstream | 1:00 AM | — | — | — | — | — | ||||||||||||||||||
— |
Total impressions per month | — | 105,613 | 1,463 | 851 | 690 | 46,735 | |||||||||||||||||||
| * | 7:00 AM on month-end |
Forms
| PAGEDEF | FORMDEF | OVERLAY | FORM | |||||
Federal |
||||||||
1099R
|
LTR5 | LTRCR3 | L9RCB3 L9RCF3 |
LO-1173 3-section, perforated | ||||
1099I
|
LTRA | LTRCI3 | L9ICF3 | Standard paper | ||||
1099M
|
LTRA | LTRCM3 | L9MCF3 | Standard paper | ||||
W2
|
LTR6T | LTRCW3 | LW2CB3 LW2CF3 |
LO-1174 4-quadrants, perforated | ||||
5498
|
LTRA | LTRC53 | L54CF3 | Standard paper | ||||
State |
||||||||
1099I
|
LTR9I | LTRSI3 | L9ISF3 | LO-1173 3-section, perforated | ||||
1099M
|
LTR9M | LTRSM3 | L9MSF3 | LO-1173 3-section, perforated | ||||
1099R
|
LTR7 | LTRSR3 | L9RSF3 | LO-1172 2-section, perforated | ||||
W2
|
LTR8 | LTRSW3 | LW2SF3 | LO-1172 2-section, perforated |
Confidential Information
Page 27 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
2.1.6 Correspondence
2.1.6.1 Bank Reconciliation System
When a check has not been cashed within 6 months of the issue date, the check is stale dated and a
letter is generated. These letters get reviewed to confirm the correct mailing address and then are
mailed to the customer. The intention is to disburse the monies owed to the customer.
Functional Requirements
| • | This job runs monthly |
Business Requirements
| • | All output mailed directly |
Archiving
Documents are stored in paper files.
Print Volumes
| Run | January | February | March | April | May | |||||||||||||||||||||
| Job | Description | Output File Format | Time | 2004 | 2004 | 2004 | 2004 | 2004 | ||||||||||||||||||
BRS0STCS
|
Customer service letters for standard accounts | Formatted output | 7:00 PM | 865 | 981 | 1,099 | 1,270 | 1,212 | ||||||||||||||||||
Forms
Standard paper
Confidential Information
Page 28 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
| 2.1.6.2 | Agency Compensation Letters |
E-comp letters (job LVO04550) and agent statements (job LVO04730) run from the same EOS extract.
The extract file produced is picked up along with the agent compensation statement extract and the
two are processed within the same EOS application (EOS03LFC).
The output for this job is processed daily using the Gunther post-processing equipment, and is
mailed directly to agents.
Functional Requirements
| • | E-comp letters are packaged in standard tri-fold business envelopes. | ||
| • | There are no inserts. |
Business Requirements
See “Print Volumes” below.
Archiving
Agent E-comp letters are archived in AFP format and have been produced for approximately 2
years. These are stored on tape, with the past 18 months also stored on DASD and readily
available for on-line viewing. The stored AFP document is converted to PDF on the fly for
convenient handling and viewing.
Print Volumes
| Job | Description | Output File Format | Run Times | January | February | March | April | May | ||||||||||||||||||||||||
| ** | 2004 | 2004 | 2004 | 2004 | 2004 | |||||||||||||||||||||||||||
| EOS04LSA | EComp update validation letters |
Documerge printstream | 3:00 AM | * | * | * | * | * | ||||||||||||||||||||||||
| EOS04LSB | EComp update validation letters |
Documerge printstream | 3:00 AM | * | * | * | * | * | ||||||||||||||||||||||||
| — | Total impressions per month (not available) |
— | ||||||||||||||||||||||||||||||
| * | These counts are included in the numbers for agent compensation statements. The interface files are processed in the same set of EOS jobs. | |
| ** | Run can take up to 3:00 PM at quarter-end |
Forms
EComp update validation letters:
|
OC-673/EP 03/02 | |
EComp update validation letters, NY:
|
OC-673/NYEP 05/02 |
Confidential Information
Page 29 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
2.1.6.3 Retirement Services
Functional Requirements
| • | There are no inserts. | ||
| • | Paris RMD Letters are printed locally. | ||
| • | Vantage RMD Letters are triggered by the MDA transaction under one of three conditions: |
| o | January 1 of the year that the annuitant turns 701/2, | ||
| o | the annuitant is already 701/2 when the contract is added to the admin system, or | ||
| o | when policies are added earlier in the year and the annuitant does not turn 701/2 until later in the year, RMD will be triggered on the RMD notice date, which is 90 days before the day they turn 701/2 |
| • | schedule a/commission reports are created monthly, with the largest volume in January. The volume is about 2,000 per year, multiplied by about 4 pages each times 4 copies, results in about 32,000 pages. |
Business Requirements
| • | Special handling (such as multiple pages and foreign addresses) can be mailed out directly to the recipient. | ||
| • | Need to have ability to contact vendor to pull letters from the output if unable to suppress. | ||
| • | Corporate audit reports can be mailed out directly. | ||
| • | Schedule a letters and commission reports must be returned to Symetra for manual handling the next Business Day. | ||
| • | Need a count validation of output and next day notice of any print failures or errored output. |
Archiving
| • | Online view of printed output must be available within 2 days following mailing. | ||
| • | Documents must be stored in archive for a minimum of 7 years. | ||
| • | For Paris, only variables go to archive for storage now. There is rarely a need to access confirms. It would be helpful though to have online view and archive of all confirms. | ||
| • | For Vantage-one, all confirms go to archive. |
Print Volumes
| Job | Description | Output File Format | Run Times | January | February | March | April | May | ||||||||||||||||||||||
| 2004 | 2004 | 2004 | 2004 | 2004 | ||||||||||||||||||||||||||
| LPA1F170 | Confirmation statements |
Documerge printstream | 11:00 PM | 2,095 | 2,105 | 2,018 | 2,354 | 2,256 | ||||||||||||||||||||||
| LPA1F172 | Confirmation statements |
Documerge printstream | 11:00 PM | 1,496 | 1,162 | 1,055 | 1,810 | 1,446 | ||||||||||||||||||||||
| LPA1F174 | Confirmation statements |
Documerge printstream | 11:00 PM | 4,340 | 4,311 | 3,814 | 4,211 | 5,640 | ||||||||||||||||||||||
| LPA1F176 | Confirmation statements |
Documerge printstream | 11:00 PM | — | — | — | — | 5 | ||||||||||||||||||||||
| LPA1E210 | IVR participant interface — PIN change |
Formatted output | 10:00 PM | 68 | 56 | 45 | 64 | 48 | ||||||||||||||||||||||
| LPA1K400 | Annuity payment confirms |
Formatted output | 10:00 PM | 7 | 5 | — | 7 | 6 | ||||||||||||||||||||||
| LPA1W180 | RMD letters |
Local print | 11:00 PM | — | — | — | — | — | ||||||||||||||||||||||
| LPA1S800 | Schedule a letters and commission reports |
Formatted output | 11:00 PM | 4,482 | 208 | 146 | 834 | 894 | ||||||||||||||||||||||
| LPA1Y200 | Corporate audit reports |
Formatted output | 11:00 PM | — | — | — | 1,237 | 9,765 | ||||||||||||||||||||||
| LPA10158 | Mutual fund letters |
Documerge printstream | 11:00 PM | — | — | — | — | — | ||||||||||||||||||||||
| LVF03000 | Confirmation statements |
Documerge printstream | 12:00 PM | 3,364 | 3,247 | 2,996 | 3,509 | 3,211 | ||||||||||||||||||||||
| LVF03050 | Confirmation statements |
Documerge printstream | 12:00 PM | 52 | 42 | 33 | 50 | 58 | ||||||||||||||||||||||
| LVF03400 | RMD letters |
Documerge printstream | 12:00 PM | 104 | 90 | 102 | 114 | 105 | ||||||||||||||||||||||
| LVF03500 | Mutual fund letters |
Documerge printstream | 12:00 PM | — | — | — | — | — | ||||||||||||||||||||||
| — | Total Impressions per Month |
— | 16,008 | 11,226 | 10,209 | 14,190 | 23,434 | |||||||||||||||||||||||
Forms
Confidential Information
Page 30 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
Paris confirms:
|
LP-869/EP 7/99 | |
Vantage-One confirms:
|
LN-811/EP 01/99 | |
Vantage-One RMD letters:
|
LP-1240 11/01 | |
Vantage-One:
|
LN-830 10/01 | |
Vantage-One NY:
|
LN831 NYEP 01060200(1) | |
Vantage-One MULIC:
|
LN832 EP 100200(1) | |
Schedule a letters:
|
Letterhead | |
IVR participant interface:
|
Letterhead | |
Corporate audit reports:
|
Plain, legal |
Confidential Information
Page 31 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
2.1.6.4 Group
The output from these three jobs is handled entirely by group systems. The output from job
LCG20070 is sent to our customers by group accounting services. Group policy services verifies
rates on jobs LCG50020 and job LCG50050 and activity reports and enrollment cards are placed into
the envelopes with the census letters.
Therefore, LCG20070, LCG50020, and LCG50050 do not require any mail center or operations
activities, just the processing and printing.
Functional Requirements
There are no inserts.
Business Requirements
All output must be returned to Symetra for manual handling the next Business Day.
Archiving
Printed output is not archived.
Print Volumes
| Job | Description | Output File Format | Run | January | February | March | April | May | ||||||||||||||||||||||
| Times | 2004 | 2004 | 2004 | 2004 | 2004 | |||||||||||||||||||||||||
| LCG20070 | ERISA policy holder letter |
Formatted output | 10:00 PM | 1,241 | 166 | — | — | 100 | ||||||||||||||||||||||
| LCG50020 | Renewal activity reporting — census letters |
Formatted output | 11:00 PM | 167 | 42 | — | — | 60 | ||||||||||||||||||||||
| LCG50050 | 60 worksheets, rate sheets, renewals |
Formatted output | 9:00 PM | 55 | 207 | — | — | 40 | ||||||||||||||||||||||
| — | Total impressions per month |
— | 1,463 | 415 | 200 | |||||||||||||||||||||||||
Forms
ERISA policy holder letter:
Renewal activity reporting — census letters:
60 worksheets, rate sheets, renewals:
Renewal activity reporting — census letters:
60 worksheets, rate sheets, renewals:
Confidential Information
Page 32 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
| 2.1.6.5 | Income Annuities |
Customer correspondence is automatically generated by the LAB administrative system. The output is
in the form of a letter and is printed on one of two letterhead forms: NY and Non-NY. The letters
are folded, stuffed and mailed without the involvement of IA department personnel.
Functional Requirements
There are no inserts.
Business Requirements
| • | Output can be mailed directly to the recipients. | ||
| • | Output for New York must be printed on New York letterhead and mailed in New York envelopes. | ||
| • | Correspondence with a foreign address can be mailed directly with the appropriate postage applied. | ||
| • | Proof of mailing is not applicable. |
Archiving
Printed output is not archived.
Print Volumes
| Job | Description | Output File | Frequency | Run | January | February | March | April | May | |||||||||||||||||||||||||
| Format | Times | 2004 | 2004 | 2004 | 2004 | 2004 | ||||||||||||||||||||||||||||
| LABB0750 | Termination of benefit letters |
Formatted output | Daily | 8:00 PM | 206 | 194 | — | 226 | 238 | |||||||||||||||||||||||||
| LABM0350 | Secured benefit account letters |
Formatted output | Daily | 8:00 PM | 302 | 292 | — | 382 | 524 | |||||||||||||||||||||||||
| LABB0700 | EFT audit letters |
Formatted output | Monthly | 8:00 PM | 82 | 69 | — | 70 | 81 | |||||||||||||||||||||||||
| LABB0250 | Explanation of benefit pages |
Formatted output | Daily | 8:00 PM | 413 | 406 | — | 445 | 409 | |||||||||||||||||||||||||
| LABM0100 | Verification of living status (VSL) letter |
Formatted output | Annually | 8:00 PM | — | — | — | — | — | |||||||||||||||||||||||||
| — | Total impressions per month |
— | 1003 | 961 | 1123 | 1252 | ||||||||||||||||||||||||||||
Forms
TOB:
|
LA-4029/EP 11/01 – letterhead | |
TOB New York:
|
LA-4029/NYEP 3/02 – letterhead | |
SBA:
|
LA-4029/EP 11/01 – letterhead | |
EFT audit:
|
LA-4029/EP 11/01 – letterhead | |
EOB:
|
LA-4029/EP 11/01 – letterhead | |
EOB NewYork:
|
LA-4029/NYEP 03/02 – letterhead | |
VLS:
|
LA-4029/EP 11/01 – letterhead | |
VLS New York:
|
LA-4029/NYEP 3/02 — letterhead |
Termination of benefit (TOB) letters are produced daily by job LABB0750. Letters are sent based
on selection criteria advising payees of last payment. The trigger is when a contract is at or
near the end of benefit payout period.
Confidential Information
Page 33 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
Secure benefit account (SBA) letters are produced daily by job LABM0350. Letters are sent to
selected payees offering an SBA program.
EFT audit letters are produced monthly by job LABB0700. The output is a report listing EFT
recipients with payments starting in the month. The trigger is the entry of customer request
for benefit payment via EFT.
Explanation of benefits (EOB) letters are produced daily by job LABB0250. The output is sent to
EOB recipients. The trigger is the entry of customer EOB request into the administrative
system.
Verification of living status (VLS) letters are produced annually by job LABM0100. Letters are
sent to annuitants and payees without an SSN on their record in the administrative system. The
trigger is when the SSN is not entered on customer record (this can be a valid condition when
tax reporting is not required for the individual).
Confidential Information
Page 34 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
2.1.6.6 Individual Life
Functional Requirements
There are no inserts.
Business Requirements
| • | All policy output must be available for print at Symetra H.Q. by 5:00am the next Business Day . |
Archiving
Paper copies are scanned and stored.
Print Volumes
| Output File | Run | January | February | March | April | May | ||||||||||||||||||||
| Job | Description | Format | Times | 2004 | 2004 | 2004 | 2004 | 2004 | ||||||||||||||||||
LISA0095
|
Owner term renewal letter, agent term renewal letter, owner secondary addr. letter, agent secondary addr. letter |
Formatted output | 10:00 PM | 1,257 | 1,188 | 1,041 | 1,339 | 1,105 | ||||||||||||||||||
LISA0105
|
Cyberscribe agent setters, surrender letter cyberscribe records letters, premium pymt letter cyberscribe owner letters, initial pymt letter |
Formatted output | 10:00 PM | 16,185 | 15,317 | 13,152 | 15,523 | 15,326 | ||||||||||||||||||
LISA0106
|
Vul confirm owner letters, Vul confirm agent letters, Vul confirm records letters |
Formatted output | 10:00 PM | 480 | 331 | 443 | 301 | 586 | ||||||||||||||||||
LISA0116
|
Disbursement payee letters, Disbursement agent letters, Disbursement Symetra letters |
Formatted output | 10:00 PM | 1,017 | 1,205 | 1,082 | 1,451 | 1,346 | ||||||||||||||||||
LISA0118
|
Life fund allocation letters | Formatted output | 9:00 PM | 576 | 279 | 543 | 210 | 849 | ||||||||||||||||||
LISA0119
|
Life reinstatement letters | Formatted output | 10:00 PM | 453 | 541 | 358 | 414 | 380 | ||||||||||||||||||
LISA0121
|
Credit card expiry letter — payer, credit card sxpiry letter — agent, credit card expiry letter — payer, masterplan gio notify report, masterplan gio letters — owner, masterplan gio letter — agent |
Formatted output | 10:00 PM | 1,593 | 1,434 | 1,490 | 1,605 | 1,796 | ||||||||||||||||||
LISA0122
|
Policyholder letters / ind accounting, Symetra copy of letters / ind. acct’ing, agent copy of letters / mail room |
Formatted output | 10:00 PM | 763 | 672 | 664 | 856 | 773 | ||||||||||||||||||
LISA0123
|
Maintenance letters, address change letters |
Formatted output | 10:00 PM | 1,165 | 1,282 | 1,246 | 1,595 | 1,390 | ||||||||||||||||||
LISA0125
|
GDB/GCB notify letters, term/expiry notify letters, term rider/expiry letters, ETI expiry notify letters, Maturing policy letters, Symetra gio notify letters |
Formatted output | 10:00 PM | 880 | 823 | 730 | 978 | 854 | ||||||||||||||||||
LISA0126
|
Lapse/Nfo letters — insured copy, Lapse/Nfo letters — agent copy, Lapse/Nfo letters — record copy |
Documerge printstream | 10:00 PM | 7,634 | 6,793 | 5,622 | 7,090 | 7,034 | ||||||||||||||||||
LISA0335
|
Lis.Pa0335.detail.crown, Lis.Pa0335.detail.lincoln, Lis.Pa0335.reports.lincoln, reinsurance report |
Tape, formatted output | 11:00 PM | — | — | — | — | — | ||||||||||||||||||
—
|
Total impressions per month | — | 30,903 | 29,865 | 26,371 | 31,362 | 31,439 | |||||||||||||||||||
Confidential Information
Page 35 of 64
Table of Contents
Symetra Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
Forms
Letterhead
Lapse: LO-1147 10/01
Lapse: LO-1147 10/01
Confidential Information
Page 36 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
2.1.6.7 Mortgage Loan
Symetra offers mortgage loans to businesses for purchasing property, buildings, etc. The output
produced to service these loans include tax statements for interest earned and invoices for loan
payments.
Functional Requirements
| • | These outputs are mailed in standard packaging. | ||
| • | The 1098’s must be mailed in envelopes indicating “Tax Document Enclosed”. | ||
| • | Trigger for 1098’s is year-end. | ||
| • | Trigger for invoices is 20 days prior to payment due date. | ||
| • | A return envelope is inserted with non-EFT invoices. |
Business Requirements
| • | 1098’s can be mailed directly to the recipient/borrower. | ||
| • | If the mailing address on the invoice indicates Symetra, return the print to Symetra. | ||
| • | Proof of mailing is created for the invoices. |
Archiving
1098’s are not currently archived.
Invoices are archived.
Invoices are archived.
Print Volumes
| January | February | March | April | May | ||||||||||||||||||||||
| Job | Description | Output File Format | Run Times | 2004 | 2004 | 2004 | 2004 | 2004 | ||||||||||||||||||
SCL02600
|
SCL 1098 misc. income (annual) |
Formatted output | 10:00 PM | 1,237 | — | — | — | — | ||||||||||||||||||
EOS03000
|
SCL invoices | Formatted output | 2:00 AM | 500 | 500 | 500 | 500 | 500 | ||||||||||||||||||
—
|
Total impressions per month |
— | 1,737 | 500 | 500 | 500 | 500 | |||||||||||||||||||
Forms
1098’s: CR-289/EP 2/90
Invoices: CR-0322/EP 3/00 and CR-0317/EP 3/00 (perforated)
Invoices: CR-0322/EP 3/00 and CR-0317/EP 3/00 (perforated)
Confidential Information
Page 37 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
2.1.6.8 EFT Letters
These are letters of confirmation for benefit payments paid via electronic funds transfers (EFT)
from the LRP administrative system for income annuities.
Functional Requirements
There are no inserts.
Business Requirements
There are no special handling requirements.
Archiving
Printed output is archived.
Print Volumes
| January | February | March | April | May | ||||||||||||||||||||||||||||
| Job | Description | Output File Format | Run Times | 2004 | 2004 | 2004 | 2004 | 2004 | ||||||||||||||||||||||||
LAD60306 |
EFT letters | Documerge printstream | 10:00 PM | 166 | 164 | 166 | 166 | 166 | ||||||||||||||||||||||||
Forms
EFT letter: letterhead (LA-4029/EP 11/01)
Confidential Information
Page 38 of 64
Table of Contents
Symetra Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
2.2 Test Environments
ACS must provide the ability to perform end-to-end testing in a fully functioning test
environment for all stages of testing (unit, integration, acceptance, regression, parallel, system
and quality assurance).
All test data must be secured according to Symetra standards. (There is potential that customer
information is present in the test files and environments)
2.3 Test Outputs
Test outputs are produced for many of the same jobs used to create production outputs. Timing
on these is random, and used only when maintenance or improvements are required.
Online viewing and/or test outputs must be available to Symetra within 24hrs.
Symetra needs the ability to run test jobs and print all, some, or none of the output. As an
example: If Symetra is doing statement testing Symetra does not want to print contracts. Symetra
may be able to accommodate this by sending only the files Symetra wants printed.
Symetra needs the ability to print and search specific data that is available for on-line
viewing.
A method for generating outputs and readily reviewing the results is necessary. This includes
both on-line viewing and reliable 1 to 1 test printing.
ACS must provide a process for ensuring that test runs are kept distinctly separate from production runs.
2.4 Audit Reports
Audit reports are required and must be designed and developed as part of this project. This
report would contain, at a minimum, the number of prints produced, sorted by department and output
type.
2.5 Proof of Mailing
The Proof of mailing consists of an affidavit page that lists some key identifying
information, the documents in the packet and a signature space. The key identifiers would include
the policy number. These are currently processed with the print job. These forms are completed,
signed and stored for 10 years.
2.6 Printed Output Archive
Printed output is currently archived in a Symetra developed repository. The data is currently
kept in the electronic print system (EPS) permanent archive forever (no limit on retention). There
are approximately 6 million AFP images currently available on DASD or tape.
Data passes through either an EOS job or a department job that provides an indexed copy of the
print file to the EPS system for archival. EPS archives the same file that originally goes to the
printer to create the output sent to agents or customers. These archived documents are stored in
APF format for use with IBM printers. The archive index key consists of up to 14 alphanumeric
characters.
Reprints are currently requested through an IMS REPRINT transaction that batches up all the day’s
reprint requests and prints/distributes them all at the same time during the nightly batch cycle.
When a reprint is requested, the output generated is an exact duplicate of the original. The
output is not “reconstructed” from form images plus data; rather, the output is a complete, intact
copy of the original printed document.
Confidential Information
Page 39 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
In addition to the IMS REPRINT transaction, access is possible through browser-based viewing of
both forms and stored transaction images. These images are converted from AFP to PDF format on the
fly.
It is necessary for this archived information to continue to be available for reprint and on-line
viewing after switching to the new output processing systems. Online viewing should be available
for a minimum of 18 months. Symetra prefers that all images be located in one repository, rather
than being scattered between many. This means that these images will need to be converted from
Symetra’s archive to another archive. To accomplish this, the following options have been
identified:
Option 1. Convert Symetra’s archived images to ACS’ archive system. Images could be stored either
by ACS or be Symetra after the appropriate software has been installed. This is Symetra’s
preferred option.
Option 2. Clone Symetra’s existing archive and transfer all new archive images to it on a daily
basis. This archive would be managed by a Third Party vendor for Symetra
ACS shall assist Symetra with conversion to their repository, whether residing with ACS or
purchased from ACS and installed by Symetra.
Regardless of which option is chosen, the data shall remain the property of Symetra.
Confidential Information
Page 40 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
2.7 Forms
Forms currently exist in many formats, including electronic Documerge AFP forms, AFP page
segments, and printer overlays, and also pre-printed forms including letterhead, covers, agent card
stock. While IBM/AFP processes and printers are currently used, their continued use is not a
requirement.
2.7.1 Documerge Forms
Documerge forms include the annuity contract forms, life insurance policy forms, annual and
quarterly statements forms, and some of the correspondence forms. They are coded from mockups
using WordPerfect with Print Commander and Tag Commander plug-ins.
2.7.2 Line Text Forms
Many outputs are printed directly using the IBM Print Services Facility. These processes tend
to use pre-printed forms and overlays.
2.7.3 Page Segments
Page segments are graphic elements such as logos, symbols or small blocks of text that are
inserted into forms. They are either coded directly onto the form or placed on the form
dynamically by the application allowing substitution of different logos on the same form. There
are currently 43 of these page segments being used as listed below.
Page segments are created either from mockups (usually in Word format) or from PDFs. They are
created by processing through a bit converter and uploaded to the mainframe libraries using legacy
developed code. They are saved in AFP format.
The PDF versions are created using the IBM PDFTOAFP conversion utility, and are used when graphic
detail is more challenging and critical. Better resolution is achievable with this method.
Page Segments Currently in Use
| FCD Number | Description | Comments | ||
FCD303
|
“Correction” | |||
FCD365
|
Randy Talbot | |||
FCD385 |
||||
FCD416 |
||||
FCD546
|
Midwestern United Life Ins Co | Logo | ||
FCD365
|
Randy Talbot | Signature | ||
FCD374
|
Randy Talbot | Signature with title | ||
FCD436
|
Scott L. Bartholomaus | Signature with full title | ||
FCD563
|
!VIVA! | Logo | ||
FCD569
|
“CURRENT ACCOUNT HOLDINGS. | |||
FCD572
|
Graphic element, 2 boxes | |||
FCD573
|
Graphic element, 3 boxes | |||
FCD574
|
Graphic element, 4 boxes | |||
FCD575
|
Graphic element, 5 boxes | |||
FCD576
|
Graphic element, 6 boxes | |||
FCD577
|
Graphic element, 7 boxes | |||
FCD578
|
Graphic element, 8 boxes | |||
FCD598
|
George Pagos | Signature | ||
FCD599
|
TM line | |||
FCD600
|
Logo | |||
FCD601
|
TM line | |||
FCD602
|
How to Contact us | |||
FCD603
|
How to Contact us |
Confidential Information
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Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
| FCD Number | Description | Comments | ||
FCD604
|
How to Contact us | |||
FCD605
|
How to Contact us | |||
FCD606
|
If you have questions concerning this notice. | |||
FCD607
|
If you have questions concerning this statement,. | |||
FCD608
|
If you have questions concerning this notice,. | |||
FCD609
|
If you have questions concerning this notice,. | |||
FCD610
|
Amount received with. | Bold line with text | ||
FCD611
|
If you have questions. | Bold line with text | ||
FCD612
|
If you have questions. | Bold line with text | ||
FCD613
|
American States Life Insurance | Address/Landscape | ||
FCD614
|
Life Insurance Company | Address/Landscape | ||
FCD615
|
American States Life Insurance | Address/Landscape | ||
FCD616
|
Life Insurance Company | Address/Landscape | ||
FCD617
|
Bold line with text | Landscape | ||
FCD618
|
Bold line with text | Landscape | ||
FCD619
|
Scott L. Bartholomaus | Signature with full title | ||
FCD620
|
Scott L. Bartholomaus | Signature with full title for NY | ||
FCD621
|
Logo with address | |||
FCD622
|
Logo with address | For NY | ||
FCD623
|
American States Insurance | Logo | ||
FCD624
|
Amount received with. | Bold line with text |
2.7.4 Overlays
Printer overlays are currently used by many of the daily print jobs, especially those written
using line text output. Their basic purpose was to allow creation of graphical elements that were
previously difficult to code and maintain on forms, especially lines or boxes. Using more modern
forms creation processes and tools, it should be possible to eliminate the need for these overlays.
For example, one overlay is merely a box creating a border around a text page. Tax forms, billing
statements and some correspondence currently use overlays. There are currently 31 overlays in use,
as listed below.
| Overlays | ||
010110
|
LTRC53 | |
010120
|
LTRCI3 | |
DMGALL
|
LTRCM3 | |
DMGDFD
|
LTRCR3 | |
DMGDFS
|
LTRCW3 | |
DP701
|
LTRSI3 | |
DP740
|
LTRSM3 | |
DP1088
|
LTRSR3 | |
DP1222
|
LTRSW3 | |
FUL1SP
|
NY4029 | |
LA4029
|
P701 | |
LNB1
|
P740B | |
LPA2
|
P813 | |
LPA4
|
SHORT | |
LPAA
|
STD1SP | |
LPAL |
||
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Page 42 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
2.7.5 Character Sets
Character Sets Currently in Use
| Character | ||
| Set | Description | |
AM12
|
Gothic 12 pitch with Fat-Dash character in the Tilde (-) position. Used for processing on AIMS machine. | |
AOD
|
Gothic and OCR-A 10 pitch | |
CR10
|
Courier 10 pitch | |
FM12
|
Format 12 pitch | |
GB12
|
Gothic Bold 12 pitch | |
GF10
|
Gothic Folded 10 pitch | |
GF12
|
Gothic Folded 12 pitch | |
GF15
|
Gothic Folded 15 pitch | |
GS10
|
Gothic 10 pitch | |
GS12
|
Gothic 12 pitch | |
GS15
|
Gothic 15 pitch | |
GT10
|
Gothic Text 10 pitch | |
GT12
|
Gothic Text 12 pitch | |
GT15
|
Gothic Text 15 pitch | |
GT18
|
Gothic Text 18 pitch | |
GT20
|
Gothic Text 20 pitch | |
GU12
|
Gothic Underscored 12 pitch | |
GU15
|
Gothic Underscored 15 pitch | |
H10B
|
Helvetica Latin 1 Bold 10 pitch | |
H12B
|
Helvetica Latin 1 Bold 08 pitch | |
H12I
|
Helvetica Latin 1 Italic 12 pitch | |
H08M
|
Helvetica Latin 1 08 pitch | |
H10M
|
Helvetica Latin 1 10 pitch | |
H12M
|
Helvetica Latin 1 12 pitch | |
LC12
|
Gothic 12 Pitch with Lower Case | |
QN
|
Gothic |
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Page 43 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
2.7.6 Pre-printed Forms
Refer to the following list of forms. pre-printed forms are used when the 8-1/2 by 11 format is
not suitable, when special perforations are required, or when color is desired — on letterhead for
instance. All of the daily printing is now done black on white.
Pre-printed Forms
| Forms | Description | |
1280
|
3900 (tractor feed) continuous forms paper | |
4000
|
Cuts sheet roll paper | |
DP154
|
15” wide, 8.5” high, white, tractor feed, not perforated | |
DP300 |
||
DP365
|
Labels, 13” wide, 12” high, tractor feed, 27 x 1-1/4 x 3-3/4 | |
DP488/LU1184
|
New business worksheet, 9.5” wide, 11” high, pre-printed, tractor feed | |
G1190
|
W9 important tax notice — action is required | |
G1191
|
Second backup withholding warning | |
L-9610 08/01
|
Individual life policy cover, 8.5” wide, 11” high, cut sheet, pre-printed | |
L-9813
|
Individual life agent card, 11” wide, 8.5” high, cut sheet, pre-printed | |
LA-2090
|
Letterhead, 8.5” wide, 11” high, pre-printed, cut sheet | |
LA-2100
|
Letterhead, 9.5” wide, 11” high, pre-printed, tractor feed (not perforated) | |
LG-1105/DP 6/90
|
Group cards, 11” wide, 8.5” high, pre-printed, tractor feed, perforated edges | |
LO-1120/DP 4/03
|
Billing form, 9.5” wide, 7” high, pre-printed, tractor feed, not perforated | |
LO-1172
|
Card stock, 8.5” wide, 11” high, cut sheet, perforated 2 halves — top/bottom | |
LO-1173
|
Card stock, 8.5” wide, 11” high, cut sheet, perforated 3 thirds — top/middle/bottom | |
LO-1174
|
Card stock, 8.5” wide, 11” high, cut sheet, perforated 4 quadrants | |
LPC-339/DP 3/97
|
Certificate label, 7” wide, 10” high, tractor feed, two 6” by 4-3/4 labels | |
LU750
|
Letterhead, 8.5” wide, 11” high, pre-printed, cut sheet | |
W2-C
|
W2-C | |
W765
|
Check stock, MICR printer |
2.7.7 Forms Conversion
Forms will need to be converted from the Safeco electronic forms libraries, along with page
segments, overlays, and character sets. Suitable substitutions or replacements for some of these
elements will be considered, especially for overlays. Forms usage is not currently directed by the
existing Documerge capabilities.
| • | All forms are contained in either of two libraries. One contains only the american states forms (approximately 3,000), while the second contains all the other forms (approximately 2,450). | ||
| • | The approximately 3000 american states forms are currently part of a project effort to eliminate the forms, slated to be complete by year-end 2004. | ||
| • | We may have up to an additional 1200 forms due to the name change not being accepted in all 50 states. The details will need to be further defined. |
Forms can be categorized as follows
| • | Deferred annuity contract related forms (~950) | ||
| • | Individual life insurance policies — Symetra (~1,500) | ||
| • | Individual life insurance policies — american states life (~3,000) | ||
| • | Statements (~10) | ||
| • | Confirmations (~5) | ||
| • | Other correspondence (~25) |
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Page 44 of 64
Table of Contents
Symetra
Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
Annuity contracts include welcome letters, guarantee association, privacy and other notices,
endorsements, contract summaries, state-filed contract pages, customer application, and covers.
Forms tracking is currently accomplished using an IMS database rather than the Documerge forms management functions. It is referred to as the electronic forms management (EFM), and it keeps track of which forms are to be used to complete a given contract or policy. The key to this database includes:
Forms tracking is currently accomplished using an IMS database rather than the Documerge forms management functions. It is referred to as the electronic forms management (EFM), and it keeps track of which forms are to be used to complete a given contract or policy. The key to this database includes:
| • | Company | ||
| • | Product | ||
| • | Line of business | ||
| • | State | ||
| • | Working date (not process date) | ||
| • | Department key (s) |
This database will remain available to Symetra, but other methods for specifying and selecting the
appropriate forms sets are also of interest and will be considered.
2.7.8 Forms Coding and Maintenance
Forms coding and maintenance functions are currently “outsourced” to Safeco. Symetra does not
perform this function. Forms are coded using either WordPerfect with Print Commander and Tag
Commander plug-ins, or using DCF (limited mainly to landscape formats). Forms are compatible with
Documerge version V3.0.6 with DocuGraph installed for pie charts.
Since the workload is highly variable, ranging from little to very high when new products or
re-filings are required making management of internal coding resources difficult, Symetra is
interested in having these services provided.
Issues that need to be addressed include:
| • | Assignment of permanent contact representative and backup | ||
| • | Defined escalation process for urgent or unresolved issues | ||
| • | Qualification of coding staff | ||
| • | Turn-around time, standard and expedited | ||
| • | Cost for standard request | ||
| • | Cost for expedited request | ||
| • | Methods for proofing and approving forms in process | ||
| • | Method for introducing and maintaining forms in test and production |
Page 45 of 64
Table of Contents
Symetra Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
2.8 File Transfers
File transfer protocols for daily extract files will need to be defined and developed for
reliable, efficient, secure, cost-effective transfers. Symetra is contracting with a Third Party
vendor to provide hosting of its mainframe and server-based applications. Output extract files
will originate from the Third Party vendor location(s), and coordination of these transfers will be
managed by them on Symetra’s behalf.
The need for local printing can be accomplished in a number of ways. The methods chosen to
accomplish this will determine the destination of files returned to Symetra.
| • | ACS could print at their local facilities and deliver printed documents on a regular daily schedule. A consideration however is that batch outputs are not produced until later in the evening or early the next morning. | ||
| • | Symetra could provide space for certain local, time sensitive print jobs (e.g., check printing and cut-sheet documents, etc.). The printers themselves could be owned and run by either Symetra or ACS as negotiated. |
| 2.8.1 | Outgoing Files (from Symetra/Infrastructure Third Party vendor) |
| • | Daily batch outputs | ||
| • | On-line or special request | ||
| • | Test outputs |
| 2.8.2 | Incoming Files (to Symetra) |
| • | Reports and audits | ||
| • | Local printstream files | ||
| • | Printed output archive files |
| 2.8.3 | Specify the Following |
| • | Facility recommendations | ||
| • | Recommended production transfer methods | ||
| • | Recommended test transfer methods | ||
| • | Data encryption requirements | ||
| • | Data security specifications |
| 2.8.4 | File Sizes |
Refer to the following list of current file extract sizes. Please note that these extract
files were created for internal use and have not been compressed or designed for network transfer
efficiency.
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Page 46 of 64
Table of Contents
Symetra Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
Current Extract Files Sizes
| Category/System | Description | Job | File Size | Frequency | ||||||
| (Mbytes) | ||||||||||
Statements |
||||||||||
CK4/Cyberlife |
CK4 extract - feeds EOS03LFB | [***] | 0.7 to 2.3 | Daily | ||||||
DSS |
Agent compensation statements - feeds EOS03LFC | [***] | 2 | Daily | ||||||
Paris |
Case statements | [***] | 700 | Daily | ||||||
Paris |
Deferred annuity statements- feeds EOS03LFS | [***] | 4 to 10,800 | Quarterly/Daily | ||||||
Vantage — One |
Deferred annuity statements - feeds EOS03LFS | [***] | 4 to 7,200 | Quarterly/Daily | ||||||
Policies and Contracts |
||||||||||
CK4/Cyberlife |
Individual policy pages | [***] | 31 | Daily | ||||||
CK4/Cyberlife |
Individual policy pages, agent cards/labels | [***] | 2 | Daily | ||||||
CK4/Cyberlife |
Individual policy pages | [***] | 32 | Daily | ||||||
CK4/Cyberlife |
Individual policy pages | [***] | 1 | Daily | ||||||
CK4/Cyberlife |
ASL policy pages | [***] | 2 | Daily | ||||||
CK4/Cyberlife |
Individual policy pages | [***] | 2 | Daily | ||||||
CK4/Cyberlife |
DPFS schedule pages, | [***] | 3 | Daily | ||||||
| new business worksheets, | ||||||||||
| agent cards, mailing labels | ||||||||||
CK4/Cyberlife |
DPFS schedule pages, new business worksheets, | [***] | 5 | Daily | ||||||
| agent cards, mailing labels DPFS | ||||||||||
| schedule pages | ||||||||||
CK4/Cyberlife |
Policy cover letters | [***] | 4 | Daily | ||||||
CK4/Cyberlife |
Amendment letters for new business | [***] | 1 | Daily | ||||||
Vantage — One |
Deferred annuity contracts | [***] | 20 | Daily | ||||||
Billing Statements |
||||||||||
CK4/Cyberlife |
Billing letters | [***] | 15 | Daily | ||||||
CK4/Cyberlife |
List bill | [***] | Monthly | |||||||
CK4/Cyberlife |
Premium payment | [***] | Monthly | |||||||
Group |
Billing statements - self administered | [***] | 2 | Monthly | ||||||
Group |
Billing statements - List bill | [***] | 2 | Monthly | ||||||
Paris |
List bill statements | [***] | 25 | Daily | ||||||
Paris |
Paris loan billings | [***] | 5 | Weekly | ||||||
Vantage — One |
List bill statements | [***] | 2 | Daily | ||||||
Tax Forms |
||||||||||
FMS — LTR |
1099s and W2 corrections | [***] | 2 | Daily | ||||||
FMS — LTR |
1099R customer | [***] | 50 | Yearly | ||||||
FMS — LTR |
1099I customer | [***] | 3 | Yearly | ||||||
FMS — LTR |
1099M customer | [***] | 9 | Yearly | ||||||
FMS — LTR |
1099LTC - typed manually | [***] | 1 | Yearly | ||||||
FMS — LTR |
1099I state | [***] | 1 | Yearly | ||||||
FMS — LTR |
1099M state | [***] | 1 | Yearly | ||||||
FMS — LTR |
1099R state | [***] | 1 | Yearly | ||||||
FMS — LTR |
5498 customer | [***] | 20 | Daily | ||||||
FMS — LTR |
W2 (non-payroll) customer | [***] | 1 | Annual | ||||||
FMS — LTR |
W2 G typed manually | [***] | 1 | Yearly | ||||||
FMS — LTR |
W2 state | [***] | 1 | Yearly | ||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial
Corp., this information has been filed separately with the Securities and Exchange Commission.
Confidential Information
Page 47 of 64
Table of Contents
Symetra Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
| Category/System | Description | Job | File Size | Frequency | ||||||
| (Mbytes) | ||||||||||
FMS — B-Notice |
B-notice customer as-required | [***] | On request | |||||||
FMS — B-Notice |
B-notice customer as-required | [***] | On request | |||||||
Checks |
||||||||||
FMS — CDS |
Check printing - direct mailing | [***] | 62 | Daily | ||||||
FMS — CDS |
Check printing - return to Symetra | [***] | 34 | Daily | ||||||
FMS — CDS |
Check printing - local printing | [***] | 1 | Daily | ||||||
Notices/Correspondence |
||||||||||
Bank Reconciliation System |
Customer service letters for standard accounts | [***] | 8 | Monthly | ||||||
CK4/Cyberlife |
Owner term renewal letter | |||||||||
| Agent term renewal letter Owner secondary addr. letter |
||||||||||
| Agent secondary addr. letter | [***] | 3 | Daily | |||||||
CK4/Cyberlife |
Cyberscribe agent letters, surrender letters | |||||||||
| Cyberscribe records letters, premium pymt letters | ||||||||||
| Cyberscribe owner letters, initial pymt letters | [***] | 8 | Daily | |||||||
CK4/Cyberlife |
Vul confirm owner letters | |||||||||
| Vul confirm agent letters | ||||||||||
| Vul xonfirm records letters | [***] | 2 | Daily | |||||||
CK4/Cyberlife |
Disbursement payee letters | |||||||||
| Disbursement agent letters | ||||||||||
| Disbursement Symetra letters | [***] | 4 | Daily | |||||||
CK4/Cyberlife |
Fund allocation letters | [***] | 2 | Daily | ||||||
CK4/Cyberlife |
Reinstatement letters | [***] | 2 | Daily | ||||||
CK4/Cyberlife |
Credit card expiry letters - payer | [***] | 3 | Daily | ||||||
| Credit card expiry letters - agent | ||||||||||
| Masterplan gio notify report | ||||||||||
| Masterplan gio letters - owner | ||||||||||
| Masterplan gio letters - agent | ||||||||||
CK4/Cyberlife |
Policyholder/Symetra/agent letters | [***] | 2 | Daily | ||||||
CK4/Cyberlife |
Maintenance letters Address change letters | [***] | 4 | Daily | ||||||
CK4/Cyberlife |
GDB/GCB notify letters, | [***] | 2 | Daily | ||||||
| Term/expiry notify letters, | ||||||||||
| Term rider/expiry letters, | ||||||||||
| ETI expiry notify letters, Maturing policy letters, |
||||||||||
| Symetra gio notify letters | ||||||||||
CK4/Cyberlife |
Lapse/Nfo letters - insured copy, | [***] | 9 | Daily | ||||||
| Lapse/Nfo letters - agent copy, | ||||||||||
| Lapse/Nfo letters - record copy | ||||||||||
CK4/Cyberlife |
Lis.Pa0335.detail.crown, Lis.Pa0335.detail.lincoln, | [***] | 2 | monthly | ||||||
| Lis.Pa0335.reports.lincoln, | ||||||||||
| Reinsurance report | ||||||||||
DSS |
EComp update validation letters feed | [***] | 2 to 590 | Daily | ||||||
FMS — CAPS/PAC |
EFT letters | [***] | 1 | Daily | ||||||
Group |
ERISA policy holder letter | [***] | 4 | Monthly | ||||||
Group |
Renewal activity reporting - census letters | [***] | 1 | Monthly | ||||||
Group |
60 worksheets, rate sheets, renewals | [***] | 1 | Monthly | ||||||
LAB — Income Annuities |
Termination of benefit letters | [***] | 1 | Daily | ||||||
LAB — Income Annuities |
Secured benefit account letters | [***] | 2 | Daily | ||||||
LAB — Income Annuities |
EFT audit letters | [***] | 1 | Monthly | ||||||
LAB — Income Annuities |
Explanation of benefit pages | [***] | 6 | Daily | ||||||
LAB — Income Annuities |
Verification of living status letters (VSL) | [***] | Annually | |||||||
Paris |
Confirmation statements | [***] | 2 | Daily | ||||||
Paris |
Confirmation statements | [***] | 2 | Daily | ||||||
Paris |
Confirmation statements | [***] | 4 | Daily | ||||||
Paris |
Confirmation statements | [***] | 1 | Daily | ||||||
Paris |
IVR participant interface - PIN change | [***] | 1 | Daily | ||||||
Paris |
Annuity payment confirms | [***] | 2 | Monthly | ||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial
Corp., this information has been filed separately with the Securities and Exchange Commission.
Confidential Information
Page 48 of 64
Table of Contents
Symetra Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
| Category/System | Description | Job | File Size | Frequency | ||||||
| (Mbytes) | ||||||||||
Paris |
RMD letters | [***] | 2 | Daily | ||||||
Paris |
Schedule a letters and commission reports | [***] | 4 | Monthly | ||||||
Paris |
Corporate audit reports | [***] | 1 | Daily | ||||||
Paris |
Mutual fund letters | [***] | 1 | Daily | ||||||
SCL |
Mortgage loan 1098 misc. income | [***] | 4 | Annual | ||||||
Vantage — One |
Confirmation statements | [***] | 1 to 21 | Daily | ||||||
Vantage — One |
Confirmation statements | [***] | 0.25 | Daily | ||||||
Vantage — One |
RMD letters | [***] | 0.5 | Daily | ||||||
Vantage — One |
Mutual fund letters | [***] | 1 | Daily | ||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial
Corp., this information has been filed separately with the Securities and Exchange Commission.
Confidential Information
Page 49 of 64
Table of Contents
Symetra Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
| 2.9 | Future Needs |
Future needs are identified here so that ACS can verify their ability to support the requests.
These may either be added to the scope of this project effort or delayed for future enhancements,
depending on the complexity and timelines.
| 2.9.1 | All Systems |
| • | Automate handling of checks that come back to Symetra for various reasons. | ||
| • | Automate handling of schedule a letters and commission reports for retirement services. | ||
| • | Integrate systems for increased efficiency, improved automation, and movement toward electronic communication processes. | ||
| • | Set up electronic information transfer with agents rather than continuing to print, process and mail large quantities of agent copies. | ||
| • | Establish electronic billing presentment and payment capability. | ||
| • | Automate foreign address mailings. | ||
| • | Convert overlays to forms. |
| 2.9.2 | Income Annuities |
| • | Online view capability for all correspondence generated and mailed/faxed. | ||
| • | Automated contract issuance. |
| 2.9.3 | Agent Compensation Statements |
| • | Ability to stuff mailers in with statements (preferably automated). | ||
| • | Outsource Summit campaign production statements. | ||
| • | Ability to add campaign letters and statements to related outputs (preferably automated). | ||
| • | Ability to request stop pay on checks. |
| 2.9.4 | Retirement Services — Paris Annuity Case Statements and Annuity Billing Statements |
| • | Cover letter auto generated. | ||
| • | Non-formatted output converted to formatted using forms. | ||
| • | Ability to insert free-form comments on statements. |
| 2.9.5 | Retirement Services — Confirms, Audit Reports, RMD Letters, and Commission Reports |
| • | Ability to automate inserts with mailings. | ||
| • | Online view and archive of all confirms from Paris output. | ||
| • | Confirmation that the vendor pulled and disposed of the output. | ||
| • | Incorporate trip credit reports into mailings to agents. | ||
| • | Automate the matching and mailing of the schedule a letters and commission reports. Would require a database of TPA codes and Agent ID’s for corresponding addresses. | ||
| • | Consider merging the content of the schedule a letters and the commission report into one output. | ||
| • | Incorporate PSA mailings into other mailings as an insert. |
Confidential Information
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Symetra Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
| 2.9.6 | Finance — Tax Forms |
| • | The forms are currently created as overlays, and text is manually placed by the application (Checkfree IRS/SRS/W2). These are difficult to maintain. It is preferred that these overlays be converted to electronic forms with variable tags. Multiple versions (previous years) can then be readily retrieved and used as needed. Updating the form would require no programming changes, unless a new tag was added. | ||
| • | Automate form 1042S for non-resident aliens. |
| 2.9.7 | Individual Life |
| • | Electronic transmission of agent mailings. | ||
| • | Automate policies |
| 2.9.8 | Mortgage Loan 1098’s |
Ability to reproduce documents from the archive.
| 2.9.9 | Group |
| • | Archive and view online | ||
| • | Automate mailings |
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Page 51 of 64
Table of Contents
Symetra Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
Appendix A — System Flows
Output Processes
This generic process applies to most of our printed outputs
This generic process applies to most of our printed outputs
| 1 | Some processes create line text output directly and do not require print stream generation software | |
| 2 | Electronic Forms Management is mainly needed for Contracts and Policies | |
| 3 | Overlays are used for forms with complex lines and boxes (like federal or state tax forms) | |
| 4 | Only Statements, Confirms, Contracts, Policies and some correspondence are archived |
Confidential Information
Page 52 of 64
Table of Contents
Symetra Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
CK4 and Cyberlife Printed Output Process
Confidential Information
Page 53 of 64
Table of Contents
Symetra Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
DSS Printed Output Process
Confidential Information
Page 54 of 64
Table of Contents
Symetra Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
FMS — CDS — LTR — CAPS Printed Output Process
Confidential Information
Page 55 of 64
Table of Contents
Symetra Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
Group Printed Output Process
Confidential Information
Page 56 of 64
Table of Contents
Symetra Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
Income Annuities Printed Output Process
Confidential Information
Page 57 of 64
Table of Contents
Symetra Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
Paris Printed Output Process
Confidential Information
Page 58 of 64
Table of Contents
Symetra Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
Vantage-One Printed Output Process
Confidential Information
Page 59 of 64
Table of Contents
Symetra Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
Table 1. Forms Creation and Maintenance SLRs.
ACS shall meet the following SLRs commencing on the Handover Date (unless a different date is
expressly set forth in a particular SLR).
FORMS CREATION AND MAINTENANCE SLRs
| General | Performance | |||||
| Administration Task | Service Measure | Target | SLR Performance % | |||
Code new forms from mockup (create draft) |
Response time (SLA/SLR measurement and performance Target adjustment period of 90 calendar days after the Handover Date) | Within 3 Business Days |
[***]% | |||
Modify existing forms
|
Response time (SLA/SLR measurement and performance Target adjustment period of 90 calendar days after the Handover Date) | Within 2 Business Days |
[***]% |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial
Corp., this information has been filed separately with the Securities and Exchange Commission.
Confidential Information
Page 60 of 64
Table of Contents
Symetra Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
FORMS CREATION AND MAINTENANCE SLRs
| General | Performance | |||||
| Administration Task | Service Measure | Target | SLR Performance % | |||
Create new page
segments/graphic elements
(i.e. logos)
|
Response time (SLA/SLR measurement and performance Target adjustment period of 90 calendar days after the Handover Date) | Within 2 Business Days |
[***]% | |||
Complete corrections
based on review of new or
modified drafts
|
Response time (SLA/SLR measurement and performance Target adjustment period of 90 calendar days after the Handover Date) | Within 1 Business Day | [***]% | |||
Move to production
|
Response time (SLA/SLR measurement and performance Target adjustment period of 90 calendar days after the Handover Date) | Move to production - -completed upon approval for requests received per agreed to schedule | [***]% | |||
Make form available
to view online
|
Response time | Next Business Day after move to production | [***]% |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial
Corp., this information has been filed separately with the Securities and Exchange Commission.
Confidential Information
Page 61 of 64
Table of Contents
Symetra Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
FORMS CREATION AND MAINTENANCE SLRs
| General | Performance | |||||
| Administration Task | Service Measure | Target | SLR Performance % | |||
| Formula | Number of requests completed within Performance Target /total of all requests occurring during Measurement Interval | |||||
| Measurement Interval | Capture daily, measure monthly, report monthly within approved operational windows |
|||||
| Measurement tool | To be agreed by the Parties | |||||
Table 2. Daily Production Processing SLRs
DAILY PRODUCTION PROCESSING SLRs
| General | Performance | |||||
| Administration Task | Service Measure | Target | SLR Performance % | |||
Daily and Weekly
Batch Outputs — ACS
Location
|
Response time | Print, Package, Postage, mailing completed during next Business Day after receipt by print and mail center | [***]% | |||
Daily and
Weekly Batch
Outputs — Local
Processing
Delivered to
Symetra
|
Response time | Printed outputs returned to Symetra per agreed to schedule | [***]% | |||
Monthly Batch
Outputs — ACS
Location
|
Response Time | Print, Package, Postage, mailing completed within two Business Days after receipt by print and mail center | [***]% | |||
Monthly Batch
Outputs — Local
Processing
Delivered to
Symetra
|
Response time | Printed outputs returned to Symetra per agreed to schedule | [***]% |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial
Corp., this information has been filed separately with the Securities and Exchange Commission.
Confidential Information
Page 62 of 64
Table of Contents
Symetra Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
| General | Performance | |||||
| Administration Task | Service Measure | Target | SLR Performance % | |||
Quarterly and
Annual Outputs
|
Response time | Print, Package, Postage, mailing completed per agreed to schedule | [***]% | |||
Returns for bad address |
Response time | Return information to Symetra by next Business Day after determination | [***]% | |||
Returns for
mail ruined during
processing and
handling
|
Response time | Recreate and mail by next Business Day. Mail ruined during pre-sort process will be delayed an additional Business Day. | [***]% | |||
| Formula | Number of requests completed within performance Target /total of all requests occurring during Measurement Interval | |||||
| Measurement Interval |
Capture daily, measure monthly, report monthly within approved operational windows |
|||||
| Measurement tool | To be agreed by the Parties | |||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial
Corp., this information has been filed separately with the Securities and Exchange Commission.
Confidential Information
Page 63 of 64
Table of Contents
Symetra Life Insurance Company
Schedule 2G — Output Processing Service SOW
Schedule 2G — Output Processing Service SOW
Table 3. Testing SLRs
TESTING SLRs
| General | Performance | |||||
| Administration Task | Service Measure | Target | SLR Performance % | |||
Printed, end-to-end test output availability |
Response time | Complete test job within 1 Business Day of receipt of test extract file(s) and submission of job request | [***]% | |||
Test support
|
Response time | Resolve testing output failures within 1 Business Day |
[***]% | |||
| Formula | Number of requests completed within performance Target /total of all requests occurring during Measurement Interval | |||||
| Measurement Interval | Capture daily, measure monthly, report monthly within approved operational windows |
|||||
| Measurement tool | To be agreed by the Parties | |||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial
Corp., this information has been filed separately with the Securities and Exchange Commission.
Confidential Information
Page 64 of 64
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 2H — Content Management Services SOW
Schedule 2H — Content Management Services SOW
Schedule 2H
Content Management Services SOW
Content Management Services SOW
for
Symetra Life Insurance Company (Symetra)
Final Draft
December 30, 2004
Confidential Information
Page i
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 2H — Content Management Services SOW
Schedule 2H — Content Management Services SOW
TABLE OF CONTENTS
1.0
|
Content Management Solution Overview | 1 | ||||
2.0
|
Content Management Strategy Goals: | 1 | ||||
3.0
|
Current Environment | 2 | ||||
4.0
|
Content Management Requirements | 3 |
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Page i
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 2H — Content Management Services SOW
Schedule 2H — Content Management Services SOW
1.0
Content Management Solution Overview
The Content Management Services are the Services and activities, detailed in this Content
Management Services SOW, required to provide and support Symetra with a number of Content
Management Services. ACS is responsible for full provision, operation and management of Content
Management Services including, but not limited to, the following Services:
| • | Conversion off of the current content management solution (the “Content Management Solution”) | ||
| • | Ongoing document capture Services | ||
| • | Records management processes to address the regulatory and compliance retention policies | ||
| • | The Cross Functional Services as defined in Schedule 2A — Cross Functional Services SOW | ||
| • | Possible addition conversion of some existing paper files and microfiche records |
As depicted in Figure 1 below, in addition to the Services described in this Content Management
Services SOW, ACS is responsible for providing the Services described in Schedule 2A - Cross
Functional Services SOW. Figure 1 depicts the relationship between the Cross Functional Services
SOW, and all SOWs within the scope of the Agreement as of the Effective Date.
| Cross Functional SOW |
||||||||||||
| Data Center Services SOW |
Distributed Computing Services SOW |
Data Network Services SOW |
Voice Comm. Services SOW |
Help Desk Services SOW |
Output Processing Services SOW |
Content Management Services SOW |
||||||
Figure 1: Service Towers with Cross Functional Services View
2.0 Content Management Strategy Goals
The following are the key high-level Service objectives Symetra expects to achieve through
outsourced content management Services and this Content Management Services SOW:
| • | Create a shared and common enterprise solution, which multiple lines of business can leverage to maximize value and minimize costs. | ||
| • | Create a highly scalable multi-site platform that will allow Symetra to reuse content, business logic, and design elements to reduce implementation costs in new areas. |
Confidential Information
Page 1
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 2H — Content Management Services SOW
Schedule 2H — Content Management Services SOW
| • | Ensure compliance with industry regulations through improved records management. | ||
| • | Provide the ability to integrate with other Third-Party systems. | ||
| • | Increase Operational Efficiencies | ||
| • | Improve customer service to internal and external customers | ||
| • | Increase customer retention | ||
| • | Reduction of lost documents | ||
| • | Reduction of paper storage requirements and the physical space that it requires | ||
| • | Dramatic decrease in the time and labor required to search for and retrieve documents | ||
| • | Increased work capacity and productivity (without adding employees) | ||
| • | Allow authorized End Users to put new and changed content into the Content Management Solution without IT involvement |
3.0 Current Environment
Symetra currently has 24 million images and their associated index values in FileNet’s
Content Services 5.1, running on one Compaq DL380 server with 1 GIG RAM, 1.6 Terabytes of virtual
memory (currently half full), and 2 RAID 5 arrays (each array has 14 drives). The property
manager, storage manager and SQL v7.0 database (index metadata) are all located on the same
server. The majority of the images are multi-page group IV tiffs (no annotations, no versioning).
There are a small number of files in their native file format (Microsoft Word, Microsoft Excel,
and PDF). The conversion process needs to be completed in as short a period of time as possible
to minimize the impact on Symetra’s ability to provide its current level of customer service.
Currently, there are five areas at Symetra that use document capture services provided by the
Safeco Corporation: Retirement Services, Income Annuities, Group Benefits, Agency Appointments,
and Individual. There are also a number of additional departments that are interested in
participating in the content management solution once it has been implemented. Currently, with
the exception of one process, the document capture occurs at the backend of the workflow after all
processing has been completed. The exception is in Individual, where a portion of the documents
are captured upfront and exported into Individual’s Business Process Management (“BPM”) tool
(Viewstar). Symetra would like to modify its internal processes to allow for upfront scanning for
all workflows, thus allowing Symetra to take advantage of some of the efficiencies provided by a
BPM tool. Utilizing an upfront capture model will require that the vast majority of Symetra
documents be captured within 24 hours of receipt at the capture facility. At this time, there are
three known exceptions to this 24 hour turnaround; the Individual New Business workflow, and the
variable products in both Individual and Retirement Services, all of which require four hour
turnaround times. ACS will work with Symetra to develop more detailed Service specifications.
The 2003 document capture volumes for each of the Symetra entities using the Safeco Corporate
Content Management Solution are as follows:
Confidential Information
Page 2
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 2H — Content Management Services SOW
Schedule 2H — Content Management Services SOW
| Documents | Pages | |||||||
Agency Appointments |
18,644 | 41,319 | ||||||
Group Benefits |
10,511 | 185,456 | ||||||
Income Annuities |
24,145 | 156,858 | ||||||
Individual (upfront) |
136,843 | 253,025 | ||||||
Individual |
267,146 | 2,006,578 | ||||||
Retirement Services |
286,760 | 755,380 | ||||||
In performing the content management Services required hereunder, ACS will work closely with
Symetra to ensure a smooth transition and ACS shall meet all of the requirements set forth in this
Content Management Services SOW.
The following provides additional detail on the current Content Management Solution provided by
Symetra:
| • | FileNet Content Services 5.1 | ||
| • | 1 Compaq DL380 Server |
| • | 1 GIG RAM | ||
| • | 1.6 Terabytes of virtual memory (currently half full) | ||
| • | 2 RAID 5 arrays (each array has 14 drives). |
| • | Property manager, storage manager and SQL v7.0 database (index metadata) are all located on the same server. | ||
| • | Two content services libraries with 6 document classes (Individual and the rest of Symetra) | ||
| • | Majority of images are multi-page group IV tiffs (no annotations, no versioning) | ||
| • | A small number of files in their native file format (Microsoft Word, Microsoft Excel, and PDF) | ||
| • | Captiva’s Input Accel 4.0 for capture. | ||
| • | 24 million images and their associated index values. | ||
| • | 300,000 images added a month. | ||
| • | 700 users accessing documents. | ||
| • | Characters to Index 10-30 depending on business. |
4.0 Content Management Requirements
ACS shall provide content management Services to support the following Services requirements
and specifications:
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Page 3
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 2H — Content Management Services SOW
Schedule 2H — Content Management Services SOW
| • | Document Capture: |
| • | Single or batch document scanning | ||
| • | Image enhancement (Deskew, despeckle, etc.) | ||
| • | OCR/ICR | ||
| • | Customizable interface |
| • | Library functions: |
| • | Storage of scanned Images, digital assets (images, sound, movies), Microsoft Office documents, and publishing output. | ||
| • | Managed content with the ability for End Users to check in and check out documents, create versions, and track changes made to the content. | ||
| • | Ability to add annotations to scanned images | ||
| • | Ability to use Microsoft Active Directory for security | ||
| • | Records management for regulatory and compliance issues (Retention, SOX, etc) | ||
| • | A security model that controls access to view, publish, annotate, and delete content. Security by user groups, document class, and document. |
| • | Search Function: |
| • | A robust search engine with index based search criteria to find content. | ||
| • | A security model that controls access to view, publish, annotate, and delete content. | ||
| • | An application programming interface (API) to provide a single browser-based interface to multiple repositories/systems. | ||
| • | Viewer with the following functions: |
| — | Reverse, rotate, scale, scroll, and zoom. | ||
| — | Annotations and markups, such as highlight, stamp, initials. | ||
| — | Thin client — Internet Explorer |
| • | Application Integration: |
| • | 401K On-Line enrollment — Upload to Content Management Solution | ||
| • | Facsimile Transmissions — Upload to Content Management Solution | ||
| • | Upload of files in their native file format (Microsoft Word, Microsoft Excel, Microsoft PowerPoint, Microsoft Outlook, PDF) to Content Management Solution | ||
| • | Clarify CRM | ||
| • | EiStream ViewStar Workflow | ||
| • | RightFax |
Confidential Information
Page 4
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 2H — Content Management Services SOW
Schedule 2H — Content Management Services SOW
Content Management — Daily Production Processing SLRs
| General Administration | Performance | |||||
| Task | Service Measure | Target | SLR Performance % | |||
Incoming mail returns
|
Response time (SLA/SLR measurement and performance Target adjustment period of 90 days after production deployment date) |
Returns completed
within 1 Business Day after determination that documents cannot be processed (illegible, damaged mail, out sorts, etc.) |
[***]% | |||
| Formula | To be agreed by the Parties | |||||
| Measurement Interval | Capture daily, measure monthly, report monthly within approved operational windows | |||||
| Measurement Tool | Web report | |||||
Content Management — Printed Output Image Archive SLRs
| General Administration | Performance | |||||
| Task | Service Measure | Target | SLR Performance % | |||
Accessibility of
archived output data
from FileNet
|
Response time (SLA/SLR measurement and performance Target adjustment period of 90 days after production deployment date) |
Within 1 Business Day of corresponding print output | [***]% | |||
Availability of
archived images from
FileNet
|
Number of responses
(SLA/SLR measurement and performance Target adjustment period of 90 days after production deployment date) |
Archive system available during scheduled hours | [***]% |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
Confidential Information
Page 5
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 2H — Content Management Services SOW
Schedule 2H — Content Management Services SOW
Content
Management — Printed Output Image Archive SLRs
| General Administration | Performance | |||||
| Task | Service Measure | Target | SLR Performance % | |||
Online Viewing
|
Response time (SLA/SLR measurement and performance Target adjustment period of 90 days after production deployment date) |
Document viewable within 5 seconds of valid request for data | [***]% | |||
| Formula | Number of requests completed within performance Target/total of all requests occurring during Measurement Interval | |||||
| Measurement Interval | Capture daily, measure monthly, report monthly within approved operational windows |
|||||
| Measurement Tool | To be agreed by the Parties | |||||
Content Management — Capture Management SLRs
| General Administration | Performance | |||||
| Task | Service Measure | Target | SLR Performance % | |||
Scanning
|
Scanning accuracy (SLA/SLR measurement and performance Target adjustment period of 90 days after production deployment date) |
Straight on the
screen and readable
from left to right,
In focus and
clearly readable on
the computer
screen. No data is
cutoff Less than 5 degrees of skew from the original image. Blank backside pages are properly deleted. Failure of any one or more of these targets contributes a reduction in scanning performance. |
[***]% |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
Confidential Information
Page 6
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 2H — Content Management Services SOW
Schedule 2H — Content Management Services SOW
Content Management — Capture Management SLRs
| General Administration | Performance | |||||
| Task | Service Measure | Target | SLR Performance % | |||
Indexing
|
Scanning accuracy (SLA/SLR measurement and performance Target adjustment period of 90 days after production deployment date) |
Index Accuracy is defined as the overall accuracy of all index fields except for memo fields. All index fields will be in error if one character is wrong. Memo field accuracy is based on the contents of the entire field. If the memo field is unreadable, it will count as an error in the accuracy calculation. | [***]% | |||
Timeliness of turnaround
|
Response time (SLA/SLR measurement and performance Target adjustment period of 90 days after production deployment date) |
Completed within 24 hours of cut-off schedule (cut-off schedule to be agreed by the parties) | [***]% | |||
Backfiles
|
Response time (SLA/SLR measurement and performance Target adjustment period of 90 days after production deployment date) |
Backfiles, (paper and/or fiche), are imaged within 1 Business Day as requested | [***]% | |||
Records Retention
|
Document retention
life cycle (SLA/SLR measurement and performance Target adjustment period of 90 days after production deployment date) |
Documents retained according to schedule | [***]% |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
Confidential Information
Page 7
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 2H — Content Management Services SOW
Schedule 2H — Content Management Services SOW
Content Management — Capture Management SLRs
| General Administration | Performance | |||||
| Task | Service Measure | Target | SLR Performance % | |||
Receipt and Sorting
|
Response time (SLA/SLR measurement and performance Target adjustment period of 90 days after production deployment date) |
Within 24 hours of
cut-off schedule
(cut-off schedule
to be agreed by the
Parties) Overnight and Special Delivery mail are scanned within 4 Business Day Hours of receipt. Not to exceed 5% of the daily volume. |
[***]% | |||
Rescans
|
Response time (SLA/SLR measurement and performance Target adjustment period of 90 days after production deployment date) |
Within 90 day retention period, rescans will occur within 24 hours of receipt of the request | [***]% | |||
Requests for Originals
|
Response time (SLA/SLR measurement and performance Target adjustment period of 90 days after production deployment date) |
Within the 90 day retention period, an original request will be returned to Symetra within 24 hours of receipt of the request provided that storage file is easily identifiable | [***]% | |||
Destruction / Recycling
|
Response time (SLA/SLR measurement and performance Target adjustment period of 90 days after production deployment date) |
Documents destroyed per document retention/destruction schedule (schedule to be agreed by the Parties) | [***]% | |||
| Formula | Total number of measured items minus the number of items in error, divided by the total number of measured items. | |||||
| Measurement Interval | Capture daily, measure monthly, report monthly within approved operational windows |
|||||
| Measurement Tool | Varies depending on the task | |||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
Confidential Information
Page 8
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 2H — Content Management Services SOW
Schedule 2H — Content Management Services SOW
FileNet Content Management — Daily Hosting Production Processing SLRs
| General Administration | ||||||
| Task | Service Measure | Performance Target | SLR Performance % | |||
Acceptance of Inbound
PDF Images from
Output
|
FileNet system’s
importation of
inbound PDFs from
the ACS supported
output system per
agreed to schedule Response time (SLA/SLR measurement and performance Target adjustment period of 90 days after production deployment date) |
Images should be imported into the FileNet system within 4 Business Hours. | [***]% | |||
| Formula | Number of requests completed within performance Target/total of all requests occurring during Measurement Interval | |||||
| Measurement Interval | Capture daily, measure monthly, report monthly within approved operational windows |
|||||
| Measurement Tool | Varies depending on the task | |||||
4.1 Reports
Without limiting the terms of Section 2.11.1 of the Agreement, ACS shall provide written reports to
Symetra regarding ACS’ compliance with the SLRs and other content management reports specified in
this Content Management Services SOW.
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
Confidential Information
Page 9
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 2H — Content Management Services SOW
Schedule 2H — Content Management Services SOW
5.0 Referenced SOW Appendices and SOW Schedules
5.1 Referenced Data Center SOW Appendices
Not applicable.
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
Confidential Information
Page 10
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3—Fees
Schedule 3—Fees
Schedule 3
Fees
for
Symetra Life Insurance Company
October 28, 2004
| Mod 04 | Confidential Information | |
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3—Fees
Schedule 3—Fees
Table of Contents
1.0 Annual Services Fees |
2 | |||
2.0 Management Fees |
2 | |||
3.0 Transition Fees |
3 | |||
4.0 Baselines |
3 | |||
5.0 Fees For Recurring Services |
5 | |||
5.1 Fixed Unit Pricing |
5 | |||
5.2 ARC/RRC Units; Adjustments Outside of Deadband Allowance |
5 | |||
6.0 Basis of Pricing and Assumptions |
6 | |||
6.1 Basis of Pricing |
6 | |||
6.2 Key Assumptions |
7 | |||
List of Tables |
||||
Table 1. Annual Services Fees |
2 | |||
Table 2. Management Fees |
2 | |||
Table 3. Transition Fees |
3 | |||
Table 4. Baselines |
3 | |||
Table of Appendices |
||||
Appendix A Detailed Transition Fees |
||||
Appendix B ARC/RRC Unit Prices |
| Mod 04 | Confidential Information | |
| Page 1 |
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3—Fees
Schedule 3—Fees
1.0 Annual Services Fees
The following are the Annual Services Fees for the Services, subject to adjustments as
provided for in this Schedule 3 and in the Agreement. The Annual Services Fees will be divided by
twelve (12) to determine the amount of fees to be invoiced monthly. If there is an adjustment to
the Annual Services Fees, then the monthly amount will be recalculated on a going-forward basis,
and the adjusted amount of Annual Services Fees will replace and supersede the prior Annual
Services Fees for purposes of Table 1 below.
Table 1. Annual Services Fees
| YEAR | Amount | |||
Year 1 Annual Services Fees |
$ | [***] | ||
Year 2 Annual Services Fees |
$ | [***] | ||
Year 3 Annual Services Fees |
$ | [***] | ||
Year 4 Annual Services Fees |
$ | [***] | ||
Year 5 Annual Services Fees |
$ | [***] | ||
Total Annual Services Fees |
$ | [***] | ||
| Note: | Annual Services Fees include all recurring carrier and network costs. Mod 04 removed output supplies and DR funding for output |
ACS hereby grants to Symetra a sales inducement credit equal to $[***] Dollars
($ $[***] ), which Symetra shall have the right to apply against invoices issued by ACS
during the first twelve (12) months following the Effective Date, provided that the dollar amount
of any single application shall not exceed $[***] ($ $[***] ).
2.0 Management Fees
ACS will establish, staff and operate a program management office in accordance with Schedule
1 (Relationship Management) and Schedule 2 (Service Tower Services). The Fees for those Services
are included in the Annual Services Fees and are identified in Table 2 below:
Table 2. Management Fees
| Monthly | Monthly | Monthly | Monthly | Monthly | ||||||||||||||||
| Item Description | Year 1 | Year 2 | Year 3 | Year 4 | Year 5 | |||||||||||||||
Management Fees – Data Center |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||||
Management Fees – Distributed Computing |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||||
Management Fees – Help Desk |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||||
Management Fees – Network |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||||
Management Fees – Voice |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||||
Management Fees – Output |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||||
Management Fees – Content |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||||
Total Management Fees |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp.,
this information has been filed separately with the Securities and Exchange Commission.
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Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3—Fees
Schedule 3—Fees
3.0 Transition Fees
The following are the transition / one-time Fees for the Services.
Table 3. Transition Fees
| Item Description | Year 1 | Year 2 | Year 3 | Year 4 | Year 5 | |||||||||||||||
Transition Fees – Data Center |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||||
Transition Fees – Distributed Computing |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||||
Transition Fees – Help Desk |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||||
Transition Fees – Network |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||||
Transition Fees – Voice |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||||
Transition Fees – Output Processing |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||||
Transition Fees – Content Management |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||||
Total Transition Fees |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||||
The transition Fees will be invoiced as Services are received, due in accordance with Section
6.3.1 (b) of the Agreement. Invoicing will itemize: hardware, software, telecommunication
pass-through charges and professional Services fees. The transition Fees referenced above are
described in greater detail in Appendix A.
4.0 Baselines
Table 4 sets forth the Baselines for each of the first five (5) Contract Years (estimates only
in the case of Contract Years two (2) through five (5)). The Baselines shall be re-set as provided
in Section 6.2.3 of the Agreement.
Table 4. Baselines
| BASELINES | ||||||||||||||||||||
| Item Description | Year 1 | Year 2 | Year 3 | Year 4 | Year 5 | |||||||||||||||
Data Center |
||||||||||||||||||||
Mainframe Server (MIPS) |
410 | 410 | 410 | 437 | 503 | |||||||||||||||
Mainframe DASD (GB) |
1,883 | 2,353 | 2,941 | 3,677 | 4,596 | |||||||||||||||
Mainframe Tape |
13,540 | 14,217 | 14,928 | 15674 | 16,458 | |||||||||||||||
Microfiche |
9,000 | 6,750 | 5,063 | 3,797 | 2,848 | |||||||||||||||
Laser (3900) Printer |
415,972 | 332,742 | 266,193 | 212,955 | 170,364 | |||||||||||||||
NT Application Server |
36 | 38 | 40 | 42 | 44 | |||||||||||||||
NT Database Server |
6 | 7 | 8 | 9 | 10 | |||||||||||||||
NT File/Print Server |
16 | 17 | 18 | 19 | 20 | |||||||||||||||
NT Messaging Server |
9 | 10 | 10 | 11 | 12 | |||||||||||||||
NT Web/http |
19 | 20 | 11 | 22 | 23 | |||||||||||||||
Other NT Servers |
21 | 24 | 27 | 29 | 31 | |||||||||||||||
Additional Infrastructure Support |
21 | 7.05 | 28.5 | 21 | 22.05 | |||||||||||||||
Development/Test/QA |
80 | 84 | 88 | 92 | 97 | |||||||||||||||
NT Tape Backup |
7.5 | 10 | 12.5 | 15.0 | 17.5 | |||||||||||||||
NT SAN Storage |
16,384 | 16,384 | 18,432 | 20,480 | 22,528 | |||||||||||||||
Project Pool Hours |
100 | 100 | 100 | 100 | 100 | |||||||||||||||
Distributed Computing |
||||||||||||||||||||
Management Services |
1 | 1 | 1 | 1 | 1 | |||||||||||||||
Desktop
Support - Remote Offices |
103 | 103 | 103 | 103 | 103 | |||||||||||||||
Laptop
Support - Remote Offices |
36 | 36 | 36 | 36 | 36 | |||||||||||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp.,
this information has been filed separately with the Securities and Exchange Commission.
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Symetra Life Insurance Company (Symetra)
Schedule 3—Fees
Schedule 3—Fees
| BASELINES | ||||||||||||||||||||
| Item Description | Year 1 | Year 2 | Year 3 | Year 4 | Year 5 | |||||||||||||||
PDA Support - Remote Offices |
26 | 26 | 26 | 26 | 26 | |||||||||||||||
**Distributed High-volume
Production/Printing |
1 | 1 | 1 | 1 | 1 | |||||||||||||||
Network-Attached Printer Support - HQ
& Remote |
73 | 75 | 77 | 79 | 81 | |||||||||||||||
IMProvider for PCs / Net Printers -
Remote Offices |
26 | 26 | 26 | 27 | 27 | |||||||||||||||
**IMProvider
for Servers - HQ & Remote |
1 | 1 | 1 | 1 | 1 | |||||||||||||||
Desktop Support and Engineering |
1112 | 1108 | 1106 | 1103 | 1101 | |||||||||||||||
Help Desk |
||||||||||||||||||||
Help Desk Calls |
973 | 997 | 1,020 | 1,045 | 1,045 | |||||||||||||||
Help Desk Tool Use (Symetra IT Use of
Provider Tools) |
17 | 18 | 19 | 19 | 19 | |||||||||||||||
Data Network |
||||||||||||||||||||
Managed Routers |
15 | 15 | 15 | 15 | 15 | |||||||||||||||
Managed Switches |
17 | 17 | 17 | 17 | 17 | |||||||||||||||
Managed DSUs/CSUs |
5 | 5 | 5 | 5 | 5 | |||||||||||||||
Managed Firewalls |
4 | 4 | 4 | 4 | 4 | |||||||||||||||
Voice |
||||||||||||||||||||
Large PBX’s (Over 300 handsets /
Extensions) |
1,007 | 1,030 | 1,053 | 1,077 | 1,101 | |||||||||||||||
PBX Handsets |
1,110 | 1,133 | 1,156 | 1,180 | 1,204 | |||||||||||||||
PBX -Like Services |
1,110 | 1,133 | 1,156 | 1,180 | 1,204 | |||||||||||||||
ACD-Like Services |
150,000 | 153,600 | 157,286 | 161,061 | 164,927 | |||||||||||||||
IVR-Like Services |
150,000 | 153,600 | 157,286 | 161,061 | 164,927 | |||||||||||||||
Voice Mail Systems |
1,248 | 1,271 | 1,294 | 1,318 | 1,342 | |||||||||||||||
Voice Circuit Monitoring |
1 | 1 | 1 | 1 | 1 | |||||||||||||||
Call Recording |
1 | 1 | 1 | 1 | 1 | |||||||||||||||
Output |
||||||||||||||||||||
Page Output (Simplex Printed Page) |
612,214 | 673,435 | 740,779 | 814,857 | 896,343 | |||||||||||||||
Post-Processing |
306,650 | 337,315 | 371,047 | 408,152 | 448,967 | |||||||||||||||
6x9 envelopes |
287,105 | 315,816 | 347,398 | 382,138 | 420,352 | |||||||||||||||
Automated flat envelopes |
9,014 | 9,915 | 10,907 | 11,998 | 13,198 | |||||||||||||||
Boxes |
10,362 | 11,398 | 12,538 | 13,792 | 15,171 | |||||||||||||||
Binding |
169 | 186 | 205 | 226 | 249 | |||||||||||||||
Storage |
500 | 575 | 661 | 760 | 874 | |||||||||||||||
Forms Coding and Maintenance |
208 | 208 | 208 | 208 | 208 | |||||||||||||||
Postal Presorting |
287,105 | 315,816 | 347,398 | 382,138 | 420,352 | |||||||||||||||
Supplies to be supplied by Symetra |
||||||||||||||||||||
6x9 envelopes |
287,105 | 315,816 | 347,398 | 382,138 | 420,352 | |||||||||||||||
Flat envelopes |
9,014 | 9,915 | 10,907 | 11,998 | 13,198 | |||||||||||||||
Boxes |
10,362 | 11,398 | 12,538 | 13,792 | 15,171 | |||||||||||||||
Content Management |
||||||||||||||||||||
744,049 annual document volumes |
744,049 | 744,049 | 744,049 | 744,049 | 744,049 | |||||||||||||||
Annual number of pages |
3,398,616 | 3,398,616 | 3,398,616 | 3,398,616 | 3,398,616 | |||||||||||||||
Mailroom |
283,218 | 283,218 | 283,218 | 283,218 | 283,218 | |||||||||||||||
Scanning |
283,218 | 283,218 | 283,218 | 283,218 | 283,218 | |||||||||||||||
Indexing |
62,004 | 62,004 | 62,004 | 62,004 | 62,004 | |||||||||||||||
MicroFiche/Film BF Conversion (Scan on-demand only) |
8,000,000 | 8,000,000 | 8,000,000 | 8,000,000 | 8,000,000 | |||||||||||||||
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Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3—Fees
Schedule 3—Fees
5.0 Fees For Recurring Services
5.1 Fixed Unit Pricing
Fees for recurring Services are aggregated and based upon fixed unit prices for the resource
consumption or volumes identified in the applicable Baselines. The fees represent all variable and
fixed cost components comprising ACS’ charges to deliver the Services. In accordance with the terms
set forth in Section 6.2.3, the fees will be adjusted (subject to the Deadband Allowance described
below) to the actual resource consumption/volumes in the user environment, and will take effect on
the invoice for the following month. For any resource consumption/volumes that may vary from
day-to-day or other periodic basis, a monthly average will be used to determine whether an
adjustment based on an increase or decrease in resource consumption or volumes should be made.
The Parties have established a “Deadband Allowance” that provides for Services growth and
contraction within a five percent (5%) variance above and below the Baselines. Accordingly, if
there is a variation in a resource consumption or volume within the Deadband Allowance, there will
be no fee adjustment.
| – | Example (Fixed Unit Price): If the Baseline for a Service is one hundred (100) users, then the charge will be calculated as one hundred (100) times the unit price. | |
| – | Example (Within Deadband Allowance): If the Baseline for a Service is one hundred (100) users, the Deadband Allowance starts at ninety-five (95) and ends at one hundred five (105). There is no adjustment of Fees for adding or subtracting users within this range. |
5.2 ARC/RRC Units; Adjustments Outside of Deadband Allowance
A. ARC/RRC Units. ARC and RRC unit charges/reductions have been defined for each component of
Service in the Table included in Appendix B.
For additions or deletions to resource consumption/volumes outside the Deadband Allowance, the
monthly fee will increase or decrease based on the incremental resource consumption/volume from the
Deadband Allowance low point (for delete) or high point (for add) times the unit price.
| – | Example (ARC Within Deadband Allowance): If the Baseline is one hundred (100) users, and actual volume is one hundred thirty (130) users, on the next monthly invoice, the fee is calculated as 105 * x + (130-105) * y (where “x” = fixed unit price and “y” = unit price for add units) | |
| – | Example (RRC Within Deadband Allowance): If the Baseline is one hundred (100) users, and actual volume is seventy-five (75) users, on the next monthly invoice, the fee is calculated as 95 * x + (75-95) * (z — x) (where “x” = fixed unit price and “z” = unit price for delete units) |
B. Adjustments Outside of Deadband Allowance. If Symetra’s actual consumption/volume for a
particular component of Service is twenty percent (20%) higher or lower than the applicable
Baseline during any ninety (90) consecutive calendar days, the Parties agree to re-set the affected
Baseline(s) and to negotiate in good faith pricing for the higher or lower Baseline(s).
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Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3Fees
Schedule 3Fees
6.0 Basis of Pricing and Assumptions
| 6.1 | Basis of Pricing | |
| The basis for the Fees in this Schedule 3 include the following: | ||
| Data Center |
| • | Pricing for hot site includes 300 MIPS, 1.2GB DASD, one hundred twenty (120) shared servers, one (1) email retention server, disaster recovery analyst travel and seventy-two (72) hours annual test time. | ||
| • | “Project Pool” shall mean one hundred (100) hours per month for infrastructure-related IT work requested by Symetra so long as: (a) the request is for a discrete unit of non-recurring work, it requires start-up, planning and execution; (b) the work is not required for ACS to meet other obligations under the Agreement; (c) the work is not required to meet SLAs. Symetra and ACS will assess and adjust number of hours in the Project Pool during 1Q and 3Q of each calendar year. If Symetra authorizes an increase in the Project Pool hours per month, the rate for such additional Services shall be provided at the blended rate of [***] ($[***]) per hour. If Symetra exceeds the number of Project Pool hours available in a given month, the excess hours will be charged using the above blended rate. If Symetra does not fully utilize the Project Pool hours available in a given month, the balance of unused hours available for that month shall remain chargeable, and the hours shall accumulate and aggregate and be usable for a twelve (12) month period from the date they were not used, after which time such hours shall expire. | ||
| • | The NT SAN storage Baseline is an approximate total. Actual NT SAN storage requirements will be refined during transition. Pricing is assumed as a linear scale basis for volume increases or decreases from the Baseline. |
| Distributed computing |
| • | N/A |
| Help Desk |
| • | N/A |
| Data Network |
| • | Circuit rates represent monthly recurring charges. Installation charges are waived by carrier if circuit is kept in place for one (1) year. If a circuit is disconnected before one (1) year the carrier will impose the original install fee of up to [***] Dollars ($[***]). This fee, if applicable, will be charged to Symetra as a pass through expense. |
| Voice |
| • | Symetra retains maintenance costs for owned or leased PBX systems. | ||
| • | Voice transport and long distance rates are billed directly to Symetra with an additional [***] percent ([***]%) management fee. |
| Output Services |
| • | Monthly fee will be based on actual volume processed. |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp.,
this information has been filed separately with the Securities and Exchange Commission.
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Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3—Fees
Schedule 3—Fees
| • | Volume does not drop below twenty percent (20%) of volume stated in RFP. | ||
| • | Symetra will prepay postage into USPS metered accounts. | ||
| • | Symetra to provide all consumable print supplies with the exception of white 81/2 by 11 (cut-sheet and continuous feed) and 8/12 x 11 perforated cut sheets (SYM-100-continous feed, 200 cut sheet, 1400 perforated cut sheets). | ||
| • | Output DR is not available at this time. |
| Content Management Services |
| • | Five (5) indexed fields with no more than nine (9) keystrokes per field (defined by product line). | ||
| • | Shipping, paper storage, and certified destruction, and telecom costs are pass-through items billed to Symetra, i.e., paper backfile, microfiche, outsorts, checks, patch sheets, etc. | ||
| • | Paper and fiche storage costs not to exceed thirty (30), sixty (60), ninety (90), and one hundred eighty (180) days from receipt from Symetra depending upon product type. | ||
| • | The FileNet software includes a test suite to perform testing against current applications. | ||
| • | Assumes content management Services with two hundred fifty (250) dedicated SLUs and 110 SLUs at a ration of 4:1. A total of seven hundred (700) total system users is assumed. | ||
| • | ACS assumes that Symetra’s preferred approach for development of new, P8 compatible versions of the following applications will be completed via in-house development or the use of FileNet’s professional services: |
| o | 401(k) On-Line enrollment — Upload to content management solution | ||
| o | Clarify CRM | ||
| o | EiStream ViewStart Workflow |
| 6.2 | Key Assumptions | |
| The following are key assumptions on which the Fees in this Schedule are based: | ||
| Data Center |
| • | Pricing assumes software listed in Attachment L to the Agreement. Additional software requirements will incur additional charges if discovered after the Effective Date. | ||
| • | ACS will be allowed to install and execute SOFT AUDIT to validate software inventory. | ||
| • | Symetra will retain responsibility for copying Symetra Data at the Redmond data center from both physical tape and the VSM to ACS VTS and physical drives temporarily installed at the RDC for migration purposes. | ||
| • | Safeco ACF2 security database with Symetra Data will be provided to ACS for migration purposes. | ||
| • | ACS will be allowed to use full system lift methodology to perform the transition from the Safeco data center to the ACS data center. | ||
| • | Channel and DASD requirements for migration purposes at Safeco data center are retained expenses. | ||
| • | Assumes Symetra data will be segregated by DASD volumes to support full volume dumps. | ||
| • | Safeco and Symetra will provide necessary IT configuration and architectural information in ACS-requested format required to establish the new Symetra IT |
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Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3—Fees
Schedule 3—Fees
| infrastructure, thus simplifying configuration of new enterprise equipment and environment. | |||
| • | Pricing for hot site includes 300 MIPS, 1.2GB DASD, one hundred twenty (120) shared servers, one (1) email retention server, disaster recovery analyst travel and seventy-two (72) hours annual test time. | ||
| • | Processor utilization is defined as physical machine utilization taken from the SMF type-70 records as reported by IBM’s “RMF CPU Summary Report”. SMF records are recorded on a fifteen (15)-minute interval (ninety-six (96) intervals each day) and report the average processor utilization during the interval. | ||
| • | Baseline configuration is defined as an IBM Z890 system configured for 410 MIPS offered capacity. [***] Dollars ($[***]) monthly fee for twelve (12) months post transition that will serve as ‘term insurance’ for capability to increase to 489 MIPS with option to renew term insurance annually. Upon direction by Symetra to discontinue the 489 MIP option, ACS will reduce recurring billings by [***] Dollars ($[***]) per month. | ||
| • | To increase mainframe capacity to a 489 MIP Mainframe processor, a High-Utilization-Week is defined as five (5) consecutive non-holiday weekdays (Monday through Friday) with average CPU utilization of seventy percent (70%) or higher of the Baseline configuration. | ||
| • | To reduce mainframe capacity to a 312 MIP Mainframe processor, a High-Utilization-Week (as defined above) should measure below fifty percent (50%) processor utilization of the Baseline configuration for each of four (4) consecutive months. ACS will perform a capacity study and determine the feasibility of a mainframe downgrade. After presentation of the study, Symetra management, at its sole discretion, may elect to initiate a mainframe processor downgrade with associated RRC credits (as described in this Schedule 3). Mainframe processor downgrade will occur in the first quarter following fiscal year end. |
| Distributed computing |
| • | None |
| Help Desk |
| • | None |
| Data Network |
| • | Pricing for VAN connections is not included. | ||
| • | Circuit rates represent monthly recurring charges. Installation charges are waived by carrier if circuit is kept in place for one (1) year. If a circuit is disconnected before one (1) year the carrier may impose the original install fee of up to [***] Dollars ($[***]). This fee, if applicable, will be charged to Symetra as a pass through expense, without markup. | ||
| • | Internet access- sold as a bundled service from the carriers and is not broken down by port and access charges. |
| Voice |
| • | Symetra retains maintenance costs for owned or leased PBX systems. |
| Output Services |
| • | Monthly fee will be based on actual volume processed. |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp.,
this information has been filed separately with the Securities and Exchange Commission.
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Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3—Fees
Schedule 3—Fees
| • | Third Party presort house will be used for 6x9 envelopes to achieve postal discounts. | ||
| • | Symetra to provide all consumable print supplies with the exception of white 81/2 by 11 (cut-sheet and continuous feed) and 8/12 x 11 perforated cut sheets (SYM-100-continous feed, 200 cut sheet, 1400 perforated cut sheets). |
| Content Management Services |
| • | New business P.O. box mail will be immediately re-routed to Kentucky to begin pilot. | ||
| • | Content management and mailroom image Services will be performed by ACS domestically in London, Kentucky. |
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Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3—Fees
Schedule 3—Fees
Appendix A
– Detailed Transition Fees
[***]
The actual billing date may vary based on the final Transition Plan.
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp.,
this information has been filed separately with the Securities and Exchange Commission.
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Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3—Fees
Schedule 3—Fees
Appendix B
– ARC/RRC Unit Prices
| Price for Add Units | Price for Delete Units | |||||||||||
| Baseline Unit Price | (ARC) | (RRC) | ||||||||||
| Baseline Unit Price | Increase Above the | Decrease Below the | ||||||||||
| (extended Unit | Deadband | Deadband | ||||||||||
| Pricing remains | (Increase from 5.1% to | (Decrease from 5.1% to | ||||||||||
| constant within the | 20% above the Initial | 20% below the Initial | ||||||||||
| Item Description | 10% Deadband) | Order Counts) | Order Counts) | |||||||||
Year 1 |
||||||||||||
Data Center |
||||||||||||
Mainframe Server (per MIP) |
$ | [***] | $ | [***] | $ | [***] | ||||||
Mainframe DASD (per GB) |
$ | [***] | $ | [***] | $ | [***] | ||||||
Mainframe Tape |
$ | [***] | $ | [***] | $ | [***] | ||||||
Application Server |
$ | [***] | $ | [***] | $ | [***] | ||||||
Database Server |
$ | [***] | $ | [***] | $ | [***] | ||||||
File/Print Server |
$ | [***] | $ | [***] | $ | [***] | ||||||
Messaging Server |
$ | [***] | $ | [***] | $ | [***] | ||||||
Web/HTTP Server |
$ | [***] | $ | [***] | $ | [***] | ||||||
Development/Test/QA |
$ | [***] | $ | [***] | $ | [***] | ||||||
NT Tape Backup |
$ | [***] | $ | [***] | $ | [***] | ||||||
NT SAN Storage SLA-1 |
$ | — | $ | [***] | $ | [***] | ||||||
NT SAN Storage SLA-2 |
$ | [***] | $ | [***] | $ | [***] | ||||||
IT Continuity |
$ | [***] | $ | — | $ | — | ||||||
Print |
$ | [***] | $ | — | $ | — | ||||||
Other - Project Pool Hours (rate per hour) |
$ | [***] | $ | [***] | $ | [***] | ||||||
EAM Project - Ongoing labor |
$ | [***] | $ | — | $ | — | ||||||
Distributed Computing |
||||||||||||
Desktop Support - Remote Offices per desktop |
$ | [***] | $ | [***] | $ | [***] | ||||||
Laptop Support - Remote Offices per laptop |
$ | [***] | $ | [***] | $ | [***] | ||||||
PDA Support - Remote Offices per PDA |
$ | [***] | $ | [***] | $ | [***] | ||||||
E-Mail Server Support - HQ & Remote per server |
$ | — | $ | — | $ | — | ||||||
File / Print Server Support - HQ & Remote per server |
$ | — | $ | — | $ | — | ||||||
Network-Attached Printer Support - HQ & Remote per
printer |
$ | [***] | $ | [***] | $ | [***] | ||||||
Remote High-volume Production/Printing |
$ | — | $ | — | $ | — | ||||||
IMAC for PCs / Net Printers - Remote Offices per IMAC |
$ | [***] | $ | [***] | $ | [***] | ||||||
IMAC for Servers - HQ & Remote per IMAC |
$ | [***] | $ | [***] | $ | [***] | ||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp.,
this information has been filed separately with the Securities and Exchange Commission.
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Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3—Fees
Schedule 3—Fees
| Baseline Unit Price | ||||||||||||
| Baseline Unit Price | ||||||||||||
| (extended Unit | Price for Add Units | Price for Delete Units | ||||||||||
| Pricing remains | (ARC) | (RRC) | ||||||||||
| constant within the | Increase Above the | Decrease Below the | ||||||||||
| Item Description | 10% Deadband) | Deadband | Deadband | |||||||||
Help Desk |
||||||||||||
Per Call |
$ | [***] | $ | [***] | $ | [***] | ||||||
5 pack floating user Remedy licenses |
$ | — | $ | [***] | $ | [***] | ||||||
5 pack fixed user Remedy licenses |
$ | — | $ | [***] | $ | [***] | ||||||
100 P-Synch and ID-Synch licenses |
$ | — | $ | [***] | $ | [***] | ||||||
Data Network |
||||||||||||
Routers per unit |
$ | [***] | $ | [***] | $ | [***] | ||||||
Switches per unit |
$ | [***] | $ | [***] | $ | [***] | ||||||
DSUs/CSUs per unit |
$ | [***] | $ | [***] | $ | [***] | ||||||
Firewalls per unit |
$ | [***] | $ | [***] | $ | [***] | ||||||
FRADS per unit |
$ | [***] | $ | [***] | $ | [***] | ||||||
IMProvider per device |
$ | [***] | $ | [***] | $ | [***] | ||||||
Circuits-See Data Transport recurring tab
|
||||||||||||
Hardware for new remote site (Not including circuit costs) |
$ | — | $ | [***] | $ | [***] | ||||||
Hardware cost at each remote site |
$ | — | $ | [***] | $ | [***] | ||||||
Hardware cost for NWSC network module |
$ | — | $ | [***] | $ | [***] | ||||||
BRI Circuit at remote site |
$ | — | $ | [***] | $ | [***] | ||||||
PRI circuit to NWSC |
$ | — | $ | [***] | $ | [***] | ||||||
Local Loop Charges for Circuits |
$ | — | $ | [***] | $ | [***] | ||||||
Internet access -Dual DS-3 burstable to 7.5M |
$ | — | $ | [***] | $ | [***] | ||||||
-Access port fees for Internet access |
$ | — | ||||||||||
Circuits-Point to Point |
$ | — | ||||||||||
-DS3 Point to Point AT&T |
$ | — | $ | [***] | $ | [***] | ||||||
-DS3 - Point to Point-Verizon |
$ | — | $ | [***] | $ | [***] | ||||||
Circuits-Frame relay |
$ | — | ||||||||||
-56k |
$ | — | $ | [***] | $ | [***] | ||||||
-128K |
$ | — | $ | [***] | $ | [***] | ||||||
-256K |
$ | — | $ | [***] | $ | [***] | ||||||
-384K |
$ | — | $ | [***] | $ | [***] | ||||||
-512K |
$ | — | $ | [***] | $ | [***] | ||||||
-768K |
$ | — | $ | [***] | $ | [***] | ||||||
-1.024M |
$ | — | $ | [***] | $ | [***] | ||||||
-1.544M |
$ | — | $ | [***] | $ | [***] | ||||||
DS3- ATM/FR Internetworking |
$ | — | $ | [***] | $ | [***] | ||||||
Voice Communications |
||||||||||||
Circuit monitoring per trunk |
$ | — | $ | — | $ | — | ||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp.,
this information has been filed separately with the Securities and Exchange Commission.
| Mod 04 | Confidential Information | |
| Page 12 |
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3—Fees
Schedule 3—Fees
| Baseline Unit Price | ||||||||||||
| Baseline Unit Price | ||||||||||||
| (extended Unit | Price for Add Units | Price for Delete Units | ||||||||||
| Pricing remains | (ARC) | (RRC) | ||||||||||
| constant within the | Increase Above the | Decrease Below the | ||||||||||
| Item Description | 10% Deadband) | Deadband | Deadband | |||||||||
IMProvider Per PBX |
$ | — | $ | — | $ | — | ||||||
Large PBX’s (over 300 Extensions) per unit |
$ | — | $ | — | $ | — | ||||||
Small PBXs (LT 75 extensions) per unit |
$ | — | $ | — | $ | — | ||||||
PBX Handsets per unit |
$ | — | $ | [***] | $ | [***] | ||||||
ACD, IVR IMProvider |
$ | — | $ | — | $ | — | ||||||
Voice Circuit IMProvider |
$ | — | $ | — | $ | — | ||||||
Teleconferencing |
||||||||||||
Teleconference Services |
$ | — | $ | — | $ | — | ||||||
Calling Cards |
$ | — | $ | — | $ | — | ||||||
Cell Phones |
$ | — | $ | — | $ | — | ||||||
Voice Mailbox Users |
$ | — | $ | — | $ | — | ||||||
Add Locations/Remote
Offices/Remote Workers |
||||||||||||
Location |
$ | — | $ | — | $ | — | ||||||
Remote Office |
$ | — | $ | — | $ | — | ||||||
Remote Worker |
$ | — | $ | [***] | ||||||||
Voice Services-Local and Long
Distance |
||||||||||||
Dedicated |
$ | — | $ | — | $ | — | ||||||
Switched |
$ | — | $ | — | $ | — | ||||||
Circuits |
||||||||||||
Fractional T-1: |
||||||||||||
56/64k |
$ | — | $ | [***] | $ | [***] | ||||||
128k |
$ | — | $ | [***] | $ | [***] | ||||||
256k |
$ | — | $ | [***] | $ | [***] | ||||||
384k |
$ | — | $ | [***] | $ | [***] | ||||||
512k |
$ | — | $ | [***] | $ | [***] | ||||||
DS3-FR |
$ | — | $ | [***] | $ | [***] | ||||||
Fractional DS3- Internet BW |
$ | — | $ | [***] | $ | [***] | ||||||
OCX |
$ | — | $ | — | $ | — | ||||||
Other |
$ | — | ||||||||||
Local Loop Charges for Circuits |
$ | — | $ | [***] | $ | [***] | ||||||
Output Processing |
||||||||||||
Simplex Printed Page |
$ | [***] | $ | [***] | $ | [***] | ||||||
Post-Processing |
||||||||||||
6x9 envelopes |
$ | [***] | $ | [***] | $ | [***] | ||||||
Automated flat envelopes |
$ | [***] | $ | [***] | $ | [***] | ||||||
Boxes |
$ | [***] | $ | [***] | $ | [***] | ||||||
Binding |
$ | [***] | $ | [***] | $ | [***] | ||||||
Storage |
||||||||||||
Forms Coding and Maintenance |
$ | [***] | $ | [***] | $ | [***] | ||||||
Postal Presorting |
$ | [***] | $ | [***] | $ | [***] | ||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp.,
this information has been filed separately with the Securities and Exchange Commission.
| Mod 04 | Confidential Information | |
| Page 13 |
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3—Fees
Schedule 3—Fees
| Baseline Unit Price | ||||||||||||
| Baseline Unit Price | ||||||||||||
| (extended Unit | Price for Add Units | Price for Delete Units | ||||||||||
| Pricing remains | (ARC) | (RRC) | ||||||||||
| constant within the | Increase Above the | Decrease Below the | ||||||||||
| Item Description | 10% Deadband) | Deadband | Deadband | |||||||||
Supplies |
||||||||||||
deleted |
||||||||||||
deleted |
||||||||||||
deleted |
||||||||||||
Duplex Printed Page |
$ | — | $ | [***] | $ | [***] | ||||||
Content Management |
||||||||||||
Mailroom services |
||||||||||||
-Mailroom |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Scanning |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Indexing |
$ | [***] | $ | [***] | $ | [***] | ||||||
MicroFiche/Film BF Conversion
(Scan on-demand only) |
$ | — | ||||||||||
-Prep documents |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Scanning |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Imaging |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Copying |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Indexing |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Checks |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Research |
$ | [***] | $ | [***] | $ | [***] | ||||||
Paper Active BF Conversion |
||||||||||||
-Prep documents |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Scanning |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Imaging |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Copying |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Indexing |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Checks |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Research |
$ | [***] | $ | — | $ | — | ||||||
Lockbox (per check processed) |
$ | [***] | $ | — | $ | — | ||||||
T1 with 512 PVC |
$ | [***] | $ | — | $ | — | ||||||
FileNet Software Maintenance |
$ | [***] | $ | — | $ | — | ||||||
Disaster Recovery |
$ | [***] | $ | — | $ | — | ||||||
Year 2 |
||||||||||||
Data Center |
||||||||||||
Mainframe Server (per MIP) |
$ | [***] | $ | [***] | $ | [***] | ||||||
Mainframe DASD (per GB) |
$ | [***] | $ | [***] | $ | [***] | ||||||
Mainframe Tape |
$ | [***] | $ | [***] | $ | [***] | ||||||
Application Server |
$ | [***] | $ | [***] | $ | [***] | ||||||
Database Server |
$ | [***] | $ | [***] | $ | [***] | ||||||
File/Print Server |
$ | [***] | $ | [***] | $ | [***] | ||||||
Messaging Server |
$ | [***] | $ | [***] | $ | [***] | ||||||
Web/HTTP Server |
$ | [***] | $ | [***] | $ | [***] | ||||||
Development/Test/QA |
$ | [***] | $ | [***] | $ | [***] | ||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp.,
this information has been filed separately with the Securities and Exchange Commission.
| Mod 04 | Confidential Information | |
| Page 14 |
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3—Fees
Schedule 3—Fees
| Baseline Unit Price | ||||||||||||
| Baseline Unit Price | ||||||||||||
| (extended Unit | Price for Add Units | Price for Delete Units | ||||||||||
| Pricing remains | (ARC) | (RRC) | ||||||||||
| constant within the | Increase Above the | Decrease Below the | ||||||||||
| Item Description | 10% Deadband) | Deadband | Deadband | |||||||||
NT Tape Backup |
$ | [***] | $ | [***] | $ | [***] | ||||||
NT SAN Storage SLA-1 |
$ | — | $ | [***] | $ | [***] | ||||||
NT SAN Storage SLA-2 |
$ | [***] | $ | [***] | $ | [***] | ||||||
IT Continuity |
$ | [***] | $ | — | $ | — | ||||||
Print |
$ | [***] | $ | — | $ | — | ||||||
Other - Project Pool Hours |
$ | [***] | $ | [***] | $ | [***] | ||||||
EAM Project - Ongoing labor |
$ | [***] | $ | — | $ | — | ||||||
Distributed Computing |
||||||||||||
Desktop
Support - Remote
Offices per desktop |
$ | [***] | $ | [***] | $ | [***] | ||||||
Laptop
Support - Remote Offices per laptop |
$ | [***] | $ | [***] | $ | [***] | ||||||
PDA Support - Remote Offices
per PDA |
$ | [***] | $ | [***] | $ | [***] | ||||||
E-Mail
Server Support - HQ &
Remote per server |
||||||||||||
File / Print
Server Support - HQ &
Remote per server |
||||||||||||
Network-Attached Printer Support -
HQ & Remote per printer |
$ | [***] | $ | [***] | $ | [***] | ||||||
Remote High-volume
Production/Printing |
||||||||||||
IMAC for PCs / Net Printers -
Remote Offices per IMAC |
$ | [***] | $ | [***] | $ | [***] | ||||||
IMAC for
Servers - HQ & Remote
per IMAC |
$ | [***] | $ | [***] | $ | [***] | ||||||
Help Desk |
||||||||||||
Per Call |
$ | [***] | $ | [***] | $ | [***] | ||||||
5 pack floating user Remedy
licenses |
$ | — | $ | [***] | $ | [***] | ||||||
5 pack fixed user Remedy
licenses |
$ | — | $ | [***] | $ | [***] | ||||||
100 P-Synch and ID-Synch
licenses |
$ | — | $ | [***] | $ | [***] | ||||||
Data Network |
||||||||||||
Routers per unit |
$ | [***] | $ | [***] | $ | [***] | ||||||
Switches per unit |
$ | [***] | $ | [***] | $ | [***] | ||||||
DSUs/CSUs per unit |
$ | [***] | $ | [***] | $ | [***] | ||||||
Firewalls per unit |
$ | [***] | $ | [***] | $ | [***] | ||||||
FRADS per unit |
$ | [***] | $ | [***] | $ | [***] | ||||||
IMProvider per device |
$ | [***] | $ | [***] | $ | [***] | ||||||
Circuits-See Data Transport
recurring tab |
||||||||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp.,
this information has been filed separately with the Securities and Exchange Commission.
| Mod 04 | Confidential Information | |
| Page 15 |
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3—Fees
Schedule 3—Fees
| Baseline Unit Price | ||||||||||||
| Baseline Unit Price | ||||||||||||
| (extended Unit | Price for Add Units | Price for Delete Units | ||||||||||
| Pricing remains | (ARC) | (RRC) | ||||||||||
| constant within the | Increase Above the | Decrease Below the | ||||||||||
| Item Description | 10% Deadband) | Deadband | Deadband | |||||||||
Hardware for new remote site (Not
including circuit costs) |
$ | — | $ | [***] | $ | [***] | ||||||
Hardware cost at each remote
site |
$ | — | $ | [***] | $ | [***] | ||||||
Hardware cost for NWSC network
module |
$ | — | $ | [***] | $ | [***] | ||||||
BRI Circuit at remote site |
$ | — | $ | [***] | $ | [***] | ||||||
PRI circuit to NWSC |
$ | — | $ | [***] | $ | [***] | ||||||
Local Loop Charges for Circuits |
$ | — | $ | [***] | $ | [***] | ||||||
Internet access -Dual DS-3
burstable to 7.5M |
$ | — | $ | [***] | $ | [***] | ||||||
-Access port fees for Internet
access |
||||||||||||
Circuits-Point to Point |
||||||||||||
-DS3 Point to Point AT&T |
$ | — | $ | [***] | $ | [***] | ||||||
-DS3 - Point to Point-Verizon |
$ | — | $ | [***] | $ | [***] | ||||||
Circuits-Frame relay |
||||||||||||
-56k |
$ | — | $ | [***] | $ | [***] | ||||||
-128K |
$ | — | $ | [***] | $ | [***] | ||||||
-256K |
$ | — | $ | [***] | $ | [***] | ||||||
-384K |
$ | — | $ | [***] | $ | [***] | ||||||
-512K |
$ | — | $ | [***] | $ | [***] | ||||||
-768K |
$ | — | $ | [***] | $ | [***] | ||||||
-1.024M |
$ | — | $ | [***] | $ | [***] | ||||||
-1.544M |
$ | — | $ | [***] | $ | [***] | ||||||
DS3- ATM/FR Internetworking |
$ | — | $ | [***] | $ | [***] | ||||||
Voice Communications |
||||||||||||
Circuit monitoring per trunk |
$ | — | $ | — | $ | — | ||||||
IMProvider Per PBX |
$ | — | $ | — | $ | — | ||||||
Large PBX’s (over 300
Extensions) per unit |
$ | [***] | $ | — | $ | — | ||||||
Small PBXs (LT 75 extensions)
per unit |
$ | — | $ | — | $ | — | ||||||
PBX Handsets per unit |
$ | — | $ | [***] | $ | [***] | ||||||
ACD, IVR IMProvider |
$ | — | ||||||||||
Voice Circuit IMProvider |
$ | — | $ | — | $ | — | ||||||
Teleconferencing |
$ | — | $ | — | ||||||||
Teleconference Services |
$ | — | ||||||||||
Calling Cards |
$ | — | $ | — | $ | — | ||||||
Cell Phones |
$ | — | $ | — | $ | — | ||||||
Voice Mailbox Users |
$ | — | $ | — | $ | — | ||||||
Add Locations/Remote
Offices/Remote Workers |
$ | — | $ | — | $ | — | ||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp.,
this information has been filed separately with the Securities and Exchange Commission.
| Mod 04 | Confidential Information | |
| Page 16 |
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3-Fees
Schedule 3-Fees
| Price for Add Units | Price for Delete Units | |||||||||||
| Baseline Unit Price | (ARC) | (RRC) | ||||||||||
| Baseline Unit Price | ||||||||||||
| (extended Unit | ||||||||||||
| Pricing remains | ||||||||||||
| constant within the | Increase Above the | Decrease Below the | ||||||||||
| Item Description | 10% Deadband) | Deadband | Deadband | |||||||||
Location |
$ | — | ||||||||||
Remote Office |
$ | — | $ | — | $ | — | ||||||
Remote Worker |
$ | — | $ | — | $ | — | ||||||
Voice Services-Local and Long
Distance |
$ | — | $ | — | ||||||||
Dedicated |
$ | — | ||||||||||
Switched |
$ | — | $ | — | $ | — | ||||||
Circuits |
$ | — | $ | — | ||||||||
Fractional T-1: |
$ | — | ||||||||||
56/64k |
$ | — | $ | [***] | $ | [***] | ||||||
128k |
$ | — | $ | [***] | $ | [***] | ||||||
256k |
$ | — | $ | [***] | $ | [***] | ||||||
384k |
$ | — | $ | [***] | $ | [***] | ||||||
512k |
$ | — | $ | [***] | $ | [***] | ||||||
DS3-FR |
$ | — | $ | [***] | $ | [***] | ||||||
Fractional DS3- Internet BW |
$ | — | $ | [***] | $ | [***] | ||||||
OCX |
$ | — | $ | — | $ | — | ||||||
Other |
||||||||||||
Local Loop Charges for Circuits |
$ | [***] | $ | [***] | ||||||||
Output Processing |
||||||||||||
Simplex Printed Page |
$ | [***] | $ | [***] | $ | [***] | ||||||
Post-Processing |
||||||||||||
6x9 envelopes |
$ | [***] | $ | [***] | $ | [***] | ||||||
Automated flat envelopes |
$ | [***] | $ | [***] | $ | [***] | ||||||
Boxes |
$ | [***] | $ | [***] | $ | [***] | ||||||
Binding |
$ | [***] | $ | [***] | $ | [***] | ||||||
Storage |
$ | — | ||||||||||
Forms Coding and Maintenance |
$ | [***] | $ | [***] | $ | [***] | ||||||
Postal Presorting |
$ | [***] | $ | [***] | $ | [***] | ||||||
Supplies |
||||||||||||
Deleted |
||||||||||||
Deleted |
||||||||||||
Deleted |
||||||||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
| Mod 04 | Confidential Information Page 17 |
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3-Fees
Schedule 3-Fees
| Price for Add Units | Price for Delete Units | |||||||||||
| Baseline Unit Price | (ARC) | (RRC) | ||||||||||
| Baseline Unit Price | ||||||||||||
| (extended Unit | ||||||||||||
| Pricing remains | ||||||||||||
| constant within the | Increase Above the | Decrease Below the | ||||||||||
| Item Description | 10% Deadband) | Deadband | Deadband | |||||||||
Duplex Printed Page |
$ | [***] | $ | [***] | ||||||||
Content Management |
||||||||||||
Mailroom services |
||||||||||||
-Mailroom |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Scanning |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Indexing |
$ | [***] | $ | [***] | $ | [***] | ||||||
MicroFiche/Film BF Conversion
(Scan on-demand only) |
— | |||||||||||
-Prep documents |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Scanning |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Imaging |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Copying |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Indexing |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Checks |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Research |
$ | [***] | $ | [***] | $ | [***] | ||||||
Paper Active BF Conversion |
— | |||||||||||
-Prep documents |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Scanning |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Imaging |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Copying |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Indexing |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Checks |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Research |
$ | [***] | $ | — | $ | — | ||||||
Lockbox (per check processed) |
$ | [***] | $ | — | $ | — | ||||||
T1 with 512 PVC |
$ | [***] | $ | — | $ | — | ||||||
FileNet Software Maintenance |
$ | [***] | $ | — | $ | — | ||||||
Disaster Recovery |
$ | [***] | $ | — | $ | — | ||||||
Year 3 |
||||||||||||
Data Center |
||||||||||||
Mainframe Server (per MIP) |
$ | [***] | $ | [***] | $ | [***] | ||||||
Mainframe DASD (per GB) |
$ | [***] | $ | [***] | $ | [***] | ||||||
Mainframe Tape |
$ | [***] | $ | [***] | $ | [***] | ||||||
Application Server |
$ | [***] | $ | [***] | $ | [***] | ||||||
Database Server |
$ | [***] | $ | [***] | $ | [***] | ||||||
File/Print Server |
$ | [***] | $ | [***] | $ | [***] | ||||||
Messaging Server |
$ | [***] | $ | [***] | $ | [***] | ||||||
Web/HTTP Server |
$ | [***] | $ | [***] | $ | [***] | ||||||
Development/Test/QA |
$ | [***] | $ | [***] | $ | [***] | ||||||
NT Tape Backup |
$ | [***] | $ | [***] | $ | [***] | ||||||
NT SAN Storage SLA-1 |
$ | [***] | $ | [***] | $ | [***] | ||||||
NT SAN Storage SLA-2 |
$ | [***] | $ | [***] | $ | [***] | ||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
| Mod 04 | Confidential Information Page 18 |
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3-Fees
Schedule 3-Fees
| Price for Add Units | Price for Delete Units | |||||||||||
| Baseline Unit Price | (ARC) | (RRC) | ||||||||||
| Baseline Unit Price | ||||||||||||
| (extended Unit | ||||||||||||
| Pricing remains | ||||||||||||
| constant within the | Increase Above the | Decrease Below the | ||||||||||
| Item Description | 10% Deadband) | Deadband | Deadband | |||||||||
IT Continuity |
$ | [***] | $ | — | $ | — | ||||||
Print |
$ | [***] | $ | — | $ | — | ||||||
Other — Project Pool Hours |
$ | [***] | $ | [***] | $ | [***] | ||||||
EAM Project — Ongoing labor |
$ | [***] | $ | — | $ | — | ||||||
Distributed Computing |
||||||||||||
Desktop Support — Remote
Offices per desktop |
$ | [***] | $ | [***] | $ | [***] | ||||||
Laptop Support — Remote
Offices per laptop |
$ | [***] | $ | [***] | $ | [***] | ||||||
PDA Support — Remote Offices
per PDA |
$ | [***] | $ | [***] | $ | [***] | ||||||
E-Mail Server Support — HQ &
Remote per server |
||||||||||||
File / Print Server Support — HQ &
Remote per server |
||||||||||||
Network-Attached
Printer Support — HQ & Remote per printer |
$ | [***] | $ | [***] | $ | [***] | ||||||
Remote High-volume
Production/Printing |
||||||||||||
IMAC for PCs
/ Net Printers — Remote Offices per IMAC |
$ | [***] | $ | [***] | $ | [***] | ||||||
IMAC for Servers — HQ & Remote
per IMAC |
$ | [***] | $ | [***] | $ | [***] | ||||||
Help Desk |
||||||||||||
Per Call |
$ | [***] | $ | [***] | $ | [***] | ||||||
5 pack floating user Remedy
licenses |
$ | — | $ | [***] | $ | [***] | ||||||
5 pack fixed user Remedy
licenses |
$ | — | $ | [***] | $ | [***] | ||||||
100 P-Synch and ID-Synch
licenses |
$ | — | $ | [***] | $ | [***] | ||||||
Data Network |
||||||||||||
Routers per unit |
$ | [***] | $ | [***] | $ | [***] | ||||||
Switches per unit |
$ | [***] | $ | [***] | $ | [***] | ||||||
DSUs/CSUs per unit |
$ | [***] | $ | [***] | $ | [***] | ||||||
Firewalls per unit |
$ | [***] | $ | [***] | $ | [***] | ||||||
FRADS per unit |
$ | [***] | $ | [***] | $ | [***] | ||||||
IMProvider per device |
$ | [***] | $ | [***] | $ | [***] | ||||||
Circuits-See Data Transport
recurring tab |
||||||||||||
Hardware for new remote site (Not
including circuit costs) |
$ | — | $ | [***] | $ | [***] | ||||||
Hardware cost at each remote
site |
$ | — | $ | [***] | $ | [***] | ||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
| Mod 04 | Confidential Information Page 19 |
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3-Fees
Schedule 3-Fees
| Price for Add Units | Price for Delete Units | |||||||||||
| Baseline Unit Price | (ARC) | (RRC) | ||||||||||
| Baseline Unit Price | ||||||||||||
| (extended Unit | ||||||||||||
| Pricing remains | ||||||||||||
| constant within the | Increase Above the | Decrease Below the | ||||||||||
| Item Description | 10% Deadband) | Deadband | Deadband | |||||||||
Hardware cost for NWSC network
module |
$ | — | $ | [***] | $ | [***] | ||||||
BRI Circuit at remote site |
$ | — | $ | [***] | $ | [***] | ||||||
PRI circuit to NWSC |
$ | — | $ | [***] | $ | [***] | ||||||
Local Loop Charges for Circuits |
$ | — | $ | [***] | $ | [***] | ||||||
Internet access -Dual DS-3
burstable to 7.5M |
$ | — | $ | [***] | $ | [***] | ||||||
-Access port fees for Internet
access |
$ | — | $ | — | $ | — | ||||||
Circuits-Point to Point |
$ | — | $ | — | $ | — | ||||||
-DS3 Point to Point AT&T |
$ | — | $ | [***] | $ | [***] | ||||||
-DS3 - Point to Point-Verizon |
$ | — | $ | [***] | $ | [***] | ||||||
Circuits-Frame relay |
$ | — | ||||||||||
-56k |
$ | — | $ | [***] | $ | [***] | ||||||
-128K |
$ | — | $ | [***] | $ | [***] | ||||||
-256K |
$ | — | $ | [***] | $ | [***] | ||||||
-384K |
$ | — | $ | [***] | $ | [***] | ||||||
-512K |
$ | — | $ | [***] | $ | [***] | ||||||
-768K |
$ | — | $ | [***] | $ | [***] | ||||||
-1.024M |
$ | — | $ | [***] | $ | [***] | ||||||
-1.544M |
$ | — | $ | [***] | $ | [***] | ||||||
DS3- ATM/FR Internetworking |
$ | — | $ | [***] | $ | [***] | ||||||
Voice Communications |
||||||||||||
Circuit monitoring per trunk |
$ | — | $ | — | $ | — | ||||||
IMProvider Per PBX |
$ | — | $ | — | $ | — | ||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
| Mod 04 | Confidential Information Page 20 |
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3-Fees
Schedule 3-Fees
| Price for Add Units | Price for Delete Units | |||||||||||
| Baseline Unit Price | (ARC) | (RRC) | ||||||||||
| Baseline Unit Price | ||||||||||||
| (extended Unit | ||||||||||||
| Pricing remains | ||||||||||||
| constant within the | Increase Above the | Decrease Below the | ||||||||||
| Item Description | 10% Deadband) | Deadband | Deadband | |||||||||
Large PBX’s (over 300
Extensions) per unit |
$ | [***] | $ | — | $ | — | ||||||
Small PBXs (LT 75 extensions)
per unit |
$ | — | $ | — | $ | — | ||||||
PBX Handsets per unit |
$ | [***] | $ | [***] | ||||||||
ACD, IVR IMProvider |
$ | — | $ | — | $ | — | ||||||
Voice Circuit IMProvider |
$ | — | $ | — | $ | — | ||||||
Teleconferencing |
||||||||||||
Teleconference Services |
$ | — | $ | — | $ | — | ||||||
Calling Cards |
$ | — | $ | — | $ | — | ||||||
Cell Phones |
$ | — | $ | — | $ | — | ||||||
Voice Mailbox Users |
$ | — | $ | — | $ | — | ||||||
Add Locations/Remote
Offices/Remote Workers |
||||||||||||
Location |
$ | — | $ | — | $ | — | ||||||
Remote Office |
$ | — | $ | — | $ | — | ||||||
Remote Worker |
$ | — | $ | — | $ | — | ||||||
Voice Services-Local and Long
Distance |
||||||||||||
Dedicated |
$ | — | $ | — | $ | — | ||||||
Switched |
$ | — | $ | — | $ | — | ||||||
Circuits |
||||||||||||
Fractional T-1: |
||||||||||||
56/64k |
$ | — | $ | [***] | $ | [***] | ||||||
128k |
$ | — | $ | [***] | $ | [***] | ||||||
256k |
$ | — | $ | [***] | $ | [***] | ||||||
384k |
$ | — | $ | [***] | $ | [***] | ||||||
512k |
$ | — | $ | [***] | $ | [***] | ||||||
DS3-FR |
$ | — | $ | [***] | $ | [***] | ||||||
Fractional DS3- Internet BW |
$ | — | $ | [***] | $ | [***] | ||||||
OCX |
$ | — | $ | — | $ | — | ||||||
Other |
||||||||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
| Mod 04 | Confidential Information Page 21 |
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3-Fees
Schedule 3-Fees
| Price for Add Units | Price for Delete Units | |||||||||||
| Baseline Unit Price | (ARC) | (RRC) | ||||||||||
| Baseline Unit Price | ||||||||||||
| (extended Unit | ||||||||||||
| Pricing remains | ||||||||||||
| constant within the | Increase Above the | Decrease Below the | ||||||||||
| Item Description | 10% Deadband) | Deadband | Deadband | |||||||||
Local Loop Charges for Circuits |
$ | — | $ | [***] | $ | [***] | ||||||
Output Processing |
||||||||||||
Simplex Printed Page |
$ | [***] | $ | [***] | $ | [***] | ||||||
Post-Processing |
||||||||||||
6x9 envelopes |
$ | [***] | $ | [***] | $ | [***] | ||||||
Automated flat envelopes |
$ | [***] | $ | [***] | $ | [***] | ||||||
Boxes |
$ | [***] | $ | [***] | $ | [***] | ||||||
Binding |
$ | [***] | $ | [***] | $ | [***] | ||||||
Storage |
$ | — | ||||||||||
Forms Coding and Maintenance |
$ | [***] | $ | [***] | $ | [***] | ||||||
Postal Presorting |
$ | [***] | $ | [***] | $ | [***] | ||||||
Supplies |
||||||||||||
Deleted |
||||||||||||
Deleted |
||||||||||||
Deleted |
||||||||||||
Duplex Printed Page |
$ | [***] | $ | [***] | ||||||||
Content Management |
||||||||||||
Mailroom services |
||||||||||||
-Mailroom |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Scanning |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Indexing |
$ | [***] | $ | [***] | $ | [***] | ||||||
MicroFiche/Film BF Conversion
(Scan on-demand only) |
— | |||||||||||
-Prep documents |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Scanning |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Imaging |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Copying |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Indexing |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Checks |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Research |
$ | [***] | $ | [***] | $ | [***] | ||||||
Paper Active BF Conversion |
— | |||||||||||
-Prep documents |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Scanning |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Imaging |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Copying |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Indexing |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Checks |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Research |
$ | [***] | $ | — | $ | — | ||||||
Lockbox (per check processed) |
$ | [***] | $ | — | $ | — | ||||||
T1 with 512 PVC |
$ | [***] | $ | — | $ | — | ||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
| Mod 04 | Confidential Information Page 22 |
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3-Fees
Schedule 3-Fees
| Price for Add Units | Price for Delete Units | |||||||||||
| Baseline Unit Price | (ARC) | (RRC) | ||||||||||
| Baseline Unit Price | ||||||||||||
| (extended Unit | ||||||||||||
| Pricing remains | ||||||||||||
| constant within the | Increase Above the | Decrease Below the | ||||||||||
| Item Description | 10% Deadband) | Deadband | Deadband | |||||||||
FileNet Software Maintenance |
$ | [***] | $ | — | $ | — | ||||||
Disaster Recovery |
$ | [***] | $ | — | $ | — | ||||||
Year 4 |
||||||||||||
Data Center |
||||||||||||
Mainframe Server (per MIP) |
$ | [***] | $ | [***] | $ | [***] | ||||||
Mainframe DASD (per GB) |
$ | [***] | $ | [***] | $ | [***] | ||||||
Mainframe Tape |
$ | [***] | $ | [***] | $ | [***] | ||||||
Application Server |
$ | [***] | $ | [***] | $ | [***] | ||||||
Database Server |
$ | [***] | $ | [***] | $ | [***] | ||||||
File/Print Server |
$ | [***] | $ | [***] | $ | [***] | ||||||
Messaging Server |
$ | [***] | $ | [***] | $ | [***] | ||||||
Web/HTTP Server |
$ | [***] | $ | [***] | $ | [***] | ||||||
Development/Test/QA |
$ | [***] | $ | [***] | $ | [***] | ||||||
NT Tape Backup |
$ | [***] | $ | [***] | $ | [***] | ||||||
NT SAN Storage SLA-1 |
$ | — | $ | [***] | $ | [***] | ||||||
NT SAN Storage SLA-2 |
$ | [***] | $ | [***] | $ | [***] | ||||||
IT Continuity |
$ | [***] | $ | — | $ | — | ||||||
Print |
$ | [***] | $ | — | $ | — | ||||||
Other — Project Pool Hours |
$ | [***] | $ | — | $ | — | ||||||
EAM Project — Ongoing labor |
$ | [***] | $ | — | $ | — | ||||||
Distributed Computing |
||||||||||||
Desktop Support — Remote
Offices per desktop |
$ | [***] | $ | [***] | $ | [***] | ||||||
Laptop Support — Remote
Offices per laptop |
$ | [***] | $ | [***] | $ | [***] | ||||||
PDA Support — Remote Offices
per PDA |
$ | [***] | $ | [***] | $ | [***] | ||||||
E-Mail Server Support — HQ &
Remote per server |
||||||||||||
File / Print Server Support — HQ &
Remote per server |
||||||||||||
Network-Attached Printer Support -
HQ & Remote per printer |
$ | [***] | $ | [***] | $ | [***] | ||||||
Remote High-volume
Production/Printing |
||||||||||||
IMAC for PCs
/ Net Printers —
Remote Offices per IMAC |
$ | [***] | $ | [***] | $ | [***] | ||||||
IMAC for Servers — HQ & Remote
per IMAC |
$ | [***] | $ | [***] | $ | [***] | ||||||
Help Desk |
||||||||||||
Per Call |
$ | [***] | $ | [***] | $ | [***] | ||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
| Mod 04 | Confidential Information Page 23 |
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3-Fees
Schedule 3-Fees
| Price for Add Units | Price for Delete Units | |||||||||||
| Baseline Unit Price | (ARC) | (RRC) | ||||||||||
| Baseline Unit Price | ||||||||||||
| (extended Unit | ||||||||||||
| Pricing remains | ||||||||||||
| constant within the | Increase Above the | Decrease Below the | ||||||||||
| Item Description | 10% Deadband) | Deadband | Deadband | |||||||||
5 pack floating user Remedy
licenses |
$ | — | $ | [***] | $ | [***] | ||||||
5 pack fixed user Remedy
licenses |
$ | — | $ | [***] | $ | [***] | ||||||
100 P-Synch and ID-Synch
licenses |
$ | — | $ | [***] | $ | [***] | ||||||
Data Network |
||||||||||||
Routers per unit |
$ | [***] | $ | [***] | $ | [***] | ||||||
Switches per unit |
$ | [***] | $ | [***] | $ | [***] | ||||||
DSUs/CSUs per unit |
$ | [***] | $ | [***] | $ | [***] | ||||||
Firewalls per unit |
$ | [***] | $ | [***] | $ | [***] | ||||||
FRADS per unit |
$ | [***] | $ | [***] | $ | [***] | ||||||
IMProvider per device |
$ | [***] | $ | [***] | $ | [***] | ||||||
Circuits-See Data Transport
recurring tab |
||||||||||||
Hardware for new remote site (Not
including circuit costs) |
$ | — | $ | [***] | $ | [***] | ||||||
Hardware cost at each remote
site |
$ | — | $ | [***] | $ | [***] | ||||||
Hardware cost for NWSC network
module |
$ | — | $ | [***] | $ | [***] | ||||||
BRI Circuit at remote site |
$ | — | $ | [***] | $ | [***] | ||||||
PRI circuit to NWSC |
$ | — | $ | [***] | $ | [***] | ||||||
Local Loop Charges for Circuits |
$ | — | $ | [***] | $ | [***] | ||||||
Internet access -Dual DS-3
burstable to 7.5M |
$ | — | $ | [***] | $ | [***] | ||||||
-Access port fees for Internet
access |
$ | — | $ | — | $ | — | ||||||
Circuits-Point to Point |
$ | — | $ | — | $ | — | ||||||
-DS3 Point to Point AT&T |
$ | — | $ | [***] | $ | [***] | ||||||
-DS3 - Point to Point-Verizon |
$ | — | $ | [***] | $ | [***] | ||||||
Circuits-Frame relay |
$ | — | ||||||||||
-56k |
$ | — | $ | [***] | $ | [***] | ||||||
-128K |
$ | — | $ | [***] | $ | [***] | ||||||
-256K |
$ | — | $ | [***] | $ | [***] | ||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
| Mod 04 | Confidential Information Page 24 |
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3-Fees
Schedule 3-Fees
| Price for Add Units | Price for Delete Units | |||||||||||
| Baseline Unit Price | (ARC) | (RRC) | ||||||||||
| Baseline Unit Price | ||||||||||||
| (extended Unit | ||||||||||||
| Pricing remains | ||||||||||||
| constant within the | Increase Above the | Decrease Below the | ||||||||||
| Item Description | 10% Deadband) | Deadband | Deadband | |||||||||
-384K |
$ | — | $ | [***] | $ | [***] | ||||||
-512K |
$ | — | $ | [***] | $ | [***] | ||||||
-768K |
$ | — | $ | [***] | $ | [***] | ||||||
-1.024M |
$ | — | $ | [***] | $ | [***] | ||||||
-1.544M |
$ | — | $ | [***] | $ | [***] | ||||||
DS3- ATM/FR Internetworking |
$ | — | $ | [***] | $ | [***] | ||||||
Voice Communications |
||||||||||||
Circuit monitoring per trunk |
$ | — | $ | — | $ | — | ||||||
IMProvider Per PBX |
$ | — | $ | — | $ | — | ||||||
Large PBX’s (over 300
Extensions) per unit |
$ | [***] | $ | — | $ | — | ||||||
Small PBXs (LT 75 extensions)
per unit |
$ | — | $ | — | $ | — | ||||||
PBX Handsets per unit |
$ | — | $ | [***] | $ | [***] | ||||||
ACD, IVR IMProvider |
$ | — | $ | — | $ | — | ||||||
Voice Circuit IMProvider |
$ | — | $ | — | $ | — | ||||||
Teleconferencing |
||||||||||||
Teleconference Services |
$ | — | $ | — | $ | — | ||||||
Calling Cards |
$ | — | $ | — | $ | — | ||||||
Cell Phones |
$ | — | $ | — | $ | — | ||||||
Voice Mailbox Users |
$ | — | $ | — | $ | — | ||||||
Add Locations/Remote
Offices/Remote Workers |
||||||||||||
Location |
$ | — | $ | — | $ | — | ||||||
Remote Office |
$ | — | $ | — | $ | — | ||||||
Remote Worker |
$ | — | $ | — | $ | — | ||||||
Voice Services-Local and Long
Distance |
||||||||||||
Dedicated |
$ | — | $ | — | $ | — | ||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
| Mod 04 | Confidential Information Page 25 |
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3-Fees
Schedule 3-Fees
| Price for Add Units | Price for Delete Units | |||||||||||
| Baseline Unit Price | (ARC) | (RRC) | ||||||||||
| Baseline Unit Price | ||||||||||||
| (extended Unit | ||||||||||||
| Pricing remains | ||||||||||||
| constant within the | Increase Above the | Decrease Below the | ||||||||||
| Item Description | 10% Deadband) | Deadband | Deadband | |||||||||
Switched |
$ | — | $ | — | $ | — | ||||||
Circuits |
||||||||||||
Fractional T-1: |
||||||||||||
56/64k |
$ | — | $ | [***] | $ | [***] | ||||||
128k |
$ | — | $ | [***] | $ | [***] | ||||||
256k |
$ | — | $ | [***] | $ | [***] | ||||||
384k |
$ | — | $ | [***] | $ | [***] | ||||||
512k |
$ | — | $ | [***] | $ | [***] | ||||||
DS3-FR |
$ | — | $ | [***] | $ | [***] | ||||||
Fractional DS3- Internet BW |
$ | — | $ | [***] | $ | [***] | ||||||
OCX |
$ | — | $ | — | $ | — | ||||||
Other |
||||||||||||
Local Loop Charges for Circuits |
$ | — | $ | [***] | $ | [***] | ||||||
Output Processing |
||||||||||||
Simplex Printed Page |
$ | [***] | $ | [***] | $ | [***] | ||||||
Post-Processing |
$ | — | $ | — | $ | — | ||||||
6x9 envelopes |
$ | [***] | $ | [***] | $ | [***] | ||||||
Automated flat envelopes |
$ | [***] | $ | [***] | $ | [***] | ||||||
Boxes |
$ | [***] | $ | [***] | $ | [***] | ||||||
Binding |
$ | [***] | $ | [***] | $ | [***] | ||||||
Storage |
$ | — | $ | — | $ | — | ||||||
Forms Coding and Maintenance |
$ | [***] | $ | [***] | $ | [***] | ||||||
Postal Presorting |
$ | [***] | $ | [***] | $ | [***] | ||||||
Supplies |
$ | — | $ | — | $ | — | ||||||
Deleted |
||||||||||||
Deleted |
||||||||||||
Deleted |
||||||||||||
Duplex Printed Page |
$ | — | $ | [***] | $ | [***] | ||||||
Content Management |
||||||||||||
Mailroom services |
||||||||||||
-Mailroom |
$ | [***] | $ | [***] | $ | [***] | ||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
| Mod 04 | Confidential Information Page 26 |
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3-Fees
Schedule 3-Fees
| Price for Add Units | Price for Delete Units | |||||||||||
| Baseline Unit Price | (ARC) | (RRC) | ||||||||||
| Baseline Unit Price | ||||||||||||
| (extended Unit | ||||||||||||
| Pricing remains | ||||||||||||
| constant within the | Increase Above the | Decrease Below the | ||||||||||
| Item Description | 10% Deadband) | Deadband | Deadband | |||||||||
-Scanning |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Indexing |
$ | [***] | $ | [***] | $ | [***] | ||||||
MicroFiche/Film BF Conversion
(Scan on-demand only) |
— | |||||||||||
-Prep documents |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Scanning |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Imaging |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Copying |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Indexing |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Checks |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Research |
$ | [***] | $ | [***] | $ | [***] | ||||||
Paper Active BF Conversion |
— | |||||||||||
-Prep documents |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Scanning |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Imaging |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Copying |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Indexing |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Checks |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Research |
$ | [***] | $ | — | $ | — | ||||||
Lockbox (per check processed) |
$ | [***] | $ | — | $ | — | ||||||
T1 with 512 PVC |
$ | [***] | $ | — | $ | — | ||||||
FileNet Software Maintenance |
$ | [***] | $ | — | $ | — | ||||||
Disaster Recovery |
$ | [***] | $ | — | $ | — | ||||||
Year 5 |
||||||||||||
Data Center |
||||||||||||
Mainframe Server (per MIP) |
$ | [***] | $ | [***] | $ | [***] | ||||||
Mainframe DASD (per GB) |
$ | [***] | $ | [***] | $ | [***] | ||||||
Mainframe Tape |
$ | [***] | $ | [***] | $ | [***] | ||||||
Application Server |
$ | [***] | $ | [***] | $ | [***] | ||||||
Database Server |
$ | [***] | $ | [***] | $ | [***] | ||||||
File/Print Server |
$ | [***] | $ | [***] | $ | [***] | ||||||
Messaging Server |
$ | [***] | $ | [***] | $ | [***] | ||||||
Web/HTTP Server |
$ | [***] | $ | [***] | $ | [***] | ||||||
Development/Test/QA |
$ | [***] | $ | [***] | $ | [***] | ||||||
NT Tape Backup |
$ | [***] | $ | [***] | $ | [***] | ||||||
NT SAN Storage SLA-1 |
$ | — | $ | [***] | $ | [***] | ||||||
NT SAN Storage SLA-2 |
$ | [***] | $ | [***] | $ | [***] | ||||||
IT Continuity |
$ | [***] | $ | — | $ | — | ||||||
Print |
$ | [***] | $ | — | $ | — | ||||||
Other — Project Pool Hours |
$ | [***] | $ | — | $ | — | ||||||
EAM Project — Ongoing labor |
$ | [***] | $ | — | $ | — | ||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
| Mod 04 | Confidential Information Page 27 |
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3-Fees
Schedule 3-Fees
| Price for Add Units | Price for Delete Units | |||||||||||
| Baseline Unit Price | (ARC) | (RRC) | ||||||||||
| Baseline Unit Price | ||||||||||||
| (extended Unit | ||||||||||||
| Pricing remains | ||||||||||||
| constant within the | Increase Above the | Decrease Below the | ||||||||||
| Item Description | 10% Deadband) | Deadband | Deadband | |||||||||
Distributed Computing |
||||||||||||
Desktop Support — Remote
Offices per desktop |
$ | [***] | $ | [***] | $ | [***] | ||||||
Laptop Support — Remote
Offices per laptop |
$ | [***] | $ | [***] | $ | [***] | ||||||
PDA Support — Remote Offices
per PDA |
$ | [***] | $ | [***] | $ | [***] | ||||||
E-Mail Server Support — HQ &
Remote per server |
||||||||||||
File / Print Server Support — HQ &
Remote per server |
||||||||||||
Network-Attached Printer Support -
HQ & Remote per printer |
$ | [***] | $ | [***] | $ | [***] | ||||||
Remote High-volume
Production/Printing |
||||||||||||
IMAC for PCs / Net Printers -
Remote Offices per IMAC |
$ | [***] | $ | [***] | $ | [***] | ||||||
IMAC for Servers — HQ & Remote
per IMAC |
$ | [***] | $ | [***] | $ | [***] | ||||||
Help Desk |
||||||||||||
Per Call |
$ | [***] | $ | [***] | $ | [***] | ||||||
5 pack floating user Remedy
licenses |
$ | — | $ | [***] | $ | [***] | ||||||
5 pack fixed user Remedy
licenses |
$ | — | $ | [***] | $ | [***] | ||||||
100 P-Synch and ID-Synch
licenses |
$ | — | $ | [***] | $ | [***] | ||||||
Data Network |
||||||||||||
Routers per unit |
$ | [***] | $ | [***] | $ | [***] | ||||||
Switches per unit |
$ | [***] | $ | [***] | $ | [***] | ||||||
DSUs/CSUs per unit |
$ | [***] | $ | [***] | $ | [***] | ||||||
Firewalls per unit |
$ | [***] | $ | [***] | $ | [***] | ||||||
FRADS per unit |
$ | [***] | $ | [***] | $ | [***] | ||||||
IMProvider per device |
$ | [***] | $ | [***] | $ | [***] | ||||||
Circuits-See Data Transport
recurring tab |
||||||||||||
Hardware for new remote site (Not
including circuit costs) |
$ | — | $ | [***] | $ | [***] | ||||||
Hardware cost at each remote
site |
$ | — | $ | [***] | $ | [***] | ||||||
Hardware cost for NWSC network
module |
$ | — | $ | [***] | $ | [***] | ||||||
BRI Circuit at remote site |
$ | — | $ | [***] | $ | [***] | ||||||
PRI circuit to NWSC |
$ | — | $ | [***] | $ | [***] | ||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
| Mod 04 | Confidential Information Page 28 |
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3-Fees
Schedule 3-Fees
| Price for Add Units | Price for Delete Units | |||||||||||
| Baseline Unit Price | (ARC) | (RRC) | ||||||||||
| Baseline Unit Price | ||||||||||||
| (extended Unit | ||||||||||||
| Pricing remains | ||||||||||||
| constant within the | Increase Above the | Decrease Below the | ||||||||||
| Item Description | 10% Deadband) | Deadband | Deadband | |||||||||
Local Loop Charges for Circuits |
$ | — | $ | [***] | $ | [***] | ||||||
Internet
access -Dual DS-3 burstable to 7.5M |
$ | — | $ | [***] | $ | [***] | ||||||
-Access port fees for Internet
access |
$ | — | $ | — | $ | — | ||||||
Circuits-Point to Point |
$ | — | $ | — | $ | — | ||||||
-DS3 Point to Point AT&T |
$ | — | $ | [***] | $ | [***] | ||||||
-DS3 - Point to Point-Verizon |
$ | — | $ | [***] | $ | [***] | ||||||
Circuits-Frame relay |
$ | — | ||||||||||
-56k |
$ | — | $ | [***] | $ | [***] | ||||||
-128K |
$ | — | $ | [***] | $ | [***] | ||||||
-256K |
$ | — | $ | [***] | $ | [***] | ||||||
-384K |
$ | — | $ | [***] | $ | [***] | ||||||
-512K |
$ | — | $ | [***] | $ | [***] | ||||||
-768K |
$ | — | $ | [***] | $ | [***] | ||||||
-1.024M |
$ | — | $ | [***] | $ | [***] | ||||||
-1.544M |
$ | — | $ | [***] | $ | [***] | ||||||
DS3- ATM/FR Internetworking |
$ | — | $ | [***] | $ | [***] | ||||||
Voice Communications |
||||||||||||
Circuit monitoring per trunk |
$ | — | $ | — | $ | — | ||||||
IMProvider Per PBX |
$ | — | $ | — | $ | — | ||||||
Large PBX’s (over 300
Extensions) per unit |
$ | [***] | $ | — | $ | — | ||||||
Small PBXs (LT 75 extensions)
per unit |
$ | — | $ | — | $ | — | ||||||
PBX Handsets per unit |
$ | [***] | $ | [***] | ||||||||
ACD, IVR IMProvider |
$ | — | $ | — | $ | — | ||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
| Mod 04 | Confidential Information Page 29 |
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3-Fees
Schedule 3-Fees
| Price for Add Units | Price for Delete Units | |||||||||||
| Baseline Unit Price | (ARC) | (RRC) | ||||||||||
| Baseline Unit Price | ||||||||||||
| (extended Unit | ||||||||||||
| Pricing remains | ||||||||||||
| constant within the | Increase Above the | Decrease Below the | ||||||||||
| Item Description | 10% Deadband) | Deadband | Deadband | |||||||||
Voice Circuit IMProvider |
$ | — | $ | — | $ | — | ||||||
Teleconferencing |
||||||||||||
Teleconference Services |
$ | — | $ | — | $ | — | ||||||
Calling Cards |
$ | — | $ | — | $ | — | ||||||
Cell Phones |
$ | — | $ | — | $ | — | ||||||
Voice Mailbox Users |
$ | — | $ | — | $ | — | ||||||
Add Locations/Remote
Offices/Remote Workers |
||||||||||||
Location |
$ | — | $ | — | $ | — | ||||||
Remote Office |
$ | — | $ | — | $ | — | ||||||
Remote Worker |
$ | — | $ | — | $ | — | ||||||
Voice Services-Local and Long
Distance |
||||||||||||
Dedicated |
$ | — | $ | — | $ | — | ||||||
Switched |
$ | — | $ | — | $ | — | ||||||
Circuits |
||||||||||||
Fractional T-1: |
||||||||||||
56/64k |
$ | — | $ | [***] | $ | [***] | ||||||
128k |
$ | — | $ | [***] | $ | [***] | ||||||
256k |
$ | — | $ | [***] | $ | [***] | ||||||
384k |
$ | — | $ | [***] | $ | [***] | ||||||
512k |
$ | — | $ | [***] | $ | [***] | ||||||
DS3-FR |
$ | — | $ | [***] | $ | [***] | ||||||
Fractional DS3- Internet BW |
$ | — | $ | [***] | $ | [***] | ||||||
OCX |
$ | — | $ | — | $ | — | ||||||
Other |
||||||||||||
Local Loop Charges for Circuits |
$ | — | $ | [***] | $ | [***] | ||||||
Output Processing |
||||||||||||
Simplex Printed Page |
$ | [***] | $ | [***] | $ | [***] | ||||||
Post-Processing |
$ | — | $ | — | ||||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
| Mod 04 | Confidential Information Page 30 |
Table of Contents
Symetra Life Insurance Company (Symetra)
Schedule 3-Fees
Schedule 3-Fees
| Price for Add Units | Price for Delete Units | |||||||||||
| Baseline Unit Price | (ARC) | (RRC) | ||||||||||
| Baseline Unit Price | ||||||||||||
| (extended Unit | ||||||||||||
| Pricing remains | ||||||||||||
| constant within the | Increase Above the | Decrease Below the | ||||||||||
| Item Description | 10% Deadband) | Deadband | Deadband | |||||||||
6x9 envelopes |
$ | [***] | $ | [***] | $ | [***] | ||||||
Automated flat envelopes |
$ | [***] | $ | [***] | $ | [***] | ||||||
Boxes |
$ | [***] | $ | [***] | $ | [***] | ||||||
Binding |
$ | [***] | $ | [***] | $ | [***] | ||||||
Storage |
$ | — | $ | — | $ | — | ||||||
Forms Coding and Maintenance |
$ | [***] | $ | [***] | $ | [***] | ||||||
Postal Presorting |
$ | [***] | $ | [***] | $ | [***] | ||||||
Supplies |
$ | — | $ | — | $ | — | ||||||
Deleted |
||||||||||||
Deleted |
||||||||||||
Deleted |
||||||||||||
Duplex Printed Page |
$ | [***] | $ | [***] | ||||||||
Content Management |
||||||||||||
Mailroom services |
||||||||||||
-Mailroom |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Scanning |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Indexing |
$ | [***] | $ | [***] | $ | [***] | ||||||
MicroFiche/Film BF Conversion
(Scan on-demand only) |
— | |||||||||||
-Prep documents |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Scanning |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Imaging |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Copying |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Indexing |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Checks |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Research |
$ | [***] | $ | [***] | $ | [***] | ||||||
Paper Active BF Conversion |
— | |||||||||||
-Prep documents |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Scanning |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Imaging |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Copying |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Indexing |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Checks |
$ | [***] | $ | [***] | $ | [***] | ||||||
-Research |
$ | [***] | $ | — | $ | — | ||||||
Lockbox (per check processed) |
$ | [***] | $ | — | $ | — | ||||||
T1 with 512 PVC |
$ | [***] | $ | — | $ | — | ||||||
FileNet Software Maintenance |
$ | [***] | $ | — | $ | — | ||||||
Disaster Recovery |
$ | [***] | $ | — | $ | — | ||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
| Mod 04 | Confidential Information Page 31 |
Table of Contents
SCHEDULE 4
SERVICE RATES
| Hourly Rate | ||||||||||||||||
| (Symetra-site | Hourly Rate | Hourly Rate | Hourly Rate | |||||||||||||
| ACS Job Title / Labor Category | Rates) | (ACS-site Rates) | (Near-shore Rates) | (Off-shore Rates) | ||||||||||||
Applications Programmer |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||
Business Analyst |
$ | [***] | $ | [***] | $ | [***] | NA | |||||||||
Communications Hardware Specialist |
$ | [***] | $ | [***] | $ | [***] | NA | |||||||||
Communications Network Specialist |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||
Communications Software Specialist |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||
Computer Systems Analyst |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||
Database Administrator (DBA) |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||
Database Analyst |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||
Documentation Specialist |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||
Information Systems Engineer |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||
Network Design Engineer |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||
Project Manager |
$ | [***] | $ | [***] | $ | [***] | NA | |||||||||
Quality Assurance Engineer |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||
Security Systems Engineer |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||
Software Engineer |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||
Software Systems Specialist |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||
Storage Operations Specialist |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||
Storage Management Engineer |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||
System Administrator/Operator |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||
System Programmer |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||
Systems Engineer |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||
Tape Librarian |
$ | [***] | $ | [***] | $ | [***] | NA | |||||||||
Technical Architect |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||
Training Specialist |
$ | [***] | $ | [***] | $ | [***] | $ | [***] | ||||||||
IBM Consulting for Advanced DR |
NA | $ | [***] | NA | NA | |||||||||||
Sun Professional Services for DR |
NA | $ | [***] | NA | NA | |||||||||||
| • | The on-site Service Rates set forth above were determined based on Services being provided within the United States. | |
| • | Travel time will not be billed to Symetra. |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
-1-
Table of Contents
| • | The Service Rates set forth above do not include travel (e.g., mileage, cab/bus/train fare, etc.), meals or other incidental expenses that may be incurred by ACS in performing the Other Services, and Symetra shall reimburse ACS for any such reasonable expenses so incurred. Notwithstanding the foregoing, Symetra will not pay for travel (e.g., mileage, cab/bus/train fare, etc.), meals or other incidental expenses for local resources based within a fifty (50) mile radius of Symetra’s headquarters or the NWSC, as applicable. |
-2-
Table of Contents
SCHEDULE 5
FEE REDUCTIONS
1. General. The Fee Reductions are designed to encourage the consistent and timely delivery
of Services and value to Symetra. The Fee Reductions are not intended to compensate Symetra for
damages, but rather to estimate the value of the diminished Services actually provided. The goal of
Fee Reductions is not to penalize ACS, but to provide a greater incentive to achieve the
Agreement’s stated objectives and focus ACS on Symetra’s critical needs.
This Schedule outlines the circumstances under which ACS will be subject to Fee Reductions for
failures to achieve the SLAs and/or Critical Milestones, and the circumstances under which ACS will
be entitled to incentives. The tables attached to this Schedule shall be updated to reflect
Symetra’s current initiatives and Service requirements as provided in the Agreement. Fee
Reductions are not capped on a monthly basis, but shall not exceed the total Annual At-Risk Amount
at any point during any Contract Year, except as outlined below in Section 3(b).
The tables attached to this Schedule identify, among other things:
(a) in Table 1, the SLAs and the Weighting Factors for each such SLA; and
(b) in Table 2, the Critical Milestones for the first Contract Year and the Weighting
Factors and Corrective Assessments for each such Critical Milestone.
2. SLAs.
a. Fee Reductions. Each SLA identifies key performance measures that will be used to evaluate
ACS’ delivery of the Services. The overriding goal in developing SLAs is to support Symetra’s
desire to manage ACS by monitoring and measuring performance with respect to Symetra’s
most-important business requirements. The Fee Reductions for ACS’ failure to achieve any SLA shall
be equal to the product of: (i) the Annual At-Risk Amount, multiplied by (ii) the Weighting
Factor (set forth in the attached Table 1) for the SLA that was missed. For example, given the
following assumptions: (a) the Annual Services Fees are [***] Dollars ($[***]); (b) the total
Annual At-Risk Amount therefore equals [***] Dollars ($[***]) ([***] percent ([***]%) of the Annual
Services Fees); and (c) an SLA failure occurs with respect to an SLA having a [***] percent
([***]%) Weighting Factor, Fee Reductions would be calculated as follows:
Annual At-Risk Amount
|
$[***] | |
times
|
times | |
SLA Weighting Factor
|
[***]% | |
Fee Reduction
|
$[***], which does not exceed the monthly Fee Reduction cap of [***] percent ([***]%) of the Annual At-Risk Amount (in this case, $[***]). If the Fee Reduction had been greater than $[***] (either individually or in the aggregate when considering all Fee Reductions for that month), such Fee Reductions would be capped at $[***]. |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
-3-
Table of Contents
The earn-back rights described in Section 4 below would apply to the missed SLA.
b. Priority SLAs. Symetra may classify two (2) SLAs as priority SLAs (“Priority SLAs”) and
allocate up to a [***] percent ([***]%) Weighting Factor to each such Priority SLA. With ACS’
prior written consent, which shall not be unreasonably withheld, Symetra shall have the right to
re-classify any other SLA as a Priority SLA, provided that: (a) unless otherwise agreed to by the
Parties in writing, there shall never be more than two (2) Priority SLAs at any given point in
time; (b) such re-classification shall become effective sixty (60) calendar days following ACS’
consent to such re-classification (if given); and (c) unless otherwise agreed to by the Parties in
writing, a Priority SLA must remain as such for the entirety of the Contract Year in which it first
becomes a Priority SLA. Following any such re-classification, subject to the limitations set forth
in Section 5 of this Schedule, Symetra shall have the right to re-allocate the SLA Weighting
Factors among the SLAs.
c. Performance Measurements. As further described in Section 2.2.2(b) of the Agreement,
measurement of performance against the SLRs shall be in accordance with the SLR metrics set forth
in the applicable Schedules 2 to the Agreement.
3. Critical Milestones.
a. Fee Reductions. Each Critical Milestone identifies a key project milestone that will be
used to evaluate ACS’ delivery of the requested Services. The goal of identifying Critical
Milestones is to support Symetra’s desire to manage ACS by monitoring and measuring actual
performance against Symetra’s most-important business deadlines. The Fee Reductions for ACS’
failure to timely achieve any Critical Milestone shall be equal to the product of: (i) the Annual
At-Risk Amount, multiplied by (ii) the Weighting Factor (set forth in the attached Table 2) for the
Critical Milestone that was missed. For example, given the following assumptions: (a) the Annual
Services Fees are [***] Dollars ($[***]); (b) the total Annual At-Risk Amount therefore equals
[***] Dollars ($[***]) ([***] percent ([***]%) of the Annual Services Fees); and (c) a Critical
Milestone failure occurs with respect to a Critical Milestone having a [***] percent ([***]%)
Weighting Factor, Fee Reductions would be calculated as follows:
Annual At-Risk Amount
|
$[***] | |
times
|
times | |
Critical Milestone Weighting Factor
|
[***]% | |
Fee Reduction
|
$[***], which does not exceed the monthly Fee Reduction cap of [***] percent ([***]%) of the Annual At-Risk Amount (in this case, $[***]). If the Fee Reduction had been greater than $[***] (either individually or in the aggregate when considering all Fee Reductions for that month), such Fee Reductions would be capped at $[***]. |
There is no earn back option associated with Critical Milestones. Additional Corrective Assessments may apply.
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
-4-
Table of Contents
b. Corrective Assessments. Upon any failure with respect to a Critical Milestone, if
specified in Table 2 to this Schedule, an initial Corrective Assessment and incremental Corrective
Assessments may be imposed on ACS, in addition to any other Fee Reductions available under this
Schedule. Such Corrective Assessments shall not apply toward satisfaction of the Annual At-Risk
Amount.
4. Earn-Back Rights. ACS may earn back [***] percent ([***]%) of any Fee Reductions
corresponding to a particular SLA if, with respect to SLAs with a monthly Measurement Interval, no
failure occurs as to that SLA for a period of ninety (90) calendar days following the Measurement
Interval in which the last failure to comply with that SLA occurred. If an SLA is measured in any
manner other than monthly, ACS may earn back [***] percent ([***]%) of any Fee Reductions
corresponding to that particular SLA if no additional failures occur as to that SLA in three (3)
consecutive Measurement Intervals.
5. Weighting Factors. The Weighting Factors shall not exceed: (a) [***] percent ([***]%) in
the aggregate for SLA (including Priority SLA) Weighting Factors; (b) [***] percent ([***]%) in the
aggregate for Critical Milestone Weighting Factors; (c) [***] percent ([***]%) for any individual
Priority SLA; (d) [***] percent ([***]%) for any individual SLA other than a Priority SLA; or (e)
[***] percent ([***]%) for any individual Critical Milestone.
6. Limit on Monthly Fee Reductions. The Fee Reductions in any single month shall not exceed
[***] percent ([***]%) of the Annual At-Risk Amount.
7. Interrelated SLAs. If ACS fails to achieve an SLA and, following such failure, a
Root-Cause Analysis reveals that: (a) such failure would not have occurred but for ACS’ failure to
achieve a separate SLA; and (b) such SLA otherwise would have been achieved, ACS shall not be
obligated to pay any Fee Reductions associated with its failure to achieve such SLA. For example,
if ACS has failed to achieve the batch processing SLA and a Root-Cause Analysis reveals that: (c)
the batch processing SLA would not have been missed but for ACS’ failure to achieve the end-to-end
network availability SLA; and (d) the batch processing SLA otherwise would have been achieved, ACS
would not be obligated to pay any Fee Reductions associated with its failure to achieve the batch
processing SLA (but would be responsible for Fee Reductions associated with its failure to achieve
the end-to-end network availability SLA).
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
-5-
Table of Contents
Table 1 — Contract Year 1: SLAs
| Category | Performance Requirement | SLA | Weighting Factor % |
|||
| Help Desk |
||||||
Incident Resolution |
||||||
First Contact Resolution
|
Seventy percent (70%) with < five percent (5%) recalls | [***]% | [***]% | |||
| Distributed Computing | ||||||
Distributed Computing Server Availability |
||||||
Remote server Availability
|
Sun-Sat, 0000-2400 | [***]% | [***]% | |||
Software Installation |
||||||
Service/security patches and
antivirus updates
|
Within twenty-four (24) hours. Measured from approval or automatic updates from anti-virus vendor. | [***]% | [***]% | |||
| Data Center |
||||||
General System Availability |
||||||
Mainframe OS and subsystems
|
Sun-Sat, 0000-2400 | [***]% | [***]%1 | |||
Windows servers
|
7x24x365 | [***]% | [***]% | |||
Batch Processing |
||||||
Scheduled production batch
|
Complete jobs per Symetra approved schedule |
[***]% | [***]% | |||
| Network Services |
||||||
Network Availability |
||||||
End-to-end Availability — critical
locations (Symetra headquarters and ACS
data center)
|
Sun-Sat, 0000-2400 | [***]% | [***]%2 | |||
Remote office availability
|
Sun-Sat, 0000-2400 | [***]% | [***]% | |||
Internet access Availability
|
Sun-Sat, 0000-2400 | [***]% | [***]% | |||
| Voice Services |
||||||
Voice Communication Availability |
||||||
Overall voice transport and system
Availability
|
Sun-Sat, 0000-2400 | [***]% | [***]% | |||
| Cross Functional |
||||||
Restoration |
||||||
SL1 data restore requests for production
& regulatory data (data backup to
intermediate SAN storage, restore from
intermediate SAN storage)
|
< Three (3) hours from Symetra request | [***]% | [***]% | |||
| 1 | This is a Priority SLA. | |
| 2 | This is a Priority SLA. |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
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Table 2 — Critical Milestones
| Completion Period | ||||||||||||
| Grace | ||||||||||||
| Period | ||||||||||||
| following | ||||||||||||
| due date | ||||||||||||
| before | ||||||||||||
| Critical | Corrective | Corrective | Incremental | |||||||||
| Weighting | Milestone | Assessment | Assessment | Corrective | ||||||||
| Critical Milestones | Factor % | Due Date | takes effect | ($)1 | Assessment1 | |||||||
1) Final Transition Plan per Section
2.3.1 of the Agreement
|
0 | % | 11/30/04 | One (1) week | $[***] | None | ||||||
2) Data Center Development Environment
|
0 | % | 12/30/04 | One (1) week | $[***] | None | ||||||
3) Phase 1 Network (connection to
Hillsboro-Redmond
|
0 | % | 02/01/05 | One (1) week | $[***] | $[***] | ||||||
4) Data Center Production Infrastructure Ready for test |
0 | % | 02/01/05 | Ten (10) calendar days | $[***] | $[***] | ||||||
5) Phase II network connection Remotes/Bellevue |
0 | % | 02/28/05 | One (1) week | $[***] | $[***] | ||||||
6) Voice Production
|
0 | % | 02/04/05 | Ten (10) calendar days | $[***] | $[***] | ||||||
7) Help Desk Cutover and Distributed
Computing Migration
|
0 | % | 03/05/05 | None | $[***] | $[***] | ||||||
8) All applications operating on ACS Infrastructure |
0 | % | 06/19/05 | None | $[***] | $[***] | ||||||
9) Content Management
|
0 | % | 05/09/05 | None | $[***] | $[***] | ||||||
10) Output Services
|
0 | % | 04/04/05 | One (1) Week | $[***] | $[***] | ||||||
11) Final Cutover from Safeco of
Infrastructure services
|
0 | % | 07/31/05 | None | $[***] | Actual incremental costs and expenses incurred by Symetra under the Safeco/Symetra Transition Services Agreement, up to a monthly cap of $[***], and an aggregate cap of $[***] | ||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
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| Completion Period | ||||||||||||
| Grace | ||||||||||||
| Period | ||||||||||||
| following | ||||||||||||
| due date | ||||||||||||
| before | ||||||||||||
| Critical | Corrective | Corrective | Incremental | |||||||||
| Weighting | Milestone | Assessment | Assessment | Corrective | ||||||||
| Critical Milestones | Factor % | Due Date | takes effect | ($)1 | Assessment1 | |||||||
12) Disaster Recovery Plan
|
0 | % | 04/19/05 | Two (2) weeks | $[***] | $[***] | ||||||
13) Disaster Recovery Event
|
0 | % | Seventy-two (72) hours following the establishment of a DR event | None | $[***] | $[***] | ||||||
The above-referenced Critical Milestone due dates are subject to change upon the mutual,
written agreement of the Parties as a result of the transition planning activities that are
expected to occur following the Effective Date.
| 1 | Provided: (a) ACS has failed to timely achieve a Critical Milestone; and (b) such failure is not excused as provided in Section 2.12.2 of the Agreement, the corresponding Corrective Assessment set forth in the Table above shall be incurred by ACS on the first day following the expiration of the applicable grace period (if any). Further: (c) if ACS continues to fail to timely achieve a Critical Milestone; and (d) such failure is not excused as provided in Section 2.12.2 of the Agreement, incremental Corrective Assessments may be incurred by ACS for each applicable time interval, or portion thereof (such as a week) by which the Critical Milestone is not timely achieved. |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
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SCHEDULE 6
TERMINATION FEE
| Termination Charges | ||||||||||||
| During | Contract | Contract | Contract | Contract | Contract | |||||||
| Month | Transition | Year 1 | Year 2 | Year 3 | Year 4 | Year 5 | ||||||
1
|
[***] | [***] | [***] | [***] | [***] | [***] | ||||||
2
|
[***] | [***] | [***] | [***] | [***] | [***] | ||||||
3
|
[***] | [***] | [***] | [***] | [***] | [***] | ||||||
4
|
[***] | [***] | [***] | [***] | [***] | [***] | ||||||
5
|
[***] | [***] | [***] | [***] | [***] | [***] | ||||||
6
|
[***] | [***] | [***] | [***] | [***] | [***] | ||||||
7
|
[***] | [***] | [***] | [***] | [***] | [***] | ||||||
8
|
[***] | [***] | [***] | [***] | [***] | [***] | ||||||
9
|
[***] | [***] | [***] | [***] | [***] | [***] | ||||||
10
|
[***] | [***] | [***] | [***] | [***] | [***] | ||||||
11
|
[***] | [***] | [***] | [***] | [***] | [***] | ||||||
12
|
[***] | [***] | [***] | [***] | [***] | [***] | ||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
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SCHEDULE 7
AFFILIATES OF SYMETRA
| 1. | Symetra Financial Corporation | |
| 2. | Symetra National Life Insurance Company | |
| 3. | American States Life Insurance Company | |
| 4. | First Symetra National Life Insurance Company of New York | |
| 5. | Symetra Assigned Benefits Service Company | |
| 6. | Symetra Administrative Services, Inc. | |
| 7. | Symetra Asset Management Company | |
| 8. | Symetra Securities, Inc. | |
| 9. | Symetra Services Corporation | |
| 10. | Symetra Investment Services, Inc. |
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ATTACHMENT A
BENCHMARKING PROCEDURES
1. Initiation of Benchmarking Procedures. Subject to the timing restrictions set forth in
Section 3 below, if Symetra believes that the Fees are not reflective of the industry’s best rates,
or believes that the SLRs are not reflective of the industry’s best practices, then Symetra shall
have the right to initiate the benchmarking procedures set forth in this Attachment. If Symetra
wants to challenge the competitiveness of the Fees, Symetra shall deliver to ACS a written notice
requesting that the Parties meet to discuss Symetra’s concerns. ACS shall meet with Symetra within
fifteen (15) calendar days following ACS’ receipt of such notice from Symetra, and the Parties
shall exchange any and all relevant information pertaining to the Fees that relate to the items
being challenged. The Parties shall have thirty (30) calendar days from the date of such meeting
to conclude such discussions. If the Parties agree as a result of such discussions to modify the
terms of this Agreement, the Parties will develop and execute an amendment that reflects such
agreed modifications in accordance with Section 19.7 of the Agreement. If the Parties’ discussions
do not result in agreement within such thirty (30) calendar day period, then Symetra shall have the
right to invoke the formal benchmarking procedures set forth below.
2. Benchmarker; Benchmarking Costs. Any benchmarking process initiated hereunder will be
conducted by an independent, industry-recognized benchmarking service provider (“Benchmarker”)
designated by Symetra from among the list of acceptable Benchmarkers set forth below in this
Section or otherwise agreed to by the Parties in writing. ACS and Symetra agree that the following
companies are acceptable to act as the Benchmarker: Gartner, Hackett, Compass and Meta Group.
[***].
3. Benchmarking Procedures. [***]. Promptly following Symetra’s initiation of the
benchmarking process, the Parties shall meet with the Benchmarker for purposes of agreeing upon a
detailed plan for implementing the benchmark (including timelines for ACS’ submission of data to
the Benchmarker and a reasonable time period for concluding the benchmark); provided, however, that
any changes to the Fees that occur as a result of the Benchmarking process shall in all instances
be retroactive to the date on which Symetra first provided ACS with written notice of its desire to
conduct a benchmark as provided in Section 1 above. Pursuant to the mutually agreed plan, the
benchmarking process shall be designed not to disrupt delivery of the Services or the ability for
the Services to be provided in accordance with the SLRs.
The Benchmarker, with input from the Parties, will determine what factors are relevant for
purposes of conducting the benchmark and shall “normalize” all data to obtain relevant comparisons
for purposes of the benchmark. Normalization factors to be taken into consideration by the
Benchmarker may include, without limitation: (a) geographic location of the peer companies; (b)
industry differences affecting information technology costs; (c) economies of scale; and (d)
workload and complexity factors (including operating environment). Other normalization factors may
include, without limitation: (e) the SLRs offered; (f) duration and nature of the contractual
commitment; (g) volume of services being provided; (h) contractual
terms, conditions and allocation of risk; (i) the investment made by the provider in the
customer’s equipment and personnel;
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
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(j) appropriate overhead; and (k) provisions to ensure the
unique factors of each deal are taken into account by the Benchmarker, including out-of-scope
deliverables.
If ACS fails to provide data or otherwise comply in a timely manner with the requirements set
forth in the mutually agreed benchmark plan, ACS shall have a period of seven (7) calendar days
following its receipt of written notice from Symetra regarding such failure during which to provide
such data or comply with the agreed plan. [***].
4. Review of Benchmark Results.
(a) General. The Benchmarker shall provide a report on the results of the benchmark to both
Symetra and ACS. Within fifteen (15) calendar days following receipt of the Benchmarker’s report,
Symetra and ACS will meet to jointly review the benchmark results.
(b) Fee Disparities. If the Benchmarker’s report concludes that the then-current aggregate
Fees for any benchmarked Service is greater than the Benchmarker’s market-based average aggregate
fees for such Service then: (i) if the difference between the rates payable hereunder and the
rates identified by the Benchmarker (the “Rate Differential”) is [***] percent ([***]%) or less,
the Fees payable hereunder shall remain unchanged; (ii) if the Rate Differential is greater than
[***] percent ([***]%), then the Fees payable hereunder shall be reduced by an amount necessary to
cause the Rate Differential to be [***] percent ([***]%).
5. General Agreement of Cooperation. The Parties acknowledge that the benchmarking procedures
described in this Attachment will require further definition and clarification as the Parties begin
actual implementation of the benchmark. The Parties shall cooperate in good faith with one another
and with the Benchmarker to reach reasonable and timely agreements on such further definition and
clarification. To the extent the Benchmarker reasonably establishes that certain definitions,
procedures and methodologies are widely used in information technology benchmarking, the Parties
agree to generally rely on the Benchmarker’s definitions, procedures and methodologies for guidance
in reaching agreement. Further, the Parties acknowledge that in reaching the final results of the
benchmark, the Benchmarker will be required to exercise its professional judgment and discretion in
certain matters and, assuming such judgments are within established industry practices for
information technology benchmarking, the Parties will defer to the conclusions of the Benchmarker.
ACS acknowledges that Symetra views the benchmark procedure described in this Schedule as a
critical inducement to Symetra’s agreement to many of the terms of this Agreement, including the
Term and termination rights provided for in the Agreement, and therefore ACS agrees that it will
cooperate in good faith to accomplish the objectives of the benchmark procedure for the benefit of
Symetra.
6. Benchmark Metrics. At their highest level of classification, the Service Tower Services to
be provided by ACS are the Service Towers identified in Section 2.2.1 of the
Agreement. ACS will be apprised of the specific Services or sub-Services (metrics) that will
be included in the scope of the benchmark sufficiently in advance of the benchmarking study so that
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
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ACS can establish administrative processes to capture the necessary metric data. The exact metrics
to be included in the benchmark study will be contingent upon: (a) the detail in which the
Benchmarker maintains cost, pricing and other relevant data within its database; and (b) ACS’
ability to capture pricing and other relevant information at the desired level of detail. The
following table is shown solely as an example of the types of metrics that may be included in the
benchmarking study:
| Service Tower Services | Possible Benchmark Service/Sub-Service | |
Help Desk or Call Center
|
Cost per contact | |
| Cost per call | ||
Desktop Management
|
Cost per seat (hardware, standard software) | |
| Cost per seat (maintenance and support) | ||
Distributed Computing
Services and Web Hosting
Services
|
Cost per Server Unix Operation & Maintenance Cost per server NT Operation & Maintenance Cost per AS400 system operations and maintenance Cost per kGEMS |
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ATTACHMENT B
SYMETRA SITES
| Approximate | ||||||
| Number of Users | ||||||
| Office City Location | Address | (in 2005) | ||||
New Symetra Headquarters
|
777 108th Avenue NE, Bellevue, WA 98004 | 1008 | ||||
Indianapolis, IN. (SRMS)
|
3600 Woodview Trace Suite 301, Indianapolis, IN 46268 | 12 | ||||
Boston, MA
|
50 Congress Street, Suite 420, Boston, MA 02109 | 5 | ||||
South Windsor (Hartford), CT
|
1170 Ellignton Road, South Windsor, CT 06074 | 25 | ||||
Conshohocken, PA
|
One First Ave, Conshohocken, PA 19428 | 6 | ||||
Pittsburgh (Bethel Park), PA
|
2000 Oxford Drive Suite 490, Bethel Park, PA 15102 | 5 | ||||
Clairmont (Atlanta), GA
|
2957 Clairmont Road Suite 400, Atlanta, GA 30329 | 11 | ||||
Miami, FL
|
7300 NW 19TH ST., Street. 205, Miami, FL 33126 | 31 | ||||
Woodstock, IL
|
224 W. Judd Street, Woodstock IL 60098-3127 | 1 | ||||
| Approximate | ||||||
| Number of Tele- | ||||||
| Remote Tele-workers | Workers | |||||
| City | Address | (in 2005) | ||||
Lake Oswego (Portland), OR |
5 | |||||
Portland, OR |
1 | |||||
Aliso Viejo-SoCal, CA |
3 | |||||
San Diego, CA |
10 | |||||
Golden, CO |
1 | |||||
Richardson (Dallas), TX |
13 | |||||
Overland Park, KS |
3 | |||||
Cincinnati, OH |
4 | |||||
Hoffman Estates
(Chicago), IL |
7 | |||||
Duluth (Atlanta), GA |
13 | |||||
Fenton-South, MO |
1 | |||||
Maitland, FL |
1 | |||||
Doylestown, PA |
2 | |||||
Wexford, PA |
2 | |||||
Chicago, IL (Hoffman Estate) |
4 | |||||
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Attachment C
Transition Plan
Initial Draft of Transition Plan
Symetra Transition Program
Transition Plan
Initial Draft of Transition Plan
Symetra Transition Program
Confidential Information
Table of Contents
Symetra Transition Program
Table of Contents
Initial Transition Plan
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2.5 Program Dependencies |
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Confidential Information
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Symetra Transition Program
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| 38 |
Confidential Information
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Symetra Transition Program
| 1 | Introduction |
| This preliminary Transition Plan is provided as Attachment C to the Agreement. The Parties acknowledge and agree that this plan is only intended to be an initial draft of the Transition Plan and will be replaced by a detailed Transition Plan in accordance with Section 2.3.1 of the Agreement. |
| 1.1 | Detailed Transition Plan Background |
| The detailed transition plan will be developed to leverage the latest technology and the best in class practices ACS uses to support all of our Business Process and Information Technology Outsourcing clients. This approach provides a cost-effective solution insuring high performance levels, mitigation of risks, and flawless execution. | |||
| In the plan, we address the approach for services transition support (section 4.1 Transition Approach for Services Transition), the approach for data center’s mainframe and midrange systems (section 4.2 Transition Approach for Data Center Migrations), the approach for knowledge transfer (section 4.3 Transition Approach for Knowledge Transfer), and the approach for testing (section 4.4 Transition Approach For Testing). Additionally, we discuss the program key milestones, program schedule, and Symetra acceptance of the program’s criteria for success. | |||
| As a service organization that provides timely, accurate and dependable services, ACS brings numerous benefits. ACS offers Symetra unparalleled success in delivering outsourcing services and the knowledge gained through more than 15 years of experience. From this experience, we know that Symetra satisfaction depends on the availability, efficiency, flexibility and reliability of ACS services. And satisfaction will drive every responsibility Symetra entrusts to ACS. |
| 1.2 | Detailed Transition Plan Overview |
| The transition plan, supplemental management plans, and detailed program plan schedule are critical components of a successful outsourcing agreement. The purpose of these plans — managed by the ACS Transition Management Office (TMO) — is to provide a comprehensive reference source of project plans, activities, deliverables and resources for the successful completion of the Symetra Transition Program. | |||
| The transition plan acts as a road map for program and project team members. The ACS transition manager will provide leadership in the completion of tasks and resolution of issues that arise throughout the transition. A key to the plan’s success is continuous communication between all team members and active client participation. The program scope and approach are detailed within the transition plan. | |||
| The roles, responsibilities, and project management processes that will be used to manage the program are defined in a supplemental set of management plans. The supplemental plans define the strategies and process sets for communications, risk, quality, schedule, and change management. |
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Symetra Transition Program
| 2 | Program Scope |
| The following subparagraphs describe the scope of the Symetra Transition Program that will be managed by the ACS Transition Management Office. |
| 2.1 | In Scope |
| • | Help Desk Transition | ||
| • | Remedy Implementation | ||
| • | Security Transition | ||
| • | End User Computing Transition | ||
| • | Asset Management Transition | ||
| • | Messaging Transition | ||
| • | Disaster Recovery Transition | ||
| • | NWSC Data Center Migration | ||
| • | Content Management | ||
| • | Output Processing | ||
| • | Voice Services | ||
| • | Data Network Services |
| 2.2 | Out of Scope |
| 2.2.1 | Activities Out of Scope of ACS Contract |
| • | TBD |
| 2.2.2 | Activities In Scope of ACS Contract, Out of Scope for Transition |
| • | In-flight projects | ||
| • | TBD |
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Symetra Transition Program
| 2.3 | Measures of Success |
| 2.3.1 | Client Business Objectives |
| The following bullet, from the ACS RFP response, is a high level recap of the selected Symetra sourcing objectives that directly applies to the transition program. |
| § | Smoothly and successfully transition Symetra to a new IT infrastructure in the required time frame. |
| 2.3.2 | Program Objectives |
| Meet all critical deliverables dates. This objective will be measured by the supplemental quality management plan. | |||
| Complete the transition with minimum disruption to Symetra IT and Symetra business units. The TMO Client Satisfaction Survey will measure the success of this objective. | |||
| Build a solid relationship between ACS and Symetra. The TMO Client Satisfaction Survey will measure the success of this objective. Stay within budgetary parameters. The SBU Management team will measure the success of this objective through the P&L. The ACS TMO will also implement and measure the success of the TMO portion of the budget through execution of the TMO financial management plan. |
| 2.4 | Stakeholders |
| 2.4.1 | Symetra |
| • | TBD |
| 2.4.2 | ACS |
| • | Solutions Management | ||
| • | West Region | ||
| • | Operations and Engineering | ||
| • | HR |
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Symetra Transition Program
| • | Finance | ||
| • | SalesProgram Dependencies |
| 2.5.1 | Transition Program Dependencies on Non Program Areas |
| • | Symetra Bellevue Facility Complete by TBD | ||
| • | ACS has signed contract with CompuCom | ||
| • | TBD |
| 2.5.2 | Non Program Areas Dependencies on Transition Program |
| • | TBD |
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Symetra Transition Program
| 3 | Project Boundaries |
| This section describes other factors that can affect the scope of the program and a summary of the management plans that will be used to manage the delivery of program deliverables. |
| 3.1 | Situation Analysis |
| This section of the plan identifies the constraints and assumptions that exist for the program. Program assumptions are statements taken for granted or truth that define the scope of the program. Constraints are restrictions that affect the scope of the program. Both are circumstances and events that need to be managed for the program to be successful but are outside the total control of the program team. The assumptions and constraints provide a historical perspective when evaluating the program’s performance and determining justification for program-related decisions and direction. |
| 3.1.1 | Assumptions |
| • | Network and hardware vendors will be able to deliver equipment and professional services within industry standard times. | ||
| • | Safeco will allow a lift of the OS and all program products. | ||
| • | Symetra user/application data will be segregated on existing or ACS supplied DASD prior to the first “lift”. | ||
| • | Safeco will segregate all archived data prior to the final “lift” | ||
| • | Safeco will allow the installation of an IBM VTS at the RDC and will support the conversion of tape from the STK VSM | ||
| • | TBD |
| 3.1.2 | Constraints |
| • | All Symetra related equipments (servers, network, etc) removed from Safeco RDC no later than date TBD. | ||
| • | TBD |
| 3.2 | Supplemental Management Plans |
| Following is a summary description of the supplemental management plans that will be utilized to manage program deliverables. |
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Symetra Transition Program
| 3.2.1 | Communications Management Plan |
| The Communications Management Plan defines the following areas: |
| • | Program structure including program governance, organization, and roles and responsibilities | ||
| • | Program communications schedule | ||
| • | Program contacts | ||
| • | Issue and action management process | ||
| • | Escalation management process |
| 3.2.2 | Risk Management Plan |
| The Risk Management Plan defines the following areas: |
| • | Risk definition | ||
| • | Risk tracking tool | ||
| • | Risk management process | ||
| • | Risk escalation process |
| 3.2.3 | Quality Management Plan |
| The Quality Management Plan defines the following areas: |
| • | Quality management events | ||
| • | Quality management roles and responsibilities | ||
| • | Quality management schedule |
| 3.2.4 | Schedule Management Plan |
| The Schedule Management Plan defines the following areas: |
| • | Schedule development | ||
| • | Schedule management | ||
| • | Schedule change control |
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Symetra Transition Program
| 3.2.5 | Change Management Plan |
| The Change Management Plan defines the following areas: |
| • | Program change management process | ||
| • | Roles and responsibilities | ||
| • | Change Control Board (CCB) | ||
| • | Change request tracking and reporting |
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Symetra Transition Program
| 4 | Program Approach |
| The following paragraphs describe the approach that will be utilized to transition the Symetra infrastructure to ACS. |
| 4.1 | Transition Approach for Knowledge Transfer |
| Without limiting any of ACS’ knowledge transfer obligations set forth in the Agreement including, without limitation, those set forth in Section 10.3.1, the objective of the following knowledge transfer process is to provide a seamless transition of knowledge, required to operate and support the Symetra’s processing environments, from the current support organizations to the ACS support organizations. | |||
| There are four major elements related to knowledge transfer: |
| • | Initial Knowledge Transfer | ||
| • | Follow-up Knowledge Transfer | ||
| • | Interface Process Development | ||
| • | Operations Extended Site Visit |
| 4.1.1 | Initial Knowledge Transfer |
| At the kickoff of the transition project, the ACS transition team is established. Information from due diligence and the contract is “transitioned” to the new team members, and a kickoff meeting is held in which all team members are informed of the latest details of the transition project. | |||
| ACS team members, representing the involved functional areas, meet with their counterparts at Symetra and/or Safeco via site visits or conference calls in order to: |
| • | Validate the transition, implementation, and migration approaches | ||
| • | Complete detailed design to the level required for initial procurement | ||
| • | Prepare to assume operational responsibility |
| The ACS transition manager works with Symetra’s transition manager to set up the initial knowledge transfer meetings. This includes establishing the scope, timing, location, and participants for the required breakout sessions. During this sub-phase, ACS requires input from Symetra and/or Safeco Subject Matter Experts (SMEs) in the following areas: |
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Symetra Transition Program
Subject Matter Expertise Required
¨ Hardware
|
¨ Software | ¨ Network | ||
¨ Systems administration
|
¨ Storage management | ¨ Communications | ||
¨ Program products
|
¨ Capacity planning | ¨ Automation | ||
¨ Console operations
|
¨ Media services | ¨ Tape management | ||
¨ Capacity and
Performance Mgmt
|
¨ Incident, problem and change management | ¨ Scheduling and production control | ||
¨ Data security
|
¨ Print and Mail Services | ¨ Disaster recovery | ||
¨ Desktop Management
|
¨ Assets Management | ¨ Service desk |
| The following are examples of initial knowledge transfer requirements for a representative set of functional areas: |
| 4.1.1.1 | Technical Services Areas | ||
| ACS Transition Team members representing technical services areas (e.g. OS/390, CICS, DB2, etc.) will meet with Symetra and/or Safeco personnel currently performing the same functions. The purpose of the meetings is as follows: |
| • | Validate the transition, implementation, and migration approaches | ||
| • | Complete detailed design to the level required for initial procurement | ||
| • | Prepare to assume operational responsibility |
| Ø | Complete a technical questionnaire and obtain related technical documentation | ||
| Ø | Review operating system and/or program product implementation | ||
| Ø | Review support processes and procedures | ||
| Ø | Review standards and conventions | ||
| Ø | Review application support requirements |
| 4.1.1.2 | Operations Areas | ||
| ACS Transition Team members representing Operations Areas (e.g. Console Operations, Help Desk, Scheduling, etc.) will meet with Symetra |
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Symetra Transition Program
| and/or Safeco personnel currently performing the same functions. The purpose of the meetings is as follows: |
| • | Validate the transition, implementation, and migration approaches | ||
| • | Complete detailed design to the level required for initial procurement | ||
| • | Prepare to assume operational responsibility |
| Ø | Complete a technical questionnaire and obtain related operational documentation | ||
| Ø | Review operations processes & procedures, hours of operation | ||
| Ø | Review help desk environment and problem management procedures | ||
| Ø | Review scheduling package implementation, schedules, and administrative processes & procedures | ||
| Ø | Review tape management package implementation, tape library, and tape drive configuration, processes & procedures, off site requirements, backup & recovery requirements, foreign tape requirements, mail tape requirements | ||
| Ø | Review standards and conventions | ||
| Ø | Observe daily processes for operations, production control & scheduling, & tape operations & administration | ||
| Ø | Review interfaces to other platforms | ||
| Ø | Review application support requirements |
| 4.1.1.3 | Application Areas |
| ACS Transition Team members representing both technical and operational areas meet with client personnel knowledgeable about the application portfolio. The purposes of the meetings are to assist ACS with packaging applications into groupings for the various phases of the data center migration. The main application suite discussion points for these meetings are as follows: |
| • | Servers platforms | ||
| • | Database systems utilized |
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| • | Application and network interfaces (internal and external) | ||
| • | Maintenance windows | ||
| • | Outage tolerances |
| 4.1.2 | Follow-Up Knowledge Transfer | ||
| ACS works with Symetra and/or Safeco to establish access rights and preliminary connectivity to Symetra system. This access is used to allow ACS to further its data collection activities without directly impacting Symetra or Safeco personnel. The ACS Project Manager works with the Symetra Transition Coordinator to determine the “ground rules” for access and to determine if there are interim means (e.g. web, dial-up) to access the systems. Once an agreement is reached, the ACS Data Security Team identifies access requirements for ACS team members and submits formal requests. Symetra and/or Safeco then works with ACS to establish connectivity and process the access requests. | |||
| After the initial knowledge transfer activities, further interaction between ACS team members and their Symetra and/or Safeco counterparts is conducted to finalize and validate the detailed design for each transition, implementation, and migration area. | |||
| The knowledge transfer process is strengthened as the ACS project team begins to put the information to use. For the technical groups, this involves building and testing the new system and networking environments at ACS. For operations groups, this involves setting up and rehearsing operations procedures such as system start-up, shutdown, and monitoring. |
| 4.1.3 | Interface Process Development | ||
| During the knowledge transfer process, ACS team members collect process requirements from their meetings with Symetra personnel. These requirements are then merged with ACS core processes to create new interface processes and procedures. In a typical transition, interface processes are developed, at a minimum, for problem management, change management, and service requests. The ACS Service Delivery Manager spearheads the development of interface processes. Technical and operational teams also provide significant input into this activity. Major tasks include the following: |
ACS team members collect requirements.
| • | An interface process model is developed and reviewed with involved Symetra personnel. | ||
| • | ACS updates the process model based on Symetra’s input. |
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| • | The interface model is again reviewed with and presented for approval by involved Symetra personnel. | ||
| • | ACS rolls out the final approved model to ACS personnel. | ||
| • | Symetra rolls out the final approved model to Symetra personnel. |
| 4.1.4 | Operations Extended Site Visits | ||
| Four to six weeks prior to the start of cutovers, ACS personnel participate in extended site visits in order to obtain hands-on experience while working side-by-side with their Symetra and/or Safeco counterparts. |
| 4.2 | Transition Approach for Services Transition | |
| The following paragraphs describe the service transition project life cycle and the approach for the seven projects that comprise the service transition portion of the Symetra transition program: |
| • | Help Desk Transition | ||
| • | Remedy Implementation | ||
| • | Security Transition | ||
| • | End User Computing Transition | ||
| • | Messaging Transition | ||
| • | Assets Management Transition | ||
| • | Content Management Transition |
| 4.2.1 | Project Life Cycle for Service Transition Projects | ||
| ACS employs a standard system development & implementation approach to each defined discipline within the transition. The following provides a general description of the approach applied to each area of this transition: | |||
| Analysis & Knowledge Transfer |
| • | See Section 4.1 for a detailed description of Knowledge Transfer. |
| Design & Procurement |
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| • | Discovery — ACS will identify current environment information and obtain knowledge of existing processes for Symetra services support. This will be accomplished through assignments of transition team members and knowledge transfer sessions. | ||
| • | Obtain System/Workflow Inputs — ACS will obtain input from Symetra business workflow, policy & procedures, incident management, change management and reporting. | ||
| • | Procurement – Initiate procurement of hardware, software, or services required to complete the deliverable. |
Construct
| • | Development — ACS will build and implement the necessary hardware, software and business workflow processes necessary to support the defined requirements. This may also include set up of physical space and network connectivity to ACS. | ||
| • | Training – Determine training requirements based on the existing knowledge base and the solution to be implemented. Define and execute a training program based on these requirements. | ||
| • | Testing and Quality Assurance — This includes development of test plans, configuration test, dry run test, and Go/No Go decision. |
Implement
| • | Following a “go” decision based on successful testing and approval, the implemented solution is put into production. | ||
| • | During post implementation there is a defined “critical care” period where all activities associated with the implemented solution are closely monitored and issues or incidents are addressed by the transition team. Once this “critical care” period is over, incident management will be addressed by the defined operational support organization. |
Close
| • | Complete turnover from the TMO to the SBU Management team. | ||
| • | Obtain customer concurrence that deliverables associated with this effort have been met | ||
| • | Obtain customer approval to close project | ||
| • | Complete administrative project close activities |
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| 4.2.2 | Help Desk Transition | ||
| ACS will provide in-scope help desk services for Symetra from our NWSC. A large portion of the transition timeline is dedicated to knowledge transfer and building appropriate processes that the new agents can use to support Symetra. The transition will take approximately TBD days to complete. The transition activities associated with the Help Desk transition will consist of: | |||
| Knowledge Transfer sessions with and shadowing of the current Help Desk staff. | |||
| Implementation of Help Desk tools such as Remedy and Aspect | |||
| Implementation of Automatic Call Distribution (ACD) and Knowledge Management Systems | |||
| Additional activities required for this transition beyond the approach activities described above include: | |||
| Design |
| • | Discovery to define the steps for each activity such as Remedy setup, process improvements, and relocation of the help desk to the NWSC. | ||
| • | TBD |
Construct
| • | Infrastructure Development — ACS will complete the infrastructure set up for the help desk. ACS will install the required network connectivity between Symetra sites and the NWSC, configure the agent workstations, and establish access to required systems. | ||
| • | Process improvements and efficiencies will be implemented incrementally, utilizing best practices employed by ACS. | ||
| • | ACS will hire and train 2 additional Help Desk agents. | ||
| • | TBD |
Implement
| • | At cutover, the Symetra PBX will be updated to forward Help Desk calls to NWSC. | ||
| • | TBD |
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| 4.2.3 | Remedy Transition | ||
| Problem and change management will be performed from the Remedy system in the NWSC. Symetra employees that require access to this system in order to enter problem tickets or review them will be given the appropriate access. The transition to the Remedy system will take place in conjunction with the migration of the help desk, approximately TBD days after contract sign. | |||
| The Remedy transition will consist of moving Symetra users onto the ACS Remedy application. Symetra will be able to take advantage of a tool that has been built around industry best practices. | |||
| Design |
| • | TBD |
Construct
| • | TBD |
Implement
| • | TBD |
| 4.2.4 | Security Transition |
The security transition will address Symetra’s application and data security
requirements and will provide a structured migration, knowledge transfer and management
process for physical and logical security of in-scope systems, data, infrastructure and
environments. The transition will run concurrent with the data center migration
activities.
| 4.2.4.1 | Logical Security Operations Transition | ||
| This methodology provides for 24 x 7 threat assessments, incident response and threat mitigation, regulatory assessments, risk or vulnerability assessments and remediation. The goal of the Information Security Team is to provide Symetra a secure network that meets or exceeds the stated security requirements with confidentiality, integrity and availability. | |||
| ACS will deliver a secure computing environment for Symetra and its user community through the following activities: | |||
| Design |
| • | Policy and procedure gap analysis | ||
| • | Firewall configuration rule review |
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| • | IDS monitoring review | ||
| • | Classification of data review | ||
| • | Roles and responsibility rules | ||
| • | Management tools/reporting | ||
| • | Escalation procedures | ||
| • | Software support and SLA metrics | ||
| • | TBD |
Construct
| • | Security platform selection, testing and implementation | ||
| • | Intrusion detection systems placement | ||
| • | Vulnerability assessment and threat analysis | ||
| • | Monitoring and bandwidth analysis | ||
| • | Review application configurations | ||
| • | Test and validate escalation procedures | ||
| • | Identify problems/corrective actions | ||
| § | TBD |
Implement
| • | Transition to active monitoring | ||
| • | TBD |
| 4.2.5 | End User Computing Transition | ||
| The transition approach documents the major deliverables necessary to complete a successful transition of End User Computing services from Symetra to ACS. Desktop management services will be provided for the Symetra environment. These servers consist of overall desktop engineering, configuration management, and software distribution. An SMS server will be set up in the Symetra headquarter building to enable ACS to perform electronic software distribution and asset tracking to all of the Symetra desktops. ACS will contract with a third-party vendor to conduct break/fix and IMACs in the remote Symetra locations. These |
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| services include installation, maintenance and user support. The transition activities associated with Desktop Support will consist of Knowledge Transfer sessions with and shadowing of the current Desktop Support staff. |
| 4.2.5.1 | Third Party contracts | ||
| TBD |
| 4.2.5.2 | Transition Approach | ||
| The following are the major activities and milestones that are part of the ACS Desktop Services approach: | |||
| Design |
| • | Obtain organizational charts and map to ACS support organization. | ||
| • | Review Symetra and ACS roles and responsibilities. | ||
| • | Review Symetra, ACS and vendor interface procedures. Review the times, days and procedures for the regularly scheduled status and support services meetings. | ||
| • | Review the formats of the existing reports and escalation models (to include VIP support). | ||
| • | Conduct knowledge exchange activities. | ||
| • | Review the service level tracking and reporting procedures. | ||
| • | TBD |
Construct
| • | Obtain working space for the ACS onsite staff and plan for implications of remote support staff. | ||
| • | Update Symetra, ACS and vendor interface procedures. | ||
| • | Establish the times, days and procedures for the regularly scheduled status and support services meetings. | ||
| • | Update the formats of the existing reports and escalation models (to include VIP support). | ||
| • | Update the service level tracking and reporting procedures. |
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| • | Develop the staff augmentation plan, as necessary | ||
| • | Finalize Hardware Support Services | ||
| • | Develop the support services turnover plan. | ||
| • | TBD |
Implement
| • | Conduct contract administration turnover as required. | ||
| • | Establish the accounting and billing processes for third party contracts | ||
| • | Incorporate ACS tools, processes, and procedures into the current Desktop Services environment. | ||
| • | Implement next day remote depot | ||
| • | Execute the support services turnover plan. | ||
| • | TBD |
| 4.2.6 | Disaster Recovery Transition | ||
| Disaster recovery services will be provided through the ACS Continuous Availability Services (CAS) team. ACS will review Safeco’s current plan as requested in the RFP. At the conclusion of each phase of the data center migration (mainframe and servers), ACS will develop disaster recovery procedures specific to the needs of Symetra for the new servers located in the NWSC. The procedures will be in place TBD days after the completion of each data center phase. | |||
| The following major activities drive the ACS Disaster Recovery (DR) transition approach: | |||
| Design |
| • | Assign a DR coordinator and establish a DR support team for the participation in DR planning sessions, testing exercises and post-testing review meetings. | ||
| • | Review existing Symetra DR Plan | ||
| • | Conduct technical and business walk-through of Symetra existing DR plan. | ||
| • | Analyze and define Symetra existing DR roles and responsibilities. |
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| • | Identify any business functions that require special equipment, network connectivity, supplies or unique workspace environments. | ||
| • | TBD |
Construct
| • | Develop and maintain complete listing of application files needed for recovery processing. | ||
| • | Define application availability recovery times and prioritize each application’s importance in the business environment. | ||
| • | Develop and maintain application file backup and recovery procedures. | ||
| • | Administer and coordinate activities with non-ACS contracted DR service providers. | ||
| • | Develop alternate processing methods for maintaining continuity of business transactions that have been identified as critical for client survival; these methods are planned for interim use following a disaster until usual information processing activities can occur at an alternate site. |
Implement
| • | Review new DR plan with Symetra | ||
| • | Gain approval/acceptance of new DR plan from Symetra. | ||
| • | Perform turnover of DR plan to Account SDM |
| 4.2.7 | Asset Management Transition | ||
| The Asset Management transition will be executed following ACS’s standard implementation processes. Transition will be accomplished in two phases. The first phase involves performing an initial inventory collection. The second phase will address rollout of the Asset Management component of Remedy. Additional activities required for this transition include: | |||
| Design |
| • | Initial Inventory Plan — ACS will develop a plan for the initial inventory assessment. | ||
| • | TBD | ||
| • | The initial inventory baseline will be provided to Symetra for review and approval. |
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| • | Desktop Software Inventory – The baseline inventory will be provided electronically for those desktops and laptops that are network attached. | ||
| • | Hardware Maintenance and leasing contracts will be captured and associated with the inventory in the Asset Management Application. | ||
| • | Obtain Service Inputs — Interim inventory change controls will be established based on input from Symetra. |
Construct
| • | Initial Inventory — ACS will conduct an asset inventory assessment capturing the required attributes for each asset type. | ||
| • | Application Setup – ACS will establish a client’s instance in the Asset Management component of Service Center. Identify appropriate users of the application and perform the necessary user setup. | ||
| • | Data Import – ACS will work with Symetra to verify the accuracy of the initial inventory. Corrections to the data will be made prior to importing into the Asset Management application. | ||
| • | Process/Procedures – ACS will develop the inventory change control procedures for use, management, and administration of the Asset Management application. | ||
| • | Training – Symetra employees utilizing the Asset Management application will be trained on its use and the appropriate change control procedures. | ||
| • | Testing and Quality Assurance — This section will include import data verification, Dry Run Testing, and Go/No Go Decision for implementation into production. |
Implement
| • | Upon successful “go” decision, the inventory will be baselined and changes to this inventory will be managed through established change control processes | ||
| • | Perform turnover to Account SDM |
| 4.2.8 | Content Management Transition |
Please see attached Appendix 1 to this Attachment C.
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| 4.3 | Transition Approach for Data Center Migrations | |
| For all platforms, the transition approach incorporates a series of network and application tests to ensure a seamless migration. See section 4.4 (Transition Approach for Testing) for a detailed description of the testing approach. | ||
| The following paragraphs describe the data center migration project life cycle and the approach for data center migration portion of the Symetra transition program: |
| 4.3.1 | Project Life Cycle for Data Center Migration Projects | ||
| ACS employs a standard system development & migration approach to each defined discipline within the transition. The following provides a general description of the approach. | |||
| Knowledge Transfer |
| See Section 4.1 for a detailed description of Knowledge Transfer. |
| Design and Procurement |
| During knowledge transfer, ACS will collect information that is required to finalize the system configuration and network design. Final detailed specifications are developed for hardware, software, and network circuits/equipment. ACS then initiates the procurement process for the required resources. |
| Construct |
| For Symetra, ACS will install similarly configured hardware in the NWSC. This approach eliminates the need to physically move any hardware during the actual cutover and provides for easy fallback in the event of a cutover problem. | |||
| Data Copies | |||
| Per standard process, ACS will make four full copies of the system for systems operated at the RDC. The first copy establishes a base for initial customization, network unit testing, and application unit testing. The second copy is a data refresh to facilitate integrated application/network testing. The third copy occurs at the dry run, and the fourth copy occurs at the hot cut. | |||
| For systems being moved by tape copy, all processing must be stopped while the copies occur in order to ensure data integrity. | |||
| Customization and Start-Up of Systems |
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| Once the new hardware is installed at ACS and the first data copy is completed, the customization process begins. Minimal changes will be made to the systems software environment. The following paragraphs describe typical activities for the mainframe and open systems environments. | |||
| Mainframe | |||
| The migration team will establish the ACS internal systems integration processes, apply the necessary software maintenance upgrades and authorization pass-codes, set up the internal automation and systems support processes, and install additional systems utilities. | |||
| The Migration Team will make no changes to the applications environment. All logical definitions remain the same, and all systems software products should function the same. ACS will not add new versions, releases or maintenance to the environment without Symetra’s prior approval. | |||
| Wintel Systems | |||
| Operating Systems — ACS will perform a fresh OS installation of the current OS on all servers unless a change is specifically requested by Symetra, designated by the hardware vendor, or specific application vendor for supportability reasons. | |||
| In most cases, the approach for the Wintel environment will be fresh application installs using vendor supplied media or downloadable files from their web sites. The configuration and customization of these and other products will be performed cooperatively between ACS and Symetra. | |||
| Exceptions to the product installation rule are when Symetra engages vendor supplied professional services or when the entire system image of the source server can be moved to the target server. Symetra will be responsible for overseeing efforts related to vendor assistance and engage ACS on an as needed basis to address environmental or operating system requirements. | |||
| Testing | |||
| A comprehensive testing methodology is executed to verify the transition process is sound and the systems and network function properly. This includes unit testing for network and application components, integrated application/network testing, and a dry run that is a dress rehearsal of the final cutover. For more information, refer to the Section 4.4 (Transition Approach for Testing). | |||
| Prior to the Dry Run, a “freeze” for discretionary changes is required to ensure that the systems are stabilized for the cutover. This “freeze” is in |
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| effect beginning one week before the “dry run” and extends one week after the “hot cut”. |
| Implement |
| The Hot Cut is the final move (cutover) of the Symetra processing environment to ACS. The general scenario for the Hot Cut is as follows: |
| • | Quiesce systems at RDC | ||
| • | For tape copy: |
| Ø | Perform disk-to-tape copies at RDC | ||
| Ø | Transport copy tapes to ACS | ||
| Ø | Perform tape-to-disk restores at ACS |
| • | Cut network over to ACS | ||
| • | Transport tape library to ACS | ||
| • | Perform system customization at ACS | ||
| • | Perform Customer Application Acceptance Test | ||
| • | Make “go” decision | ||
| • | Start production processing at ACS | ||
| • | Transport off-site tapes to ACS vault |
| ACS will develop the master cutover plan and manage the move. Symetra is responsible for developing and executing application test scripts. This event will require participation from ACS technical, operations, and network groups; Safeco technical, operations, network, and Symetra application groups; and a select group of business users. | |||
| Fallback | |||
| In the event that a catastrophic problem is encountered at the Hot Cut, the transition approach employed by ACS allows for a controlled fallback to Symetra original systems at RDC. As part of developing the cutover plan and script, ACS also develops a fallback plan based on potential “showstoppers” that are pre-identified by ACS and Symetra. The following paragraphs highlight key aspects of ACS’ fallback approach. | |||
| ACS works with Symetra to develop an Acceptance Test that is executed at the final Hot Cut. The Acceptance Test checks the validity of the “just-moved” systems to ensure that all business-critical functions are working |
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| properly prior to making a “go” decision and starting production processing at ACS. |
| If a major problem surfaces, ACS, along with its supporting vendors, works to resolve the problem within the pre-designated outage window. If the issue cannot be resolved to the satisfaction of Symetra, the fallback plan is implemented. Since the original systems have not been dismantled, the fallback plan is to point the network back to the original systems and restart the production applications. This is done with little or no loss of data. | |||
| Regarding the tape library, ACS works with Symetra prior to the Hot Cut to identify if there are any critical master tapes that need to be copied by Safeco prior to the cutover. In the event that fallback is required, the copies will remain at the original data center and will be used until the tape library can be returned. | |||
| If problems are encountered after production processing is started in the new processing environment, ACS, with its supporting vendors and Symetra, works to resolve the issues and move forward on the systems at ACS. | |||
| Following a “go” decision based on successful testing and approval, the implemented solution is put into production. | |||
| During post implementation there is a defined “critical care” period where all activities associated with the implemented solution are closely monitored and issues or incidents are addressed by the transition team. Once this “critical care” period is over, incident management will be addressed by the defined operational support organization. |
Close
| • | Complete turnover from the TMO to the SBU Management team. | ||
| • | Obtain customer concurrence that deliverables associated with this effort have been met | ||
| • | Obtain customer approval to close project | ||
| • | Complete administrative project close activities |
| 4.3.2 | Detailed Symetra Migration Approach | ||
| PHASES/APPLICATION GROUPINGS |
Phase 1
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| • | TBD |
Phase 2
| • | TBD |
Phase 3
| • | TBD |
| 4.3.3 | Network |
| 4.3.3.1 | Managed Network Services | ||
| ACS will design a network infrastructure to support the mainframe and server migration from the Safeco Redmond data center (RDC), and applicable remote sites, to the ACS NWSC in Hillsboro. The appropriate network infrastructure will be built for the systems that will be housed in the NWSC and at Symetra headquarters in Bellevue, Washington. There will be enough bandwidth installed to support remote access to the servers and mainframe. Network connectivity will take approximately 90 days to install from contract sign date. At that time, the remote sites can be configured and tested on the network which will take approximately 30 days. The voice strategy will consist of implementing a new Avaya PBX solution at the Bellevue, Washington facility, and of managing the existing Avaya switches in six sites and Centrex switches in two sites. | |||
| Upon contract signing, ACS will plan and engineer the installation and establishment of circuit connectivity between the RDC and the NWSC that will be used to facilitate the migration activities. This also will allow the RDC and the NWSC to access the existing Safeco-provided Symetra network as required to support the business. | |||
| As each additional circuit and site is turned up, associated network management services will be installed, configured and made available at the ACS ECC in the Dallas data center-with visibility from the NWSC-to ensure visibility and manageability. After new service has been established at all sites, existing connections will no longer be required and ACS will submit a request to Symetra to disconnect the circuit. This work will be performed in a coordinated and seamless fashion, ensuring an invisible transition from the existing network to the new network with no impact on Symetra users, customers or affiliates. | |||
| As this is a Greenfield network implementation, ACS will manage the acquisition, configuration and staging of new network equipment for deployment to all applicable Symetra sites. ACS will perform the necessary |
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| discovery on the current network state as part of the network engineering transition planning. Network engineering will take into account IP addressing, summarization, application loading, security requirements and traffic patterns. ACS network engineering will ensure that application access is not impacted during the transition of network by performing a traffic analysis of all applications to ensure that application interdependencies are fully understood before services are migrated from the RDC to the NWSC. | |||
| Our transition planning for voice services focuses on implementing standard management practices for change, problem and request management. ACS will establish functional personnel responsibility matrices to identify primary support for locations and equipment. Support queues will be created in ACS Remedy for all Symetra-related problem tickets, changes and requests. We will establish regular meetings between ACS support personnel, vendors and Symetra personnel as appropriate. A daily, weekly and monthly task list will be identified per location with responsibilities clearly defined and assigned. The first 60 days will focus on evaluating the state of the system and process documentation. ACS will identify all required information and document all systems, processes and lacking information. On-call responsibilities will be established and their respective escalation procedures will be documented. |
| 4.3.3.2 | VPN Transition |
TBD
| 4.3.3.3 | Enterprise Command Center | ||
| A follow the sun approach will be used to provide Enterprise Command Center (ECC) services. The ECC’s will be located in Dallas and <ECC loc #2>. Data network connectivity from the NWSC to the ECC locations will be provided by production circuits between the three locations. | |||
| Beginning with Network Test 2, ACS will begin monitoring any ACS-provisioned circuit. ACS will use HP OpenView at the NWSC to manage and monitor the Symetra network including the Symetra LAN and WAN. NetCool will be used as a “manager of managers” to collect data from all infrastructure monitoring systems, including Openview. The NetCool system will communicate with Dallas and <ECC loc #2> NetCool systems so that management and monitoring may be provided by the ACS Enterprise Command Centers in each location. |
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As servers are placed into production in the NWSC data center, the
ECC will begin active monitoring for those servers.
4.3.4 Mainframe
Overview
The mainframe environment will be migrated to the NWSC using a “system
lift and drop” methodology. This methodology entails copying (“lift”)
the operating system, applications, and user data currently in production
at the RDC and restoring (“drop”) them at the NWSC. This approach
ensures that the new mainframe environment is a mirror image of the
production environment, with little or no change introduced during the
transition. The data migration strategy will be a tape migration. ACS
will set up a VTS/ATL device in the Safeco L&I data center and perform a
data migration to this device in order to create the tapes that will be
restored at the NWSC. The mainframe migration to NWSC will take
approximately 120 days from contract sign date.
Methodology
Disk Storage System
ACS will install an IBM 2105 Shark DASD to handle Symetra storage
requirements at our NWSC. ACS will migrate the Symetra mainframe
workload to our NWSC in April 2005 using a tape dump/restore
migration, or system lift. This is a proven methodology and will
minimize cost while retaining data integrity. This methodology also
allows for dry runs (tests) to finely tune the process and to
facilitate user acceptance testing
Tape Storage System
To facilitate the migration to our NWSC, ACS also will install a
temporary tape solution at the existing Safeco RDC.
The hardware will be installed within 60 days of contract signing.
This equipment will consist of an IBM 3494 ATL and a VTS that will
allow transition of Symetra’s tape processing from the existing STK
VSM and 9840 solution.
Modifications to the existing ACS routines on the Safeco systems will
be made, in cooperation with the Safeco systems staff, that will route
all Symetra tape activity to the transition ATL/VTS equipment.
Critical tape data stored on existing STK tapes will be copied to the
3590 media using the IBM 3590 drives.
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All existing 3480 and 3490 tape volumes will be copied to the VTS,
consolidating all Symetra tape processing onto the new IBM technology.
4.3.5 Wintel
Overview
The majority of the Wintel server environment will be migrated to the
NWSC. The servers located in the remote offices will be replaced with ACS
owned hardware that is comparable or better than the technology currently
in place today. ACS will create a Wintel server environment that will
allow for migration of the applications with little or no application
changes. Hardware configurations for the new servers will closely match
the existing servers; enabling us to simply back-up the current server
operating system, applications, and user data and restoring them on the
new servers. Servers that are currently SAN attached will continue to be
SAN attached when replicated at the NWSC. Servers that currently have
internal storage will be converted to SAN-attached during the migration.
The migration will be a multi-phased approach that takes approximately
240 days from contract sign to implement. The number of phases and exact
timing for each server migration will be determined during the Initial
Knowledge Transfer phase as additional information is provided detailing
server/application dependencies and data transfer requirements. The
preliminary plan is to:
| • | Migrate key infrastructure related applications such as Exchange and DNS first | ||
| • | Establish lab-based application testing area for application and data segregation | ||
| • | Migrate lab-tested applications and servers next | ||
| • | Migrate non-critical path servers and applications next | ||
| • | Migrational method is discretional based upon unique nature of application |
Methodology
4.3.6 Output Processing
To quickly and seamlessly migrate Symetra to an efficient and easy to
use outsource print and mail service capable of handling the complexities of
your
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business requirements, the following 10 step project development and workflow
process will be followed:
1. Define Channels of Communication
By ensuring we know the protocol for development and approval process we can
better streamline the project process and set a solid foundation for a smooth
engagement.
2. Define and Approve Project Plan
Build realistic timelines for deliverables and approvals to ensure timely
completion of implementation, testing and go-live functions.
3. Forms Design and Coding
Given the requirements, design the document(s) to accomplish the stated
goals. Special considerations may include bar codes, optical marks and so on.
4. Print Output and Fulfillment Development
Identify the specific criteria for each document output. Establish and
prioritize criteria for each document flow and fulfillment. Test in
production environment, provide samples for approval and document all process
and procedure.
5. Develop and Document Delivery Timelines and Delivery Protocol.
Establish delivery and turnaround time requirements.
6. Establish Protocol and Requirements for Reporting:
Establish requirements for client notification of project completion.
7. Inventory management.
Coordinate the monitoring and replenishing of consumables to ensure
continuous and timely production.
8. Production Auditing and Performance Reviews.
Improvement comes from continually monitoring and reviewing process and
procedure.
9. Evaluation and coordination of process enhancements
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Once possible improvements are identified they have to be weighed and
understood how they will affect the rest of the process.
10. Change Management Process: Establish and maintain procedure.
4.4 Transition Approach for Testing
ACS employs a comprehensive proven testing methodology aimed at ensuring that the
transition process is accurate and that the new systems and network environments will
function properly. The methodology is based on the key elements covered in the following
subsections.
4.4.1 Testing Integration and Refinement
ACS utilizes a building-block approach to testing. System components, network
components, application components, and interfaces are all tested both individually
and then in an integrated fashion. Once the cloned systems are installed at ACS,
the technical support staffs will perform basic systems testing to ensure that the
systems are up and functional. As network circuits and equipment are installed,
the network staff performs standalone testing with providers. At the point these
two areas are ready, three network tests are conducted in order to test
connectivity to the systems. In addition, application unit testing commences using
a small subset of the network. These tests are followed by two integrated
application/network tests. The Dry Run test that follows is a simulation of the
final Hot Cut and involves thorough integrated testing.
The integrated test plan is also known as an “acceptance test”. The acceptance
test is executed at both integrated tests, at the Dry Run, and again at the Hot
Cut. It is rehearsed and refined so that by the Hot Cut, its execution becomes
second nature.
Throughout the transition period, migration processes are repeated, integrated, and
refined. The purpose of this approach is to build a level of proficiency and
confidence in the transition team so that by the time the Hot Cut occurs, execution
of the process is timely and accurate.
4.4.2 Mirrored Systems and Functional Testing
As indicated previously, ACS will install a “mirrored” hardware configuration
on the floor at the NWSC. Disk storage will then be copied and restored “as is” on
a volume-per-volume basis. Although the volumes will be restored to a new hardware
configuration, the new systems and their applications environments will logically
be identical to the original systems. Changes will be limited to
configuration-related items such as hardware configuration, network connectivity,
software authorization codes.
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In light of this methodology, ACS recommends that the Symetra acceptance test plan
be based on a “functional interface testing” approach. This means that Symetra
test scripts focus on testing the interfaces of components of the systems and
network, particularly those that have changed. Selecting small functional subsets
of key applications that exercise targeted systems and network components is an
excellent way to do this.
It is necessary to test the following areas:
| • | Network connectivity – Test inter-platform and intra-platform connectivity; inter-site and intra-site connectivity; connectivity with workstations, network printers, gateways, and other unique devices; transmissions (FTP, EDI, file transfer), dial-up, Internet access, connectivity with business partners, access to value-added networks. It is essential that all connectivity and interfaces be tested. | ||
| • | Application development and support environment – Test access to and function of operating software, utilities, development tools, test-to-production promotion procedures, and QA environments | ||
| • | Applications – Test access to and function of representative sequences of transactions, batch jobs, and cross-platform application interfaces. |
ACS will work with Symetra to identify key interfaces, system components, and
application components that are highly critical candidates for testing.
4.4.3 Test Plans
Symetra will be responsible for developing and executing its acceptance test
plans in accordance with the transition methodology defined by ACS and approved by
Symetra. The following defines the two types of test plans that are applicable.
The Application Unit Test is conducted over a window of approximately two to three
weeks. This type of testing can be done mid-week via TCP/IP access to the cloned
system(s) at ACS. The test plan should contain scripts that Symetra personnel can
execute in order to ensure proper function of system and application components as
well as interfaces to other test systems.
The Acceptance Test Plan is executed four times: at the two Integrated Applications
/ Network Tests, at the Dry Run, and at the Hot Cut. This plan is comprised of a
subset of the functional test scripts. These scripts define “quick hit” tests that
can be performed in a short period to verify that the systems have been
successfully built and the network has been successfully pointed to ACS. At the
Hot Cut, the Acceptance Test Plan execution is the final check to ensure that the
environment is healthy prior to a “Go / No-Go” decision. It is essential that this
test plan be executed more than once to insure that test scripts are functioning as
expected prior to beginning production processing at the ACS data center.
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4.4.4 Testing Limitations
When testing on the new systems at ACS, there are some limitations that must
be considered. Some of these limitations are as follows:
| • | Minimal scratch tapes are available at ACS | ||
| • | No production input tapes are available at ACS | ||
| • | No archived datasets can be recalled from tape | ||
| • | Disk data is aged to the prior copy date | ||
| • | Passwords are aged to the prior copy date |
In some cases, special arrangements can be made to overcome certain limitations,
such as shipping a copy of a specific production tape dataset to ACS. ACS will
work with Symetra to support testing needs as required.
4.4.5 Acceptance Criteria
Based on Symetra knowledge of its systems and applications, it is anticipated
that the Symetra Team will develop test scripts for business-critical functions
along with acceptance criteria (expected results) for these tests. ACS will
provide input to Symetra on critical technical functions that are candidates for
acceptance testing.
Final acceptance is based on successful test of each critical function. If a test
fails, due to issues with performance, integrity, or functionality, ACS will work
with Symetra to resolve the problem. It is essential that each critical function
be successfully tested prior to the “Go / No-Go” decision. During the development
of the Symetra Acceptance Test Plan, it is expected that Symetra will identify
which potential functional failures are “showstoppers” and communicate these to
ACS.
4.4.6 Testing Events
This subsection identifies the various testing events that occur during the
transition period.
4.4.6.1 ACS Systems Testing
Once the mirrored systems at ACS have been started and customized,
the technical support and operations staffs will test them. This testing
ensures that all system components are starting properly and functioning
to proper technical specifications. ACS Technical Support and Operations
personnel will be responsible for developing and executing the test
plans.
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4.4.6.2 1st Network Test
The purpose of this test is to initially verify connectivity to the
new systems at ACS and to begin testing network cutover process. This
type of test usually includes base connectivity checks such as bringing
lines and devices active, establishing sessions between peers, “pinging”
devices, logging onto a system, and executing simple data transmissions.
At the 1st Network Test, a key subset of interfaces is tested
in order to ensure that all primary and redundant paths through the
network are working properly. Most activities involve testing access
from Symetra-only sites.
ACS will develop the master test script and manage the test. The
estimated test window is approximately eight hours. Some network devices
will be impacted for the time that they are pointed to the ACS systems
for testing.
4.4.6.3 2nd Network Test
Additional interfaces are tested for connectivity to the new systems
at ACS. Any items that failed during the 1st Network Test are
re-tested. Depth and complexity may be added to tests. Testing of the
network cutover process is continued. Some initial testing with business
partners and non-Symetra sites is introduced.
ACS will develop the master test script and manage the test.
Participation from Symetra application/business groups may be required
for testing with third parties. It is estimated that the test window
will be approximately eight hours. Some network devices will be impacted
for the time that they are pointed to the systems at ACS for testing.
4.4.6.4 3rd Network Test
Remaining interfaces are tested for connectivity. Any items that
failed during the 2nd Network Test are re-tested. More
in-depth functional testing may be introduced (application
transaction/transmission sequences). The process to cut over the network
is further refined. Testing with business partners continues.
ACS will develop the master test script and manage the test.
Participation from Symetra application/business groups may be required
for testing with third parties. Again, it is estimated that the test
window will be approximately eight hours. Some network devices will be
impacted for the time that they are pointed to the systems at ACS for
testing.
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4.4.6.5 Application Unit Testing
ACS recommends that the Symetra acceptance test plan be based on a
“functional interface testing” approach for systems/ application testing.
This type of testing focuses on system components that have changed and
focuses on small subsets of key applications. Unit testing is done to
ensure proper function of system and application components such as
hardware devices, systems software, key application transactions and
jobs, printing, interfaces to other systems, and key parts of the
application development environment. This testing will occur during the
workweek.
A maximum of a three week window will be established during which
Customer systems/applications personnel can log on to the new systems in
ACS in order to execute their test scripts. ACS will establish
coordination procedures for handling test set-ups and problem tracking.
Symetra personnel are responsible for developing and executing test
scripts. There will be no disruption of production processing.
4.4.6.6 1st Integrated Application / Network Test
This activity integrates application testing along with network
testing. Its primary purposes are to test network connectivity, to test
the network cutover process, and to rehearse the acceptance test that
will be used again at the Dry Run and Hot Cut. As mentioned previously,
the acceptance test is one that can be performed in a short period to
verify that the systems have been successfully built and that the network
has been successfully pointed ACS prior to a “Go” decision.
ACS will develop the overall execution plan. Symetra is responsible for
developing and executing the Symetra acceptance test plan. This event
will require participation from ACS technical, operations, and network
groups; Symetra technical, operations, network, and applications groups;
and possibly a select group of business users.
It is estimated that the test window will be approximately eight hours.
During this time, network components will be pointed to ACS and be
unavailable for production.
4.4.6.7 2nd Integrated Application / Network Test
This activity is similar to the 1st Integrated Test. Its
primary purposes are to rehearse the acceptance test that will be used
again at the Dry Run and Hot Cut, re-test any items that failed during
the 1st Integrated Test, and add new test items that were
excluded at the 1st Integrated Test.
ACS will develop the overall execution plan. Symetra is responsible for
developing and executing the Symetra acceptance test plan. This event
will require participation from ACS technical, operations, and network
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groups; Symetra technical, operations, network, and applications groups;
and possibly a select group of business users.
It is estimated that the test window will be approximately eight hours.
During this time, network components will be pointed to ACS and be
unavailable for production.
4.4.6.8 Dry Run
The Dry Run is a rehearsal of the Hot Cut. The objective is to
simulate, as closely as possible, the final cutover with the given
exception that physical moves do not occur (tape library, etc.). The
general plan is as follows:
| • | Quiesce systems at Symetra | ||
| • | For tape copy: | ||
| Perform disk-to-tape copies at Symetra | |||
| Transport copy tapes to ACS | |||
| Perform tape-to-disk restores at ACS | |||
| • | Cut network over to ACS | ||
| • | Transport tape library to ACS | ||
| • | Perform system customization at ACS | ||
| • | Perform Customer Application Acceptance Test | ||
| • | Make “go” decision | ||
| • | Start production processing at ACS | ||
| • | Transport off-site tapes to ACS vault |
ACS will develop the overall execution plan. Symetra is responsible
for developing and executing the Symetra acceptance test plan. This
event will require participation from ACS technical, operations, and
network groups; Symetra technical, operations, network, and applications
groups; and possibly a select group of business users.
When using a tape copy approach, production system outages at will be
limited to TBD hours plus tape transport time plus the amount of test
time defined by Symetra.
During this time, network components will be pointed to ACS and be
unavailable for production.
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5 Transition Program Key Milestones and Project Plan (Schedule)
5.1 Key Transition Milestones
| The key Transition Milestones, dates to be determined at a later date, are: | |||
| 1. | Transition Plan Completed and Delivered | ||
| 2. | Data Center Development Environment (Sandbox) Completed and Available | ||
| 3. | Phase I Network Completed and Available (NWSC-Redmond) | ||
| 4. | Data Center Production Infrastructure Completed and Available (Mainframe and Critical Server Support Ready) | ||
| 5. | Phase II Network Completed and Available (Remotes-NWSC) | ||
| 6. | Voice Production Infrastructure Completed and Available (Bellevue) | ||
| 7. | Help Desk Cutover (Includes Double-dipping with Safeco Help Desk) | ||
| 8. | All Applications Operating on ACS Infrastructure | ||
| 9. | Content Management Service Ready for Production | ||
| 10. | Output Services Ready for Production | ||
| 11. | Distributed Computing Services Ready for Support (CompuCom Ready for Dispatch) | ||
| 12. | Final Cutover from Safeco RDC to NWSC | ||
| 13. | Disaster Recovery Plan Completed and Delivered |
5.2 Program Project Plan (Schedule)
Version XX of the Symetra transition program project plan supports this plan and the
achievement of the key transition milestones. As required by the agreement, the Symetra
transition program project plan (schedule) will be revised by ACS and submitted to Symetra
for review, comment, and approval during detailed transition planning activities early in
the transition.
Following are the milestone dates review, comment, and approval.
| • | Review: Detailed Transition Plan approval plus 30 calendar days |
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| • | Comments:— Within 7 calendar days of review | ||
| • | Approval: Within 14 calendar days of comments |
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6 Detailed Transition Plan Approvals
6.1 Approvals Required
| Name | Signature | Approval | Date | |||
Jim Ryan
|
o Approved | |||||
Symetra
|
o Disapproved | |||||
Transition Executive |
||||||
Debbie Dawes
|
o Approved | |||||
Symetra
|
o Disapproved | |||||
Transition Manager |
||||||
Erik Johnson
|
o Approved | |||||
ACS
|
o Disapproved | |||||
SBU Manager |
||||||
Joe Gentry
|
o Approved | |||||
ACS
|
o Disapproved | |||||
Transition Manager |
6.2 Comments
| Name | Approval/Disapproval Comments | |
Jim Ryan |
||
Symetra |
||
Transition Executive |
||
Debbie Dawes |
||
Symetra |
||
Transition Manager |
||
Erik Johnson |
||
ACS |
||
SBU Manager |
||
Joe Gentry |
||
ACS |
||
Transition Manager |
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ATTACHMENT
D
FORM OF IN-SCOPE SERVICE REQUEST
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ATTACHMENT E
ACS KEY PERSONNEL
Each of the following individuals constitutes Key Personnel under the terms of the Agreement:
| Position | Name | |
ACS Project Executive
|
Erik S. Johnson | |
ACS Service Delivery Manager (All Service Towers)
|
Fran Nesbitt |
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ATTACHMENT F
PROVIDER’S TECHNOLOGY REFRESH REQUIREMENTS
The Parties shall meet upon Symetra’s reasonable request to discuss Symetra’s refresh requirements.
Symetra will be responsible for hardware necessary to provide the Services purchased throughout the
Term of the Agreement.
ACS’ refresh recommendations are as follows:
| • | Server refresh — Cycle of one hundred percent (100%) of candidate servers between thirty-six (36) and forty-eight (48) months post-Handover Date, with subsequent server refreshes every thirty-six (36) to forty-eight (48) months thereafter. This strategy would ensure that no server extends beyond a forty-eight (48)-month refresh window. | ||
| • | Mainframe and peripherals thirty-six (36) month refresh cycle, only for systems or equipment requiring refresh at that time, or for equipment approaching manufacturer EOL at that time. | ||
| • | Router and data communications equipment — Refresh no less than every forty-eight (48) months, or as required to provide Services and meet the SLRs. | ||
| • | Telecommunications equipment (e.g., telephone switch and handsets) — Refresh only as required to support new feature sets or discontinued equipment, estimated between sixty (60) and seventy-two (72) months. |
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ATTACHMENT G
SHARED RESOURCES
Software:
| • | iStar proprietary web portal, and associated proprietary tools and systems owned and operated by ACS, including but not limited to SRP, iDrive, and CrystalReports. | ||
| • | Category 5 Software which is content management software, including but not limited to MCP and ACS Capture. | ||
| • | Monitoring systems software, including but not limited to HP Openview, Micromuse NetCool, IBM Tivoli, and Concord eHealth. |
Hardware:
| • | Facilities support, including but not limited to HVAC, electrical power distribution and backup, fire suppression, and equipment racks. | ||
| • | Network infrastructure, including but not limited to core network switches and routers, cable plant, and monitoring tools. | ||
| • | Storage area network (“SAN”), including but not limited to SAN switches, drive arrays, cable plant, and monitoring tools. Symetra data will be segregated on dedicated physical volumes. | ||
| • | Print and mail hardware including but not limited to inserters, sorters, high speed printers and velo binders. | ||
| • | Image capture hardware including but not limited to scanners, sorters and bar code readers. |
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ATTACHMENT H
ASSIGNED CONTRACTS
None as of the Effective Date.
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ATTACHMENT I
MANAGED CONTRACTS
None as of the Effective Date; provided, however, that ACS acknowledges and agrees that all
maintenance contracts for telephony services for the remote offices identified in Attachment B
shall, at Symetra’s option, become Managed Contracts.
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ATTACHMENT J
INVOICE FORMAT
| General Invoice - |
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Invoice Number 00000000
|
Customer No: SYM001 | |
DATE: Month Day, Year
|
Invoice Account Number SYM001 | |
| Customer A/R Number | ||
INVOICE TO:
|
PLEASE REMIT TO: | |
Symetra Life Insurance Company
|
ACS Commercial Solutions, Inc. | |
Attn: [Name]
|
Attn: Accounts Receivable | |
5069 154th Place, N.E.
|
P.O. Box 200790 | |
Redmond, WA 98052-9669
|
Dallas, TX 75320-0790 | |
U.S.
|
U.S. |
| DESCRIPTION | AMOUNT | |||
Resource Utilization Charges |
0.00 | |||
Third Party Charges |
0.00 | |||
Recurring Charges |
0.00 | |||
SUB-TOTAL |
$ | 0.00 | ||
TAX |
$ | 0.00 | ||
TOTAL AMOUNT DUE |
$ | 0.00 | ||
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Final Billing Summary Report —
Final Billing Summary Report
| Billing Period : Month 2004 | Page : 1 | |
| Posting Date : 00/00/2004 | ||
Customer Number : SYM001
|
Customer Name : Symetra | CPU Type: | ||||||||||||
| CPU Factor: 1.00 relative to | ||||||||||||||
| Resource Name | Number Of Units Unit Type | Bill Rate | Tier Amount | Bill Amount | ||||||||||
Utilization Charges : |
||||||||||||||
Recurring Charges : |
||||||||||||||
Invoice Account Tax |
||||||||||||||
Invoice Account Total
|
Account SYM001 Amt of Invoice | 0.00 | ||||||||||||
ARC Invoice —
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Invoice Number 00000000
|
Customer No: SYM001 | |
DATE: Month, Day, Year
|
Invoice Account Number SYM002 | |
| Customer A/R Number | ||
INVOICE TO:
|
PLEASE REMIT TO: | |
Symetra Life Insurance Company
|
Affiliated Computer Services, Inc. | |
Attn: [Name]
|
Attn: Accounts Receivable | |
5069 154th Place, N.E.
|
P.O. Box 200790 | |
Redmond, WA 98052-9669
|
Dallas, TX 75320-0790 | |
U.S.
|
U.S. |
| DESCRIPTION | AMOUNT | |||
Resource Utilization Charges |
0.00 | |||
Third Party Charges |
0.00 | |||
Recurring Charges |
0.00 | |||
Customer Credits |
0.00 | |||
SUB-TOTAL |
$ | 0.00 | ||
TAX |
$ | 0.00 | ||
TOTAL AMOUNT DUE |
$ | 0.00 | ||
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ARC/RRC Final Billing Summary Report —
Final Billing Summary Report
| Billing Period : Month 2004 | Page : 1 | |
| Posting Date : 00/00/2004 |
Customer Number : SYM001
|
Customer Name : Symetra | CPU Type: | ||||||||||||||||
| CPU Factor: 1.00 relative to | ||||||||||||||||||
| Resource Name | Number Of Units Unit Type | Bill Rate | Tier Amount | Bill Amount | ||||||||||||||
Credits: |
||||||||||||||||||
| RRC/ | 0.000000 | 0.000000 | 0.00 | |||||||||||||||
| Baseline 0/Difference 0.00 @ $0.00 | ||||||||||||||||||
Third Party Charges : |
||||||||||||||||||
Invoice Account Tax
|
0.00 | |||||||||||||||||
Invoice Account Total
|
Account SYM002 Amt of Invoice | 0.00 | ||||||||||||||||
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ARC/RRC Billing Description Report-
Billing Description Report
| Billing Period : Month 2004 | Page : 1 | |
| Posting Date : 00/00/2004 |
Customer Number : SYM001
|
Customer Name : Symetra | CPU Type: | ||||||||||
| Invoice Account: SYM002 | CPU Factor: 1.00 relative to | |||||||||||
| Resource Name | Number Of Units Unit Type | Bill Rate | Tier Amount | Bill Amount | ||||||||
Credits: |
||||||||||||
RRC/
|
Baseline /Difference | |||||||||||
Third Party Charges : |
||||||||||||
| Baseline /Actual | ||||||||||||
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ATTACHMENT K
HIPAA TERMS
The Agreement contemplates that: (1) ACS will perform certain services for the benefit of Symetra
and/or certain of its Affiliates; and (2) in connection therewith, ACS may have access to certain
Protected Health Information “PHI”) collected, maintained, transmitted or otherwise used by Symetra
and/or one (1) or more Symetra Affiliates (whether in their capacity as a Covered Entity or as a
Business Associate of another Covered Entity) (collectively referred to herein as “Symetra PHI”).
1. HIPAA Privacy Regulations.
(a) General. ACS acknowledges that it is a Business Associate or sub-Business Associate of Symetra
for purposes of HIPAA’s Standards for Privacy of Individually Identifiable Health Information (as
the same may have been and/or may be amended from time-to-time, the “Privacy Regulations”). ACS
shall comply with the provisions set forth in Addendum 1 to this Attachment K with respect to
Symetra PHI.
(b) Uses and Disclosures of Protected Health Information. ACS shall Use and Disclose Symetra PHI
only as minimally necessary to perform its obligations under the Agreement and/or as otherwise
authorized by Symetra in writing.
(c) Failure to Comply with HIPAA Obligations.
(i) Mitigation Obligation. If ACS has violated any of its obligations under this Section 1,
at its sole cost and expense, ACS immediately shall take commercially reasonably steps to mitigate
the harmful effects of such violation, if any.
(ii) Opportunity to Cure; Termination. If ACS notifies Symetra, or Symetra otherwise has
reason to believe, that ACS has violated a material term of any of the requirements set forth in
this Section 1, and a cure of such violation is possible, not later than five (5) calendar days
following Symetra’s request, the Parties shall meet (in person or by telephone, as requested by
Symetra) to discuss Symetra’s concerns. Following such meeting, ACS shall advise Symetra whether
it agrees or disagrees with Symetra’s concerns. If ACS agrees with Symetra’s concerns, not later
than five (5) calendar days after such meeting, ACS shall propose to Symetra a plan for addressing
Symetra’s concerns (the “Corrective Plan”) and, if necessary, the Parties thereafter shall engage
in good faith discussions in an effort to reach agreement on the terms of the Corrective Plan. If
ACS materially fails to implement the terms of the mutually agreed Corrective Plan, then, in
addition to any other rights and remedies that may be available to Symetra, upon written notice to
ACS, Symetra shall have the right to terminate the Agreement and any or all country-specific
agreements either in their entirety or as they relate to Symetra only. If ACS disagrees with
Symetra’s concerns, then the Parties will engage in good faith discussions at successively higher
levels of management until the Problem has been resolved. Notwithstanding the foregoing, if the
Parties are unable to reach agreement on the terms of the Corrective Plan or otherwise
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are unable to reach agreement with respect to Symetra’s concerns
within sixty (60) calendar days following Symetra’s initial request for a meeting as described
above, and Symetra has determined that ACS has violated a material term of any of its HIPAA-related
obligations hereunder, then, upon written notice to ACS, Symetra shall have the right to terminate,
the Agreement and any or all country-specific agreements either in their entirety or as they relate
to Symetra only.
(iii) No Opportunity to Cure; Termination. If ACS notifies Symetra, or Symetra otherwise has
reason to believe, that ACS has violated a material term of any of the requirements set forth in
this Section 1 and a cure of such violation is not possible, Symetra shall have the right upon
written notice to ACS to terminate the Agreement and any or all country-specific agreements either
in their entirety or as they relate to Symetra only.
(iv) Effect of Termination. Any termination the Agreement and/or any country-specific
agreements as provided herein shall be without liability or further obligation on the part of
Symetra to ACS, except for those provisions that would, by their nature, survive any termination of
the Agreement and/or any country-specific agreement.
(d) State Law Requirements. Any Use or Disclosure of Symetra PHI by ACS shall be made in
accordance with More Stringent state laws and regulations and as ACS may be specifically instructed
by Symetra; provided, however, that ACS shall continue to be bound by and comply with the terms and
conditions of this Attachment K to the extent such terms and conditions do not conflict with the
applicable laws and regulations of such states.
(e) Audit Rights. Upon Symetra’s request, but no more often than once annually except: (a) as
necessary for Symetra to respond to any regulatory requirement or inquiry; or (b) as deemed
reasonably necessary by Symetra as a result of Symetra’s good faith belief that ACS has breached
any of its obligations under this Attachment K, and not later than ten (10) calendar days following
Symetra’s request (unless the terms of subsection (a) apply, in which case such time period shall
be five (5) calendar days following Symetra’s request), ACS shall make available to Symetra its
internal practices, books and records relating to the Use and Disclosure of Protected Health
Information received from, or created or received by ACS on behalf of, Symetra in order to permit
Symetra to confirm and/or investigate ACS’ compliance with its HIPAA-related obligations (including
any obligations under applicable state laws and regulations) hereunder. ACS shall cooperate with
Symetra in all reasonable respects in connection with such audits.
(f) ACS’ Employees, Agents, Representatives and Subcontractors. ACS represents and warrants that
ACS’ employees, agents and subcontractors who will or may potentially have access to Symetra PHI
will have been provided with general HIPAA-related training and education as well as specific
knowledge of ACS’ HIPAA-related responsibilities and contractual requirements to Symetra (including
applicable state laws and regulations to the extent that ACS has received written instructions from
Symetra concerning More Stringent state laws and regulations), in each case prior to being allowed
to have access to Symetra PHI. At Symetra’s request, ACS will provide Symetra with all information
reasonably requested by Symetra regarding the training provided to those ACS employees, agents and
subcontractors who will or potentially may have access to Symetra PHI. ACS further represents and
warrants to Symetra
that it will impose appropriate sanctions on any employee and will take appropriate action under
its contract with
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any agent and/or Subcontractor of ACS if such Person violates any of ACS’
HIPAA-related obligations under this Attachment K, and agrees, at Symetra’s request if the
violation is egregious or recurring in nature, to prevent any such employee, agent and/or
Subcontractor from having any further access to Symetra PHI.
(g) Aggregate Data. Without the express prior written consent of Symetra, ACS shall not have the
right to engage in Data Aggregation activities with respect to Symetra’s data, whether or not such
data constitutes Symetra PHI.
(h) Defined Terms. Capitalized terms used in the opening paragraph, in this Section 1, in Addendum
1 and/or Addendum 2 but not defined herein shall have the meanings ascribed to them in the
Agreement and/or in the Privacy Regulations, as applicable. If a capitalized term is defined in
both the Agreement and in the Privacy Regulations, the definition in the Privacy Regulations shall
apply.
(i) Interpretation. Any ambiguity in any term or condition of the Agreement, including this
Attachment (including Addenda 1 and 2), or any inconsistency between any term or condition of the
Agreement and this Attachment (including Addenda 1 and 2), shall be resolved in favor of a meaning
that permits Symetra to comply with the Privacy Regulations.
2. HIPAA Electronic Transactions Standards.
(a) General. If ACS agrees to conduct on behalf of Symetra all or part of any Transaction covered
under HIPAA’s Standards for Electronic Transactions (as the same may have been and/or may be
amended from time-to-time, the “Electronic Transactions Regulations”), then ACS shall conduct, and
cause its employees, agents and subcontractors to conduct, such Transactions as standard
transactions under the Electronic Transactions Standards.
(b) Defined Terms. Capitalized terms used in this Section 2 but not defined herein shall have the
meanings ascribed to them in the Agreement and/or the Electronic Transactions Regulations, as
applicable. If a capitalized term is defined in both the Agreement and in the Electronic
Transactions Regulations, the definition in the Electronic Transactions Regulations shall apply.
3. HIPAA Security Regulations. Beginning on April 20, 2005, Symetra and ACS will be required to
comply with HIPAA’s security standards, which were issued in their final form on February 20, 2003
(as the same may have been and/or may be amended from time to time, the “Security Regulations”).
In connection therewith, as of that compliance date ACS shall: (a) have implemented safeguards
that reasonably and appropriately protect the confidentiality, integrity and availability of the
electronic PHI that it creates, receives, maintains or transmits on behalf of Symetra; (b) ensure
that any agent, including a subcontractor, to whom ACS provides this information agrees to
implement reasonable and appropriate safeguards; (c) report to Symetra any security incident of
which it becomes aware; and (d) make ACS’ policies and procedures, and documentation required by
the Security Regulations relating to such safeguards, available to the Secretary for purposes of
determining Symetra’s compliance with the Security
Regulations. Without limiting any other rights and remedies that may then be available to Symetra,
Symetra shall have the right to terminate the Agreement and any or all country-specific
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agreements, either in their entirety or as they relate to Symetra only, immediately and without penalty upon
written notice by Symetra to ACS if Symetra determines that ACS has violated a material term of
this Section.
4. Changes or Modifications to HIPAA and/or HIPAA Regulations. If, following the Effective Date,
HIPAA and/or any of the HIPAA regulations are modified and/or additional regulations are issued
pursuant to HIPAA (each, a “Modification”) and, as a result, Symetra determines that modifications
to the terms of the Agreement are required in order for Symetra to comply with such Modification(s)
(including by way of example and not of limitation, if additional provisions are required to be
included in agreements between Covered Entities and Business Associates), promptly following
Symetra’s request, the Parties shall engage in good faith negotiations regarding any modifications
to the terms of this Agreement that may be necessary or appropriate. If the Parties are unable to
agree on any such modifications to the terms of the Agreement following such good faith
negotiations, which negotiations shall not exceed sixty (60) calendar days from the date of
Symetra’s request for negotiations unless otherwise agreed to by the Parties, then following
expiration of such sixty (60) calendar day period, Symetra shall have the right, at its option, to
terminate the Agreement and any country-specific agreements as of a date specified in a notice of
termination to ACS, which date shall be any date on or before the applicable compliance date
relating to such Modification. Such termination shall be without liability or further obligation
on the part of Symetra to ACS, except for those provisions that would, by their nature, survive any
termination of the Agreement.
5. Indemnity for Third Party Claims. ACS shall indemnify, defend and hold Symetra and its
Affiliates, as well as their respective members, directors, officers, shareholders, employees,
agents, attorneys, successors and assigns, harmless from and against any and all Third-Party
claims, damages, liabilities, judgments, fines, assessments and/or other losses or expenses
(including reasonable attorneys’ fees) arising out of or relating to any failure by ACS to comply
with its HIPAA-related obligations (including any similar obligations under applicable state laws
and regulations to the extent that ACS has received written instructions from Symetra concerning
More Stringent state laws and regulations) under this Attachment.
6. Notices. Any notices required or permitted to be delivered to Symetra under this Attachment
shall be delivered to the Persons identified in Section 19.6 of the Agreement and to Symetra’s
Privacy Officer at the following addresses via facsimile or via overnight mail delivery:
Symetra Life Insurance Company
5069 154th Place NE
Redmond, WA 98052-9669
Attn: Privacy Officer
Fax: (425) 376-6080
5069 154th Place NE
Redmond, WA 98052-9669
Attn: Privacy Officer
Fax: (425) 376-6080
7. Injunctive Relief. ACS agrees that the remedies at law for any breach by it of the terms of
this Attachment shall be inadequate and that monetary damages resulting from such breach are not
readily measured. Accordingly, in the event of a breach or threatened breach by ACS of the
terms of this Attachment, Symetra shall be entitled to immediate injunctive relief. Nothing herein
shall prohibit Symetra from pursuing any other remedies that may be available to it for
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such breach, and the rights provided under this Attachment and the section(s) of the Agreement related
to injunctive relief, if any, shall be cumulative.
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ADDENDUM 1
BUSINESS ASSOCIATE REQUIREMENTS UNDER PRIVACY REGULATIONS
1. ACS shall not Use or further Disclose Symetra PHI except as permitted or required by the
Agreement, including this Attachment, or as Required by Law.
2. ACS shall use appropriate safeguards to prevent Use or Disclosure of Symetra PHI other than as
provided for in the Agreement, including this Attachment.
3. ACS shall report to Symetra any Use or Disclosure of Symetra PHI not permitted under the terms
of the Agreement, including this Attachment, of which it becomes aware.
4. ACS shall ensure that any agents, including subcontractors, to whom ACS provides Symetra PHI
received from, or created or received by ACS on behalf of Symetra, agree to the same restrictions
and conditions that apply to ACS with respect to such Symetra PHI by causing such agents, including
subcontractors, to execute a subcontract agreement with ACS that includes as an attachment
substantially the same terms as the terms set forth in the attached Addendum 2.
5. If ACS maintains Symetra PHI in a Designated Record Set, at the request of Symetra, and in the
time and manner designated by Symetra, ACS shall make available or provide access to such data in a
Designated Record Set to Symetra (or to Individuals, if so directed by Symetra) in order to permit
Symetra to satisfy the requirements of Section 164.524 of the Privacy Regulations.
6. If ACS maintains Symetra PHI in a Designated Record Set, at the request of Symetra, and in the
time and manner designated by Symetra, ACS shall make any amendments to such data in a Designated
Record Set that Symetra directs or agrees to pursuant to Section 164.526 of the Privacy
Regulations.
7. ACS shall document any Disclosure of Symetra PHI as to which Symetra has an accounting
obligation under Section 164.528 of the Privacy Regulations and information related to such
Disclosure as required for Symetra to respond to a request by an Individual for an accounting of
Disclosures of Protected Health Information in accordance with Section 164.528 of the Privacy
Regulations.
8. At the request of Symetra, and in the time and manner designated by Symetra, ACS shall make
available and provide to Symetra (or to an Individual, if so directed by Symetra) the information
collected in accordance with Section 7 above to permit Symetra to respond to a request by an
Individual for an accounting of Disclosures of Protected Health Information in accordance with
Section 164.528 of the Privacy Regulations.
9. ACS shall make available its internal practices, books and records relating to the Use and
Disclosure of Symetra PHI received from, or created or received by ACS on behalf of Symetra,
available to Symetra, or at the request of Symetra, to the Secretary, in a time and manner
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designated by Symetra or the Secretary, for purposes of the Secretary determining Symetra’s
compliance with the Privacy Regulations.
10. Upon termination or expiration of the Agreement, if feasible, ACS shall return or destroy all
Symetra PHI received from, or created or received by ACS on behalf of Symetra, that ACS still
maintains in any form and retain no copies of such Symetra PHI. If such return or destruction of
Symetra PHI is not feasible, the terms and conditions of the Agreement and this Addendum that are
applicable to Symetra PHI shall survive termination or expiration of the Agreement for as long as
ACS retains Symetra PHI, and ACS shall comply with such terms and conditions and shall limit its
further Uses and Disclosures of such Symetra PHI to those purposes that make the return or
destruction of Symetra PHI infeasible. ACS shall include a similar provision regarding return or
destruction of Symetra PHI upon termination of its contracts with any subcontractor or agent.
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ADDENDUM 2
HIPAA REQUIREMENTS FOR ACS SUBCONTRACT AGREEMENTS
1. HIPAA Privacy Regulations.
(a) General. Subcontractor acknowledges that it is an indirect Business Associate of Symetra
and/or one of its affiliates (collectively for purposes of this Attachment, “Symetra”) for purposes
of the HIPAA Standards for Privacy of Individually Identifiable Health Information (as the same may
have been and/or may be amended from time-to-time, the “Privacy Regulations”). Subcontractor shall
comply with the provisions set forth in Appendix 1 to this Addendum with respect to the Protected
Health Information collected, maintained, transmitted or otherwise used by Symetra (collectively
referred to herein as “Symetra PHI”).
(b) Uses and Disclosures of Protected Health Information. Subcontractor shall Use and
Disclose Symetra PHI only as minimally necessary to perform its obligations under its agreement
with ACS (the “Subcontract Agreement”) and/or as otherwise authorized in writing by ACS or Symetra.
(c) Failure to Comply With HIPAA Obligations.
(i) Mitigation Obligation. If Subcontractor has violated any of its obligations under
this Section 1, at its sole cost and expense, Subcontractor immediately shall take
commercially reasonable steps to mitigate the harmful effects of such violation, if any.
(ii) Opportunity to Cure; Termination. If Subcontractor notifies ACS and/or Symetra,
or ACS and/or Symetra otherwise have reason to believe, that Subcontractor has violated a
material term of any of the requirements set forth in this Section 1, and a cure of such
violation is possible, not later than five (5) calendar days following ACS’ and/or Symetra’s
request, Subcontractor, ACS and Symetra shall meet (in person or by telephone, as requested
by Symetra) to discuss ACS’ and/or Symetra’s concerns. Following such meeting,
Subcontractor shall advise ACS and Symetra whether it agrees or disagrees with ACS’ and/or
Symetra’s concerns. If Subcontractor agrees with such concerns, not later than five (5)
calendar days after such meeting, Subcontractor shall propose to ACS and Symetra a plan for
addressing those concerns (the “Corrective Plan”) and, if necessary, Subcontractor, ACS and
Symetra thereafter shall engage in good faith discussions in an effort to reach agreement on
the terms of the Corrective Plan. If Subcontractor materially fails to implement the terms
of the mutually agreed Corrective Plan, then, in addition to any other rights and remedies
that may be available to ACS and Symetra, ACS and/or Symetra shall have the right to
terminate the Subcontract Agreement. If Subcontractor disagrees with ACS’ and/or Symetra’s
concerns, then Subcontractor, ACS and Symetra shall follow the dispute resolution procedures
set forth in the Subcontract Agreement, if any, or if dispute resolution procedures are not
specified therein, then Subcontractor, ACS and Symetra shall engage in negotiations at
successively higher levels of management until the dispute has been resolved.
Notwithstanding the foregoing or any contrary provisions or terms in the Subcontract
Agreement, if Subcontractor, ACS and
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Symetra are unable to reach agreement on the terms
of the Corrective Plan or otherwise are unable to reach agreement with respect to ACS’
and/or Symetra’s concerns within ninety (90) calendar days following the initial request for
a meeting as described above, then, upon written notice to Subcontractor, ACS and/or Symetra
shall have the right to terminate the Subcontract Agreement if ACS and/or Symetra have
determined that Subcontractor has violated a material term of any of its HIPAA-related
obligations hereunder.
(iii) No Opportunity to Cure; Termination. If Subcontractor notifies ACS and/or
Symetra, or ACS and/or Symetra otherwise have reason to believe, that Subcontractor has
violated a material term of any of the requirements set forth in this Section 1, and a cure
of such violation is not possible, ACS and/or Symetra shall have the right to terminate the
Subcontract Agreement upon written notice to Subcontractor.
(iv) Effect of Termination. Any termination of the Subcontract Agreement shall be
without liability or further obligation on the part of ACS or Symetra to Subcontractor,
except for those provisions that survive any termination of the Subcontract Agreement.
(d) State Law Requirements. Any Use or Disclosure of Symetra PHI by Subcontractor shall be
made in accordance with More Stringent state laws and regulations and as ACS may be specifically
instructed by Symetra; provided, however, that Subcontractor shall continue to be bound by and
comply with the terms and conditions of this Addendum 2 to the extent such terms and conditions do
not conflict with the applicable laws and regulations of such states.
(e) Audit Rights. Not later than five (5) calendar days following ACS’ or Symetra’s request,
Subcontractor shall make available to ACS and Symetra its internal practices, books and records
relating to the Use and Disclosure of Symetra PHI received from, or created or received by
Subcontractor on behalf of Symetra (directly or indirectly), in order to permit ACS and Symetra to
confirm and/or investigate Subcontractor’s compliance with its HIPAA-related obligations (including
any obligations under applicable state laws and regulations) hereunder. Subcontractor shall
cooperate with ACS and Symetra in all reasonable respects in connection with such audits.
(f) Subcontractor’s Employees, Agents, Representatives and Subcontractors. Subcontractor
represents and warrants to ACS and Symetra that Subcontractor’s employees, agents and
subcontractors who will or potentially may have access to Symetra PHI shall have been provided with
general HIPAA-related training and education as well as specific knowledge of Subcontractor’s
HIPAA-related responsibilities and contractual requirements to ACS and Symetra (including
applicable state laws and regulations to the extent that ACS has received written instructions from
Symetra concerning More Stringent state laws and regulations), in each case prior to being allowed
to have access to Symetra PHI. At ACS’ or Symetra’s request, Subcontractor shall provide ACS and
Symetra with all information reasonably requested by ACS or Symetra regarding the training provided
to those Subcontractor employees, agents and
subcontractors who will or may potentially have access to Symetra PHI. Subcontractor further
represents and warrants to ACS and Symetra that it will impose appropriate sanctions on any
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employee, and will take appropriate action under its contract with any agent and/or subcontractor
of Subcontractor if such Person violates any of Subcontractor’s HIPAA-related obligations
hereunder, and agrees, at ACS’ or Symetra’s request if the violation is egregious or recurring in
nature, to prevent any such employee, agent and/or subcontractor from having any further access to
Symetra PHI.
(g) Aggregate Data. Without the express prior written consent of ACS and Symetra,
Subcontractor shall not have the right to engage in any type of data aggregation activities with
respect to Symetra’s data, whether or not such data constitutes Symetra PHI.
(h) Defined Terms. Capitalized terms used in this Section 1 and in Appendix 1 but not defined
herein shall have the meanings ascribed to them in the Privacy Regulations.
(i) Interpretation. Any ambiguity or inconsistency in any term or condition of the
Subcontract Agreement (including this Addendum and Appendix 1) shall be resolved in favor of a
meaning that permits Symetra to comply with the Privacy Regulations.
2. HIPAA Electronic Transactions Standards.
(a) General. If Subcontractor agrees to conduct on behalf of ACS and/or Symetra all or part
of any Transaction covered under HIPAA’s Standards for Electronic Transactions (as the same may
have been and/or may be amended from time-to-time, the “Electronic Transactions Regulations”), then
Subcontractor shall conduct, and cause its employees, agents and subcontractors to conduct, such
Transactions as standard transactions under the Electronic Transactions Standards.
(b) Defined Terms. Capitalized terms used in this Section 2 but not defined herein shall have
the meanings ascribed to them in the Electronic Transactions Regulations.
3. HIPAA Security Regulations. Beginning on April 20, 2005, Symetra and ACS will be required
to comply with HIPAA’s security standards, which were issued in their final form on February 20,
2003 (as the same may have been and/or may be amended from time to time, the “Security
Regulations”). In connection therewith, as of that compliance date Subcontractor shall: (a) have
implemented safeguards that reasonably and appropriately protect the confidentiality, integrity and
availability of the electronic Symetra PHI that it creates, receives, maintains or transmits on
behalf of Symetra; (b) ensure that any agent, including a subcontractor, to whom Subcontractor
provides this information agrees to implement reasonable and appropriate safeguards; (c) report to
Symetra any security incident of which it becomes aware; and (d) make Subcontractor’s policies and
procedures, and documentation required by the Security Regulations relating to such safeguards,
available to the Secretary for purposes of determining Symetra’s compliance with the Security
Regulations. Without limiting any other rights and remedies that may then be available to Symetra
or ACS, Symetra or ACS shall have the right to terminate the Subcontract Agreement immediately and
without penalty upon written notice by Symetra or ACS to Subcontractor if either Symetra or ACS determines that
Subcontractor has violated a material term of this Section.
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4. Changes or Modifications to HIPAA and/or HIPAA Regulations. If, following the date of the
Subcontract Agreement, HIPAA and/or any of the HIPAA regulations are modified and/or additional
regulations are issued pursuant to HIPAA (each, a “Modification”) and, as a result, Symetra or ACS
determines that modifications to the terms of the Subcontract Agreement are required in order for
Symetra or ACS to comply with such Modification(s) (including by way of example and not of
limitation, if additional provisions are required to be included in agreements between Covered
Entities and Business Associates), promptly following ACS’ or Symetra’s request, Subcontractor, ACS
and Symetra shall engage in good faith negotiations regarding any modifications to the terms of the
Subcontract Agreement that may be necessary or appropriate. If Subcontractor, ACS and Symetra are
unable to agree on any such modifications to the terms of the Subcontract Agreement following such
good faith negotiations, which negotiations shall not exceed sixty (60) calendar days from the date
of ACS’ or Symetra’s request for negotiations unless otherwise agreed to by the Parties, then
following expiration of such sixty (60) calendar day period, ACS and/or Symetra shall have the
right to terminate the Subcontract Agreement as of a date specified in a notice of termination to
Subcontractor, which date shall be any date on or before the applicable compliance date relating to
such Modification. Such termination shall be without liability or further obligation on the part
of ACS or Symetra to Subcontractor, except for those provisions that survive any termination of the
Subcontract Agreement.
5. Third-Party Beneficiary. Symetra is acknowledged to be a direct and intended third-party
beneficiary of the terms of the Subcontract Agreement.
6. Indemnity for Third Party Claims. Subcontractor shall indemnify, defend and hold harmless
ACS, Symetra and their respective Affiliates, and all of their members, directors, officers,
shareholders, employees, agents, attorneys, successors and assigns, from and against any and all
Third-Party claims, damages, liabilities, judgments, fines, assessments and/or other losses or
expenses (including reasonable attorneys’ fees) arising out of or relating to any failure by
Subcontractor to comply with its HIPAA-related obligations (including any similar obligations under
applicable state laws and regulations to the extent that Subcontractor has received written
instructions from Symetra and/or ACS concerning More Stringent state laws and regulations)
hereunder.
7. Notices. Any notices required or permitted to be delivered to ACS and/or Symetra hereunder
shall be delivered to ACS and Symetra at the following addresses via facsimile or via overnight
mail delivery:
If to ACS:
Affiliated Commercial Solutions, Inc.
2828 N. Haskell Avenue, Bldg. 1
Dallas, Texas 75204
Attn: Chief Privacy Officer
Telecopier No.: (214) 584-5525
If to Symetra:
2828 N. Haskell Avenue, Bldg. 1
Dallas, Texas 75204
Attn: Chief Privacy Officer
Telecopier No.: (214) 584-5525
If to Symetra:
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Symetra Life Insurance Company
5069 154th Place NE
Redmond, WA 98052-9669Attn: Privacy Officer
Fax: (425) 376-6080
5069 154th Place NE
Redmond, WA 98052-9669Attn: Privacy Officer
Fax: (425) 376-6080
8. Injunctive Relief. Subcontractor agrees that the remedies at law for any breach by it of
the terms hereof shall be inadequate and that monetary damages resulting from such breach are not
readily measured. Accordingly, in the event of a breach or threatened breach by Subcontractor of
the terms hereof, ACS and/or Symetra shall be entitled to immediate injunctive relief. Nothing
herein shall prohibit ACS and/or Symetra from pursuing any other remedies that may be available to
them individually or jointly for such breach, and the rights provided hereunder and in any
section(s) of the Subcontract Agreement related to injunctive relief, if any, shall be cumulative.
9. No Assignment or Subcontracting. Notwithstanding anything contained herein to the
contrary, Subcontractor shall not assign, subcontract or delegate any of its obligations under the
Subcontract Agreement without the prior written consent of ACS and Symetra.
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APPENDIX 1 TO ADDENDUM 2
BUSINESS ASSOCIATE REQUIREMENTS UNDER PRIVACY REGULATIONS
1. Subcontractor shall not Use or further Disclose Symetra PHI except as permitted or required
by the Subcontract Agreement or as Required by Law.
2. Subcontractor shall use appropriate safeguards to prevent Use or Disclosure of Symetra PHI
other than as provided for in the Subcontract Agreement.
3. Subcontractor shall report to ACS and Symetra any Use or Disclosure of Symetra PHI not
permitted under the terms of the Subcontract Agreement of which it becomes aware.
4. Subcontractor shall ensure that any agents, including subcontractors, to whom Subcontractor
provides Symetra PHI received from, or created or received by Subcontractor on behalf of Symetra,
agree to the same restrictions and conditions that apply to Subcontractor with respect to such
Symetra PHI.
5. If Subcontractor maintains Symetra PHI in a Designated Record Set, at the request of ACS or
Symetra, and in the time and manner designated by ACS or Symetra, Subcontractor shall make
available or provide access to Symetra PHI in a Designated Record Set to ACS or Symetra (or to
Individuals, if so directed by ACS or Symetra) in order to permit Symetra to satisfy the
requirement of and in accordance with Section 164.524 of the Privacy Regulations.
6. If Subcontractor maintains Symetra PHI in a Designated Record Set, at the request of ACS or
Symetra, and in the time and manner designated by ACS or Symetra, Subcontractor shall make
available Symetra PHI for amendment and incorporate any amendments to Symetra PHI in a Designated
Record Set that Symetra directs or agrees to, pursuant to and in accordance with Section 164.526 of
the Privacy Regulations.
7. Subcontractor shall document any Disclosure of Symetra PHI as to which Symetra has an
accounting obligation under Section 164.528 if the Privacy Regulations and information related to
such Disclosure as required for Symetra to respond to a request by an Individual for an accounting
of Disclosures of Symetra PHI in accordance with Section 164.528 of the Privacy Regulations.
8. At the request of ACS or Symetra, and in the time and manner designated by ACS or Symetra,
Subcontractor shall make available and provide to ACS or Symetra (or to an Individual, if so
directed by ACS or Symetra) the information collected in accordance with Section 7 above, and as
required to provide an accounting of Disclosures in accordance with Section 164.528 of the Privacy
Regulations.
9. Subcontractor shall make available its internal practices, books and records relating to
the Use and Disclosure of Symetra PHI received from, or created or received by
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Subcontractor on behalf of, Symetra (directly or indirectly) available to ACS or Symetra, or at the request of
Symetra, to the Secretary, in the time and manner designated by ACS, Symetra or the Secretary, for
purposes of the Secretary determining Symetra’s compliance with the Privacy Regulations.
10. Upon termination or expiration of the Subcontract Agreement, if feasible, Subcontractor
shall return or destroy all Symetra PHI received from, or created or received by Subcontractor on
behalf of, Symetra (directly or indirectly) that Subcontractor still maintains in any form and
retain no copies of such Symetra PHI. If such return or destruction of Symetra PHI is not
feasible, the terms of the Subcontract Agreement that are applicable to Symetra PHI shall survive
the termination or expiration of the Subcontract Agreement for as long as Subcontractor retains
Symetra PHI, and Subcontractor shall comply with such terms and conditions and shall limit its
further Uses and Disclosures of such Symetra PHI to those purposes that make the return or
destruction of Symetra PHI infeasible. Subcontractor shall include a similar provision regarding
return or destruction of Symetra PHI upon termination of its contract with any subcontractor or
agent.
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ATTACHMENT L
SOFTWARE SCHEDULE
| Supplier Name | Product Name | Category | ||||
BMC
|
Catalog Manager for DB2 * ( CA R/C Compare ) | 1 | ||||
BMC
|
Change Manager for DB2 * ( CA R/C Migrator ) | 1 | ||||
BMC
|
Control-D | 1 | ||||
BMC
|
Control-D\WebAccess ( Per Site ) | 1 | ||||
BMC
|
DASD Manager for DB2 *( CA Data Analyser ) | 1 | ||||
BMC
|
DASD MANAGER PLUS for DB2 * ( CA Data Analyser ) | 1 | ||||
BMC
|
DATABASE INTEGRITY PLUS * | 1 | ||||
BMC
|
FAST REORG FACIILITY for IMS * ( MAX Reorg / online for IMS ) | 1 | ||||
BMC
|
IMAGE COPY PLUS for IMS * | 1 | ||||
BMC
|
LOADPLUS for DB2 * ( CA Fast Load ) | 1 | ||||
BMC
|
LOADPLUS for IMS * ( MAX Reorg / online for IMS ) | 1 | ||||
BMC
|
POINT CHECKER PLUS for IMS * | 1 | ||||
BMC
|
SECONDARY INDEX UTIL for IMS * ( MAX Reorg / online for IMS ) | 1 | ||||
BMC
|
SNAPSHOT UPGRADE FEATURE * ( MAX Reorg / online for IMS ) | 1 | ||||
BMC
|
ULTRAOPT/IMS * | 1 | ||||
BMC
|
UNLOAD PLUS for DB2 * ( CA Fast unload ) | 1 | ||||
BMC
|
UNLOAD PLUS for IMS * ( MAX Reorg /online for IMS ) |
1 | ||||
CA
|
ACF2 | 1 | ||||
CA
|
ACF2/DB2 Option | 1 | ||||
CA
|
CA-1 [Tape Management] * | 1 | ||||
CA
|
Detector(DB2) * | 1 | ||||
CA
|
Endevor/MVS ** | 1 | ||||
CA
|
Netspy | 1 | ||||
CA
|
Plan Analyzer for DB2 * | 1 | ||||
CA
|
UNICENTER CA-7 JOB MANAGEMENT | 1 | ||||
CA
|
Unicenter CA-OPS/MVS Event Management and Automation for JES2 | 1 | ||||
CA
|
UNICENTER DATABASE ANALYZER FOR DB2 FOR Z/OS | 1 | ||||
CA
|
UNICENTER FAST LOAD FOR DB2 FOR Z/OS | 1 | ||||
CA
|
UNICENTER FAST UNLOAD FOR DB2 FOR Z/OS | 1 | ||||
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| Supplier Name | Product Name | Category | ||||
CA
|
UNICENTER RC/COMPARE FOR DB2 FOR Z/OS | 1 | ||||
CA
|
UNICENTER RC/MIGRATOR FOR DB2 FOR Z/OS | 1 | ||||
CA
|
UNICENTER RC/QUERY FOR DB2 FOR Z/OS | 1 | ||||
CA
|
UNICENTER RC/UPDATE FOR DB2 FOR Z/OS | 1 | ||||
CA
|
View [Sysout Archive Retrieval] * | 1 | ||||
CA
|
Vision: Interface for DB2 | 1 | ||||
CA
|
Vision: Results [DYL280, DYL260] | 1 | ||||
Candle CL
|
Supersession (VTAMPLUS) | 1 | ||||
Compuware
|
File-Aid for MVS* | 1 | ||||
Compuware
|
File-Aid for IMS IMS * | 1 | ||||
Compuware
|
XPEDITER CICS, XPEDITER/IMS *XPEDITER/TSO | 1 | ||||
IBM
|
BMS Mapset [DFSMS/MVS] | 1 | ||||
IBM
|
CICS/TS | 1 | ||||
IBM
|
DB2 | 1 | ||||
IBM
|
Enterprise COBOL for z/OS | 1 | ||||
IBM
|
High Level Assembler/MVS | 1 | ||||
IBM
|
IMS & DB2 Utility Tools S&S | 1 | ||||
IBM
|
IMS/ESA * | 1 | ||||
IBM
|
IMS/ESA BTS * | 1 | ||||
IBM
|
ISPF/PDF [included in z/OS] | 1 | ||||
IBM
|
JES2 [included in z/OS] | 1 | ||||
IBM
|
QMF | 1 | ||||
IBM
|
SDF II/MVS | 1 | ||||
IBM
|
TCP/IP (HIP6140) | 1 | ||||
IBM
|
TSO/E [included in z/OS] | 1 | ||||
IBM
|
VS FORTRAN | 1 | ||||
IBM
|
VTAM (HVT6140) | 1 | ||||
IBM
|
Websphere Business Intergration Message Broker with Rules and forematting Extentions | 1 | ||||
IBM
|
WebSphere MQ | 1 | ||||
IBM
|
z/OS | 1 | ||||
ISOGON
|
Softaudit | 1 | ||||
Opentech
|
DASD Backup Stacker (DBS) | 1 | ||||
Opentech
|
TapeCopy/VDR (Licensed together) | 1 | ||||
-46-
Table of Contents
| Supplier Name | Product Name | Category | ||||
Sterling
|
Connect:Direct OS/390 with 2 concurrent sessions (SNA and TCP/IP Protocols) | 1 | ||||
Allen Systems Group
|
ASG-TMON for CICS/ESA * | 2 | ||||
Allen Systems Group
|
ASG-TMON for DB2 * ( CA insite for DB2 ) | 2 | ||||
Allen Systems Group
|
JCLPREP * | 2 | ||||
BI Moyle
|
BIM-RECOV (CICS VSAM) * | 2 | ||||
Chicago-Soft
|
MVS/QuickRef | 2 | ||||
Cybermation
|
ESP Agent for Windows * | 2 | ||||
Cybermation
|
ESP Workload Manager * | 2 | ||||
DTS
|
The Space Recovery System ( SRS ) | 2 | ||||
Freeware
|
PDS ( supercedes Serena’s Star Tool ) | 2 | ||||
Innovation
|
ABR/FDR * [Application Backup function of FDR (or equivalent product) needed to support Archive/Restore of Control-D reports] | 2 | ||||
LRS Software
|
VPS * | 2 | ||||
LRS Software
|
VPS / TCPIP | 2 | ||||
Macro 4
|
Dumpmaster MVS | 2 | ||||
Macro 4
|
Insync MVS | 2 | ||||
Oblix
|
Oblix | 2 | ||||
Merrill
|
MXG | 2 | ||||
Pitney-Bowes
|
Finalist [Zip Code] | 2 | ||||
Princeton Softech
|
DB2 Relational Tools | 2 | ||||
Princeton Softech
|
Version Merger | 2 | ||||
SPC Systems
|
Level 2 Report Writer for OS/390 | 2 | ||||
2
|
SYNCSORT for z/OS | 2 | ||||
Tone Software
|
DYNA-STEP | 2 | ||||
Tone Software
|
Flasher (OS/390 Spool Display) * | 2 | ||||
Unitech
|
ACR/Detail | 2 | ||||
Unitech
|
ACR/Summary | 2 | ||||
Utility Software
|
USCCopy [aka COPYMACS] | 2 | ||||
SAS
|
BASE | 2 | ||||
DST Systems
|
TA2000 | 4 | ||||
DST Systems
|
TRAC2000 | 4 | ||||
SunGard Systems International
|
ABC | 4 | ||||
Bloomberg, L.P.
|
Bloomberg Professional | 4 | ||||
| Bond Edge | 4 | |||||
| CAPS — Corporate Automated Payment System | 4 | |||||
-47-
Table of Contents
| Supplier Name | Product Name | Category | ||||
SunGard Systems International
|
CDS | 4 | ||||
Computer Sciences Corp (CSC)
|
CK4/CyberLife | 4 | ||||
CheckFree
|
Disc-IRS | 4 | ||||
Computer Sciences Corp (CSC)
|
DSS | 4 | ||||
Computer Sciences Corp (CSC)
|
JETS | 4 | ||||
Computer Sciences Corp (CSC)
|
Plan Advisor | 4 | ||||
Computer Sciences Corp (CSC)
|
RPS | 4 | ||||
Computer Sciences Corp (CSC)
|
V1 | 4 | ||||
Stonebranch
|
Application systems Scheduling | 1 | ||||
Altris
|
Wise Package Suite | 2 | ||||
Best Software
|
Blackberry Enterprise Server | 2 | ||||
Best Software
|
BlackBerry Enterprise Server (to support 500 users) | 2 | ||||
CA
|
Argis (Database software) | 2 | ||||
Captaris
|
Windows 2000 RightFax | 2 | ||||
Citrix
|
50 user pack Citrix Metaframe xPE Presentation (350 users) | 2 | ||||
Citrix
|
Citrix MF Xpe 1.0-10 User Conn. Pack w/Sub Adv | 2 | ||||
Citrix
|
Citrix MF XPe 1.0-20 User Conn. Pack w/Sub Adv | 2 | ||||
Citrix
|
Citrix MF XPe 1.0-Starter Sys. w/20 User w/Sub Adv | 2 | ||||
COMM-PRESS Inc.
|
COMM-PRESS (File compression tool) | 2 | ||||
DBArtisan
|
DBArtisan | 2 | ||||
Famatech
|
Famatech Remote Administrator | 2 | ||||
IBM
|
DB2 Connect | 2 | ||||
IBM
|
MQ Integrator | 2 | ||||
IBM
|
MQSeries | 2 | ||||
InfoExpress
|
CyberArmor | 2 | ||||
InfoExpress
|
CyberGatekeeper Server | 2 | ||||
Legato
|
Legato DiskBackup Option Tier 2 | 2 | ||||
Legato
|
Legato DiskXtender Data Manager | 2 | ||||
Legato
|
Legato DiskXtender RAID/NAS 1TB Capacity | 2 | ||||
Legato
|
Legato Gold Care Premier support agreement | 2 | ||||
Legato
|
Legato Networker Client Connection | 2 | ||||
Legato
|
Legato NetWorker Module for MS Exchange Server Tier 2 | 2 | ||||
Legato
|
Legato NetWorker Module for SQL Tier 2 | 2 | ||||
Legato
|
Legato NetWorker Power Ed Dedicated Storage Node | 2 | ||||
-48-
Table of Contents
| Supplier Name | Product Name | Category | ||||
Legato
|
Legato NetWorker Power Edition Storage Node for Windows | 2 | ||||
Legato
|
Legato NetWorker Server Power Edition for Windows | 2 | ||||
Legato
|
Legato NetWorker Sharepoint Portal Server Win2000 Client Tier 2 | 2 | ||||
Legato
|
Legato Silo Software Module unlimited | 2 | ||||
Melillo
|
eMail Retention Server software | 2 | ||||
Mercator
|
Ascential (FTP) | 2 | ||||
Microsoft
|
Exchange 2003 Enterprise | 2 | ||||
Microsoft
|
Exchange 2003 Standard | 2 | ||||
Microsoft
|
Sharepoint Server | 2 | ||||
Microsoft
|
SMS 2003 Client Access Licenses | 2 | ||||
Microsoft
|
SMS 2003 Enterprise Server | 2 | ||||
Microsoft
|
SMS Enterprise Server Disk Kit | 2 | ||||
Microsoft
|
SQL Server Database Enterprise Edition | 2 | ||||
Microsoft
|
SQL Server Database Standard | 2 | ||||
Microsoft
|
Terminal server (Included with Citrix) | 2 | ||||
Microsoft
|
Windows 2003 Enterprise Edition | 2 | ||||
Microsoft
|
Windows 2003 Standard Edition | 2 | ||||
Microsoft
|
Sharepoint Portal server | 2 | ||||
Microsoft
|
Systems Management server ENT | 2 | ||||
Net IQ
|
NetIQ AppManager Agent — BES Module | 2 | ||||
Net IQ
|
NetIQ AppManager Agent — Exchange Module | 2 | ||||
Net IQ
|
NetIQ AppManager Agent — Mail Mashal | 2 | ||||
Net IQ
|
NETIQ APPMANAGER V5.0.1 CITRIX METAFRAME XP NT/2K (LIC)(EU,NR) | 2 | ||||
Net IQ
|
NETIQ APPMANAGER V5.0.1 MS ACTIVE DIRECTORY NT/2K (LIC)(EU,NR) | 2 | ||||
Net IQ
|
NETIQ APPMANAGER V5.0.1 MS INTERNET INFO SVR (LIC)(EU,NR) | 2 | ||||
Net IQ
|
NETIQ APPMANAGER V5.0.1 MS SQL SVR NT/2K (LIC)(EU,MR,EU) | 2 | ||||
Net IQ
|
NETIQ APPMANAGER V5.0.1 MS WIN 2000 BASE AGT ADV SVR W2K (LIC)(EU,NR) | 2 | ||||
Net IQ
|
NETIQ APPMANAGER V5.0.1 MS WINDOWS NT/2000 SVR NT/2K (LIC)(MR,EU,NR) | 2 | ||||
Net IQ
|
NETIQ APPMANAGER V5.0.1 OPERATOR CONSOLE (LIC)(EU,NR) | 2 | ||||
Net IQ
|
NETIQ APPMANAGER V5.0.1 WEB ACCESS CONSOLE NT/2K (LIC)(EU,MR,EU) | 2 | ||||
Net IQ
|
NetIQ Mail Mashal | 2 | ||||
Net IQ
|
Webtrends | 2 | ||||
-49-
Table of Contents
| Supplier Name | Product Name | Category | ||||
Network Associates
|
McAfee Active Virus Defense Perpetual | 2 | ||||
Nortel
|
Contivity (VPN) — (Replaced with Cisco VPN solution) | 2 | ||||
Northern
|
Northern Storage Suite 2003 | 2 | ||||
PGP
|
Encryption Software | 2 | ||||
Proginet
|
SecurPass | 2 | ||||
Quest
|
Fastlane Active Roles (Policy manager) | 2 | ||||
RIM
|
RIM T-Support for Blackberry | 2 | ||||
RSA
|
SecureID | 2 | ||||
Secure Computing
|
SmartFilter (Replacement for WebSense) | 2 | ||||
St Bernard
|
St. Bernard Update Expert 100 node pack | 2 | ||||
Symantec
|
Antivirus | 2 | ||||
Symantec
|
Symantec Deploy Center | 2 | ||||
Winzip
|
Winzip | 2 | ||||
ActivePDF
|
Toolkit (Application Tool — Retained) | 4 | ||||
Actuate
|
Actuate (Application — Retained) | 4 | ||||
AmDocs
|
Clarify (Application — Retained) | 4 | ||||
Avaya, Inc
|
CentreVu. ( To be supplied by Symetra ) | 4 | ||||
Best Software
|
FAS Asset Accounting (Application — Retained) | 4 | ||||
Borland
|
Turbo Pascal ( To be supplied by Symetra ) | 4 | ||||
Brainshark
|
Brainshark (online presentations) ( To be supplied by Symetra ) | 4 | ||||
BusinessObjects
|
Crystal Reports (Application — Retained) | 4 | ||||
CA
|
CleverPath Eureka Reporter (Application - Retained) | 4 | ||||
CA
|
CleverPath Portal (Application — Retained) | 4 | ||||
Captiva
|
Input Accel (Application — Retained) | 4 | ||||
CheckFree
|
APECS (Application — Retained) | 4 | ||||
CheckFree
|
RECON-Plus (Application — Retained) | 4 | ||||
DST Systems
|
Vision ( To be supplied by Symetra ) | 4 | ||||
DST Systems
|
FAN Mail (Financial Advisor Network) ( To be supplied by Symetra ) | 4 | ||||
Edify
|
Data Integration (Application — Retained)) | 4 | ||||
Edify
|
Telephony (Application — Retained) | 4 | ||||
Edify
|
Web (Application — Retained) | 4 | ||||
eiStream
|
Viewstar (Application-Retained solution) | 4 | ||||
FileNet
|
P8 | 4 | ||||
FiServ Insurance Solutions
|
Freedom 2000 Annual Statements (Application-Retained) | 4 | ||||
Fugent
|
Virtual Meeting ( To be supplied by Symetra ) | 4 | ||||
Hyperion
|
Analyzer (Application — Retained) | 4 | ||||
-50-
Table of Contents
| Supplier Name | Product Name | Category | ||||
Hyperion
|
Essbase (Application - Retained) | 4 | ||||
Imagenet
( Application supplied by In-house |
Imagenet Document Services ( To be supplied by Symetra ) | 4 | ||||
| CMA - Cash Management (Application - Retained) | 4 | |||||
Medical Information Bureau
|
MIB-Link/Plus ( To be supplied by Symetra ) | 4 | ||||
Mercury Interactive
|
Test Director (Application Tool - Retained) | 4 | ||||
Mercury Interactive
|
Test Director 7.2 ( To be supplied by Symetra ) | 4 | ||||
Mercury Interactive
|
Winrunner ( To be supplied by Symetra ) | 4 | ||||
Microsoft
|
Access (Application - Retained) | 4 | ||||
Microsoft
|
MSDN Subscription (Application Tool - Retained) | 4 | ||||
Microsoft
|
Visual SourceSafe (Application Tool - Retained) | 4 | ||||
Microsoft
|
Visual Studio 6 (Application Tool - Retained) | 4 | ||||
Microsoft
|
Visual Studio.NET 2003 (Application Tool - Retained) | 4 | ||||
NFS SIS
|
Streetscape ( To be supplied by Symetra ) | 4 | ||||
Onyx
|
Onyx Employee Portal - (Application - Retained) | 4 | ||||
Output Technology Solutions SRI
Group, Inc.
|
Output Technologies ( To be supplied by Symetra ) |
4 | ||||
Paymentech
|
eCommerce Solutions - (Application - Retained) | 4 | ||||
Paymentech, L.P.
|
Select Merchant Payment Card Processing (To be supplied by Symetra ) |
4 | ||||
Remedy
|
Remedy (Modeled in Help Desk) | 4 | ||||
SourceForge
|
Source Offsite (Application Tool - Retained) | 4 | ||||
SunGard
|
EAS (Application - Retained) | 4 | ||||
Thomson
|
NetG ( To be supplied by Symetra ) | 4 | ||||
Transunion, LLC
|
TU Desktop ( To be supplied by Symetra ) | 4 | ||||
Univeral Conversion Tools, Inc. |
(CSC) Conversion Case Tool ( To be supplied by Symetra ) | 4 | ||||
ACS
|
i-Star Portal | 5 | ||||
CA
|
Unicenter (Replaced with NetIQ and NetCool) | N/A | ||||
Checkpoint
|
Firewall (Replaced with PIX Firewall) | N/A | ||||
CYBERMATION
|
ESP Agent for Windows (Replaced by Stonebranch) | N/A | ||||
F5
|
BigIP (Replaced by Cisco CSS) | N/A | ||||
Microsoft
|
IIS (Included with MS OS) | N/A | ||||
Symmetricom
|
NTP (Not Required, ACS will use Microsoft NTP) | N/A | ||||
WebSense
|
WebSense (Replaced with Secure Computing SmartFilter) | N/A | ||||
Barton & Bolton Associates
|
UVT (Unit Value Trade System) | 4 | ||||
-51-
Table of Contents
| Supplier Name | Product Name | Category | ||||
Broker Dealer Solutions
|
BONUS | 4 | ||||
Chalke Inc.
|
PTS | 4 | ||||
Cognos, Inc.
|
Impromptu | 4 | ||||
Cognos, Inc.
|
ReportNet | 4 | ||||
Concur Technologies, Inc.
|
Concur Expense Reimbursement | 4 | ||||
Economic Analysis Group, Ltd.
|
CaseTrack | 4 | ||||
GEAC Computer Corp
|
AllTax | 4 | ||||
Institutional Shareholder Services |
ISS Proxy Master | 4 | ||||
Insurance Technolgies
|
ForeSight | 4 | ||||
Interactive Data Corp
|
FT Interactive | 4 | ||||
Lab1, Inc.
|
Lab1 Net | 4 | ||||
Medical Information Bureau
|
Knowledge Now | 4 | ||||
Milliman USA
|
ALFA | 4 | ||||
New River
|
New River | 4 | ||||
NFS
|
NFS | 4 | ||||
NiiS/APEX
|
APEX | 4 | ||||
nomoreforms, inc.
|
nomoreforms | 4 | ||||
NSCC
|
Fund/Serve | 4 | ||||
NSCC
|
IPS | 4 | ||||
Polysystems, Inc.
|
Master (Annuity, UL, Life) | 4 | ||||
QuoteMedia, Inc.
|
QuoteMedia Market Info | 4 | ||||
Sharebuilder Corp
|
Sharebuilder (formerly Netstock) | 4 | ||||
Thomson TFP
|
ACH Participant Directory File | 4 | ||||
Thomson TFP
|
US Electronic Payments File | 4 | ||||
Tritech Software
|
Premium Pro | 4 | ||||
| Annuity Master | 4 | |||||
| APECS — CheckFree | 4 | |||||
| APL | 4 | |||||
| BPWin | 4 | |||||
| Camtasia | 4 | |||||
| Centerpiece | 4 | |||||
| Cumulus (Canto) | 4 | |||||
| FAS Asset Accounting | 4 | |||||
| FLOW4 | 4 | |||||
| Freedom 2000 | 4 | |||||
| HotDocs | 4 | |||||
| InputAccel | 4 | |||||
| InsMark | 4 | |||||
| Marketing Auto Balancing | 4 | |||||
| Mercator (EDI project) | 4 | |||||
-52-
Table of Contents
| Supplier Name | Product Name | Category | ||||
| Monarch | 4 | |||||
| Protobase | 4 | |||||
| QuarkXPress | 4 | |||||
| ROSTER — DST GUI | 4 | |||||
| Trilogy | 4 | |||||
| UL Master | 4 | |||||
| Responsibility | ||||||
| Supplier Name | Product Name | Category | ||||
| Content Management Software and Tools: |
||||||
Deleted |
||||||
Deleted |
||||||
Deleted |
||||||
MCP
|
Workflow tracking | 5 | ||||
OCR
|
Quality/Quantity improvements | 1 | ||||
Deleted |
||||||
ACS Capture
|
Image enhancement | 5 | ||||
| Output processing software and tools |
||||||
Xerox
|
DocuPrint™ Series 180 | 1 | ||||
Pitney Bowes
|
APS DM-Series™ | 1 | ||||
Pitney Bowes
|
StreamWeaver® | 1 | ||||
Group 1
|
DOC1® | 1 | ||||
-53-
Table of Contents
ATTACHMENT M
OFFSHORE SERVICES
| Off-Shore | Off-Shore | |||||||
| Year 1 | Year 2-5 | Location | Description of Services Provided by | |||||
| Function | (Est.) | (Est.) | Off-shore | Job Function | ||||
Mainframe Systems
Engineering |
||||||||
DB2 |
1.00 | 1.00 | Bangalore | DB2 DBMS and table maintenance and tuning. | ||||
CICS |
0.00 | 0.50 | Bangalore | CICS system maintenance and tuning. | ||||
z/OS |
0.25 | 0.75 | Bangalore | Systems programming and maintenance activities, | ||||
| performance analysis, problem resolution, system configurations, and service in off-hours situations. | ||||||||
Middleware / MQSeries |
0.00 | 0.75 | Bangalore | Operational maintenance of MQSeries services and software. | ||||
Sub-Total |
1.25 | 3.00 | ||||||
Wintel Systems
Engineering |
||||||||
NT Engineering |
0.00 | 2.50 | Bangalore | Operating system engineering and maintenance activities, including image, upgrade, and patching maintenance activities, tuning, new solution engineering for servers and enterprise services (Exchange). | ||||
Enterprise Services
(Citrix) |
0.00 | 1.00 | Bangalore | Citrix Engineer responsible for application publishing, environmental management and support of the Citrix environment. | ||||
Sub-Total |
0.00 | 3.50 | ||||||
Pooled Systems
Engineering |
||||||||
Storage Management |
0.00 | 1.00 | Bangalore | SAN storage management and allocation/deallocation requests and maintenance. | ||||
Asset Management |
0.00 | 1.00 | Bangalore | Management and application administration of the Asset Insight environment. | ||||
| Sub-Total Operations |
0.00 | 2.00 | ||||||
| MF Operations | 0.75 | 1.50 | Bangalore | Software maintenance, performance analysis, problem resolution, product installations, system configurations, working problem management tickets and providing customer service in off hour situations. | ||||
MF Prod Control |
1.00 | 2.00 | Bangalore | Production control work during off-hours conditions. |
-54-
Table of Contents
| Off-Shore | Off-Shore | |||||||
| Year 1 | Year 2-5 | Location | Description of Services Provided by | |||||
| Function | (Est.) | (Est.) | Off-shore | Job Function | ||||
MF Monitoring |
1.50 | 1.50 | Bangalore | Production control work during off-hours conditions. | ||||
NT Monitoring |
0.00 | 1.00 | Bangalore | Production control work during off-hours conditions. | ||||
Sub-Total |
3.25 | 6.00 | ||||||
SMC& Business Ops |
||||||||
EAC |
0.00 | 0.50 | Bangalore | ID management and password management services. | ||||
Sub-Total |
0.00 | 0.50 | ||||||
Applications |
||||||||
SQL DBA |
0.00 | 1.00 | Bangalore | SQL DBA services including DBMS and table maintenance and tuning. | ||||
Web Hosting |
1.00 | 1.00 | Bangalore | Supplements on-shore Web Hosting team with monitoring for availability and response time, monitor problem management queue; assist in 24X7 problem resolution; assists in project work | ||||
Sub-Total |
1.00 | 2.00 | ||||||
Network (Data and
Voice) |
||||||||
Mail Gateway |
1.00 | 1.00 | Bangalore | Mail gateway operations including dead letter queue monitoring, spam filter maintenance, and quarantine maintenance. | ||||
NOC |
0.50 | 0.50 | Bangalore | Network operations and support. | ||||
Sub-Total |
1.50 | 1.50 | ||||||
Total Off-shore FTEs |
||||||||
(Est.) |
7.00 | 18.50 |
-55-
Table of Contents
ATTACHMENT N
MINIMUM REQUIRED INSURANCE COVERAGES
1. Commercial General Liability Insurance.
1.1 General. During the Term and the Disentanglement Period, ACS shall maintain a policy of
commercial general liability insurance (including coverage for contractual liability assumed by ACS
under this Agreement to the extent such liability can be insured by a standard commercial general
liability policy without endorsement, premises-operations, completed operations—products, and
independent contractors) providing coverage for bodily injury, personal injury and property damage
with combined single limits of not less than [***] Dollars ($[***]) per occurrence and [***]
Dollars ($[***]) in the aggregate per ACS policy year.
1.2 Required General Liability Policy Coverage. Any general liability policy provided by ACS
hereunder shall include, but not be limited to, the following coverage: (i) premises and
operations; (ii) products/completed operations; (iii) contractual liability to the extent such
liability can be insured by a standard commercial general liability policy without endorsement;
(iv) personal injury and advertising injury liability; (v) independent contractor’s liability; (vi)
severability of interest clause; (vii) broad form property damage, and shall be an occurrence-based
policy.
1.3 Primary Insurance Endorsement. Any general liability policy provided by ACS shall apply
as primary insurance, and any other insurance maintained by Symetra or its Affiliates, or any of
their directors, officers, agents or employees, shall be excess only and not contributing with such
coverage.
1.4 Form of General Liability Insurance Policies. All general liability policies shall be
written to apply to bodily injury, including death, property damage and personal injury, during the
policy term.
2. Business Automobile Liability Insurance. ACS shall procure business automobile liability
insurance written for bodily injury and property damage occurring during the policy term, in the
amount of not less than [***] Dollars ($[***]), combined single limit per occurrence, applicable to
all owned, non-owned, and hired vehicles.
3. Statutory Workers’ Compensation and Employers’ Liability Insurance. ACS shall maintain a
policy of workers’ compensation coverage (or any alternative plan of coverage as permitted or
required by applicable law) for no less than the minimum statutory amount required for the state or
states in which ACS’ employees are performing Services on Symetra’s and/or an Affiliate’s behalf,
and employers’ liability coverage for not less than [***] Dollars ($[***]) per occurrence for all
employees of ACS engaged in the performance of Services or operations under this Agreement.
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
-56-
Table of Contents
4. Umbrella (Excess) Coverage. ACS shall maintain umbrella (excess) insurance coverage in the
amount of [***] Dollars ($[***]) written on a per occurrence, non-contributory basis for commercial
general liability, automobile liability, and employers’ liability coverage.
5. Professional Errors and Omissions Liability Insurance/Electronic Errors and Omissions. ACS
shall obtain professional errors and omissions liability insurance in an amount of not less than
[***]n Dollars ($[***]) per claim, with an aggregate limit of not less than [***] Dollars ($[***])
per ACS policy year, providing coverage for wrongful acts in the rendering of, or failure to
render, professional services under this Agreement, and shall include, but not be limited to,
electronic data losses or damage or breaches of electronic data security. As of the Effective
Date, the coverage will not contain specific, express exclusions for design errors, destruction of
data (other than casualty exclusions) or failure to design an adequate system arising out of ACS’
wrongful acts in the rendering of, or failure to render, professional services under this
Agreement. ACS will exercise commercially reasonable efforts to provide that such specific,
express exclusions will not be contained in such insurance during the Term of this Agreement and
Disentanglement Period. This coverage shall be maintained for a minimum of two (2) years following
termination or completion of ACS’ performance of its obligations under this Agreement. In the
event of a claim and upon Symetra’s request, ACS shall provide Symetra with a certified copy of its
professional errors and omissions liability policy.
6. Employee Dishonesty and Computer Fraud. ACS shall maintain employee dishonesty and
computer fraud coverage in an amount not less than [***] Dollars ($[***]) per occurrence and [***]
Dollars ($[***]) in the aggregate per ACS policy year.
7. Property Insurance. ACS shall provide insurance on all property owned by ACS and provided
under this Agreement. Such policy shall provide “all risk” perils and shall be written on a basis
of [***] percent ([***]%) replacement value of the property. Coverage shall include business
personal property, electronic data processing equipment, tenant improvements, business interruption
(including mechanical breakdown), business income and extra expense, transit and property of others
in the care, custody, and control of the insured. In the event Symetra or any of its Affiliates
places any real or personal property (whether owned or leased) in the care, custody, and control of
the ACS, Symetra or its Affiliates, as appropriate, must provide ACS with the replacement cost
value of such real or personal property within thirty (30) calendar days of ACS’ written request
for such information. Should Symetra or its Affiliates, as applicable, fail to provide the
replacement cost of the real or personal property within thirty (30) calendar days of ACS’ written
request, ACS shall be relieved of all liability for loss or damage to such property regardless of
how such loss or damage occurs. ACS shall maintain flood and earthquake insurance with respect to
its property used to provide Services in such amounts as ACS deems appropriate.
8. Deductible/Self Insured Retention. Any deductible, self-insured retention or use of an
insurance company subsidiary in excess of [***] Dollars ($[***]) must be declared to Symetra along
with any changes thereto and shall be subject to Symetra’s reasonable prior approval. ACS shall be
responsible for any deductible, self-insured retention or use of an insurance company subsidiary.
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
-57-
Table of Contents
9. Additional Insureds. The coverages maintained by ACS under Sections 1 and 2 above shall
name Symetra and its Affiliates, and the directors, officers, agents and employees of Symetra and
its Affiliates, individually and collectively, as additional insureds. The ACS insurance policies
required under Section 6 above shall name Symetra and its Affiliates, and the directors, officers,
agents and employees of Symetra and its Affiliates, individually and collectively, as loss payees.
-58-
Table of Contents
ATTACHMENT O
APPROVED SUBCONTRACTORS
1.
|
Avaya | |
2.
|
Compucom | |
3.
|
FileNet | |
4.
|
HP | |
5.
|
IBM (approved only to provide equipment) | |
6.
|
M-Tech | |
7.
|
Pitney-Bowes | |
8.
|
Sun | |
9.
|
Xenos | |
10.
|
Critical Watch |
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ATTACHMENT P
DEFINITIONS
“Acceptance” is defined in Section 5.2.8(b).
“Acceptance Criteria” is defined in Section 5.2.8(b).
“Acceptance Testing Period” is defined in Section 5.2.8(b).
“Acquiring Entity” is defined in Section 9.2.2.
“ACS” means ACS Commercial Solutions, Inc., and its successors and permitted assigns.
“ACS Bid” is defined in the Recitals.
“ACS Confidential Information” means records, data, and other information marked as “confidential”
that is obtained by Symetra in confidence from ACS or its Subcontractors in connection with this
Agreement, except for any information that was: (a) at the time of disclosure to Symetra and/or
its Affiliates, in the public domain; (b) after disclosure to Symetra and/or its Affiliates,
published or otherwise made a part of the public domain through no fault of Symetra and/or its
Affiliates; (c) in the possession of Symetra and/or its Affiliates at the time of disclosure to it
or them; (d) received after disclosure by ACS to Symetra and/or its Affiliates from a Third Party
who had a lawful right to disclose such information to Symetra and/or its Affiliates; or (e)
independently developed by Symetra and/or its Affiliates without reference to ACS Confidential
Information. For purposes of this provision, information is in the public domain if it is
generally known (through no fault of Symetra and/or its Affiliates) to Third Parties that are not
subject to nondisclosure restrictions with respect to such information.
“ACS Competitor” means the entities set forth in Addendum 2 to this Attachment P and any other
provider of services substantially similar to the Services.
“ACS Derivative Works” is defined in Section 12.1.4.
“ACS Equipment” is defined in Section 4.2.
“ACS Indemnitees” means ACS, and each of its officers, directors, employees, agents, successors and
assigns.
“ACS Key Personnel” means, initially, those personnel of ACS and its Subcontractors who are
identified in Attachment E.
“ACS Project Executive” is defined in Section 1.2.2.
“ACS Service Delivery Manager” is defined in Section 1.2.3.
“ACS Underlying Works” means those Underlying Works conceived, invented, created or acquired by
ACS, rather than by a Third Party.
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“Act” is defined in Section 14.6(a).
“Administrative Functions” are routine functions such as setting up user IDs, changing
authorization tables, changing account codes, and similar functions handled by ACS.
“Affiliate” means, as to any Person, any other Person that, now or in the future, directly or
indirectly, controls, is controlled by, or is under common control with, such Person, whether
through ownership of voting securities or otherwise. For this purpose, and without limiting the
foregoing, any Person that owns more than twenty percent (20%) of the outstanding voting securities
of any other Person shall be deemed to control such other Person.
“Affiliates of Symetra” means those entities that are Affiliates of Symetra and identified in
Schedule 7, all of which shall be authorized to receive Services from ACS hereunder.
“Agreement” means this Information Technology Services Agreement, including all Schedules,
Attachment, Exhibits, Appendices, Addenda and other documents attached hereto or incorporated
herein by reference, as amended from time-to-time.
“Annual At-Risk Amount” means: (a) for the first Contract Year, the sum of: (i) [***] percent
([***]%) of the total transition Services fees; plus (ii) [***] percent ([***]%) of the sum of that
Contract Year’s monthly Annual Services Fees, which will be estimated at the beginning of the first
Contract Year based on that year’s Annual Services Fees; and (b) for the second and each subsequent
Contract Year, [***] percent ([***]%) of the sum of that Contract Year’s monthly Annual Services
Fees, which will be estimated at the beginning of each such Contract Year based on that year’s
Annual Services Fees.
“Annual Service Baselines” are set forth in Table 4 of Schedule 3.
“Annual Services Fees” is defined in Section 6.1.3.
“ARC” means additional resource charge.
“Availability” is the percentage of time that a given Service or system is fully operational and
available when its resources are called upon at a random point in time. Availability represents a
measure of the fraction of time (expressed as a percentage) during a defined period when the
Service or system is deemed to be equal to or better than an SLR.
Availability (%)
|
= | 100% – Unavailability (%) | ||||
| Where Unavailability is defined as: | ||||||
| S Unplanned Outage Duration x 100%
|
Availability measurement calculations shall be limited to those Service and system components that
are directly under the control of ACS, as well as Services and systems components for which ACS is
responsible for subcontracting to Third Parties. Availability measurement calculations
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
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shall exclude any Service or system elements downtime that is caused by a Force Majeure Event, as
well as any Service or system that is controlled exclusively by Symetra.
“Baseline” means, for each of the Service Tower Services, the quantity of Resource Units included
in the Annual Services Fees.
“Benchmarking Company” is defined in Attachment A.
“Bridge Group” or “Bridge” means the production control team responsible for providing support for
client interactive sessions and applets in the production cluster environment.
“Business Days” means Monday through Friday, excluding New Year’s Day, Memorial Day, Independence
Day, Labor Day, Thanksgiving Day and Christmas Day.
“Business Day Hours” means a local Business Day “window of coverage” hours within which Symetra
requires the Services to be provided for a specific SLR. While ‘normal’ business hours are
generally 0400-1700, Pacific time, most schedules operate or provide support on a 7x24x365
(0000-2400) basis.
“California Statute ” is defined in Section 14.5.
“CAP” is defined in Section 11.1.
“Category 1 Software” is defined in Section 4.3.1(a).
“Category 2 Software” is defined in Section 4.3.1(b).
“Category 3 Software” is defined in Section 4.3.2(a).
“Category 4 Software” is defined in Section 4.3.2(b).
“Category 5 Software” is define4d in Section 4.3.3.
“Category 6 Software” is defined in Section 4.3.4.
“Change in Control” means: (a) any transaction or combination of transactions as a result of which
either a Person or a group of Persons that customarily has acted in concert and that presently is
in control of a Party ceases to be in control of such Party; (b) the sale, transfer, exchange or
other disposition (including disposition in full or partial dissolution) of fifty percent (50%) or
more of the beneficial ownership (as defined in Rule 13(d) of the Securities Exchange Act of 1934)
of the voting power of a Party, or of the assets of such Party that constitute a substantial or
material business segment of such Party; (c) individuals who as of the Effective Date constituted
the Board of Directors of a Party cease for any reason to constitute a majority of such Party’s
Board of Directors then in office; or (d) with respect to ACS, the unit, division or operating
group of ACS that is responsible in providing the Services to Symetra is sold, transferred or
otherwise experiences a change in ownership or control.
“Change in Control Expenses” is defined in Section 11.2(c).
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“Client Satisfaction” means a subjective rating obtained through a combination of periodic End-User
surveys and feedback from random End-User follow-up calls.
“Collaborative Computing” means the use of computers to support and promote shared experience, peer
exchange, the development of shared models, purpose, common practices of interaction and
communication – allowing for more efficient deployment across heterogeneous environments and
enabling joint collaborative projects.
“Commercial Applications” means those applications that are part of Symetra’s revenue-generating
processes.
“Conditional Acceptance” is defined in Section 5.2.8(b).
“Confidential Information” means ACS Confidential Information or Symetra Confidential Information,
as the case may be.
“Contract Year” or “CY” means: (a) the period from the Effective Date through and including a
period that is twelve (12) months following the last to occur of the Handover Dates (which shall
constitute the first Contract Year); and (b) thereafter, each twelve (12) month period beginning on
each subsequent anniversary of the end of the first Contract Year.
“Corporate Applications” means those applications that support Symetra’s internal management
systems.
“Correct IMAC Dispatch” means that an IMAC is correctly dispatched, based on the information
provided to ACS or that should be reasonably verifiable by ACS, in terms of:
| • | the action that is to be performed; | ||
| • | the replacement technology that is to be used, if appropriate; | ||
| • | the person or location involved; | ||
| • | the cost center to be charged; and | ||
| • | the time period in which the IMAC is to occur. |
“Corrective Assessment” means a type of Fee Reduction that may be assessed upon ACS’ failure to
achieve an SLA or a Critical Milestone; all Corrective Assessments will be specified in the tables
attached to Schedule 5.
“Corrective Plan” is defined in Section 7.4.3.
“Country Agreement” is defined in Section 1.3.2.
“CPI” means the annual increase in percentage points (or fraction thereof) of the official Consumer
Price Index, All Urban Consumers, U.S. City Average, All Items, published by the Bureau of Labor
Statistics, United States Department of Labor.
“Critical Milestones” means those milestones, activities, actions and projects identified as such
in this Agreement including, without limitation, in any applicable Schedule 2, in Schedule 5, in
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any In-Scope Service Request, in any Out-of-Scope Work Order and/or elsewhere in this Agreement.
“Data and Modified Data” is defined in Section 12.3.
“Data Protection Laws” is defined in Section 14.6(a).
“Deadband Allowance” is defined in Section 5.1 of Schedule 3.
“Derivative Works” means a revision, modification, translation, abridgment, compilation,
condensation or expansion of the applicable underlying work or any other form in which that work
may be recast, transformed or adapted, and which, if prepared without the consent of the copyright
owner, would be a copyright infringement.
“Disabling Device” is defined in Section 8.1.2.
“Disclosing Party” means the Party that has disclosed Confidential Information to the other Party
or to such other Party’s employees, agents or contractors (including Subcontractors).
“Disentanglement ” is defined in Section 10.1.
“Disentanglement Period” means the period of time during which ACS is providing Disentanglement
services to Symetra.
“Effective Date” is defined in the opening paragraph of the Agreement.
“End-to-End Response Time” is defined as the total elapsed time for a discrete data packet (e.g.,
ping) to complete a round-trip traversal of the computing infrastructure from the initiation point
device to a specific computing device resource and return of a response acknowledgement to the
point of initiation (i.e., “ping”). This shall exclude any local processing overhead time that may
result from any Symetra or Third Party computing resources over which the ACS has minimal control.
“End-User” means: (a) any employee of Symetra or any of the Affiliates of Symetra; and (b) any
other Person who is determined by Symetra, in its sole discretion, to require access to any of the
Services.
“Enhanced Technology” is defined in Section 2.5.4.
“Environmental Laws” means all applicable federal, state and local statutes, laws, regulations,
rules, ordinances, codes, licenses, orders or permits of any governmental entity relating to
environmental matters including, without limitation: (a) the Clean Air Act (42 U.S.C. 7401 et
seq.); the Federal Water Pollution Control Act (33 U.S.C. §1251); the Safe Drinking Water Act (42
U.S.C. §5 300f et seq.); the Toxic Substances Control Act (15 U.S.C. 55 2601 et seq.); the
Endangered Species Act (16 U.S.C. §1531 et seq.); the Emergency Planning and Community
Right-to-Know Act of 1986 (42 U.S.C. 55 110011 et seq.); and (b) similar state and local
provisions.
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“EU Directive” means Directive 95/46/EC of the European Parliament and of the Council of 24 October
1995 on the Protection of Individuals with Regard to the Processing of Personal Data and on the
Free Movement of Such Data.
“Events of Default” means any of the events described in Section 9.3.
“Exception Report” is defined in Section 5.2.8(c).
“Expiration Date” is defined in Section 10.2.
“Extraordinary Event” means a Force Majeure Event and any other event not exceeding ninety (90)
calendar days in duration that: (a) could not have been adequately planned for; and (b)(i)
substantially interferes with or impacts Symetra’s ordinary business operations; or (ii) causes
substantial increase or decrease in demand for Symetra’s products or services or the Services that
are provided or that could be provided by ACS under this Agreement.
“Fee Reductions” means the dollar amount by which the Fees will be reduced based on ACS’ failure
to: (a) timely achieve any Critical Milestone; or (b) achieve any SLA. The methodology for
calculating all Fee Reductions is set forth in Schedule 5.
“Fees” means the fees payable by Symetra to ACS hereunder in consideration of ACS’ provision of the
Services and Other Services.
“Final Acceptance” is defined in Section 5.2.8(d).
“Final Acceptance Testing Period” is defined in Section 5.2.8(d).
“Fixed Charges ” means the Annual Service Fees, expressed as a monthly amount.
“For Cause” means the applicable employee committed or participated in actions that are or were
dishonest, fraudulent, illegal, unethical, involving insubordination or moral turpitude, or
involving disclosure or trade secrets, proprietary information or other forms of confidential
information.
“Force Majeure Event” means an act of God, act of governmental body or military authority, fire,
explosion, flood, epidemic, riot or civil disturbance, war, sabotage, insurrections, blockades,
embargoes, storms or other similar events that are beyond the reasonable control of the affected
Party. Notwithstanding the foregoing, “Force Majeure Event” expressly excludes: (a) any event
that ACS reasonably could have prevented by any system testing either required to be performed
pursuant to the Services or necessary to provide the Services; (b) (i) any single point of failure
where ACS was obligated to provide fault tolerant Services; (ii) where fault tolerant architecture
was deployed for Symetra notwithstanding the absence of specifying same; or (iii) where a fault
tolerant infrastructure or architecture should have reasonably been implemented by ACS; (c) any ACS
strike, walkout or other labor shortage; and/or (d) any non-performance of an ACS Subcontractor,
regardless of cause (unless due to a Force Majeure Event).
“GAAP” is defined in Section 7.1.
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“GLB” means the Gramm-Leach-Bliley Act, 15 U.S.C. Sections 6801-6809.
“Guiding Principles” is defined in Section 1.1.
“Handover Date” means, with respect to each of the Service Tower Services, the date on which ACS is
scheduled to begin providing such Service Tower Services ; each such date constitutes a Critical
Milestone and is specified in the Transition Plan.
“Hazardous Materials” means any substances the presence of which requires investigation or
remediation under any Environmental Law, or that is or becomes defined as a “hazardous waste,”
“hazardous substance,” pollutant or contaminant under any Environmental Law.
“HIPAA” is defined in Section 14.4.1.
“IMAC” (Install, Move, Add or Change) means activities performed as pre-scheduled events to
install, remove, relocate, upgrade, modify, or otherwise reconfigure the Symetra computing system
and/or telecommunications infrastructure components that are covered by this Agreement. IMACs are
included in Services and will be performed at no additional charge to Symetra, provided the work
can be performed with normally assigned staffing levels. One (1) IMAC is counted for each unique
action that occurs during normal business hours. If IMAC-related work must be performed outside of
normal Business Day work hours due to operating/scheduling constraints, the parties will mutually
agree how these IMACs will be addressed. Any repeat visits to correct problems that arise or
result from implementing an IMAC will be considered an Incident and will not be included under the
IMAC count. If multiple upgrades or reconfigurations are scheduled for a single piece of
equipment, only one (1) IMAC will be counted.
“In-Scope Service Request” means a request, in the form set forth in Attachment D, for the
performance of work that is not being performed at a particular time but that is within the scope
of the Services.
“Incident” means a single event requiring an ACS response typically denoted by an In-Scope Service
Request or identification of a problem. Symetra will determine the Severity Level of each reported
Incident. Repeat visits to correct problems that arise from previously implemented IMACs are
considered Incidents, not IMACs, and will not be added to the IMAC count. ACS will provide Symetra
with an escalation procedure (to be approved by Symetra) for resolution of reported Incidents.
“Incident Resolution” means the point at which ACS has responded to an Incident and ACS has either:
(a) conducted and successfully completed a Root Cause Analysis on a reported problem and
appropriately corrected both the results and the cause of the problem; or (b) has provided an
appropriate answer to an inquiry or an informational question that is understood by and acceptable
to Symetra. In both cases, the Incident is not resolved until Symetra is convinced and satisfied
that it has been resolved.
“Incident Resolution Time” (aka Time to Repair) means the time elapsed from the initiation of a
trouble ticket until service is restored and/or call is resolved to the caller’s satisfaction.
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“Indemnified Party” means either the Symetra Indemnities, in the case of claims, suits or
proceedings subject to indemnification by ACS under Section 15.1 of the Agreement, or the ACS
Indemnitees, in the case of claims, suits or proceedings subject to indemnification by Symetra
under Section 15.2 of the Agreement.
“Indemnifying Party” means ACS, in the case of claims, suits or proceedings subject to
indemnification by ACS under Section 15.1 of the Agreement, or Symetra, in the case of claims,
suits or proceedings subject to indemnification by Symetra under Section 15.2 of the Agreement.
“Infringement Claim” is defined in Section 15.1.1.
“Initial Term ” is defined in Section 9.1.1.
“Interest Rate” means the prime rate as published in the Wall Street Journal on the Business Day
immediately preceding the date in which interest began to accrue under this Agreement plus one
percent (1%).
“IT” means information technology.
“IT Outsourcing Committee” is defined in Section 1.2.1.
“Key Subcontractors” is defined in Section 18.1.
“Local Currency” is defined in Section 6.1.6.
“Losses” is defined in Section 15.1.1.
“Measurement Interval” means the period during which a given SLR is measured (e.g., one (1) month,
one (1) year, etc.). This takes into consideration the impact of a continuous outage. For
example, a monthly measurement interval for a ninety-nine percent (99%) Minimum Performance for a
24x7 system with eight (8) hours of weekly planned downtime would allow 6.4 hours of a continuous
outage, with no other outages during the calendar month. A weekly interval would only allow 1.6
hours of a continuous outage.
“Measurement Period” means the calendar period with respect to which a measurement for a given SLR
is aggregated, measured and reported (e.g., one (1) month, one (1) year, etc.) as stated in each
Schedule 2.
“Middleware” means software that serves as a data-passing intermediary between operating system
software and an application. Middleware is also used to describe separate products that serve as
the glue between two applications, distinct from import and export features that may be built into
one of the applications.
“Minimum Performance” means the lowest level of acceptable service performance before Fee
Reductions apply for non-performance during a monthly period.
“New Country” is defined in Section 1.3.2.
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“NWSC” means the ACS Northwest Service Center located in Hillsboro, Oregon.
“OES” or “OESs” means operating environment specification(s).
“OLAP” or “On-line Analytical Processing” means a category of database software which provides
users the ability to examine, select or change raw data quickly and interactively using pre-defined
functions.
“Other Services” is defined in Section 6.1.4.
“Outage Duration/Incident Resolution Time (a.k.a. Time to Repair)” is the time elapsed from the
initiation of an Incident trouble ticket until Incident Resolution is achieved.
Calculation: Performance = Actual time to resolve/target time to resolve
“Outage Reporting” means that, upon detecting a Service outage, ACS will notify the designated
Symetra contact within the specified time-to-notify interval.
“Out-of-Scope Service(s)” is defined in Section 2.9.1.
“Out-of-Scope Work Order” is defined in Section 2.9.1.
“Party” or “Parties” means, individually or collectively, Symetra and/or ACS.
“Peak Demand Period” means the period between 0100-2000 hours, Pacific time, Monday through Friday.
“Person” means any natural person, corporation, limited liability company, limited liability
partnership, general partnership, limited partnership, trust, association, governmental
organization or agency, political subdivision, body politic or other legal person or entity of any
kind, legally constituted.
“Premises Devices” means devices used by Symetra End-Users to interface with the computing
infrastructure, including workstations, network-attached printers and other network-attached
peripherals.
“Pricing Band” means [***] percent ([***]%) above or below the applicable Baseline.
“Priority SLA” is defined in Section 2(b) of Schedule 5.
“Problem” means any dispute or problem arising out of or relating to this Agreement, including
those that relate to any of the following:
(a) an alleged failure by either Party to perform its obligations under this Agreement;
(b) an alleged inadequacy or delay of either Party’s performance under this Agreement;
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
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(c) a request for products, services or resources, where the Parties disagree whether
such products, services or resources are within the scope of the Services (and therefore
included in the Fees) or otherwise within the scope of this Agreement; and/or
(d) a disagreement as to the responsibilities either Party has under this Agreement.
“Procured Technology” is defined in Section 2.4.
“Rate Differential” is defined in Section 4(b) of Attachment A.
“Records” is defined in Section 7.4.2.2.
“Receiving Party” means the Party that has received Confidential Information from the other Party
or such other Party’s employees, agents or contractors (including Subcontractors).”Relief Event” is
defined in Section 2.2.4.
“Renewal Term” is defined in Section 9.1.2.
“Replacement Provider” is defined in Section 10.1
“Reporting Period” means all reports are provided on a monthly basis, within three (3) Business
Days of the close of the calendar month, unless stated otherwise.
“Resolve” means to repair, replace, reconfigure, reinstall, re-route, or otherwise provide a
complete solution to an Incident that returns the system and/or End-User(s) to non-degraded full
functionality. A workstation Incident at a VORA site is considered “resolved” by the overnight
shipment of a repaired or a replacement workstation that is fully operational. Implementing a
Workaround is a partial or temporary resolution.
“Resource Unit” or “RU” means, for each Service described in the applicable Schedule 2, a unit of
resource for which Symetra and ACS have established a minimum purchase requirement.
“Resources” is defined in Section 2.7.
“RFP” is defined in the Recitals.
“Root Cause Analysis” is a problem analysis process undertaken to identify and quantify the
underlying cause(s) of an Incident, and document the necessary corrective actions to be taken to
prevent recurring problems and/or trends which could result in problems.
“RRC” means reduced resource credit.
“SAS 70” means the American Institute of Certified Public Accountants’ Statement on Auditing
Standards (SAS) No. 70, Reports on the Processing of Transactions of Service Organizations, and any
replacement or successor standard.
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“SAS 70 Type II Audit” means an audit conducted pursuant to SAS 70 that results in a report that
both describes an organization’s description of controls at a specific point in time and includes
detailed testing of those controls over a minimum six (6) month period, or any replacement or
successor audit standard or process.
“Schedule Time” is the time during which Service is to be operational as designated in the
applicable Schedule 2. All references to schedule time (e.g., 0730 hours) in the SLR tables are
local time for the point of service.
“Secretary” means the Secretary of Health and Human Services.
“Security Standards” is defined in Section 14.4.2.
“Service Rates” is defined in Section 6.1.4.
“Service Tower” means each of the categories of Services as set forth in each applicable Schedule
2.
“Services” means all of the services, functions and activities in any one or more of the following
categories:
(a) the services described in Schedule 1, Schedules 2A, 2B, 2C, 2D,
2E, 2F, 2G and 2H
and in any additional Service Tower Schedules that may be agreed to by the Parties following
the Effective Date;
(b) any other services specified elsewhere in this Agreement and not designated as
Other Services;
(c) any other IT-related services that are requested by Symetra from time-to-time that
do not require additional start-up expenses or the use of additional resources not otherwise
required for the performance of the services described in subsections (a), (b), (d) and (e)
of this definition; and
(d) any services, functions, responsibilities or tasks not specifically described in
this Agreement that are required for the proper performance of any of the foregoing and that
are an inherent part of, or a necessary sub-part included within, any of the foregoing;
(e) any management, planning and other services that are ancillary to, and appropriate
for the performance of, any of the foregoing.
“Severity Levels” (aka Incident Priority Level) are defined categories that identify the degree of
business criticality and importance to Symetra (the “Business Impact”) of specific Incidents, and
the associated ACS response requirements attributed to any such Incident. The following Severity
Level table categories and descriptions apply to all Services:
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| Priority Level | Description | |
1
– Emergency/Urgent
|
The problem has caused a complete and immediate work stoppage affecting a primary business process or a broad group of users such as an entire department, floor, branch, line of business, or external customer. No work around available. Examples: Major application problem (e.g. payroll, call center, etc.) Severe problem during critical periods (e.g. month-end processing) Security Violation (e.g. denial of service, widespread virus, etc.) | |
2
– High
|
A business process is affected in such a way that business functions are severely degraded, multiple users are impacted or a key customer is affected. A workaround may be available; however the workaround is not easily sustainable. Examples: Major application (e.g. exchange) VIP Support | |
3 – Medium
|
A business process is affected in such a way that certain functions are unavailable to end users or a system and/or service is degraded. A workaround may be available Examples: Telecommunication problem (e.g. Blackberry, PBX digital/analog card) Workstation problem (e.g. hardware, software) | |
4 – Low
|
An incident that has little impact on normal business processes and can be handled on a scheduled basis. A workaround is available. Examples: User requests (e.g. system enhancement) Peripheral problems (e.g. network printer) Preventative Maintenance Benchmarks |
“Shared Resources” is defined in Section 2.5.6.
“SLA” or “Service Level Agreement” means SLRs that have a Fee Reduction associated with them.
“SLR” means service level requirement and is a standard for performance of the Services.
“SLR Reports” are defined in Section 2.2.2(b).
“SOP” or “SOPs” means standard operating procedure(s).
“SOX Laws” means the Sarbanes-Oxley Act of 2002, applicable rules and regulations issued by the
U.S. Securities and Exchange Commission and applicable rules and regulations of the Public Company
Accounting Oversight Board including, without limitation, provisions relating to internal controls
over financial reporting, as any of the foregoing may have been and/or may be amended from time to
time.
“Standards and Procedures Manual” is defined in Section 2.6.1.
“Subcontractor” means, subject to the terms of Section 18.1, any Person other than ACS including,
without limitation, any ACS Affiliate, that provides Services to Symetra pursuant to an agreement
(whether oral or written) with ACS.
“Substantially Dedicated Resources” is defined in Section 10.4.5.
“Symetra” means Symetra Life Insurance Company, and its successors and permitted assigns.
“Symetra Competitors” means the entities set forth in Addendum 1 to this Attachment P and any other
insurance and/or financial services company that markets annuities, life insurance,
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disability insurance, medical excess loss insurance, and/or limited benefit health insurance
through independent agents.
“Symetra Confidential Information” means all records, data and other information of Symetra and/or
its Affiliates that is disclosed to ACS or any of its employees, contractors (including
Subcontractors) and/or agents, whether in tangible, intangible and/or oral form, and whether in
written form or readable by machine, including, without limitation:
(a) all Symetra Data;
(b) all financial information, personnel information, customer information, reports,
documents, correspondence, plans and specifications relating to Symetra and/or its
Affiliates;
(c) all technical information, materials, data, reports, programs, documentation,
diagrams, ideas, concepts, techniques, processes, inventions, knowledge, know-how, and trade
secrets, developed or acquired by Symetra and/or its Affiliates, including Work Product;
(d) any information that Symetra and/or its Affiliates identifies to ACS as
confidential by a stamp or other similar notice; and
(e) all other records, data or information collected, received, stored or transmitted
in any manner connected with the provision of Services hereunder.
Symetra Confidential Information shall not include information that ACS can demonstrate was: (f)
at the time of disclosure to ACS, in the public domain; (g) after disclosure to ACS, published or
otherwise made a part of the public domain through no fault of ACS; (h) in the possession of ACS at
the time of disclosure to it, if ACS was not then under an obligation of confidentiality with
respect thereto; (i) received after disclosure by Symetra to ACS from a Third Party who had a
lawful right to disclose such information to ACS; or (j) independently developed by ACS without
reference to Symetra Confidential Information. For purposes of this provision, information is in
the public domain if it is generally known (through no fault of ACS) to Third Parties who are not
subject to nondisclosure restrictions with respect to such information.
“Symetra Data” means, in or on any media or other form of any kind: (a) all data that is in the
possession of Symetra and/or its Affiliates, and all data concerning or indexing such data
(regardless of whether or not owned by Symetra and/or its Affiliates or generated or compiled by
Symetra and/or its Affiliates); (b) all personal data, meaning any information relating to an
identified or identifiable natural person who can be identified, directly or indirectly, including
sensitive data (as defined in the Act) which is under, or subject to or intended to be subject to
processing (as defined in the Act) by ACS pursuant to this Agreement; and (c) all other records,
data, files, input materials, reports, forms and other such items that may be received, computed,
developed, used or stored by ACS or any of its employees, contractors (including Subcontractors) or
agents from, for or on behalf of Symetra and/or any of its Affiliates, or in connection with the
Services.
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“Symetra Facilities” is defined in Section 4.7.
“Symetra Holidays” are: New Year’s Day, Memorial Day, Independence Day, Labor Day, Thanksgiving Day
and Christmas Day.
“Symetra Indemnitees” means Symetra and its Affiliates, and each of their respective directors,
officers, employees, attorneys, agents, representatives, consultants, successors and assigns.
“Symetra-Leased Equipment” is defined in Section 4.1.1.
“Symetra-Owned Equipment” is defined in Section 4.1.1.
“Symetra Project Executive” is defined in Section 1.2.2.
“Symetra Service Delivery Manager” is defined in Section 1.2.3.
“Symetra Sites” is defined in Section 2.2.3.
“Target” is the desired service performance level Symetra is seeking for a particular SLR.
“Technology Plan” is defined in Section 2.5.4.
“Term” means the Initial Term and any Renewal Terms.
“Termination Date” means 11:59 p.m. on the specified date of termination, as set forth in a
Termination Notice.
“Termination Fee” is defined in Section 9.2.1.
“Termination Notice” means a written notice of termination delivered by one Party to the other.
“Third Party” means a person or entity other than the Parties.
“Third-Party Resources” is defined in Section 2.7.
“Third-Party Works” is defined in Section 12.1.5.
“Time to Respond” is the duration between when an Incident is reported to ACS and an ACS support
technician or engineer provides initial feedback to Symetra.
Calculation: Performance = Actual time to respond/target time to respond
“Transition Plan” is defined in Section 2.3.1.
“Triggering Event” is defined in Section 9.2.1.
“UCITA” is defined in Section 19.16
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“Underlying Works” means all works of authorship fixed in any tangible medium of expression that:
(a) had already been conceived, invented, created or acquired by ACS or a Third Party prior to the
Effective Date and that were not conceived, invented or created for Symetra’s use or benefit in
connection with this Agreement; or (b) are conceived, invented, created or acquired by ACS or a
Third Party after the Effective Date, but only to the extent such works of authorship do not
constitute Work Product. An Underlying Work includes all intermediate and partial versions
thereof, as well as all source code, object code, documentation, formulae, processes, algorithms,
designs, specifications, inventions, discoveries, concepts, improvements, materials, program
materials, software, flow charts, notes, outlines, lists, compilations, manuscripts, writings,
pictorial materials, schematics, apparatus, methods, techniques, other creations, and the like,
whether or not patented or patentable or otherwise protectable by law.
“User Account IMAC” means routine functions, such as setting up user IDs, changing user
authorization tables, changing account codes and similar functions handled by the ACS. Examples
include completion of one or more steps necessary to establish or modify an account for a user,
such as: (re)set up user login environment; (re)set up home directory and shared directory access;
(re)set up e-mail access; (re)set up access permissions.
“Variable Charges ” means charges that vary in amount from month to month including, without
limitation, ARCs and RRCs, telephone usage charges and the like.
“VORA” is an acronym for Virtual Office/Remote Access pertaining to Symetra remote users whose
office is either permanently or temporarily located outside of an Symetra Site and who connect to
the Symetra network via remote access facilities (i.e., VPN, Dial-up) using a laptop or desktop PC
and having different service requirements from that of an Symetra IT-managed/staffed business
facility.
“Week” is seven (7) days, Sunday through Saturday, including Symetra Holidays.
“Weighting Factor” means, for any SLA or Critical Milestone, the percentage factor that is applied
to the Annual At-Risk Amount for purposes of calculating Fee Reductions in the event of any failure
with respect to an SLA or Critical Milestone during a given Measurement Interval. The Tables
attached to Schedule 5 specify the Weighting Factor for each SLA and each Critical Milestone as of
the Effective Date.
“Workaround” is a temporary solution that ACS or Symetra can implement in the event of an Incident
as an alternate method of providing full Service or process functionality that allows the affected
system(s) and/or process(es) to deliver to Symetra an acceptable level of business operations
functionality until a permanent Incident Resolution can be implemented. Any such Workaround must
be acceptable to and approved by Symetra.
“Work Product” means all works of authorship fixed in any tangible medium of expression (including,
without limitation, computer programs), and all intermediate and partial versions thereof, as well
as all source code, object code, documentation, formulae, processes, algorithms, designs,
specifications, inventions, discoveries, concepts, improvements, ideas, know-how, techniques,
materials, program materials, software, flow charts, notes, outlines, lists,
compilations, manuscripts, writings, pictorial materials, schematics, apparatus, methods,
techniques, other
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creations, and the like, whether or not patented or patentable or subject to copyright, or
otherwise protectable by law, that are created, invented or conceived for the use or benefit of
Symetra in connection with this Agreement: (a) by any ACS personnel, any Symetra personnel, where
“personnel” includes employees, contractors (including, in the case of ACS, Subcontractors), agents
and the like; (b) any Person who was an employee of Symetra and then became an employee of ACS or
any of its contractors (including Subcontractors) or agents, where, although creation or
reduction-to-practice is completed while the Person is an employee of ACS or such contractors
(including Subcontractors) or agents, any portion of the same was created, invented or conceived by
such Person while an employee of Symetra.
“Workstation” means an End-User computing device, ranging in power and function from a desktop or
laptop PC to a high-end engineering or graphic workstation.
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ADDENDUM 1
SYMETRA COMPETITORS
1.
|
AIG Life Group | |
2.
|
Hartford Life Group | |
3.
|
Metropolitan Life & Affiliated | |
4.
|
Equitable Group | |
5.
|
AEGON USA Inc. | |
6.
|
Allianz Insurance Group | |
7.
|
Manulife Financial | |
8.
|
Genworth Financial Group | |
9.
|
Allstate Financial | |
10.
|
ING Group | |
11.
|
New York Life Group | |
12.
|
Pacific Life Group | |
13.
|
American Express Financial | |
14.
|
Citigroup | |
15.
|
Jackson National Group | |
16.
|
Lincoln National Group | |
17.
|
John Hancock Financial Svs Group | |
18.
|
Prudential of America Group | |
19.
|
MassMutual Financial Group | |
20.
|
Northwestern Mutual Group | |
21.
|
Sun Life Financial Group | |
22.
|
Sammons Financial Group | |
23.
|
American National Group | |
24.
|
Thrivent Financial Lutherns | |
25.
|
Old Mutual US Life Holdings | |
26.
|
Western & Southern Life Group | |
27.
|
Phoenix Life Group | |
28.
|
AmerUs Group | |
29.
|
Ohio National Life Group | |
30.
|
AFLAC Incorporated Group | |
31.
|
Guardian Life | |
32.
|
American Equity Investment Grp. | |
33.
|
Jefferson-Pilot Corp | |
34.
|
Principal Life Insurance Co. | |
35.
|
Assurant | |
36.
|
Security Benefit Group | |
37.
|
TIAA Group | |
38.
|
Conseco Insurance Group |
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ADDENDUM 2
ACS COMPETITORS
1.
|
Accenture | |
2.
|
APAC Customer Services | |
3.
|
BearingPoint | |
4.
|
Brigade Corporation | |
5.
|
Cap Gemini Ernst & Young | |
6.
|
CGI Group | |
7.
|
Computer Sciences Corporation | |
8.
|
Coefficient Backoffice Solutions Corporation | |
9.
|
Convergys | |
10.
|
Creditek | |
11.
|
Datamark | |
12.
|
Deloitte | |
13.
|
Deloitte Consulting | |
14.
|
Diversified IT Solutions | |
15.
|
Electronic Data Systems Corporation | |
16.
|
Ephinay Corporation | |
17.
|
Equitant | |
18.
|
Hewitt/Exult | |
19.
|
First Consulting Group | |
20.
|
First Health Group Corporation | |
21.
|
Geller & Company | |
22.
|
GTESS Corporation | |
23.
|
Hewlett-Packard | |
24.
|
IBM Corporation | |
25.
|
ICT Group | |
26.
|
Infosys | |
27.
|
LASON | |
28.
|
MAXIMUS | |
29.
|
NCIC | |
30.
|
OPI | |
31.
|
Outsource Partners | |
32.
|
PeopleSupport | |
33.
|
Perot Systems Corporation | |
34.
|
Precision Response Corporation | |
35.
|
Progeon (an Infosys company) | |
36.
|
QCSI | |
37.
|
SCS | |
38.
|
Siemens | |
39.
|
SITEL Corporation | |
40.
|
SourceNet Solutions |
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41.
|
Stream International | |
42.
|
Sykes | |
43.
|
SOURCECORP | |
44.
|
Teletek Corporation | |
45.
|
The TriZetto Group | |
46.
|
Unisys | |
47.
|
Verizon | |
48.
|
Wipro | |
49.
|
Xerox Corporation |
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Table of Contents
ATTACHMENT Q
APPROVED AUDITORS
1.
|
KPMG | |
2.
|
Ernst & Young | |
3.
|
PricewaterhouseCoopers | |
4.
|
Deloitte & Touche |
If any of the above-listed firms becomes an ACS Competitor, then such firm shall be excluded from
the foregoing list of approved auditors as long as such firm remains an ACS Competitor.
-79-
Exhibit
10.2
3028-00-00
COINSURANCE REINSURANCE AGREEMENT
BETWEEN
SAFECO LIFE INSURANCE COMPANY
(HEREINAFTER CALLED THE “Ceding Company”)
Seattle, Washington, USA
(HEREINAFTER CALLED THE “Ceding Company”)
Seattle, Washington, USA
and
RGA REINSURANCE COMPANY
(HEREINAFTER CALLED THE “Reinsurer”)
St. Louis, Missouri, USA
(HEREINAFTER CALLED THE “Reinsurer”)
St. Louis, Missouri, USA
This
Agreement is Effective January 1, 1998
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
Table of Contents
| Article | Title | Page | ||||
I
|
Parties to the Agreement | 3 | ||||
II
|
Commencement, Termination and Continuance of Reinsurance | 3 | ||||
III
|
Scope | 4 | ||||
IV
|
Coverage | 5 | ||||
V
|
Liability | 6 | ||||
VI
|
Reinsurance Premiums and Allowances | 6 | ||||
VII
|
Reserves | 7 | ||||
VIII
|
Terminations and Reductions | 7 | ||||
IX
|
Policy Alterations | 7 | ||||
X
|
Policy Administration and Premium Accounting | 9 | ||||
XI
|
Claims | 10 | ||||
XII
|
Arbitration | 11 | ||||
XIII
|
Insolvency | 12 | ||||
XIV
|
Right to Inspect | 12 | ||||
XV
|
Unintentional Errors, Misunderstandings or Omissions | 13 | ||||
XVI
|
Choice of Law, Forum and Language | 13 | ||||
XVII
|
Alterations to the Agreement | 13 | ||||
XVIII
|
Execution of the Agreement | 14 | ||||
| Schedules | ||||||
I
|
Reinsurance Specifications | 15 | ||||
II
|
Retention | 19 | ||||
III
|
Business Covered | 20 | ||||
IV
|
Reinsurance Premiums | 21 | ||||
V
|
Limits | 31 | ||||
VI
|
Sample Statement Specifications | 32 | ||||
VII
|
Sample Policy Exhibit | 33 | ||||
VIII
|
Definitions | 34 |
2
Article I
Parties to the Agreement
Reinsurance required by the Ceding Company will be assumed by the Reinsurer as described in
the terms of this Agreement.
This is an Agreement solely between the Reinsurer and the Ceding Company. In no instance will
anyone other than the Reinsurer or the Ceding Company have any rights under this Agreement, and
the Ceding Company is and will remain solely liable to any insured, policyowner, or beneficiary
under the Original Policies reinsured hereunder.
The current general and special policy conditions, the premium schedules, and underwriting
guidelines of the Ceding Company, applying to the business covered by this Agreement as set out in
the Schedules, will form an integral part of this Agreement. Additions or alterations to any of
these conditions or schedules will be reported to the Reinsurer without delay. In the case of
significant changes, both parties to the Agreement must agree to the new reinsurance conditions.
Article II
Commencement, Termination and Continuance of Reinsurance
| 1. | Agreement Commencement | |
| Notwithstanding the date on which this Agreement is signed, this Agreement will take effect as from the date shown in the attached Schedule I, and applies to new business taking effect on and after this date. | ||
| 2. | Agreement Termination | |
| This Agreement will be in effect for an indefinite period and may be terminated as to new reinsurance after the first thirty-six (36) months by the Ceding Company, or by the Reinsurer at any time upon giving ninety (90) days written notice of termination to the other party. The day the notice is mailed to the other party’s Home Office, or, if the mail is not used, the day it is delivered to the other party’s Home Office or to an Officer of the other party will be the first day of the ninety (90) day period. | ||
| During the ninety (90) day period, this Agreement will continue to operate in accordance with its terms. | ||
| 3. | Policy Termination | |
| If the Policy is terminated by death, lapse, surrender or otherwise, the reinsurance will terminate on the same date. If premiums have been paid on the reinsurance for a period beyond the termination date, refunds will follow the terms as shown in Schedule I. | ||
| If the Policy continues in force without payment of premium during any days of grace pending its surrender, whether such continuance be as a result of a Policy provision or a practice of the Ceding Company, the reinsurance will also continue without payment of premium and will terminate on the same date as the Ceding Company’s risk terminates. | ||
| If the Policy continues in force because of the operation of an Automatic Premium Loan provision, or other such provision by which the Ceding Company receives compensation for its risk, then the reinsurance will also continue and the Ceding Company will pay the Reinsurer the reinsurance premium for the period to the date of termination. |
3
Article II
Commencement, Termination and Continuance of Reinsurance (Continued)
| 4. | Continuation of Reinsurance | |
| On termination of this Agreement in accordance with the provisions in Paragraph two of this Article, the reinsurance ceded will remain in force subject to the terms and conditions of this Agreement until their natural expiry. |
Article III
Scope
| 1. | Retention of the Ceding Company | |
| The type and amount of the Ceding Company’s retention on any one life is as shown in Schedule I. In determining the amounts at risk in each case, any additional death benefits on the same life (e.g. additional term insurance or family income benefits) will be taken into account, as will the amounts at risk under any other existing policies, at the tune of commencement, of the policy ceded under this Agreement. | ||
| The Ceding Company may alter its retention in respect of future new business at any tune. The Ceding Company will promptly notify the Reinsurer of such alteration and its effective date. | ||
| 2. | Currency | |
| All reinsurance to which the provisions of this Agreement apply will be effected in the same currencies as that expressed in the Original Policies and as shown in Schedule I. | ||
| 3. | The Reinsurer’s Share | |
| The Reinsurer’s Share is as shown in Schedule I. | ||
| 4. | Basis of Reinsurance | |
| Plans of insurance listed in Schedule I will be reinsured on the basis described in Schedule I, using the rates given in the Rate Table as shown in Schedule I. | ||
| 5. | Reinsurance Allowances | |
| The Reinsurer will pay to the Ceding Company the reinsurance allowance, if any, as shown in Schedule I. If any reinsurance premiums or installments of reinsurance premiums are returned to the Ceding Company, any corresponding reinsurance allowance previously credited to the Ceding Company, will be reimbursed to the Reinsurer. | ||
| 6. | Premium Rate Guarantee | |
| Premium Rate Guarantees, if any, are as shown in Schedule I. | ||
| 7. | Policy Fees | |
| Policy fees, if any, are as shown in Schedule I. |
4
Article III
Scope (Continued)
| 8. | Taxes | |
| Taxes, if any, are shown in Schedule I. | ||
| 9. | Experience Refund or Profit Commission | |
| If an experience refund or profit commission is payable under this Agreement, the conditions and formula are as shown in Schedule I. | ||
| 10. | Expense of the Original Policy | |
| The Ceding Company will bear the expense of all medical examinations, inspection fees and other charges incurred in connection with the original policy. |
Article IV
Coverage
Automatic Provisions
For each risk on which reinsurance is ceded, the Ceding Company’s retention at the
time of issue will take into account both currently issued and previously issued policies.
The Ceding Company must cede and the Reinsurer must automatically accept reinsurance, if all
of the following conditions are met for each life:
| 1. | Retention | ||
| The Ceding Company has retained its limit of retention as shown in Schedule I; and | |||
| 2. | Plans and Riders | ||
| The basic plan or supplementary benefit, if any, is shown in Schedule I; and | |||
| 3. | Automatic Acceptance Limits | ||
| The underwriting class, age, minimum reinsurance amount, binding amounts and jumbo limits fall within the automatic limits as shown in Schedule I; and | |||
| 4. | Underwriting | ||
| The risk is underwritten according to the Ceding Company’s Standard Guidelines; and | |||
| The Ceding Company has never made facultative application for reinsurance on the same life to the Reinsurer or any other Reinsurer; and | |||
| 5. | Residence | ||
| The risk is a resident of the Countries, as shown in Schedule I. |
5
Article IV
Coverage (Continued)
Automatic Provisions (Continued)
If, for a given application, the Ceding Company cannot comply with the automatic
reinsurance conditions described above, or if the Ceding Company submits the application to
other Reinsurers for their facultative assessment, the Ceding Company can submit this
application to the Reinsurer on a facultative basis.
Facultative Provisions
The Ceding Company will send copies of the original applications, all medical
reports, inspection reports, attending physician’s statement, and any additional
information pertinent to the insurability of the risk to the Reinsurer.
The Ceding Company will also notify the Reinsurer of any underwriting information requested
or received after the initial request for reinsurance is made. For policies which contain
automatic increase provisions, the Ceding Company will inform the Reinsurer of the initial
and ultimate risk amounts for which reinsurance is being requested, or in the case of
indexed amounts, the basis of the indexing.
On a timely basis, the Reinsurer will submit a written decision to the Ceding Company. In
no case will the Reinsurer’s offer on facultative submissions be open after 120 days have
elapsed from the date of the Reinsurer’s offer to participate in the risk. Acceptance of
the offer and delivery of the policy according to the rules of the Ceding Company must
occur within 120 days of the final reinsurance offer. Unless the Reinsurer explicitly
states in writing that the final offer is extended, the offer will be automatically
withdrawn at the end of day 120.
The Reinsurer will not be liable for proceeds paid under the Ceding Company’s conditional
receipt or temporary insurance agreement for risks submitted on a facultative basis.
Article V
Liability
The liability of the Reinsurer for all claims within automatic cover and all claims arising
after facultative acceptance as described in Article IV, will commence simultaneously with that of
the Ceding Company and will cease at the same tune as the liability of the Ceding Company ceases.
Article VI
Reinsurance Premiums And Allowances
| 1. | Life Reinsurance | |
| Premiums for Life and Supplemental Benefit reinsurance will be as shown in Schedule I. | ||
| 2. | Substandard Premiums | |
| Premiums will be increased by any (flat) extra premium or substandard premium as shown in Schedule I, charged the insured on the face amount initially reinsured. |
6
Article VI
Reinsurance Premiums And Allowances (Continued)
| 3. | Supplemental Benefits | |
| The Reinsurer will receive a proportionate share of any premiums for additional benefits as shown in Schedule I, as well as for any extra premiums the Ceding Company may collect for the coverage of special risks (traveling, climate, occupation, etc.). This share will be based on the ratio between the amount at risk and the total initial benefits insured and will remain constant throughout the entire period of premium payment. |
Article VII
Reserves
Reserve requirements of the Ceding Company, if any, are as shown in Schedule I.
Article VIII
Terminations and Reductions
Terminations or reductions will take place in accordance with the following rules in order of
priority:
| 1. | The Ceding Company must keep its initial or recaptured retention on the policy. | |
| 2. | Termination or reduction of a wholly reinsured policy will not affect other reinsurance inforce. | |
| 3. | A termination or reduction on a wholly retained case will cause an equal reduction in existing automatic reinsurance with the oldest policy being reduced first. | |
| 4. | A termination or reduction will be made first to reinsurance of partially reinsured policies with the oldest policy being reduced first. | |
| 5. | If the policies are reinsured with multiple reinsurers, the reinsurance will be reduced by the ratio of the amount of reinsurance in each company to the total outstanding reinsurance on the risk involved. | |
| 6. | When a policy is reinstated, reinsurance will be reinstated as if the lapse or reduction had not occurred. |
Article IX
Policy Alterations
| 1. | Reinstatement | |
| Any policy originally reinsured in accordance with the terms and conditions of this Agreement by the Ceding Company may be automatically reinstated with the Reinsurer as long as the policy is reinstated in accordance with the terms and rules of the Ceding Company. Any policy originally reinsured with the Reinsurer on a facultative basis which has been in a lapsed status for more than ninety (90) days must be submitted with underwriting requirements and approved by the Reinsurer before it is reinstated. The Ceding Company will pay the Reinsurer its share of amounts collected or charged for the reinstatement of such policies. |
7
Article IX
Policy Alterations (Continued)
| 2. | Extended Term and Reduced Paid-Up Additions | |
| Changes as a result of extended term or reduced paid-up insurance will be handled like reductions. | ||
| 3. | Exchanges or Conversions | |
| An exchange or conversion is a new policy replacing a policy issued earlier by the Ceding Company or a change in an existing policy that is issued or made either: |
| 1. | Under the terms of the original policy, or, | ||
| 2. | Without the same new underwriting information the Ceding Company would obtain in the absence of the original policy, | ||
| 3. | Without a suicide exclusion period, or contestable period of equal duration, to those contained in new issues by the Ceding Company, or | ||
| 4. | Without the payment of the same allowances in the first year, that the Ceding Company would have paid in the absence of the original policy. |
| Exchanges or Conversions will be reinsured under this Agreement only if the original policy was reinsured with the Reinsurer; the amount of reinsurance under this Agreement will not exceed the amount of the reinsurance on the original policy with the Reinsurer immediately prior to the exchange or conversion. Premiums will be as shown in Schedule I. |
| Note: | An original date policy Reissue will not be treated as a continuation of the original policy. It will be treated as a new policy and the original policy will be treated as Not Taken. All premiums previously paid to the Reinsurer for the original policy will be refunded to the Ceding Company. All premiums will be due on the new policy from the original issue date of the old policy. |
| Note: | Re-Entry, e.g. wholesale replacement and similar programs are not covered under this Article. If Re-Entry is applicable to this treaty, then it will be covered in Schedule I. |
8
Article X
Policy Administration and Premium Accounting
| 1. | Accounting Period and Premium Due | |
| The Ceding Company will submit accounts to the Reinsurer, for reporting new business, alterations, terminations, renewals, claims, and premium due, as shown in Schedule I. | ||
| 2. | Accounting Items | |
| The accounts will contain a list of premiums due for the current accounting period, explain the reason for each premium payment, show premium subtotals adequate to use for premium accounting, including first year and renewal year premiums and allowances. The account information should provide the ability to evaluate retention limits, premium calculations and to establish reserves. | ||
| 3. | Reinsurance Administration Requirements | |
| Reinsurance Administration Requirements are as shown in Schedule I. | ||
| 4. | Payment of Balances | |
| The Ceding Company will pay any balance due the Reinsurer, at the same time as the account is rendered, but in all cases, by the Accounting and Premium Due frequency as shown in Schedule I. The Reinsurer will pay any balance due the Ceding Company, at the same time as the account is confirmed, however, at the latest, within thirty (30) days after receipt of the statement of account. Should the Reinsurer be unable to confirm the account in its entirety, the confirmed portion of the balance will be paid immediately. As soon as the account has been fully confirmed, the difference will be paid immediately by the debtor. All balances not paid within thirty (30) days of the due date shown on the statement will be in default. | ||
| 5. | Balances in Default | |
| The Reinsurer will have the right to terminate this Agreement, when balances are in default, by giving ninety (90) days written notice of termination to the Ceding Company. As of the close of the last day of this ninety (90) day notice period, the Reinsurer’s liability for all risks reinsured under this Agreement will terminate. The first day of this ninety (90) day notice of termination, resulting from default as described in paragraph four of this Agreement, will be the day the notice is received in the mail by the Ceding Company, or if the mail is not used, the day it is delivered to the Ceding Company. If all balances in default are received within the ninety (90) day time period, the Agreement will remain in effect. The interest payable on balances in default is stipulated as shown in Schedule I. | ||
| 6. | Offset | |
| Any amounts due, by either of the parties to this Agreement, whether they arise out of this Agreement, or out of any other reinsurance relationship between the parties, may be offset against the claims of the other party. This right will continue to exist after the termination of this Agreement, or of any business relationship between the parties. |
9
Article XI
Claims
| 1. | Notice | |
| The Ceding Company will promptly notify the Reinsurer of all claims. | ||
| 2. | Proofs | |
| In every case of loss, copies of the proofs obtained by the Ceding Company will be taken by the Reinsurer as sufficient. Copies thereof, together with proof of the amount paid on such claim by the Ceding Company will be furnished to the Reinsurer when requesting its share of the claim. | ||
| 3. | Payment of Benefits | |
| The Reinsurer will pay its share of all payable claims, however, if the amount reinsured with the Reinsurer is more than the amount retained by the Ceding Company and the claim is contestable, all papers in connection with such claim, including all underwriting and investigation papers, must be submitted to the Reinsurer for its recommendation before admission of any liability on the part of the Ceding Company. | ||
| If the amount of insurance changes because of a misstatement of rate classification, the Reinsurer’s share of reinsurance liability will change proportionately. | ||
| 4. | Contested Claims | |
| The Ceding Company will notify the Reinsurer of its intention to contest, compromise, or litigate a claim. Unless it declines to be a party to such action, the Reinsurer will pay its share of any settlement up to the maximum that would have been payable under the specific policy had there been no controversy plus its share of specific expenses, except as specified below. | ||
| 5. | Claims Expenses | |
| If the Reinsurer declines to be a party to the contest, compromise, or litigation of a claim, it will pay its full share of the amount reinsured, as if there had been no contest, compromise, or litigation, and its proportionate share of covered expenses incurred to the date, from the date it notifies the Ceding Company it declines to be a party. | ||
| 6. | Extra Contractual Obligations | |
| In no event will the following categories of expenses or liabilities be reimbursed: |
| a. | Routine investigative or administrative expenses; | ||
| b. | Salaries of employees or other internal expenses of the Ceding Company or the original issuing Companies; | ||
| c. | Extra contractual damages, including punitive damages and exemplary damages; or | ||
| d. | Expenses incurred in connection with a dispute or contest arising out of conflicting or any other claims of entitlement to policy proceeds or benefits. |
10
Article XII
Arbitration
| 1. | General | |
| The parties agree to act in all things with the highest good faith. However, if the parties cannot mutually resolve a dispute or claim, which arises out of, or in connection with this Agreement, including formation and validity, and whether arising during, or after the period of this Agreement, the dispute or claim will be referred to an arbitration tribunal (a group of three arbitrators), and settled through arbitration. | ||
| The arbitrators will be individuals, other than from the contracting companies, including those who have retired, with more than ten (10) years insurance or reinsurance experience within the industry. | ||
| The arbitrators will base their decision on the terms and conditions of this Agreement plus, as necessary, on the customs and practices of the insurance and reinsurance industry rather than solely on a strict interpretation of the applicable law; there will be no appeal from their decision, and any court having jurisdiction of the subject matter, and the parties, may reduce that decision to judgment. | ||
| 2. | Notice | |
| To initiate arbitration, either party will notify the other party by Certified Mail of its desire to arbitrate, stating the nature of the dispute and the remedy sought. The party to which the notice is sent, will respond to the notification in writing, within ten (10) days of its receipt. | ||
| 3. | Procedure | |
| Each of the two parties will appoint one arbitrator, and these two arbitrators will select the third arbitrator. Upon the selection of the third arbitrator, the arbitration tribunal will be constituted, and the third arbitrator will act as Chairman of the tribunal. | ||
| If either party fails to appoint an arbitrator within sixty (60) days after the other party has given notice of appointing an arbitrator, then the Arbitration Association, as shown in Schedule I, will appoint an arbitrator for the party that has failed to do so. | ||
| The party that has failed to appoint an arbitrator will be responsible for all expenses levied by the Arbitration Association, for such appointment. Should the two arbitrators be unable to agree on the choice of the third arbitrator, then the appointment of this arbitrator is left to the Arbitration Association. Such expense shall be borne equal by each party to this Agreement. | ||
| The tribunal, may in its sole discretion make orders and directions as it considers to be necessary for the final determination of the matters in dispute. Such orders and directions may be necessary with regard to pleadings, discovery, inspection of documents, examination of witnesses and any other matters relating to the conduct of the arbitration. The tribunal, will have the widest discretion permissible under the law, and practice of the place of arbitration, when making such orders or directions. | ||
| 4. | Arbitration Costs | |
| All costs of the arbitration will be determined by the tribunal, which may take into account the law and practice of the place of arbitration, and in what manner arbitration costs will be paid, and by whom. |
11
Article XII
Arbitration (Continued)
| 5. | Place of Arbitration | |
| The place of arbitration is as shown in Schedule I. | ||
| 6. | Arbitration Settlement | |
| The award of the tribunal, will be in writing, and binding upon the consenting parties. |
Article XIII
Insolvency
In the event of the insolvency of the Ceding Company, all reinsurance will be payable
directly to the liquidator, receiver, or statutory successor of the Ceding Company without
diminution.
In the event of insolvency of the Ceding Company, the liquidator, receiver, or statutory successor
will immediately give written notice to the Reinsurer of all pending claims against the Ceding
Company on any policies reinsured. While a claim is pending, the Reinsurer may investigate and
interpose, at its own expense, in the proceedings where the claim is adjudicated, any defense or
defenses which it may deem available to the Ceding Company or its liquidator, receiver, or
statutory successor. The expense incurred by the Reinsurer will be chargeable, subject to court
approval against the Ceding Company as part of the expense of liquidation to the extent of a
proportionate share of the benefit which may accrue to the Ceding Company solely as a result of
the defense undertaken by the Reinsurer. Where two or more Reinsurers are participating in the
same claim and a majority in interest elect to interpose a defense or defenses to any such claim,
the expense will be apportioned in accordance with the terms of the reinsurance agreement as
though such expense had been incurred by the Ceding Company.
Any debts or credits, matured or unmatured, liquidated or unliquidated, in favor of or against,
either the Reinsurer or the Ceding Company, with respect to this Agreement or with respect to any
other claim of one party against the other, are deemed mutual debts or credits, as the case may
be, and will be offset, and only the balance will be allowed or paid.
Article XIV
Right To Inspect
Upon request the Ceding Company will furnish the Reinsurer with detailed information
concerning the risks reinsured under this Agreement. In particular the Reinsurer will be entitled
to request that:
| 1. | Copies of the whole or part of any documents relating to the risks and their reinsurance be made available to the Reinsurer at its own expense; | |
| 2. | During the Ceding Company’s normal office hours these documents will be made available to a representative of the Reinsurer who will be named in advance; notification of such visits will normally be given two weeks in advance and even in urgent cases at least forty-eight hours in advance; and | |
| 3. | The Reinsurer will have this right of inspection as long as one of the two parties to this Agreement is claiming from the other. |
12
Article XV
Unintentional Errors, Misunderstandings or Omissions
It is expressly understood and agreed that if failure to comply with any terms of this
Agreement is hereby shown to be the result of an unintentional error, misunderstanding or
omission, on the part of either the Ceding Company or the Reinsurer, both the Ceding Company and
the Reinsurer, will be restored to the position they would have occupied, had no such error,
misunderstanding or omission occurred, subject always to the correction of the error,
misunderstanding or omission.
Article XVI
Choice of Law, Forum, and Language
Choice of Law and Forum
This Agreement, will in all respects be governed by, and construed in accordance with the law
and exclusive jurisdiction of the Courts, as shown in Schedule I.
Article XVII
Alterations
To The Agreement
This reinsurance Agreement constitutes the entire Agreement between the parties, with
respect to the business being reinsured hereunder, and there are no understandings between the
parties other than as expressed in this Agreement. Any alterations to the provisions of this
Agreement will be made by Amendment, Addenda or by correspondence attached to the Agreement
embodying such alterations as may be agreed upon and signed by both parties. These documents will
be regarded as part of this Agreement and will be equally binding.
13
Article
XVIII
Execution
of
the Agreement
In
Witness Of The
Above,
SAFECO LIFE INSURANCE COMPANY
OF
Seattle,
Washington, USA
and
RGA REINSURANCE COMPANY
OF
St.
Louis, Missouri, USA
Have
by Their Respective Officers
Executed and delivered
this Agreement in Duplicate on
the Dates Indicated Below:
SAFECO LIFE INSURANCE COMPANY |
||||
| By: | /s/ Jennifer Davies |
By: | /s/ James A. Mankin | |
Title:
Asst. VP |
Title: Actuary | |||
Date:
3/11/98 |
||||
RGA REINSURANCE COMPANY
|
||||
| By: | /s/ Larry Shorey |
|||
Title:
Sales VP |
||||
Date:
3/11/98 |
||||
14
Schedule I
Reinsurance Specifications
Commencement and Termination of Reinsurance, Article II:
1.
|
Effective Date: | This Agreement applies to policies with applications received by the Ceding Company on and after January 1, 1998. | ||
2.
|
Policy Termination: Refunds: | Unearned premium will be refunded on lapses, terminations and death. |
Scope, Article III:
1.
|
Retention of the Ceding Company: | See Schedule II, Retention | ||
2.
|
Currency: | United States Dollars (“US$”) | ||
3.
|
The Reinsurer’s Share: | First Dollar Quota Share, See Schedule V, Limits | ||
4.
|
Plans of Reinsurance: | See Schedule III, Business Covered | ||
5.
|
Basis of Reinsurance: | Coinsurance | ||
6.
|
Reinsurance Allowance: | See Schedule IV, Reinsurance Premiums | ||
7.
|
Premium Rate Guarantee: | See Schedule IV, Reinsurance Premiums | ||
8.
|
Policy Fees: | See Schedule IV, Reinsurance Premiums | ||
9.
|
Taxes: | DAC, Premium | ||
| DAC Tax Regulations | ||||
The Ceding Company and the Reinsurer hereby agree to the following pursuant
to Section 1.848-2(g)(8) of the Income Tax Regulations issued December 29, 1992,
under Section 848 of the Internal Revenue Code of 1986, as amended.
| 1. | The term “parry” will refer to either the Ceding Company or the Reinsurer as appropriate. | ||
| 2. | The terms used in this Article are defined by reference to Treasury Regulation Section 1.848-2 in effect as of December 29, 1992. The term “net consideration” will refer to net consideration as defined in Treasury Regulation Section 1.848-2(f). |
15
Schedule I
Reinsurance Specifications (Continued)
Scope,
Article III:
| 9. | Taxes (Continued): |
| 3. | The party with the net positive consideration for this Agreement for each taxable year will capitalize specified policy acquisition expenses with respect to this Agreement without regard to the general deductions limitation of IRS Section 848(c)(l). | ||
| 4. | The Ceding Company and the Reinsurer agree to exchange information pertaining to the amount of net consideration under this Agreement each year to ensure consistency. The Ceding Company and the Reinsurer also agree to exchange information which may be otherwise required by the IRS. | ||
| 5. | The Ceding Company will submit a schedule to the Reinsurer by April 1 of each year of its calculation of the net consideration for the preceding calendar year. This schedule of calculations will be accompanied by a statement signed by an officer of the Ceding Company stating that the Ceding Company will report such net consideration in its tax return for the preceding calendar year. | ||
| 6. | The Reinsurer will respond to the Ceding Company within thirty (30) days of receipt of the schedule and the Reinsurer may contest such calculation by providing an alternative calculation to the Ceding Company. If the Reinsurer does not so notify the Ceding Company, the Reinsurer will report the net consideration as determined by the Ceding Company in the Reinsurer’s tax return for the previous calendar year. | ||
| 7. | If the Reinsurer contests the Ceding Company’s calculation of the net consideration, the parties will act in good faith to reach an agreement as to the correct amount. If the Ceding Company and the Reinsurer reach agreement on an amount of net consideration, each parry will report such amount in their respective tax returns for the previous calendar year. If the Ceding Company and the Reinsurer fail to reach agreement on an amount of net consideration, each party may choose to report their own determination of net consideration on their respective tax returns. |
| Premium Tax: | |||
| All reinsurance premiums paid to the Reinsurer by the Ceding Company shall be subject to a state premium tax reimbursement. The method of calculating the state premium tax reimbursement shall be to apply a [***] tax rate against the reinsurance premiums paid. State premium tax reimbursement shall continue to be paid annually, so long as the current method of paying state premium taxes remains unchanged. | |||
Coverage, Article IV:
1.
|
Retention: | See Schedule II, Retention | ||
2.
|
Plan(s) and Rider(s): | See Schedule III, Business Covered | ||
3.
|
Automatic Acceptance Limits: | See Schedule V, Limits |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request
by Symetra Financial Corp., this information has been filed separately with the Securities
and Exchange Commission.
16
Schedule I
Reinsurance Specifications (Continued)
Coverage, Article IV (Continued):
4.
|
Underwriting Class: | See Schedule IV, Reinsurance Premiums | ||
5.
|
Residence: | United States, Canada, Puerto Rico or Guam |
Reinsurance Premiums and Allowances, Article VI:
1.
|
Life Reinsurance: | See Schedule IV, Reinsurance Premiums | ||
2.
|
Substandard Premiums: | See Schedule IV, Reinsurance Premiums | ||
3.
|
Supplementary Benefits: | See Schedule IV, Reinsurance Premiums |
Reserves, Article VII:
The Ceding Company agrees to post on its books any deficiency reserves on the coverage
reinsured under this Agreement.
POLICY ALTERATIONS, ARTICLE IX:
1.
|
Exchanges or Conversions: | See Schedule IV, Reinsurance Premiums | ||
2.
|
Re-Entry’s: | See Schedule IV, Reinsurance Premiums |
Policy Administration and Premium Accounting, Article X:
1.
|
Accounting Period and Premium Due: | Quarterly in Arrears | ||
2.
|
Accounting Items: | See Schedule VI, Sample Statement Specifications and Schedule VII, Sample Policy Exhibit | ||
3.
|
Reinsurance Administration: | Self Administration (Client Administers) |
17
Schedule I
Reinsurance
Specifications (Continued)
Policy Administration and Premium Accounting, Article X (Continued):
| 4. | Balances in Default: |
| The Reinsurer reserves the right to charge interest at the Prime Rate plus 2% as published in the Wall Street Journal on the 1st business day in January prior to the due date of the premium when: | |||
| a. | Renewal premiums are not paid within sixty (60) days of the due date. | ||
| b. | Premiums for new business are not paid within one hundred twenty (120) days of the date the policy is issued. | ||
Arbitration, Article XII:
1.
|
Arbitration Association: | American Arbitration Association | ||
2.
|
Place of Arbitration: | St. Louis, Missouri, USA |
Choice of Law, Forum and Language, Article XVI:
| Choice of Law and Forum: | Missouri, USA |
18
Schedule II
Retention
The Ceding Company will retain 50% of each risk up to a maximum retention of $500,000
per any one insured.
19
Schedule III
Business Covered
Effective
January 1, 1998
Plan(s)
Expert Series:
5 Year Level Term
10 Year Level Term
15 Year Level Term
20 Year Level Term
10 Year Level Term
15 Year Level Term
20 Year Level Term
Rider(s)
Accelerated Benefit Option (ABO)
Accidental Death Benefit (ADB)
Additional Term Rider (ATR)
Business Needs Option (BNO)
Guaranteed Insurability Option (GIO)
Insured Children’s Benefit (ICB)
Safety and Transportation Benefits
Waiver of Premium (WP)
Accidental Death Benefit (ADB)
Additional Term Rider (ATR)
Business Needs Option (BNO)
Guaranteed Insurability Option (GIO)
Insured Children’s Benefit (ICB)
Safety and Transportation Benefits
Waiver of Premium (WP)
20
Schedule IV
Reinsurance Premiums
Life:
COINSURANCE:
Business Covered, as shown in Schedule III will be reinsured on a coinsurance
basis. Reinsurance premiums will be determined according to the amount reinsured
with the Reinsurer per insured life as follows. The life reinsurance premium will be
calculated in the case of life risks, by multiplying the appropriate life premium
rate, from the attached Rate Table labeled below, for the age of the insured, at the
beginning of the policy year, by the amount at risk reinsured for that policy year,
less the applicable allowance as shown below. The same procedure will apply for
single premium policies and for paid up policies.
| Plan(s) | Rate Table | Year1 | Years 2+ | |||||||||
5 Year Level Term |
S-l | [***] | [***] | |||||||||
10 Year Level Term |
S-2 | [***] | [***] | |||||||||
15 Year Level Term |
S-3 | [***] | [***] | |||||||||
20 Year Level Term |
S-4 | [***] | [***] | |||||||||
The Reinsurer shall have the right to increase the renewal reinsurance rates shown
in this Agreement by giving to the Ceding Company at least 30 (thirty) days advance
written notice describing the increase and stating the rate increase date. This rate
increase and the revised renewal commission allowances indicated by the following
formula will apply with respect to policy anniversary dates occurring on and after
the rate increase date.
The Revised Renewal Commission Allowance formula is:
[***]
The revised annual reinsurance premium per $1,000 shall not exceed the applicable
reinsurance rates contained in this Agreement or the one year term rate on the
appropriate multiple of the applicable Commissioner’s 1980 Standard Ordinary Mortality
Table, whichever is greater.
A policy fee of [***] will apply in all years. The Reinsurer will receive its
participation percentage as shown in Schedule V of the applicable policy fee. The above allowances will also apply to the policy
fee.
Substandard Premiums:
Substandard Table Extra
Premiums will be increased by any (flat) extra premium or substandard premium
charged the insured on the face amount initially reinsured. For substandard table ratings, premiums will be
increased by the following percent per table:
[***]
Portions marked [***] have been omitted pursuant to a Confidential Treatment
Request by Symetra Financial Corp., this information has been filed separately
with the Securities and Exchange Commission.
21
Schedule
IV
Reinsurance Premiums (Continued)
Flat Extra Premiums
The premium will be increased by any flat extra premium charged the insured on the
face amount initially reinsured, less total allowances as shown below:
| First Year Permanent | First Year Temporary | |||
| Payable 6 Years or More: | Payable 1-5 Years: | Renewal: | ||
[***]
|
[***] | [***] |
Supplemental Benefits:
Accidental Death Benefit (ADB):
The premium to be paid for reinsurance of Accidental Death Benefit will be [***]
per $1000 of coverage,
Accelerated Benefit Option (ABO):
There are no charges for these benefits.
Additional Term Rider (ATR):
Select and Preferred classes are available for the Additional Term Rider.
[***]
Business Needs Option:
The Ceding Company shall retain all premium collected under this rider.
However, upon exercise of the associated option, the Ceding Company shall pay the
Reinsurer the single premium based on the rates in Rate Table S-7.
Guaranteed Insurability Option:
The Ceding Company shall retain all premium collected under this rider.
However, upon exercise of the associated option, the Ceding Company shall pay the
Reinsurer the single premium based on the rates in Rate Table S-7.
Insured Children’s Benefit (ICB):
The Ceding Company shall retain all premium and risk associated with this
benefit.
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request
by Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
22
Schedule
IV
Reinsurance
Premiums (Continued)
Supplemental Benefits (Continued):
Safety and Transportation Benefits:
This rider will pay an additional amount, if death occurs due to an automobile
accident and/or during travel. Otherwise, there are no charges for these benefits.
Waiver of Premium:
The
premium to be paid for reinsurance of Waiver of Premium benefits will be
based on the attached Rate Table labelled S-5, [***] allowance in the first year and
[***] allowance in renewal years.
Re-Entry’s:
In the event of re-entry in accordance with the Ceding Company’s rules, the fully
underwritten policy will be treated as new business, commencing with first year
allowances.
Conversions or Exchanges:
Routine conversions and exchanges shall terminate reinsurance of the converted or
exchanged policies under this Agreement.
However, should the Ceding Company institute a special program to encourage or reward
conversions or exchanges, and any business covered under this Agreement subsequently
converts or exchanges to any other plan, the following shall apply:
If the new plan is reinsured by the Reinsurer, then such business will be reinsured at
the rates as shown in the Agreement covering the new plan. Rates and allowances, or pay
percentages, applicable to the new plan will be determined at point in scale based on the
original policy that is being converted or exchanged. If the Agreement including the new
rates requires policy fees, then they will also apply to the new plan.
If the new plan is not reinsured with the Reinsurer, then such business will be reinsured
with the Reinsurer, at the rates and policy fees as shown below. Rates will be determined
at point in scale, based on the original policy that is being converted or exchanged.
Rate Table S-6
Portions marked[***] have been omitted pursuant to a Confidential
Treatment Request by Symetra Financial Corp., this information has been
filed separately with the Securities and Exchange Commission.
23
Schedule IV
Reinsurance Premiums
Rate
Schedule S-1
24
3028-00-00
S-1
S-1
SAFECO LIFE INSURANCE COMPANY
SAFECO-Term 5
Current Premium Rates – Males – Years 1-5
Current Premium Rates – Males – Years 1-5
[***] Policy Fee
| Issue | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
20 |
0.59 | 0.69 | 0.90 | 1.23 | 2.05 | |||||
21 |
0.59 | 0.69 | 0.90 | 1.23 | 2.05 | |||||
22 |
0.59 | 0.69 | 0.90 | 1.23 | 2.05 | |||||
23 |
0.59 | 0.69 | 0.90 | 1.23 | 2.05 | |||||
24 |
0.59 | 0.69 | 0.90 | 1.23 | 2.05 | |||||
25 |
0.59 | 0.69 | 0.90 | 1.23 | 2.05 | |||||
26 |
0.59 | 0.69 | 0.90 | 1.24 | 2.06 | |||||
27 |
0.59 | 0.69 | 0.90 | 1.24 | 2.08 | |||||
28 |
0.59 | 0.69 | 0.90 | 1.26 | 2.09 | |||||
29 |
0.59 | 0.69 | 0.90 | 1.27 | 2.11 | |||||
30 |
0.59 | 0.69 | 0.90 | 1.30 | 2.13 | |||||
31 |
0.59 | 0.69 | 0.90 | 1.33 | 2.13 | |||||
32 |
0.59 | 0.69 | 0.90 | 1.36 | 2.13 | |||||
33 |
0,59 | 0.69 | 0.90 | 1.42 | 2.14 | |||||
34 |
0.59 | 0.69 | 0.90 | 1.48 | 2.17 | |||||
35 |
0.59 | 0.69 | 0.90 | 1.55 | 2.22 | |||||
36 |
0.60 | 0.71 | 0.94 | 1.64 | 2.30 | |||||
37 |
0.62 | 0.73 | 1.01 | 1.74 | 2.42 | |||||
38 |
0.64 | 0.77 | 1.09 | 1.86 | 2.56 | |||||
39 |
0.67 | 0.81 | 1.18 | 2.01 | 2.74 | |||||
40 |
0.71 | 0.87 | 1.27 | 2.18 | 2.96 | |||||
41 |
0.76 | 0.94 | 1.37 | 2.39 | 3.22 | |||||
42 |
0.83 | 1.02 | 1.47 | 2.63 | 3.51 | |||||
43 |
0.90 | 1.11 | 1.59 | 2.89 | 3.85 | |||||
44 |
0.98 | 1.21 | 1.72 | 3.18 | 4.22 | |||||
45 |
1.07 | 1.32 | 1.86 | 3.48 | 4.63 | |||||
46 |
1.16 | 1.43 | 2.02 | 3.79 | 5.07 | |||||
47 |
1.26 | 1.56 | 2.20 | 4.13 | 5.55 | |||||
48 |
1.37 | 1.69 | 2.40 | 4.48 | 6.08 | |||||
49 |
1.49 | 1.84 | 2.61 | 4.86 | 6.64 |
Portions
marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
S-1
SAFECO LIFE INSURANCE COMPANY
SAFECO-Term 5
Current Premium Rates – Males – Years 1-5
Current Premium Rates – Males – Years 1-5
[***] Policy Fee
| Issue | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
50 |
1,62 | 2.00 | 2.84 | 5.27 | 7.24 | |||||
51 |
1.76 | 2.18 | 3.07 | 5.71 | 7.88 | |||||
52 |
1.91 | 2.37 | 3.33 | 6.19 | 8.58 | |||||
53 |
2.08 | 2.59 | 3.61 | 6.70 | 9.33 | |||||
54 |
2.27 | 2.83 | 3.93 | 7.25 | 10.13 | |||||
55 |
2.47 | 3.07 | 4.28 | 7.79 | 10.95 | |||||
56 |
2.68 | 3.32 | 4.66 | 8.32 | 11.76 | |||||
57 |
2.92 | 3.59 | 5.09 | 8.88 | 12.63 | |||||
58 |
3.20 | 3.90 | 5.58 | 9.53 | 13.63 | |||||
59 |
3.53 | 4.27 | 6.17 | 10.32 | 14.86 | |||||
60 |
3.92 | 4.73 | 6.87 | 11.29 | 16.39 | |||||
61 |
4.39 | 5.29 | 7.71 | 12.49 | 18.29 | |||||
62 |
4.94 | 5.95 | 8.68 | 13.90 | 20.53 | |||||
63 |
5.56 | 6.69 | 9.77 | 15.52 | 23.07 | |||||
64 |
6.25 | 7.50 | 10.98 | 17.39 | 25.90 | |||||
65 |
7.00 | 8.37 | 12.30 | 19.53 | 29.03 | |||||
66 |
7;81 | 9.29 | 13.73 | 21.98 | 32.48 | |||||
67 |
8.69 | 10.30 | 15.30 | 24.73 | 36.22 | |||||
68 |
9.65 | 11.39 | 17.01 | 27.71 | 40.24 | |||||
69 |
10.71 | 12.55 | 18.87 | 30.88 | 44.53 | |||||
70 |
11.88 | 13.76 | 20.86 | 34.19 | 49.10 | |||||
71 |
13.17 | 14.97 | 22.97 | 37.61 | 53.99 | |||||
72 |
14.60 | 16.26 | 25.25 | 41.22 | 59.20 | |||||
73 |
16.15 | 17.T4 | 27.76 | 45.04 | 64.63 | |||||
74 |
17.81 | 19.53 | 30.56 | 49.07 | 70.09 | |||||
75 |
19.54 | 21.77 | 33.69 | 53.22 | 75.25 |
Portions
marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
S-1
SAFECO LIFE INSURANCE COMPANY
SAFECO-Term 5
Current Premium Rates – Males – Years 6-10
Current Premium Rates – Males – Years 6-10
[***] Policy Fee
| Issue | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
20 |
0.59 | 0.69 | 0.90 | 1.23 | 2.05 | |||||
21 |
0.59 | 0.69 | 0.90 | 1.24 | 2.06 | |||||
22 |
0.59 | 0.69 | 0.90 | 1.24 | 2.08 | |||||
23 |
0.59 | 0.69 | 0.90 | 1.26 | 2.09 | |||||
24 |
0.59 | 0.69 | 0.90 | 1.27 | 2.11 | |||||
25 |
0.59 | 0.69 | 0.90 | 1.30 | 2.13 | |||||
26 |
0.59 | 0.69 | 0.90 | 1.33 | 2.13 | |||||
27 |
0.59 | 0.69 | 0.90 | 1.36 | 2.13 | |||||
28 |
0.59 | 0.69 | 0.90 | 1.42 | 2.14 | |||||
29 |
0.59 | 0.69 | 0.90 | 1.48 | 2.17 | |||||
30 |
0.59 | 0.69 | 0.90 | 1.55 | 2.22 | |||||
31 |
0.60 | 0.71 | 0.94 | 1.64 | 2.30 | |||||
32 |
0.62 | 0.73 | 1.01 | 1.74 | 242 | |||||
33 |
0.64 | 0.77 | 1.09 | 1.86 | 2.56 | |||||
34 |
0.67 | 0.81 | 1.18 | 2.01 | 2.74 | |||||
35 |
0.71 | 0.87 | 1.27 | 2.18 | 2.96 | |||||
36 |
0.76 | 0.94 | 1.37 | 2.39 | 3.22 | |||||
37 |
0.83 | 1.02 | 1.47 | 2.63 | 3.51 | |||||
38 |
0.90 | 1.11 | 1.59 | 2.89 | 3.85 | |||||
39 |
0.98 | 1.21 | 1.72 | 3.18 | 4.22 | |||||
40 |
1.07 | 1.32 | 1.86 | 3.48 | 4.63 | |||||
41 |
1.16 | 1.43 | 2.02 | 3.79 | 5.07 | |||||
42 |
1.26 | 1.56 | 2.20 | 4.13 | 5.55 | |||||
43 |
1.37 | 1.69 | 2.40 | 4.48 | 6.08 | |||||
44 |
1.49 | 1.84 | 2.61 | 4.86 | 6.64 | |||||
45 |
1.62 | 2.00 | 2.84 | 5.27 | 7.24 | |||||
46 |
1.76 | 2.18 | 3.07 | 5.71 | 7.88 | |||||
47 |
1.91 | 2.37 | 3.33 | 6.19 | 8.58 | |||||
48 |
2.08 | 2.59 | 3.61 | 6.70 | 9.33 | |||||
49 |
2.27 | 2.83 | 3.93 | 7.25 | 10.13 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
S-1
SAFECO LIFE INSURANCE COMPANY
SAFECO-Term 5
Current Premium Rates – Males – Years 6-10
Current Premium Rates – Males – Years 6-10
[***] Policy Fee
| Issue | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
50 |
2.47 | 3.07 | 4.28 | 7.79 | 10.95 | |||||
51 |
2.68 | 3.32 | 4.66 | 8.32 | 11.76 | |||||
52 |
2.92 | 3.59 | 5.09 | 8.88 | 12.63 | |||||
53 |
3.20 | 3.90 | 5.58 | 9.53 | 13.63 | |||||
54 |
3.53 | 4.27 | 6.17 | 10.32 | 14.86 | |||||
55 |
3.92 | 4.73 | 6.87 | 11.29 | 16.39 | |||||
56 |
4.39 | 5.29 | 7.71 | 12.49 | 18.29 | |||||
57 |
4.94 | 5.95 | 8.68 | 13.90 | 20.53 | |||||
58 |
5.56 | 6.69 | 9.77 | 15.52 | 23.07 | |||||
59 |
6.25 | 7.50 | 10.98 | 17.39 | 25.90 | |||||
60 |
7.00 | 8.37 | 12.30 | 19.53 | 29.03 | |||||
61 |
7:81 | 9.29 | 13.73 | 21.98 | 32.48 | |||||
62 |
8.69 | 10.30 | 15.30 | 24.73 | 36.22 | |||||
63 |
9.65 | 11.39 | 17.01 | 27.71 | 40.24 | |||||
64 |
10.71 | 12.55 | 18.87 | 30.88 | 44.53 | |||||
65 |
11.88 | 13.76 | 20.86 | 34.19 | 49.10 | |||||
66 |
13.17 | 14.97 | 22.97 | 37.61 | 53.99 | |||||
67 |
14.60 | 16.26 | 25.25 | 41.22 | 59.20 | |||||
68 |
16.15 | 17.74 | 27.76 | 45.04 | 64.63 | |||||
69 |
17.81 | 19.53 | 30.56 | 49.07 | 70.09 | |||||
70 |
19.54 | 21.77 | 33.69 | 53.22 | 75.25 | |||||
71 |
21.37 | 24.59 | 37.26 | 57.58 | 80.09 | |||||
72 |
23.23 | 27.85 | 41.13 | 61.95 | 84.44 | |||||
73 |
25.27 | 31.47 | 45.38 | 66.72 | 89.11 | |||||
74 |
27.62 | 35.38 | 50.09 | 72.29 | 94.94 | |||||
75 |
30.40 | 39.52 | 55.33 | 79.04 | 102.75 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
S-1
SAFECO LIFE INSURANCE COMPANY
SAFECO-Term 5
Current Premium Rates – Females – Years 1-5
Current Premium Rates – Females – Years 1-5
[***] Policy Fee
| Issue | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
20 |
0.51 | 0.60 | 0.79 | 1.06 | 1.80 | |||||
21 |
0.51 | 0.60 | 0.79 | 1.06 | 1.80 | |||||
22 |
0.51 | 0.60 | 0.79 | 1.06 | 1.80 | |||||
23 |
0.51 | 0.60 | 0.79 | 1.06 | 1.80 | |||||
24 |
0.51 | 0.60 | 0.79 | 1.06 | 1.80 | |||||
25 |
0.51 | 0.60 | 0.79 | 1.06 | 1.81 | |||||
26 |
0.51 | 0.60 | 0.79 | 1.06 | 1.81 | |||||
27 |
0.51 | 0.60 | 0.79 | 1.06 | 1.81 | |||||
28 |
0.51 | 0.60 | 0.79 | 1.06 | 1.81 | |||||
29 |
0.51 | 0.60 | 0.79 | 1.06 | 1.81 | |||||
30 |
0.51 | 0.60 | 0.79 | 1.06 | 1.81 | |||||
31 |
0.51 | 0.60 | 0.79 | 1.08 | 1.81 | |||||
32 |
0.51 | 0.60 | 0.79 | 1.10 | 1.81 | |||||
33 |
0.51 | 0.60 | 0.79 | 1.13 | 1.82 | |||||
34 |
0.51 | 0.60 | 0.79 | 1.18 | 1.85 | |||||
35 |
0.51 | 0.60 | 0.79 | 1.25 | 1.90 | |||||
36 |
0.52 | 0.61 | 0.81 | 1.34 | 1.98 | |||||
37 |
0.53 | 0.64 | 0.85 | 1.45 | 2.09 | |||||
38 |
0.55 | 0.66 | 0.90 | 1.57 | 2.21 | |||||
39 |
0.57 | 0.69 | 0.95 | 1.70 | 2.35 | |||||
40 |
0.60 | 0.73 | 1.00 | 1.84 | 2.50 | |||||
41 |
0.63 | 0.77 | 1.06 | 1.99 | 2.65 | |||||
42 |
0.67 | 0.82 | 1.12 | 2.15 | 2.81 | |||||
43 |
0.71 | 0.87 | 1.19 | 2.31 | 2.98 | |||||
44 |
0.75 | 0.93 | 1.27 | 2.46 | 3.17 | |||||
45 |
0.80 | 0.99 | 1.36 | 2.60 | 3.40 | |||||
46 |
0.86 | 1.06 | 1.47 | 2.70 | 3.67 | |||||
47 |
0.92 | 1.14 | 1.59 | 2.79 | 3.96 | |||||
48 |
0.99 | 1.22 | 1.72 | 2.88 | 4.29 | |||||
49 |
1.06 | 1.31 | 1.85 | 3.01 | 4.62 |
Portions
marked [***] have been omitted Pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
S-1
SAFECO LIFE INSURANCE COMPANY
SAFECO-Term 5
Current Premium Rates – Females – Years 1-5
Current Premium Rates – Females – Years 1-5
[***] Policy Fee
| Issue | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
50 |
1.13 | 1.40 | 1.99 | 3.19 | 4.95 | |||||
51 |
1.20 | 1.49 | 2.12 | 3.45 | 5.26 | |||||
52 |
1.28 | 1.58 | 2.26 | 3.78 | 5.58 | |||||
53 |
1.36 | 1.68 | 2.41 | 4.15 | 5.92 | |||||
54 |
1.46 | 1.80 | 2.57 | 4.53 | 6.31 | |||||
55 |
1.58 | 1.95 | 2.77 | 4.89 | 6.76 | |||||
56 |
1.72 | 2.13 | 3.00 | 5.21 | 7.29 | |||||
57 |
1.88 | 2.33 | 3.26 | 5.53 | 7.89 | |||||
58 |
2.06 | 2.56 | 3.55 | 5.88 | 8.56 | |||||
59 |
2.25 | 2.81 | 3.88 | 6.28 | 9.30 | |||||
60 |
2.46 | 3.06 | 4.24 | 6.75 | 10.11 | |||||
61 |
2.68 | 3.32 | 4.63 | 7.30 | 10.99 | |||||
62 |
2.92 | 3.60 | 5.07 | 7.93 | 11.96 | |||||
63 |
3.19 | 3.91 | 5.56 | 8.67 | 13.03 | |||||
64 |
3.48 | 4.23 | 6.08 | 9.54 | 14.18 | |||||
65 |
3.79 | 4.57 | 6.63 | 10.60 | 15.38 | |||||
66 |
4.11 | 4.92 | 7.19 | 11.90 | 16.59 | |||||
67 |
4.46 | 5.30 | 7.80 | 13.41 | 17.88 | |||||
68 |
4.87 | 5.75 | 8.52 | 15.06 | 19.37 | |||||
69 |
5.36 | 6.27 | 9.36 | 16.74 | 21.20 | |||||
70 |
5.95 | 6.86 | 10.33 | 18.27 | 23.49 | |||||
71 |
6.66 | 7.50 | 11.44 | 19.53 | 26.37 | |||||
72 |
7.48 | 8.25 | 12.73 | 20.71 | 29.77 | |||||
73 |
8.44 | 9.17 | 14.28 | 22.09 | 33.58 | |||||
74 |
9.54 | 10.38 | 16.18 | 23.96 | 37.65 | |||||
75 |
10.80 | 11.99 | 18.55 | 26.62 | 41.83 |
Portions marked [***] have been omitted Pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
S-1
SAFECO LIFE INSURANCE COMPANY
SAFECO-Term 5
Current Premium Rates – Females – Years 6-10
Current Premium Rates – Females – Years 6-10
[***] Policy Fee
| Issue | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
20 |
0.51 | 0.60 | 0.79 | 1.06 | 1.81 | |||||
21 |
0.51 | 0.60 | 0.79 | 1.06 | 1.81 | |||||
22 |
0.51 | 0.60 | 0.79 | 1.06 | 1.81 | |||||
23 |
0.51 | 0.60 | 0.79 | 1.06 | 1.81 | |||||
24 |
0.51 | 0.60 | 0.79 | 1.06 | 1.81 | |||||
25 |
0.51 | 0.60 | 0.79 | 1.06 | 1.81 | |||||
26 |
0.51 | 0.60 | 0.79 | 1.08 | 1.81 | |||||
27 |
0.51 | 0.60 | 0.79 | 1.10 | 1.81 | |||||
28 |
0.51 | 0.60 | 0.79 | 1.13 | 1.82 | |||||
29 |
0.51 | 0.60 | 0.79 | 1.18 | 1.85 | |||||
30 |
0.51 | 0.60 | 0.79 | 1.25 | 1.90 | |||||
31 |
0.52 | 0.61 | 0.81 | 1.34 | 1.98 | |||||
32 |
0.53 | 0.64 | 0.85 | 1.45 | 2.09 | |||||
33 |
0.55 | 0.66 | 0.90 | 1.57 | 2.21 | |||||
34 |
0.57 | 0.69 | 0.95 | 1.70 | 2.35 | |||||
35 |
0.60 | 0.73 | 1.00 | 1.84 | 2.50 | |||||
36 |
0.63 | 0.77 | 1.06 | 1.99 | 2.65 | |||||
37 |
0.67 | 0.82 | 1.12 | 2.15 | 2.81 | |||||
38 |
0.71 | 0.87 | 1.19 | 2.31 | 2.98 | |||||
39 |
0.75 | 0.93 | 1.27 | 2.46 | 3.17 | |||||
40 |
0.80 | 0.99 | 1.36 | 2.60 | 3.40 | |||||
41 |
0.86 | 1.06 | 1.47 | 2.70 | 3.67 | |||||
42 |
0.92 | 1.14 | 1.59 | 2.79 | 3.96 | |||||
43 |
0.99 | 1.22 | 1.72 | 2.88 | 4.29 | |||||
44 |
1.06 | 1.31 | 1.85 | 3.01 | 4.62 | |||||
45 |
1.13 | 1.40 | 1.99 | 3.19 | 4.95 | |||||
46 |
1.20 | 1.49 | 2.12 | 3.45 | 5.26 | |||||
47 |
1.28 | 1.58 | 2.26 | 3.78 | 5.58 | |||||
48 |
1.36 | 1.68 | 2.41 | 4.15 | 5.92 | |||||
49 |
1.46 | 1.80 | 2.57 | 4.53 | 6.31 |
Portions
marked [***] have been omitted Pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
S-1
SAFECO LIFE INSURANCE COMPANY
SAFECO-Term 5
Current Premium Rates – Females – Years 6-10
Current Premium Rates – Females – Years 6-10
[***] Policy Fee
| Issue | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
50 |
1.58 | 1.95 | 2.77 | 4.89 | 6.76 | |||||
51 |
1.72 | 2.13 | 3.00 | 5.21 | 7.29 | |||||
52 |
1.88 | 2.33 | 3.26 | 5.53 | 7.89 | |||||
53 |
2.06 | 2.56 | 3.55 | 5.88 | 8.56 | |||||
54 |
2.25 | 2.81 | 3.88 | 6.28 | 9.30 | |||||
55 |
2.46 | 3.06 | 4.24 | 6.75 | 10.11 | |||||
56 |
2.68 | 3.32 | 4.63 | 7.30 | 10.99 | |||||
57 |
2.92 | 3.60 | 5.07 | 7.93 | 11.96 | |||||
58 |
3.19 | 3.91 | 5.56 | 8.67 | 13.03 | |||||
59 |
3.48 | 4.23 | 6.08 | 9.54 | 14.18 | |||||
60 |
3.79 | 4.57 | 6.63 | 10.60 | 15.38 | |||||
61 |
4.11 | 4.92 | 7.19 | 11.90 | 16.59 | |||||
62 |
4.46 | 5.30 | 7.80 | 13.41 | 17.88 | |||||
63 |
4.87 | 5.75 | 8.52 | 15.06 | 19.37 | |||||
64 |
5.36 | 6.27 | 9.36 | 16.74 | 21.20 | |||||
65 |
5.95 | 6.86 | 10.33 | 18.27 | 23.49 | |||||
66 |
6.66 | 7.50 | 11.44 | 19.53 | 26.37 | |||||
67 |
7.48 | 8.25 | 12.73 | 20.71 | 29.77 | |||||
68 |
8.44 | 9.17 | 14.28 | 22.09 | 33.58 | |||||
69 |
9.54 | 10.38 | 16.18 | 23.96 | 37.65 | |||||
70 |
10.80 | 11.99 | 18.55 | 26.62 | 41.83 | |||||
71 |
12.24 | 14.11 | 21.51 | 30.36 | 46.09 | |||||
72 |
13.83 | 16.63 | 24.94 | 34.87 | 50.41 | |||||
73 |
15.60 | 19.47 | 28.76 | 39.98 | 55.10 | |||||
74 |
17.56 | 22.52 | 32.89 | 45.53 | 60.46 | |||||
75 |
19.76 | 25.69 | 37.25 | 51.38 | 66.79 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
S-1
SAFECO LIFE INSURANCE COMPANY
SAFECO-Term 5
Guaranteed Premium Rates – Unisex – Years 1-5
Guaranteed Premium Rates – Unisex – Years 1-5
[***] Policy Fee
| Issue | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
15 |
0.00 | 0.00 | 0.88 | 0.00 | 2.00 | |||||
16 |
0.00 | 0.00 | 0.88 | 0.00 | 2.00 | |||||
17 |
0.00 | 0.00 | 0.88 | 0.00 | 2.00 | |||||
18 |
0.00 | 0.00 | 0.88 | 0.00 | 2.00 | |||||
19 |
0.00 | 0.00 | 0.88 | 0.00 | 2.00 | |||||
20 |
0.57 | 0.67 | 0.88 | 1.20 | 2.00 | |||||
21 |
0.57 | 0.67 | 0.88 | 1.20 | 2.00 | |||||
22 |
0.57 | 0.67 | 0.88 | 1.20 | 2.00 | |||||
23 |
0.57 | 0.67 | 0.88 | 1.20 | 2.00 | |||||
24 |
0.57 | 0.67 | 0.88 | 1.20 | 2.00 | |||||
25 |
0.57 | 0.67 | 0.88 | 1.20 | 2.00 | |||||
26 |
0.57 | 0.67 | 0.88 | 1.20 | 2.01 | |||||
27 |
0.57 | 0.67 | 0.88 | 1.20 | 2.03 | |||||
28 |
0.57 | 0.67 | 0.88 | 1.22 | 2.03 | |||||
29 |
0.57 | 0.67 | 0.88 | 1.23 | 2.05 | |||||
30 |
0.57 | 0.67 | 0.88 | 1.25 | 2.07 | |||||
31 |
0.57 | 0.67 | 0.88 | 1.28 | 2.07 | |||||
32 |
0.57 | 0.67 | 0.88 | 1.31 | 2.07 | |||||
33 |
0.57 | 0.67 | 0.88 | 1.36 | 2.08 | |||||
34 |
0.57 | 0.67 | 0.88 | 1.42 | 2.11 | |||||
35 |
0.57 | 0.67 | 0.88 | 1.49 | 2.16 | |||||
36 |
0.58 | 0.69 | 0.91 | 1.58 | 2.24 | |||||
37 |
0.60 | 0.71 | 0.98 | 1.68 | 2.35 | |||||
38 |
0.62 | 0.75 | 1.05 | 1.80 | 2.49 | |||||
39 |
0.65 | 0.79 | 1.13 | 1.95 | 2.66 | |||||
40 |
0.69 | 0.84 | 1.22 | 2.11 | 2.87 | |||||
41 |
0.73 | 0.91 | 1.31 | 2.31 | 3.11 | |||||
42 |
0.80 | 0.98 | 1.40 | 2.53 | 3.37 | |||||
43 |
0.86 | 1.06 | 1.51 | 2.77 | 3.68 | |||||
44 |
0.93 | 1.15 | 1.63 | 3.04 | 4.01 | |||||
45 |
1.02 | 1.25 | 1.76 | 3.30 | 4.38 | |||||
46 |
1.10 | 1.36 | 1.91 | 3.57 | 4.79 | |||||
47 |
1.19 | 1.48 | 2.08 | 3.86 | 5.23 | |||||
48 |
1.29 | 1.60 | 2.26 | 4.16 | 5.72 | |||||
49 |
1.40 | 1.73 | 2.46 | 4.49 | 6.24 |
Portions marked [***] have been omitted Pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
S-1
SAFECO LIFE INSURANCE COMPANY
SAFECO-Term 5
Guaranteed Premium Rates – Unisex – Years 1-5
Guaranteed Premium Rates – Unisex – Years 1-5
[***] Policy Fee
| Issue | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
50 |
1.52 | 1.88 | 2.67 | 4.85 | 6.78 | |||||
51 |
1.65 | 2.04 | 2.88 | 5.26 | 7.36 | |||||
52 |
1.78 | 2.21 | 3.12 | 5.71 | 7.98 | |||||
53 |
1.94 | 2.41 | 3.37 | 6.19 | 8.65 | |||||
54 |
2.11 | 2.62 | 3.66 | 6.71 | 9.37 | |||||
55 |
2.29 | 2.85 | 3.98 | 7.21 | 10.11 | |||||
56 |
2.49 | 3.08 | 4.33 | 7.70 | 10.87 | |||||
57 |
2.71 | 3.34 | 4.72 | 8.21 | 11.68 | |||||
58 |
2.97 | 3.63 | 5.17 | 8.80 | 12.62 | |||||
59 |
3.27 | 3.98 | 5.71 | 9.51 | 13.75 | |||||
60 |
3.63 | 4.40 | 6.34 | 10.38 | 15.13 | |||||
61 |
4.05 | 4.90 | 7.09 | 11.45 | 16.83 | |||||
62 |
4.54 | 5.48 | 7.96 | 12.71 | 18.82 | |||||
63 |
5.09 | 6.13 | 8.93 | 14.15 | 21.06 | |||||
64 |
5.70 | 6.85 | 10.00 | 15.82 | 23.56 | |||||
65 |
6.36 | 7.61 | 11.17 | 17.74 | 26.30 | |||||
66 |
7.07 | 8.42 | 12.42 | 19.96 | 29.30 | |||||
67 |
7.84 | 9.30 | 13.80 | 22.47 | 32.55 | |||||
68 |
8.69 | 10.26 | 15.31 | 25.18 | 36.07 | |||||
69 |
9.64 | 11.29 | 16.97 | 28.05 | 39.86 | |||||
70 |
10.69 | 12.38 | 18.75 | 31.01 | 43.98 | |||||
71 |
11.87 | 13.48 | 20.66 | 33.99 | 48.47 | |||||
72 |
13.18 | 14.66 | 22.75 | 37.12 | 53.31 | |||||
73 |
14.61 | 16.03 | 25.06 | 40.45 | 58.42 | |||||
74 |
16.16 | 17.70 | 27.68 | 44.05 | 63.60 | |||||
75 |
17.79 | 19.81 | 30.66 | 47.90 | 68.57 |
Portions marked [***] have been omitted Pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
S-1
SAFECO LIFE INSURANCE COMPANY
SAFECO-Term 5
Guaranteed Premium Rates – Unisex – Years 6-10
Guaranteed Premium Rates – Unisex – Years 6-10
[***] Policy Fee
| Issue | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
15 |
0.00 | 0.00 | 0.88 | 0.00 | 2.00 | |||||
16 |
0.00 | 0.00 | 0.88 | 0.00 | 2.00 | |||||
17 |
0.00 | 0.00 | 0.88 | 0.00 | 2.00 | |||||
18 |
0.00 | 0.00 | 0.88 | 0.00 | 2.00 | |||||
19 |
0.00 | 0.00 | 0.88 | 0.00 | 2.00 | |||||
20 |
0.57 | 0.67 | 0.88 | 1.20 | 2.00 | |||||
21 |
0.57 | 0.67 | 0.88 | 1.20 | 2.01 | |||||
22 |
0.57 | 0.67 | 0.88 | 1.20 | 2.03 | |||||
23 |
0.57 | 0.67 | 0.88 | 1.22 | 2.03 | |||||
24 |
0.57 | 0.67 | 0.88 | 1.23 | 2.05 | |||||
25 |
0.57 | 0.67 | 0.88 | 1.25 | 2.07 | |||||
26 |
0.57 | 0.67 | 0.88 | 1.28 | 2.07 | |||||
27 |
0.57 | 0.67 | 0.88 | 1.31 | 2.07 | |||||
28 |
0.57 | 0.67 | 0.88 | 1.36 | 2.08 | |||||
29 |
0.57 | 0.67 | 0.88 | 1.42 | 2.11 | |||||
30 |
0.57 | 0.67 | 0.88 | 1.49 | 2.16 | |||||
31 |
0.58 | 0.69 | 0.91 | 1.58 | 2.24 | |||||
32 |
0.60 | 0.71 | 0.98 | 1.68 | 2.35 | |||||
33 |
0.62 | 0.75 | 1.05 | 1.80 | 2.49 | |||||
34 |
0.65 | 0.79 | 1.13 | 1.95 | 2.66 | |||||
35 |
0.69 | 0.84 | 1.22 | 2.11 | 2.87 | |||||
36 |
0.73 | 0.91 | 1.31 | 2.31 | 3.11 | |||||
37 |
0.80 | 0.98 | 1.40 | 2.53 | 3.37 | |||||
38 |
0.86 | 1.06 | 1.51 | 2.77 | 3.68 | |||||
39 |
0.93 | 1.15 | 1.63 | 3.04 | 4.01 | |||||
40 |
1.02 | 1.25 | 1.76 | 3.30 | 4.38 | |||||
41 |
1.10 | 1.36 | 1.91 | 3.57 | 4.79 | |||||
42 |
1.19 | 1.48 | 2.08 | 3.86 | 5.23 | |||||
43 |
1.29 | 1.60 | 2.26 | 4.16 | 5.72 | |||||
44 |
1.40 | 1.73 | 2.46 | 4.49 | 6.24 | |||||
45 |
1.52 | 1.88 | 2.67 | 4.85 | 6.78 | |||||
46 |
1.65 | 2.04 | 2.88 | 5.26 | 7.36 | |||||
47 |
1.78 | 2.21 | 3.12 | 5.71 | 7.98 | |||||
48 |
1.94 | 2.41 | 3.37 | 6.19 | 8.65 | |||||
49 |
2.11 | 2.62 | 3.66 | 6.71 | 9.37 |
Portions marked [***] have been omitted Pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
S-1
SAFECO LIFE INSURANCE COMPANY
SAFECO-Term 5
Guaranteed Premium Rates – Unisex – Years 6-10
Guaranteed Premium Rates – Unisex – Years 6-10
[***] Policy Fee
| Issue | Select | Preferred | Standard | Preferred | Standard | |||||||||||||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||||||||||||
50
|
2.29 | 2.85 | 3.98 | 7.21 | 10.11 | |||||||||||||||
51
|
2.49 | 3.08 | 4.33 | 7.70 | 10.87 | |||||||||||||||
52
|
2.71 | 3.34 | 4.72 | 8.21 | 11.68 | |||||||||||||||
53
|
2.97 | 3.63 | 5.17 | 8.80 | 12.62 | |||||||||||||||
54
|
3.27 | 3.98 | 5.71 | 9.51 | 13.75 | |||||||||||||||
55
|
3.63 | 4.40 | 6.34 | 10.38 | 15.13 | |||||||||||||||
56
|
4.05 | 4.90 | 7.09 | 11.45 | 16.83 | |||||||||||||||
57
|
4.54 | 5.48 | 7.96 | 12.71 | 18.82 | |||||||||||||||
58
|
5.09 | 6.13 | 8.93 | 14.15 | 21.06 | |||||||||||||||
59
|
5.70 | 6.85 | 10.00 | 15.82 | 23.56 | |||||||||||||||
60
|
6.36 | 7.61 | 11.17 | 17.74 | 26.30 | |||||||||||||||
61
|
7.07 | 8.42 | 12.42 | 19.96 | 29.30 | |||||||||||||||
62
|
7.84 | 9.30 | 13.80 | 22.47 | 32.55 | |||||||||||||||
63
|
8.69 | 10.26 | 15.31 | 25.18 | 36.07 | |||||||||||||||
64
|
9.64 | 11.29 | 16.97 | 28.05 | 39.86 | |||||||||||||||
65
|
10.69 | 12.38 | 18.75 | 31.01 | 43.98 | |||||||||||||||
66
|
11.87 | 13.48 | 20.66 | 33.99 | 48.47 | |||||||||||||||
67
|
13.18 | 14.66 | 22.75 | 37.12 | 53.31 | |||||||||||||||
68
|
14.61 | 16.03 | 25.06 | 40.45 | 58.42 | |||||||||||||||
69
|
16.16 | 17.70 | 27.68 | 44.05 | 63.60 | |||||||||||||||
70
|
17.79 | 19.81 | 30.66 | 47.90 | 68.57 | |||||||||||||||
71
|
19.54 | 22.49 | 34.11 | 52.14 | 73.29 | |||||||||||||||
72
|
21.35 | 25.61 | 37.89 | 56.53 | 77.63 | |||||||||||||||
73
|
23.34 | 29.07 | 42.06 | 61.37 | 82.31 | |||||||||||||||
74
|
25.61 | 32.81 | 46.65 | 66.94 | 88.04 | |||||||||||||||
75
|
28.27 | 36.75 | 51.71 | 73.51 | 95.56 | |||||||||||||||
Portions
marked [***] have been omitted Pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
S-1
SAFECO LIFE INSURANCE COMPANY
All SAFECO-Term Products
Ultimate Premium Rates – Males
Ultimate Premium Rates – Males
[***] Policy Fee
| Attained | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
25 |
1.72 | 1.81 | 1.92 | 2.70 | 2.81 | |||||
26 |
1.74 | 1.84 | 1.95 | 2.80 | 2.91 | |||||
27 |
1.76 | 1.85 | 1.96 | 2.82 | 2.93 | |||||
28 |
1.78 | 1.88 | 1.99 | 2.86 | 2.98 | |||||
29 |
1.82 | 1.92 | 2.03 | 2.91 | 3.02 | |||||
30 |
1.85 | 1.96 | 2.07 | 2.97 | 3.09 | |||||
31 |
1.89 | 1.99 | 2.11 | 3.07 | 3.20 | |||||
32 |
1.94 | 2.04 | 2.16 | 3.20 | 3.32 | |||||
33 |
2.01 | 2.12 | 2.25 | 3.36 | 3.50 | |||||
34 |
2.11 | 2.22 | 2.35 | 3.56 | 3.70 | |||||
35 |
2.20 | 2.33 | 2.46 | 3.80 | 3.96 | |||||
36 |
2.32 | 2.45 | 2.60 | 4.08 | 4.24 | |||||
37 |
2.47 | 2.61 | 2.76 | 4.42 | 4.60 | |||||
38 |
2.64 | 2.79 | 2.95 | 4.82 | 5.01 | |||||
39 |
2.82 | 2.98 | 3.15 | 5.26 | 5.47 | |||||
40 |
3.04 | 3.21 | 3.40 | 5.78 | 6.01 | |||||
41 |
3.26 | 3.44 | 3.64 | 6.34 | 6.59 | |||||
42 |
3.50 | 3.69 | 3.91 | 6.96 | 7.23 | |||||
43 |
3.78 | 3.99 | 4.22 | 7.63 | 7.94 | |||||
44 |
4.07 | 4.29 | 4.55 | 8.37 | 8.71 | |||||
45 |
4.39 | 4.64 | 4.91 | 9.14 | 9.51 | |||||
46 |
4.76 | 5.02 | 5.32 | 9.96 | 10.36 | |||||
47 |
5.13 | 5.42 | 5.74 | 10.84 | 11.27 | |||||
48 |
5.56 | 5.87 | 6.21 | 11.79 | 12.26 | |||||
49 |
6.02 | 6.35 | 6.72 | 12.83 | 13.34 | |||||
50 |
6.54 | 6.90 | 7.31 | 13.97 | 14.52 | |||||
51 |
7.13 | 7.53 | 7.97 | 15.27 | 15.88 | |||||
52 |
7.82 | 8.25 | 8.74 | 16.73 | 17.40 | |||||
53 |
8.62 | 9.10 | 9.63 | 18.40 | 19.14 | |||||
54 |
9.49 | 10.02 | 10.61 | 20.21 | 21.02 | |||||
55 |
10.47 | 11.05 | 11.70 | 22.15 | 23.03 | |||||
56 |
11.55 | 12.19 | 12.91 | 24.21 | 25.17 | |||||
57 |
12.67 | 13.38 | 14.17 | 26.37 | 27.43 | |||||
58 |
13.95 | 14.72 | 15.59 | 28.65 | 29.80 | |||||
59 |
15.35 | 16.20 | 17.16 | 31.09 | 32.34 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
S-1
SAFECO LIFE INSURANCE COMPANY
All SAFECO-Term Products
Ultimate Premium Rates – Males
Ultimate Premium Rates – Males
[***] Policy Fee
| Attained | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
60 |
16.94 | 17.88 | 18.93 | 33.81 | 35.17 | |||||
61 |
18.69 | 19.73 | 20.89 | 36.89 | 38.36 | |||||
62 |
20.72 | 21.88 | 23.16 | 40.35 | 41.96 | |||||
63 |
23.01 | 24.29 | 25.72 | 44.22 | 45.99 | |||||
64 |
25.57 | 26.99 | 28.57 | 48.45 | 50.39 | |||||
65 |
28.35 | 29.93 | 31.69 | 52.93 | 55.05 | |||||
66 |
31.38 | 33.12 | 35.07 | 57.63 | 59.94 | |||||
67 |
34.61 | 36.53 | 38.68 | 62.49 | 64.99 | |||||
68 |
38.12 | 40.24 | 42.60 | 67.58 | 70.29 | |||||
69 |
42.03 | 44.36 | 46.97 | 73.12 | 76.05 | |||||
70 |
49.53 | 52.29 | 55.36 | 84.50 | 87.88 | |||||
71 |
56.62 | 59.76 | 63.28 | 94.69 | 98.47 | |||||
72 |
64.91 | 68.51 | 72.54 | 106.34 | 110.60 | |||||
73 |
74.50 | 78.63 | 83.26 | 119.50 | 124.28 | |||||
74 |
85.29 | 90.03 | 95.33 | 134.21 | 139.58 | |||||
75 |
99.81 | 105.35 | 111.55 | 154.40 | 160.57 | |||||
76 |
113.04 | 119.32 | 126.34 | 171.83 | 178.70 | |||||
77 |
127.30 | 134.37 | 142.28 | 189.99 | 197.59 | |||||
78 |
142.71 | 150.64 | 159.50 | 209.00 | 217.36 | |||||
79 |
159.69 | 168.56 | 178.48 | 229.38 | 238.56 | |||||
80 |
182.92 | 193.09 | 204.44 | 257.52 | 267.82 | |||||
81 |
204.99 | 216.38 | 229.11 | 282.76 | 294.07 | |||||
82 |
230.21 | 243.00 | 257.29 | 311.00 | 323.44 | |||||
83 |
258.60 | 272.97 | 289.03 | 342.00 | 355.68 | |||||
84 |
289.87 | 305.98 | 323.98 | 375.07 | 390.07 | |||||
85 |
330.13 | 348.48 | 368.97 | 417.73 | 434.44 | |||||
86 |
366.47 | 386.83 | 409.59 | 453.14 | 471.27 | |||||
87 |
404.55 | 427.02 | 452.14 | 490.36 | 509.98 | |||||
88 |
444.21 | 468.89 | 496.48 | 529.87 | 551.07 | |||||
89 |
486.00 | 513.00 | 543.18 | 570.34 | 593.16 | |||||
90 |
540.05 | 570.06 | 603.59 | 623.36 | 648.29 | |||||
91 |
588.70 | 621.41 | 657.96 | 668.24 | 694.97 | |||||
92 |
642.54 | 678.23 | 718.13 | 719.79 | 748.58 | |||||
93 |
706.06 | 745.29 | 789.13 | 784.18 | 815.55 | |||||
94 |
789.59 | 833.46 | 882.48 | 869.54 | 904.33 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
S-1
SAFECO LIFE INSURANCE COMPANY
All SAFECO-Term Products
Ultimate Premium Rates – Females
Ultimate Premium Rates – Females
[***] Policy Fee
| Attained | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
25 |
1.40 | 1.48 | 1.57 | 1.68 | 1.75 | |||||
26 |
1.44 | 1.52 | 1.61 | 1.74 | 1.81 | |||||
27 |
1.46 | 1.55 | 1.64 | 1.79 | 1.86 | |||||
28 |
1.50 | 1.58 | 1.68 | 1.86 | 1.93 | |||||
29 |
1.55 | 1.64 | 1.73 | 1.94 | 2.01 | |||||
30 |
1.60 | 1.69 | 1.79 | 2.02 | 2.10 | |||||
31 |
1.65 | 1.74 | 1.84 | 2.10 | 2.19 | |||||
32 |
1.69 | 1.79 | 1.89 | 2.19 | 2.28 | |||||
33 |
1.76 | 1.85 | 1.96 | 2.30 | 2.39 | |||||
34 |
1.84 | 1.94 | 2.06 | 2.43 | 2.53 | |||||
35 |
1.92 | 2.03 | 2.15 | 2.58 | 2.68 | |||||
36 |
2.05 | 2.16 | 2.29 | 2.79 | 2.90 | |||||
37 |
2.20 | 2.33 | 2.46 | 3.05 | 3.17 | |||||
38 |
2.37 | 2.50 | 2.65 | 3.34 | 3.47 | |||||
39 |
2.55 | 2.70 | 2.85 | 3.66 | 3.81 | |||||
40 |
2.76 | 2.91 | 3.08 | 4.05 | 4.21 | |||||
41 |
2.99 | 3.16 | 3.34 | 4.46 | 4.63 | |||||
42 |
3.22 | 3.40 | 3.60 | 4.87 | 5.06 | |||||
43 |
3.45 | 3.64 | 3.86 | 5.27 | 5.49 | |||||
44 |
3.68 | 3.88 | 4.11 | 5.68 | 5.91 | |||||
45 |
3.93 | 4.15 | 4.40 | 6.11 | 6.36 | |||||
46 |
4.20 | 4.43 | 4.69 | 6.57 | 6.83 | |||||
47 |
4.50 | 4.75 | 5.03 | 7.03 | 7.31 | |||||
48 |
4.81 | 5.07 | 5.37 | 7.53 | 7.83 | |||||
49 |
5.14 | 5.43 | 5.75 | 8.08 | 8.41 | |||||
50 |
5.53 | 5.84 | 6.18 | 8.67 | 9.02 | |||||
51 |
5.96 | 6.29 | 6.66 | 9.30 | 9.67 | |||||
52 |
6.44 | 6.80 | 7.20 | 10.01 | 10.41 | |||||
53 |
6.97 | 7.36 | 7.79 | 10.80 | 11.24 | |||||
54 |
7.52 | 7.94 | 8.40 | 11.61 | 12.08 | |||||
55 |
8.10 | 8.55 | 9.05 | 12.44 | 12.94 | |||||
56 |
8.69 | 9.17 | 9.71 | 13.27 | 13.80 | |||||
57 |
9.26 | 9.78 | 10.35 | 14.03 | 14.59 | |||||
58 |
9.84 | 10.39 | 11.00 | 14.78 | 15.38 | |||||
59 |
10.48 | 11.07 | 11.72 | 15.59 | 16.22 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
S-1
SAFECO LIFE INSURANCE COMPANY
All SAFECO-Term Products
Ultimate Premium Rates – Females
Ultimate Premium Rates – Females
[***] Policy Fee
| Attained | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
60 |
11.25 | 11.87 | 12.57 | 16.55 | 17.22 | |||||
61 |
12.19 | 12.87 | 13.62 | 17.76 | 18.47 | |||||
62 |
13.35 | 14.11 | 14.94 | 19.31 | 20.08 | |||||
63 |
14.80 | 15.63 | 16.55 | 21.19 | 22.03 | |||||
64 |
16.43 | 17.34 | 18.36 | 23.29 | 24.22 | |||||
65 |
18.17 | 19.18 | 20.31 | 25.51 | 26.53 | |||||
66 |
19.99 | 21.10 | 22.34 | 27.75 | 28.87 | |||||
67 |
21.83 | 23.04 | 24.39 | 29.93 | 31.13 | |||||
68 |
23.74 | 25.06 | 26.53 | 32.13 | 33.42 | |||||
69 |
25.87 | 27.31 | 28.91 | 34.53 | 35.91 | |||||
70 |
30.25 | 31.93 | 33.81 | 39.85 | 41.45 | |||||
71 |
34.55 | 36.47 | 38.61 | 45.04 | 46.84 | |||||
72 |
39.83 | 42.04 | 44.51 | 51.39 | 53.44 | |||||
73 |
46.22 | 48.79 | 51.66 | 58.99 | 61.35 | |||||
74 |
53.71 | 56.70 | 60.03 | 67.82 | 70.53 | |||||
75 |
63.98 | 67.53 | 71.50 | 79.83 | 83.02 | |||||
76 |
73.75 | 77.84 | 82.42 | 90.92 | 94.55 | |||||
77 |
84.52 | 89.21 | 94.46 | 102.87 | 106.98 | |||||
78 |
96.49 | 101.85 | 107.84 | 115.87 | 120.51 | |||||
79 |
110.04 | 116.15 | 122.98 | 130.34 | 135.55 | |||||
80 |
128.59 | 135.74 | 143.72 | 150.20 | 156.20 | |||||
81 |
147.19 | 155.37 | 164.50 | 169.45 | 176.23 | |||||
82 |
168.93 | 178.31 | 188.80 | 191.63 | 199.30 | |||||
83 |
193.88 | 204.65 | 216.69 | 217.52 | 226.22 | |||||
84 |
221.96 | 234.29 | 248.08 | 246.20 | 256.05 | |||||
85 |
258.21 | 272.55 | 288.58 | 285.64 | 297.07 | |||||
86 |
292.79 | 309.06 | 327.24 | 323.01 | 335.93 | |||||
87 |
330.40 | 348.76 | 369.27 | 363.29 | 377.82 | |||||
88 |
371.17 | 391.79 | 414.84 | 406.77 | 423.04 | |||||
89 |
415.49 | 438.57 | 464.37 | 453.58 | 471.72 | |||||
90 |
472.21 | 498.45 | 527.77 | 515.62 | 536.25 | |||||
91 |
528.39 | 555.63 | 588.31 | 574.83 | 597.83 | |||||
92 |
587.63 | 620.27 | 656.76 | 641.70 | 667.37 | |||||
93 |
659.95 | 696.62 | 737.60 | 720.69 | 749.51 | |||||
94 |
752.39 | 794.19 | 840.91 | 824.73 | 857.72 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
S-1
SAFECO LIFE INSURANCE COMPANY
All SAFECO-Term Products
Ultimate Premium Rates – Unisex
Ultimate Premium Rates – Unisex
[***] Policy Fee
| Attained | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
25 |
1.66 | 1.75 | 1.85 | 2.49 | 2.59 | |||||
26 |
1.68 | 1.78 | 1.88 | 2.59 | 2.69 | |||||
27 |
1.70 | 1.79 | 1.90 | 2.61 | 2.72 | |||||
28 |
1.72 | 1.82 | 1.93 | 2.66 | 2.77 | |||||
29 |
1.76 | 1.86 | 1.97 | 2.71 | 2.82 | |||||
30 |
1.80 | 1.90 | 2.01 | 2.78 | 2.90 | |||||
31 |
1.84 | 1.94 | 2.06 | 2.88 | 2.99 | |||||
32 |
1.89 | 1.99 | 2.11 | 2.99 | 3.11 | |||||
33 |
1.96 | 2.07 | 2.19 | 3.15 | 3.28 | |||||
34 |
2.05 | 2.17 | 2.29 | 3.34 | 3.47 | |||||
35 |
2.15 | 2.27 | 2.40 | 3.56 | 3.70 | |||||
36 |
2.27 | 2.39 | 2.54 | 3.82 | 3.97 | |||||
37 |
2.42 | 2.55 | 2.70 | 4.15 | 4.31 | |||||
38 |
2.59 | 2.73 | 2.89 | 4.52 | 4.71 | |||||
39 |
2.77 | 2.92 | 3.09 | 4.94 | 5.14 | |||||
40 |
2.98 | 3.15 | 3.33 | 5.44 | 5.65 | |||||
41 |
3.20 | 3.38 | 3.58 | 5.96 | 6.20 | |||||
42 |
3.44 | 3.63 | 3.85 | 6.54 | 6.80 | |||||
43 |
3.71 | 3.92 | 4.15 | 7.16 | 7.45 | |||||
44 |
3.99 | 4.21 | 4.46 | 7.83 | 8.15 | |||||
45 |
4.30 | 4.54 | 4.81 | 8.54 | 8.88 | |||||
46 |
4.65 | 4.90 | 5.19 | 9.28 | 9.66 | |||||
47 |
5.01 | 5.28 | 5.60 | 10.08 | 10.48 | |||||
48 |
5.41 | 5.71 | 6.04 | 10.94 | 11.37 | |||||
49 |
5.84 | 6.17 | 6.53 | 11.88 | 12.35 | |||||
50 |
6.34 | 6.69 | 7.08 | 12.91 | 13.42 | |||||
51 |
6.90 | 7.28 | 7.71 | 14.08 | 14.64 | |||||
52 |
7.54 | 7.96 | 8.43 | 15.39 | 16.00 | |||||
53 |
8.29 | 8.75 | 9.26 | 16.88 | 17.56 | |||||
54 |
9.10 | 9.60 | 10.17 | 18.49 | 19.23 | |||||
55 |
10.00 | 10.55 | 11.17 | 20.21 | 21.02 | |||||
56 |
10.98 | 11.59 | 12.27 | 22.02 | 22.90 | |||||
57 |
11.99 | 12.66 | 13.40 | 23.90 | 24.86 | |||||
58 |
13.12 | 13.85 | 14.67 | 25.88 | 26.91 | |||||
59 |
14.38 | 15.17 | 16.07 | 27.99 | 29.11 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
S-1
SAFECO LIFE INSURANCE COMPANY
All SAFECO-Term Products
Ultimate Premium Rates – Unisex
Ultimate Premium Rates – Unisex
[***] Policy Fee
| Attained | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
60 |
15.80 | 16.68 | 17.66 | 30.36 | 31.58 | |||||
61 |
17.39 | 18.36 | 19.44 | 33.06 | 34.39 | |||||
62 |
19.25 | 20.32 | 21.52 | 36.14 | 37.59 | |||||
63 |
21.37 | 22.56 | 23.88 | 39.61 | 41.20 | |||||
64 |
23.74 | 25.06 | 26.53 | 43.42 | 45.16 | |||||
65 |
26.31 | 27.78 | 29.41 | 47.45 | 49.35 | |||||
66 |
29.10 | 30.72 | 32.52 | 51.66 | 53.72 | |||||
67 |
32.05 | 33.83 | 35.82 | 55.98 | 58.22 | |||||
68 |
35.24 | 37.20 | 39.39 | 60.49 | 62.91 | |||||
69 |
38.80 | 40.95 | 43.36 | 65.41 | 68.02 | |||||
70 |
45.68 | 48.22 | 51.05 | 75.57 | 78.60 | |||||
71 |
52.20 | 55.10 | 58.34 | 84.76 | 88.15 | |||||
72 |
59.89 | 63.22 | 66.94 | 95.35 | 99.16 | |||||
73 |
68.84 | 72.66 | 76.94 | 107.40 | 111.69 | |||||
74 |
78.98 | 83.36 | 88.27 | 120.93 | 125.77 | |||||
75 |
92.64 | 97.79 | 103.54 | 139.48 | 145.06 | |||||
76 |
105.18 | 111.02 | 117.55 | 155.64 | 161.87 | |||||
77 |
118.74 | 125.34 | 132.71 | 172.57 | 179.47 | |||||
78 |
133.47 | 140.88 | 149.17 | 190.38 | 197.99 | |||||
79 |
149.76 | 158.08 | 167.38 | 209.57 | 217.95 | |||||
80 |
172.06 | 181.62 | 192.30 | 236.06 | 245.50 | |||||
81 |
193.43 | 204.18 | 216.19 | 260.09 | 270.50 | |||||
82 |
217.95 | 230.06 | 243.59 | 287.12 | 298.61 | |||||
83 |
245.66 | 259.31 | 274.56 | 317.11 | 329.79 | |||||
84 |
276.29 | 291.64 | 308.80 | 349.29 | 363.26 | |||||
85 |
315.75 | 333.29 | 352.90 | 391.31 | 406.96 | |||||
86 |
351.74 | 371.28 | 393.12 | 427.12 | 444.20 | |||||
87 |
389.72 | 411.37 | 435.57 | 464.95 | 483.55 | |||||
88 |
429.61 | 453.47 | 480.15 | 505.25 | 525.46 | |||||
89 |
471.90 | 498.12 | 527.42 | 546.99 | 568.87 | |||||
90 |
526.48 | 555.73 | 588.42 | 601.81 | 625.88 | |||||
91 |
576.24 | 608.25 | 644.03 | 649.56 | 675.54 | |||||
92 |
631.55 | 666.64 | 705.85 | 704.17 | 732.34 | |||||
93 |
696.84 | 735.56 | 778.82 | 771.48 | 802.34 | |||||
94 |
782.15 | 825.60 | 874.17 | 860.58 | 895.00 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
Schedule IV
Reinsurance Premiums
Rate Schedule S-2
25
3028-00-00
S-2
S-2
SAFECO LIFE INSURANCE COMPANY
SAFECO-Term 10
Current Premium Rates – Males
Current Premium Rates – Males
[***] Policy Fee
| Issue | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
20 |
0.59 | 0.69 | 0.90 | 1.23 | 2.05 | |||||
21 |
0.59 | 0.69 | 0.90 | 1.23 | 2.05 | |||||
22 |
0.59 | 0.69 | 0.90 | 1.23 | 2.05 | |||||
23 |
0.59 | 0.69 | 0.90 | 1.23 | 2.05 | |||||
24 |
0.59 | 0.69 | 0.90 | 1.23 | 2.05 | |||||
25 |
0.59 | 0.69 | 0.90 | 1.23 | 205 | |||||
26 |
0.59 | 0.69 | 0.90 | 1.24 | 2.06 | |||||
27 |
0.59 | 0.69 | 0.90 | 1.24 | 2.08 | |||||
28 |
0.59 | 0.69 | 0.90 | 1.26 | 2.10 | |||||
29 |
0.59 | 0.69 | 0.90 | 1.27 | 2.12 | |||||
30 |
0.59 | 0.69 | 0.90 | 1.30 | 2.14 | |||||
31 |
0.59 | 0.69 | 0.90 | 1.33 | 2.14 | |||||
32 |
0.59 | 0.69 | 0.90 | 1.36 | 2.15 | |||||
33 |
0.60 | 0.69 | 0.91 | 1.42 | 2.16 | |||||
34 |
0.61 | 0.69 | 0.93 | 1.48 | 2.20 | |||||
35 |
0.63 | 0.70 | 0.97 | 1.55 | 2.27 | |||||
36 |
0.66 | 0.74 | 1.03 | 1.66 | 2.38 | |||||
37 |
0.69 | 0.80 | 1.10 | 1.80 | 2.53 | |||||
38 |
0.74 | 0.87 | 1.19 | 1.96 | 2.71 | |||||
39 |
0.79 | 0.94 | 1.29 | 2.14 | 2.94 | |||||
40 |
0.85 | 1.02 | 1.39 | 2.33 | 3.21 | |||||
41 |
0.92 | 1.10 | 1.50 | 2.54 | 3.53 | |||||
42 |
1.00 | 1.18 | 1.62 | 2.77 | 3.91 | |||||
43 |
1.09 | 1.28 | 1.75 | 3.02 | 4.32 | |||||
44 |
1.18 | 1.38 | 1.89 | 3.30 | 4.77 | |||||
45 |
1.28 | 1.50 | 2.06 | 3.61 | 5.25 | |||||
46 |
1.38 | 1.63 | 2.25 | 3.95 | 5.75 | |||||
47 |
1.49 | 1.78 | 2.46 | 4.33 | 6.28 | |||||
48 |
1.61 | 1.95 | 2.70 | 4.73 | 6.84 | |||||
49 |
1.75 | 2.13 | 2.96 | 5.18 | 7.46 |
Portions marked [***] have been omitted pursuant to a Confidential
Treatment Request by Symetra Financial Corp., this information has been
filed separately with the Securities and Exchange Commission.
SAFECO LIFE INSURANCE COMPANY
SAFECO-Term 10
Current Premium Rates – Males
Current Premium Rates – Males
[***] Policy Fee
| Issue | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
50 |
1.91 | 2.33 | 3.23 | 5.66 | 8.12 | |||||
51 |
2.10 | 2.54 | 3.52 | 6.20 | 8.84 | |||||
52 |
2.31 | 2.77 | 3.83 | 6.79 | 9.64 | |||||
53 |
2.54 | 3.03 | 4.18 | 7.41 | 10.50 | |||||
54 |
2.79 | 3.31 | 4.56 | 8.05 | 11.41 | |||||
55 |
3.05 | 3.60 | 4.98 | 8.64 | 12.30 | |||||
56 |
3.30 | 3.91 | 5.43 | 9.14 | 13.15 | |||||
57 |
3.57 | 4.25 | 5.93 | 9.63 | 14.04 | |||||
58 |
3.88 | 4.64 | 6.51 | 10.21 | 15.09 | |||||
59 |
4.24 | 5.09 | 7.16 | 10.98 | 16.42 | |||||
60 |
4.70 | 5.61 | 7.91 | 12.05 | 18.12 | |||||
61 |
5.26 | 6.21 | 8.75 | 13.48 | 20.24 | |||||
62 |
5.92 | 6.89 | 9.70 | 15.24 | 22.76 | |||||
63 |
6.67 | 7.70 | 10.80 | 17.28 | 25.68 | |||||
64 |
7.48 | 8.64 | 12.10 | 19.57 | 29.12 | |||||
65 |
8.35 | 9.75 | 13.65 | 22.10 | 33.31 | |||||
66 |
9.25 | 11.06 | 15.48 | 24.89 | 38.44 | |||||
67 |
10.22 | 12.55 | 17.57 | 27.93 | 44.28 | |||||
68 |
11.28 | 14.22 | 19.91 | 31.23 | 50.41 | |||||
69 |
12.49 | 16.05 | 22.47 | 34.77 | 56.33 | |||||
70 |
13.88 | 18.05 | 25.27 | 38.54 | 61.42 | |||||
71 |
15.25 | 19.83 | 27.76 | 41.59 | 66.27 | |||||
72 |
16.74 | 21.76 | 30.47 | 44.83 | 71.44 | |||||
73 |
18.34 | 23.84 | 33.38 | 48.26 | 76.91 | |||||
74 |
20.05 | 26.08 | 36.51 | 51.86 | 82.65 | |||||
75 |
21.89 | 28.47 | 39.86 | 55.62 | 88.65 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request
by Symetra Financial Corp., this information has been filed separately with the Securities
and Exchange Commission.
S-2
SAFECO LIFE INSURANCE COMPANY
SAFECO-Term 10
Current Premium Rates – Females
[***] Policy Fee
Current Premium Rates – Females
[***] Policy Fee
| Issue | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
20 |
0.51 | 0.60 | 0.79 | 1.06 | 1.80 | |||||
21 |
0.51 | 0.60 | 0.79 | 1.06 | 1.80 | |||||
22 |
0.51 | 0.60 | 0.79 | 1.06 | 1.80 | |||||
23 |
0.51 | 0.60 | 0.79 | 1.06 | 1.80 | |||||
24 |
0.51 | 0.60 | 0.79 | 1.06 | 1.80 | |||||
25 |
0.51 | 0.60 | 0.79 | 1.06 | 1.81 | |||||
26 |
0.51 | 0.60 | 0.79 | 1.06 | 1.82 | |||||
27 |
0.51 | 0.60 | 0.79 | 1.06 | 1.82 | |||||
28 |
0.51 | 0.60 | 0.79 | 1.06 | 1.83 | |||||
29 |
0.51 | 0.60 | 0.80 | 1.06 | 1.85 | |||||
30 |
0.51 | 0.60 | 0.80 | 1.08 | 1.86 | |||||
31 |
0.51 | 0.60 | 0.80 | 1.10 | 1.86 | |||||
32 |
0.51 | 0.60 | 0.80 | 1.12 | 1.86 | |||||
33 |
0.51 | 0.60 | 0.80 | 1.16 | 1.87 | |||||
34 |
0.51 | 0.61 | 0.81 | 1.21 | 1.90 | |||||
35 |
0.52 | 0.63 | 0.83 | 1.28 | 1.97 | |||||
36 |
0.55 | 0.66 | 0.87 | 1.37 | 2.09 | |||||
37 |
0.59 | 0.71 | 0.93 | 1.48 | 2.24 | |||||
38 |
0.63 | 0.76 | 1.00 | 1.61 | 2.42 | |||||
39 |
0.68 | 0.81 | 1.08 | 1.75 | 2.62 | |||||
40 |
0.73 | 0.87 | 1.16 | 1.90 | 2.82 | |||||
41 |
0.78 | 0.92 | 1.25 | 2.06 | 3.02 | |||||
42 |
0.83 | 0.98 | 1.34 | 2.22 | 3.24 | |||||
43 |
0.88 | 1.04 | 1.44 | 2.39 | 3.46 | |||||
44 |
0.94 | 1.11 | 1.55 | 2.58 | 3.71 | |||||
45 |
1.00 | 1.18 | 1.67 | 2.77 | 3.99 | |||||
46 |
1.07 | 1.26 | 1.80 | 2.97 | 4.31 | |||||
47 |
1.15 | 1.35 | 1.95 | 3.18 | 4.65 | |||||
48 |
1.24 | 1.45 | 2.11 | 3.40 | 5.02 | |||||
49 |
1.33 | 1.56 | 2.27 | 3.63 | 5.41 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
SAFECO LIFE INSURANCE COMPANY
SAFECO-Term 10
Current Premium Rates – Females
[***] Policy Fee
Current Premium Rates – Females
[***] Policy Fee
| Issue | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
50 |
1.42 | 1.67 | 2.44 | 3.89 | 5.79 | |||||
51 |
1.51 | 1.79 | 2.61 | 4.17 | 6.17 | |||||
52 |
1.61 | 1.92 | 2.79 | 4.48 | 6.55 | |||||
53 |
1.72 | 2.06 | 2.99 | 4.81 | 6.96 | |||||
54 |
1.84 | 2.21 | 3.20 | 5.16 | 7.40 | |||||
55 |
1.98 | 2.37 | 3.45 | 5.50 | 7.89 | |||||
56 |
2.14 | 2.54 | 3.73 | 5.83 | 8.42 | |||||
57 |
2.33 | 2.73 | 4.04 | 6.18 | 9.01 | |||||
58 |
2.54 | 2.95 | 4.38 | 6.57 | 9.68 | |||||
59 |
2.77 | 3.19 | 4.76 | 7.03 | 10.45 | |||||
60 |
3.02 | 3.47 | 5.17 | 7.57 | 11.31 | |||||
61 |
3.29 | 3.80 | 5.63 | 8.21 | 12.28 | |||||
62 |
3.59 | 4.18 | 6.15 | 8.96 | 13.37 | |||||
63 |
3.93 | 4.61 | 6.73 | 9.83 | 14.64 | |||||
64 |
4.30 | 5.07 | 7.33 | 10.83 | 16.13 | |||||
65 |
4.68 | 5.52 | 7.87 | 11.93 | 17.89 | |||||
66 |
5.06 | 5.93 | 8.29 | 13.13 | 19.98 | |||||
67 |
5.47 | 6.36 | 8.70 | 14.48 | 22.38 | |||||
68 |
5.97 | 6.90 | 9.28 | 16.05 | 25.05 | |||||
69 |
6.61 | 7.67 | 10.23 | 17.95 | 27.93 | |||||
70 |
7.45 | 8.78 | 11.80 | 20.27 | 30.95 | |||||
71 |
8.30 | 9.79 | 13.15 | 22.38 | 34.09 | |||||
72 |
9.26 | 10.92 | 14.67 | 24.60 | 37.57 | |||||
73 |
10.33 | 12.17 | 16.36 | 27.10 | 41.38 | |||||
74 |
11.51 | 13.56 | 18.23 | 29.82 | 45.54 | |||||
75 |
12.81 | 15.09 | 20.28 | 32.78 | 50.05 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
S-2
SAFECO LIFE INSURANCE COMPANY
SAFECO-Term 10
Guaranteed Premium Rates – Unisex
[***] Policy Fee
Guaranteed Premium Rates – Unisex
[***] Policy Fee
| Issue | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
15 |
0.00 | 0.00 | 0.88 | 0.00 | 2.00 | |||||
16 |
0.00 | 0.00 | 0.88 | 0.00 | 2.00 | |||||
17 |
0.00 | 0.00 | 0.88 | 0.00 | 2.00 | |||||
18 |
0.00 | 0.00 | 0.88 | 0.00 | 2.00 | |||||
19 |
0.00 | 0.00 | 0.88 | 0.00 | 2.00 | |||||
20 |
0.57 | 0.67 | 0.88 | 1.20 | 2.00 | |||||
21 |
0.57 | 0.67 | 0.88 | 1.20 | 2.00 | |||||
22 |
0.57 | 0.67 | 0.88 | 1.20 | 2.00 | |||||
23 |
0.57 | 0.67 | 0.88 | 1.20 | 2.00 | |||||
24 |
0.57 | 0.67 | 0.88 | 1.20 | 2.00 | |||||
25 |
0.57 | 0.67 | 0.88 | 1.20 | 2.00 | |||||
26 |
0.57 | 0.67 | 0.88 | 1.20 | 2.01 | |||||
27 |
0.57 | 0.67 | 0.88 | 1.20 | 2.03 | |||||
28 |
0.57 | 0.67 | 0.88 | 1.22 | 2.05 | |||||
29 |
0.57 | 0.67 | 0.88 | 1.23 | 2.07 | |||||
30 |
0.57 | 0.67 | 0.88 | 1.26 | 2.08 | |||||
31 |
0.57 | 0.67 | 0.88 | 1.28 | 2.08 | |||||
32 |
0.57 | 0.67 | 0.88 | 1.31 | 2.09 | |||||
33 |
0.58 | 0.67 | 0.89 | 1.37 | 2.10 | |||||
34 |
0.59 | 0.67 | 0.91 | 1.43 | 2.14 | |||||
35 |
0.61 | 0.69 | 0.94 | 1.50 | 2.21 | |||||
36 |
0.64 | 0.72 | 1.00 | 1.60 | 2.32 | |||||
37 |
0.67 | 0.78 | 1.07 | 1.74 | 2.47 | |||||
38 |
0.72 | 0.85 | 1.15 | 1.89 | 2.65 | |||||
39 |
0.77 | 0.91 | 1.25 | 2.06 | 2.88 | |||||
40 |
0.83 | 0.99 | 1.34 | 2.24 | 3.13 | |||||
41 |
0.89 | 1.06 | 1.45 | 2.44 | 3.43 | |||||
42 |
0.97 | 1.14 | 1.56 | 2.66 | 3.78 | |||||
43 |
1.05 | 1.23 | 1.69 | 2.89 | 4.15 | |||||
44 |
1.13 | 1.33 | 1.82 | 3.16 | 4.56 | |||||
45 |
1.22 | 1.44 | 1.98 | 3.44 | 5.00 | |||||
46 |
1.32 | 1.56 | 2.16 | 3.75 | 5.46 | |||||
47 |
1.42 | 1.69 | 2.36 | 4.10 | 5.95 | |||||
48 |
1.54 | 1.85 | 2.58 | 4.46 | 6.48 | |||||
49 |
1.67 | 2.02 | 2.82 | 4.87 | 7.05 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
SAFECO LIFE INSURANCE COMPANY
SAFECO-Term 10
Guaranteed Premium Rates – Unisex
[***] Policy Fee
Guaranteed Premium Rates – Unisex
[***] Policy Fee
| Issue | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
50 |
1.81 | 2.20 | 3.07 | 5.31 | 7.65 | |||||
51 |
1.98 | 2.39 | 3.34 | 5.79 | 8.31 | |||||
52 |
2.17 | 2.60 | 3.62 | 6.33 | 9.02 | |||||
53 |
2.38 | 2.84 | 3.94 | 6.89 | 9.79 | |||||
54 |
2.60 | 3.09 | 4.29 | 7.47 | 10.61 | |||||
55 |
2.84 | 3.35 | 4.67 | 8.01 | 11.42 | |||||
56 |
3.07 | 3.64 | 5.09 | 8.48 | 12.20 | |||||
57 |
3.32 | 3.95 | 5.55 | 8.94 | 13.03 | |||||
58 |
3.61 | 4.30 | 6.08 | 9.48 | 14.01 | |||||
59 |
3.95 | 4.71 | 6.68 | 10.19 | 15.23 | |||||
60 |
4.36 | 5.18 | 7.36 | 11.15 | 16.76 | |||||
61 |
4.87 | 5.73 | 8.13 | 12.43 | 18.65 | |||||
62 |
5.45 | 6.35 | 8.99 | 13.98 | 20.88 | |||||
63 |
6.12 | 7.08 | 9.99 | 15.79 | 23.47 | |||||
64 |
6.84 | 7.93 | 11.15 | 17.82 | 26.52 | |||||
65 |
7.62 | 8.90 | 12.49 | 20.07 | 30.23 | |||||
66 |
8.41 | 10.03 | 14.04 | 22.54 | 34.75 | |||||
67 |
9.27 | 11.31 | 15.80 | 25.24 | 39.90 | |||||
68 |
10.22 | 12.76 | 17.78 | 28.19 | 45.34 | |||||
69 |
11.31 | 14.37 | 20.02 | 31.41 | 50.65 | |||||
70 |
12.59 | 16.20 | 22.58 | 34.89 | 55.33 | |||||
71 |
13.86 | 17.82 | 24.84 | 37.75 | 59.83 | |||||
72 |
15.24 | 19.59 | 27.31 | 40.78 | 64.67 | |||||
73 |
16.74 | 21.51 | 29.98 | 44.03 | 69.80 | |||||
74 |
18.34 | 23.58 | 32.85 | 47.45 | 75.23 | |||||
75 |
20.07 | 25.79 | 35.94 | 51.05 | 80.93 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
S-2
SAFECO LIFE INSURANCE COMPANY
All SAFECO-Term Products
Ultimate Premium Rates – Males
[***] Policy Fee
Ultimate Premium Rates – Males
[***] Policy Fee
| Attained | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
25 |
1.72 | 1.81 | 1.92 | 2.70 | 2.81 | |||||
26 |
1.74 | 1.84 | 1.95 | 2.80 | 2.91 | |||||
27 |
1.76 | 1.85 | 1.96 | 2.82 | 2.93 | |||||
28 |
1.78 | 1.88 | 1.99 | 2.86 | 2.98 | |||||
29 |
1.82 | 1.92 | 2.03 | 2.91 | 3.02 | |||||
30 |
1.85 | 1.96 | 2.07 | 2.97 | 3.09 | |||||
31 |
1.89 | 1.99 | 2.11 | 3.07 | 3.20 | |||||
32 |
1.94 | 2.04 | 2.16 | 3.20 | 3.32 | |||||
33 |
2.01 | 2.12 | 2.25 | 3.36 | 3.50 | |||||
34 |
2.11 | 2.22 | 2.35 | 3.56 | 3.70 | |||||
35 |
2.20 | 2.33 | 2.46 | 3.80 | 3.96 | |||||
36 |
2.32 | 2.45 | 2.60 | 4.08 | 4.24 | |||||
37 |
2.47 | 2.61 | 2.76 | 4.42 | 4.60 | |||||
38 |
2.64 | 2.79 | 2.95 | 4.82 | 5.01 | |||||
39 |
2.82 | 2.98 | 3.15 | 5.26 | 5.47 | |||||
40 |
3.04 | 3.21 | 3.40 | 5.78 | 6.01 | |||||
41 |
3.26 | 3.44 | 3.64 | 6.34 | 6.59 | |||||
42 |
3.50 | 3.69 | 3.91 | 6.96 | 7.23 | |||||
43 |
3.78 | 3.99 | 4.22 | 7.63 | 7.94 | |||||
44 |
4.07 | 4.29 | 4.55 | 8.37 | 8.71 | |||||
45 |
4.39 | 4.64 | 4.91 | 9.14 | 9.51 | |||||
46 |
4.76 | 5.02 | 5.32 | 9.96 | 10.36 | |||||
47 |
5.13 | 5.42 | 5.74 | 10.84 | 11.27 | |||||
48 |
5.56 | 5.87 | 6.21 | 11.79 | 12.26 | |||||
49 |
6.02 | 6.35 | 6.72 | 12.83 | 13.34 | |||||
50 |
6.54 | 6.90 | 7.31 | 13.97 | 14.52 | |||||
51 |
7.13 | 7.53 | 7.97 | 15.27 | 15.88 | |||||
52 |
7.82 | 8.25 | 8.74 | 16.73 | 17.40 | |||||
53 |
8.62 | 9.10 | 9.63 | 18.40 | 19.14 | |||||
54 |
9.49 | 10.02 | 10.61 | 20.21 | 21.02 | |||||
55 |
10.47 | 11.05 | 11.70 | 22.15 | 23.03 | |||||
56 |
11.55 | 12.19 | 12.91 | 24.21 | 25.17 | |||||
57 |
12.67 | 13.38 | 14.17 | 26.37 | 27.43 | |||||
58 |
13.95 | 14.72 | 15.59 | 28.65 | 29.80 | |||||
59 |
15.35 | 16.20 | 17.16 | 31.09 | 32.34 |
Portions
marked [***] have been omitted pursuant to a Confidential
Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
S-2
SAFECO LIFE INSURANCE COMPANY
All SAFECO-Term Products
Ultimate Premium Rates – Males
[***] Policy Fee
Ultimate Premium Rates – Males
[***] Policy Fee
| Attained | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
60 |
16.94 | 17.88 | 18.93 | 33.81 | 35.17 | |||||
61 |
18.69 | 19.73 | 20.89 | 36.89 | 38.36 | |||||
62 |
20.72 | 21.88 | 23.16 | 40.35 | 41.96 | |||||
63 |
23.01 | 24.29 | 25.72 | 44.22 | 45.99 | |||||
64 |
25.57 | 26.99 | 28.57 | 48.45 | 50.39 | |||||
65 |
28.35 | 29.93 | 31.69 | 52.93 | 55.05 | |||||
66 |
31.38 | 33.12 | 35.07 | 57.63 | 59.94 | |||||
67 |
34.61 | 36.53 | 38.68 | 62.49 | 64.99 | |||||
68 |
38.12 | 40.24 | 42.60 | 67.58 | 70.29 | |||||
69 |
42.03 | 44.36 | 46.97 | 73.12 | 76.05 | |||||
70 |
49.53 | 52.29 | 55.36 | 84.50 | 87.88 | |||||
71 |
56.62 | 59.76 | 63.28 | 94.69 | 98.47 | |||||
72 |
64.91 | 68.51 | 72.54 | 106.34 | 110.60 | |||||
73 |
74.50 | 78.63 | 83.26 | 119.50 | 124.28 | |||||
74 |
85.29 | 90.03 | 95.33 | 134.21 | 139.58 | |||||
75 |
99.81 | 105.35 | 111.55 | 154.40 | 160.57 | |||||
76 |
113.04 | 119.32 | 126.34 | 171.83 | 178.70 | |||||
77 |
127.30 | 134.37 | 142.28 | 189.99 | 197.59 | |||||
78 |
142.71 | 150.64 | 159.50 | 209.00 | 217.36 | |||||
79 |
159.69 | 168.56 | 178.48 | 229.38 | 238.56 | |||||
80 |
182.92 | 193.09 | 204.44 | 257.52 | 267.82 | |||||
81 |
204.99 | 216.38 | 229.11 | 282.76 | 294.07 | |||||
82 |
230.21 | 243.00 | 257.29 | 311.00 | 323.44 | |||||
83 |
258.60 | 272.97 | 289.03 | 342.00 | 355.68 | |||||
84 |
289.87 | 305.98 | 323.98 | 375.07 | 390.07 | |||||
85 |
330.13 | 348.48 | 368.97 | 417.73 | 434.44 | |||||
86 |
366.47 | 386.83 | 409.59 | 453.14 | 471.27 | |||||
87 |
404.55 | 427.02 | 452.14 | 490.36 | 509.98 | |||||
88 |
444.21 | 468.89 | 496.48 | 529.87 | 551.07 | |||||
89 |
486.00 | 513.00 | 543.18 | 570.34 | 593.16 | |||||
90 |
540.05 | 570.06 | 603.59 | 623.36 | 648.29 | |||||
91 |
588.70 | 621.41 | 657.96 | 668.24 | 694.97 | |||||
92 |
642.54 | 678.23 | 718.13 | 719.79 | 748.58 | |||||
93 |
706.06 | 745.29 | 789.13 | 784.18 | 815.55 | |||||
94 |
789.59 | 833.46 | 882.48 | 869.54 | 904.33 |
Portions
marked [***] have been omitted pursuant to a Confidential
Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
S-2
SAFECO LIFE INSURANCE COMPANY
All SAFECO-Term Products
Ultimate Premium Rates – Females
[***] Policy Fee
Ultimate Premium Rates – Females
[***] Policy Fee
| Attained | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
25 |
1.40 | 1.48 | 1.57 | 1.68 | 1.75 | |||||
26 |
1.44 | 1.52 | 1.61 | 1.74 | 1.81 | |||||
27 |
1.46 | 1.55 | 1.64 | 1.79 | 1.86 | |||||
28 |
1.50 | 1.58 | 1.68 | 1.86 | 1.93 | |||||
29 |
1.55 | 1.64 | 1.73 | 1.94 | 2.01 | |||||
30 |
1.60 | 1.69 | 1.79 | 2.02 | 2.10 | |||||
31 |
1.65 | 1.74 | 1.84 | 2.10 | 2.19 | |||||
32 |
1.69 | 1.79 | 1.89 | 2.19 | 2.28 | |||||
33 |
1.76 | 1.85 | 1.96 | 2.30 | 2.39 | |||||
34 |
1.84 | 1.94 | 2.06 | 2.43 | 2.53 | |||||
35 |
1.92 | 2.03 | 2.15 | 2.58 | 2.68 | |||||
36 |
2.05 | 2.16 | 2.29 | 2.79 | 2.90 | |||||
37 |
2.20 | 2.33 | 2.46 | 3.05 | 3.17 | |||||
38 |
2.37 | 2.50 | 2.65 | 3.34 | 3.47 | |||||
39 |
2.55 | 2.70 | 2.85 | 3.66 | 3.81 | |||||
40 |
2.76 | 2.91 | 3.08 | 4.05 | 4.21 | |||||
41 |
2.99 | 3.16 | 3.34 | 4.46 | 4.63 | |||||
42 |
3.22 | 3.40 | 3.60 | 4.87 | 5.06 | |||||
43 |
3.45 | 3.64 | 3.86 | 5.27 | 5.49 | |||||
44 |
3.68 | 3.88 | 4.11 | 5.68 | 5.91 | |||||
45 |
3.93 | 4.15 | 4.40 | 6.11 | 6.36 | |||||
46 |
4.20 | 4.43 | 4.69 | 6.57 | 6.83 | |||||
47 |
4.50 | 4.75 | 5.03 | 7.03 | 7.31 | |||||
48 |
4.81 | 5.07 | 5.37 | 7.53 | 7.83 | |||||
49 |
5.14 | 5.43 | 5.75 | 8.08 | 8.41 | |||||
50 |
5.53 | 5.84 | 6.18 | 8.67 | 9.02 | |||||
51 |
5.96 | 6.29 | 6.66 | 9.30 | 9.67 | |||||
52 |
6.44 | 6.80 | 7.20 | 10.01 | 10.41 | |||||
53 |
6.97 | 7.36 | 7.79 | 10.80 | 11.24 | |||||
54 |
7.52 | 7.94 | 8.40 | 11.61 | 12.08 | |||||
55 |
8.10 | 8.55 | 9.05 | 12.44 | 21.94 | |||||
56 |
8.69 | 9.17 | 9.71 | 13.27 | 13.80 | |||||
57 |
9.26 | 9.78 | 10.35 | 14.03 | 14.59 | |||||
58 |
9.84 | 10.39 | 11.00 | 14.78 | 15.38 | |||||
59 |
10.48 | 11.07 | 11.72 | 15.59 | 16.22 |
Portions
marked [***] have been omitted pursuant to a Confidential
Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
S-2
SAFECO LIFE INSURANCE COMPANY
All SAFECO-Term Products
Ultimate Premium Rates – Females
[***] Policy Fee
Ultimate Premium Rates – Females
[***] Policy Fee
| Attained | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
60 |
11.25 | 11.87 | 12.57 | 16.55 | 17.22 | |||||
61 |
12.19 | 12.87 | 13.62 | 17.76 | 18.47 | |||||
62 |
13.36 | 14.11 | 14.94 | 19.31 | 20.08 | |||||
63 |
14.80 | 15.63 | 16.55 | 21.19 | 22.03 | |||||
64 |
16.43 | 17.34 | 18.36 | 23.29 | 24.22 | |||||
65 |
18.17 | 19.18 | 20.31 | 25.51 | 26.53 | |||||
66 |
19.99 | 21.10 | 22.34 | 27.75 | 28.87 | |||||
67 |
21.83 | 23.04 | 24.39 | 29.93 | 31.13 | |||||
68 |
23.74 | 25.06 | 26.53 | 32.13 | 33.42 | |||||
69 |
25.87 | 27.31 | 28.91 | 34.53 | 35.91 | |||||
70 |
30.25 | 31.93 | 33.81 | 39.85 | 41.45 | |||||
71 |
34.55 | 36.47 | 38.61 | 45.04 | 46.84 | |||||
72 |
39.83 | 42.04 | 44.51 | 51.39 | 53.44 | |||||
73 |
46.22 | 48.79 | 51.66 | 58.99 | 61.35 | |||||
74 |
53.71 | 56.70 | 60.03 | 67.82 | 70.53 | |||||
75 |
63.98 | 67.53 | 71.50 | 79.83 | 83.02 | |||||
76 |
73.75 | 77.84 | 82.42 | 90.92 | 94.55 | |||||
77 |
84.52 | 89.21 | 94.46 | 102.87 | 106.98 | |||||
78 |
96.49 | 101.85 | 107.84 | 115.87 | 120.51 | |||||
79 |
110.04 | 116.15 | 122.98 | 130.34 | 135.55 | |||||
80 |
128.59 | 135.74 | 143.72 | 150.20 | 156.20 | |||||
81 |
147.19 | 155.37 | 164.50 | 169.45 | 176.23 | |||||
82 |
168.93 | 178.31 | 188.80 | 191.63 | 199.30 | |||||
83 |
193.88 | 204.65 | 216.69 | 217.52 | 226.22 | |||||
84 |
221.96 | 234.29 | 248.08 | 246.20 | 256.05 | |||||
85 |
258.21 | 272.55 | 288.58 | 285.64 | 297.07 | |||||
86 |
292.79 | 309.06 | 327.24 | 323.01 | 335.93 | |||||
87 |
330.40 | 348.76 | 369.27 | 363.29 | 377.82 | |||||
88 |
371.17 | 391.79 | 414.84 | 406.77 | 423.04 | |||||
89 |
415.49 | 438.57 | 464.37 | 453.58 | 471.72 | |||||
90 |
472.21 | 498.45 | 527.77 | 515.62 | 536.25 | |||||
91 |
526.39 | 555.63 | 588.31 | 574.83 | 597.83 | |||||
92 |
587.63 | 620.27 | 656.76 | 641.70 | 667.37 | |||||
93 |
659.95 | 696.62 | 737.60 | 720.69 | 749.51 | |||||
94 |
752.39 | 794.19 | 840.91 | 824.73 | 857.72 |
Portions
marked [***] have been omitted pursuant to a Confidential
Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
S-2
SAFECO LIFE INSURANCE COMPANY
All SAFECO-Term Products
Ultimate Premium Rates – Unisex
[***] Policy Fee
Ultimate Premium Rates – Unisex
[***] Policy Fee
| Attained | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
25 |
1.66 | 1.75 | 1.85 | 2.49 | 2.59 | |||||
26 |
1.68 | 1.78 | 1.88 | 2.59 | 2.69 | |||||
27 |
1.70 | 1.79 | 1.90 | 2.61 | 2.72 | |||||
28 |
1.72 | 1.82 | 1.93 | 2.66 | 2.77 | |||||
29 |
1.76 | 1.86 | 1.97 | 2.71 | 2.82 | |||||
30 |
1.80 | 1.90 | 2.01 | 2.78 | 2.90 | |||||
31 |
1.84 | 1.94 | 2.06 | 2.88 | 2.99 | |||||
32 |
1.89 | 1.99 | 2.11 | 2.99 | 3.11 | |||||
33 |
1.96 | 2.07 | 2.19 | 3.15 | 3.28 | |||||
34 |
2.05 | 2.17 | 2.29 | 3.34 | 3.47 | |||||
35 |
2.15 | 2.27 | 2.40 | 3.56 | 3.70 | |||||
36 |
2.27 | 2.39 | 2.54 | 3.82 | 3.97 | |||||
37 |
2.42 | 2.55 | 2.70 | 4.15 | 4.31 | |||||
38 |
2.59 | 2.73 | 2.89 | 4.52 | 4.71 | |||||
39 |
2.77 | 2.92 | 3.09 | 4.94 | 5.14 | |||||
40 |
2.98 | 3.15 | 3.33 | 5.44 | 5.65 | |||||
41 |
3.20 | 3.38 | 3.58 | 5.96 | 6.20 | |||||
42 |
3.44 | 3.63 | 3.85 | 6.54 | 6.80 | |||||
43 |
3.71 | 3.92 | 4.15 | 7.16 | 7.45 | |||||
44 |
3.99 | 4.21 | 4.46 | 7.83 | 8.15 | |||||
45 |
4.30 | 4.54 | 4.81 | 8.54 | 8.88 | |||||
46 |
4.65 | 4.90 | 5.19 | 9.28 | 9.66 | |||||
47 |
5.01 | 5.28 | 5.60 | 10.08 | 10.48 | |||||
48 |
5.41 | 5.71 | 6.04 | 10.94 | 11.37 | |||||
49 |
5.84 | 6.17 | 6.53 | 11.88 | 12.35 | |||||
50 |
6.34 | 6.69 | 7.08 | 12.91 | 13.42 | |||||
51 |
6.90 | 7.28 | 7.71 | 14.08 | 14.64 | |||||
52 |
7.54 | 7.96 | 8.43 | 15.39 | 16.00 | |||||
53 |
8.29 | 8.75 | 9.26 | 16.88 | 17.56 | |||||
54 |
9.10 | 9.60 | 10.17 | 18.49 | 19.23 | |||||
55 |
10.00 | 10.55 | 11.17 | 20.21 | 21.02 | |||||
56 |
10.98 | 11.59 | 12.27 | 22.02 | 22.90 | |||||
57 |
11.99 | 12.66 | 13.40 | 23.90 | 24.86 | |||||
58 |
13.12 | 13.85 | 14.67 | 25.88 | 26.91 | |||||
59 |
14.38 | 15.17 | 16.07 | 27.99 | 29.11 |
Portions
marked [***] have been omitted pursuant to a Confidential
Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
S-2
SAFECO LIFE INSURANCE COMPANY
All SAFECO-Term Products
Ultimate Premium Rates – Unisex
[***] Policy Fee
Ultimate Premium Rates – Unisex
[***] Policy Fee
| Attained | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
60 |
15.80 | 16.68 | 17.66 | 30.36 | 31.58 | |||||
61 |
17.39 | 18.36 | 19.44 | 33.06 | 34.39 | |||||
62 |
19.25 | 20.32 | 21.52 | 36.14 | 37.59 | |||||
63 |
21.37 | 22.56 | 23.88 | 39.61 | 41.20 | |||||
64 |
23.74 | 25.06 | 26.53 | 43.42 | 45.16 | |||||
65 |
26.31 | 27.78 | 29.41 | 47.45 | 49.35 | |||||
66 |
29.10 | 30.72 | 32.52 | 51.66 | 53.72 | |||||
67 |
32.05 | 33.83 | 35.82 | 55.98 | 58.22 | |||||
68 |
35.24 | 37.20 | 39.39 | 60.49 | 62.91 | |||||
69 |
38.80 | 40.95 | 43.36 | 65.41 | 68.02 | |||||
70 |
45.68 | 48.22 | 51.05 | 75.57 | 78.60 | |||||
71 |
52.20 | 55.10 | 58.34 | 84.76 | 88.15 | |||||
72 |
59.89 | 63.22 | 66.94 | 95.35 | 99.16 | |||||
73 |
68.84 | 72.66 | 76.94 | 107.40 | 111.69 | |||||
74 |
78.98 | 83.36 | 88.27 | 120.93 | 125.77 | |||||
75 |
92.64 | 97.79 | 103.54 | 139.48 | 145.06 | |||||
76 |
105.18 | 111.02 | 117.55 | 155.64 | 161.87 | |||||
77 |
118.74 | 125.34 | 132.71 | 172.57 | 179.47 | |||||
78 |
133.47 | 140.88 | 149.17 | 190.38 | 197.99 | |||||
79 |
149.76 | 158.08 | 167.38 | 209.57 | 217.95 | |||||
80 |
172.06 | 181.62 | 192.30 | 236.06 | 245.50 | |||||
81 |
193.43 | 204.18 | 216.19 | 260.09 | 270.50 | |||||
82 |
217.95 | 230.06 | 243.59 | 287.12 | 298.61 | |||||
83 |
245.66 | 259.31 | 274.56 | 317.11 | 329.79 | |||||
84 |
276.29 | 291.64 | 308.80 | 349.29 | 363.26 | |||||
85 |
315.75 | 333.29 | 352.90 | 391.31 | 406.96 | |||||
86 |
351.74 | 371.28 | 393.12 | 427.12 | 444.20 | |||||
87 |
389.72 | 411.37 | 435.57 | 464.95 | 483.55 | |||||
88 |
429.61 | 453.47 | 480.15 | 505.25 | 525.46 | |||||
89 |
471.90 | 498.12 | 527.42 | 546.99 | 568.87 | |||||
90 |
526.48 | 555.73 | 588.42 | 601.81 | 625.88 | |||||
91 |
576.24 | 608.25 | 644.03 | 649.56 | 675.54 | |||||
92 |
631.55 | 666.64 | 705.85 | 704.17 | 732.34 | |||||
93 |
696.84 | 735.56 | 778.82 | 771.48 | 802.34 | |||||
94 |
782.15 | 825.60 | 874.17 | 860.58 | 895.00 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
Schedule IV
Reinsurance Premiums
Rate Schedule S-3
03/06/98
26
3028-00-00
S-3
S-3
SAFECO LIFE INSURANCE COMPANY
SAFECO-Term 15
Current Premium Rates – Males
[***] Policy Fee
Current Premium Rates – Males
[***] Policy Fee
| Issue | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
20 |
0.60 | 0.70 | 0.98 | 1.44 | 2.41 | |||||
21 |
0.60 | 0.70 | 0.98 | 1.44 | 2.41 | |||||
22 |
0.60 | 0.70 | 0.98 | 1.44 | 2.41 | |||||
23 |
0.60 | 0.70 | 0.98 | 1.44 | 2.41 | |||||
24 |
0.60 | 0.70 | 0.98 | 1.44 | 2.41 | |||||
25 |
0.60 | 0.70 | 0.98 | 1.44 | 2.41 | |||||
26 |
0.60 | 0.70 | 0.98 | 1.46 | 2.42 | |||||
27 |
0.60 | 0.70 | 0.98 | 1.49 | 2.43 | |||||
28 |
0.60 | 0.70 | 0.98 | 1.52 | 2.45 | |||||
29 |
0.60 | 0.70 | 0.99 | 1.56 | 2.47 | |||||
30 |
0.60 | 0.71 | 1.00 | 1.60 | 2.50 | |||||
31 |
0.60 | 0.72 | 1.02 | 1.64 | 2.54 | |||||
32 |
0.60 | 0.73 | 1.04 | 1.69 | 2.59 | |||||
33 |
0.61 | 0.74 | 1.07 | 1.74 | 2.65 | |||||
34 |
0.62 | 0.75 | 1.10 | 1.80 | 2.72 | |||||
35 |
0.65 | 0.77 | 1.13 | 1.86 | 2.78 | |||||
36 |
0.68 | 0.79 | 1.15 | 1.91 | 2.83 | |||||
37 |
0.71 | 0.82 | 1.17 | 1.95 | 2.89 | |||||
38 |
0.76 | 0.89 | 1.21 | 2.03 | 2.98 | |||||
39 |
0.80 | 0.96 | 1.32 | 2.20 | 3.15 | |||||
40 |
0.86 | 1.04 | 1.42 | 2.40 | 3.43 | |||||
41 |
0.94 | 1.12 | 1.53 | 2.72 | 3.85 | |||||
42 |
1.02 | 1.21 | 1.73 | 3.15 | 4.39 | |||||
43 |
1.14 | 1.34 | 1.96 | 3.64 | 5.01 | |||||
44 |
1.28 | 1.51 | 2.20 | 4.14 | 5.68 | |||||
45 |
1.43 | 1.68 | 2.46 | 4.63 | 6.37 | |||||
46 |
1.57 | 1.85 | 2.72 | 5.08 | 7.06 | |||||
47 |
1.71 | 2.03 | 2.98 | 5.51 | 7.77 | |||||
48 |
1.86 | 2.22 | 3.27 | 5.96 | 8.53 | |||||
49 |
2.03 | 2.43 | 3.58 | 6.46 | 9.34 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
S-3
SAFECO LIFE INSURANCE COMPANY
SAFECO-Term 15
Current Premium Rates – Males
[***] Policy Fee
Current Premium Rates – Males
[***] Policy Fee
| Issue | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
50 |
2.21 | 2.66 | 3.91 | 7.02 | 10.21 | |||||
51 |
2.42 | 2.91 | 4.26 | 7.66 | 11.14 | |||||
52 |
2.64 | 3.18 | 4.64 | 8.37 | 12.16 | |||||
53 |
2.90 | 3.49 | 5.07 | 9.16 | 13.27 | |||||
54 |
3.17 | 3.83 | 5.55 | 10.00 | 14.46 | |||||
55 |
3.46 | 4.19 | 6.08 | 10.87 | 15.69 | |||||
56 |
3.76 | 4.58 | 6.66 | 11.74 | 16.93 | |||||
57 |
4.08 | 5.00 | 7.31 | 12.65 | 18.23 | |||||
58 |
4.45 | 5.49 | 8.05 | 13.67 | 19.70 | |||||
59 |
4.87 | 6.07 | 8.93 | 14.91 | 21.53 | |||||
60 |
5.38 | 6.78 | 9.98 | 16.49 | 23.99 | |||||
61 |
5.99 | 7.64 | 11.25 | 18.51 | 27.29 | |||||
62 |
6.69 | 8.65 | 12.72 | 20.89 | 31.21 | |||||
63 |
7.47 | 9.76 | 14.32 | 23.46 | 35.35 | |||||
64 |
8.32 | 10.94 | 16.00 | 26.00 | 39.22 | |||||
65 |
9.22 | 12.16 | 17.68 | 28.30 | 42.24 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
S-3
SAFECO LIFE INSURANCE COMPANY
SAFECO-Term 15
Current Premium Rates – Females
[***] Policy Fee
Current Premium Rates – Females
[***] Policy Fee
| Issue | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
20 |
0.53 | 0.62 | 0.79 | 1.15 | 1.83 | |||||
21 |
0.53 | 0.62 | 0.79 | 1.15 | 1.83 | |||||
22 |
0.53 | 0.62 | 0.79 | 1.15 | 1.83 | |||||
23 |
0.53 | 0.62 | 0.79 | 1.15 | 1.83 | |||||
24 |
0.53 | 0.62 | 0.79 | 1.15 | 1.83 | |||||
25 |
0.53 | 0.62 | 0.80 | 1.16 | 1.85 | |||||
26 |
0.53 | 0.62 | 0.81 | 1.18 | 1.88 | |||||
27 |
0.53 | 0.62 | 0.81 | 1.20 | 1.92 | |||||
28 |
0.54 | 0.62 | 0.82 | 1.22 | 1.97 | |||||
29 |
0.54 | 0.62 | 0.83 | 1.25 | 2.02 | |||||
30 |
0.54 | 0.62 | 0.84 | 1.28 | 2.07 | |||||
31 |
0.54 | 0.62 | 0.85 | 1.30 | 2.10 | |||||
32 |
0.54 | 0.62 | 0.86 | 1.32 | 2.13 | |||||
33 |
0.54 | 0.63 | 0.87 | 1.35 | 2.16 | |||||
34 |
0.54 | 0.65 | 0.90 | 1.39 | 2.22 | |||||
35 |
0.55 | 0.67 | 0.93 | 1.46 | 2.31 | |||||
36 |
0.57 | 0.70 | 0.98 | 1.56 | 2.45 | |||||
37 |
0.61 | 0.75 | 1.04 | 1.70 | 2.63 | |||||
38 |
0.66 | 0.80 | 1.11 | 1.85 | 2.83 | |||||
39 |
0.71 | 0.85 | 1.19 | 2.01 | 3.06 | |||||
40 |
0.76 | 0.92 | 1.28 | 2.19 | 3.30 | |||||
41 |
0.82 | 0.97 | 1.38 | 2.37 | 3.55 | |||||
42 |
0.87 | 1.03 | 1.48 | 2.57 | 3.81 | |||||
43 |
0.93 | 1.09 | 1.60 | 2.77 | 4.09 | |||||
44 |
1.00 | 1.17 | 1.72 | 2.99 | 4.40 | |||||
45 |
1.07 | 1.26 | 1.84 | 3.22 | 4.74 | |||||
46 |
1.15 | 1.36 | 1.96 | 3.46 | 5.11 | |||||
47 |
1.24 | 1.47 | 2.09 | 3.71 | 5.51 | |||||
48 |
1.33 | 1.59 | 2.23 | 3.98 | 5.95 | |||||
49 |
1.44 | 1.71 | 2.38 | 4.28 | 6.41 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
S-3
SAFECO LIFE INSURANCE COMPANY
SAFECO - Term 15
Current Premium Rates – Females
[***] Policy Fee
Current Premium Rates – Females
[***] Policy Fee
| Issue | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
50 |
1.54 | 1.84 | 2.54 | 4.60 | 6.89 | |||||
51 |
1.65 | 1.97 | 2.71 | 4.95 | 7.37 | |||||
52 |
1.76 | 2.11 | 2.90 | 5.34 | 7.87 | |||||
53 |
1.88 | 2.25 | 3.11 | 5.76 | 8.43 | |||||
54 |
2.03 | 2.42 | 3.36 | 6.20 | 9.09 | |||||
55 |
2.20 | 2.61 | 3.65 | 6.65 | 9.89 | |||||
56 |
2.41 | 2.82 | 3.99 | 7.09 | 10.86 | |||||
57 |
2.65 | 3.06 | 4.38 | 7.55 | 11.98 | |||||
58 |
2.92 | 3.34 | 4.83 | 8.06 | 13.20 | |||||
59 |
3.20 | 3.65 | 5.33 | 8.69 | 14.52 | |||||
60 |
3.47 | 3.99 | 5.88 | 9.46 | 15.91 | |||||
61 |
3.72 | 4.36 | 6.48 | 10.42 | 17.39 | |||||
62 |
3.97 | 4.79 | 7.15 | 11.56 | 18.97 | |||||
63 |
4.26 | 5.28 | 7.91 | 12.84 | 20.61 | |||||
64 |
4.62 | 5.87 | 8.77 | 14.20 | 22.23 | |||||
65 |
5.09 | 6.56 | 9.74 | 15.58 | 23.69 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
S-3
SAFECO LIFE INSURANCE COMPANY
SAFECO - Term 15
Guaranteed Premium Rates – Unisex
[***] Policy Fee
Guaranteed Premium Rates – Unisex
[***] Policy Fee
| Issue | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
15 |
0.00 | 0.00 | 0.94 | 0.00 | 2.29 | |||||
16 |
0.00 | 0.00 | 0.94 | 0.00 | 2.29 | |||||
17 |
0.00 | 0.00 | 0.94 | 0.00 | 2.29 | |||||
18 |
0.00 | 0.00 | 0.94 | 0.00 | 2.29 | |||||
19 |
0.00 | 0.00 | 0.94 | 0.00 | 2.29 | |||||
20 |
0.59 | 0.68 | 0.94 | 1.38 | 2.29 | |||||
21 |
0.59 | 0.68 | 0.94 | 1.38 | 2.29 | |||||
22 |
0.59 | 0.68 | 0.94 | 1.38 | 2.29 | |||||
23 |
0.59 | 0.68 | 0.94 | 1.38 | 2.29 | |||||
24 |
0.59 | 0.68 | 0.94 | 1.38 | 2.29 | |||||
25 |
0.59 | 0.68 | 0.94 | 1.38 | 2.30 | |||||
26 |
0.59 | 0.68 | 0.95 | 1.40 | 2.31 | |||||
27 |
0.59 | 0.68 | 0.95 | 1.43 | 2.33 | |||||
28 |
0.59 | 0.68 | 0.95 | 1.46 | 2.35 | |||||
29 |
0.59 | 0.68 | 0.96 | 1.50 | 2.38 | |||||
30 |
0.59 | 0.69 | 0.97 | 1.54 | 2.41 | |||||
31 |
0.59 | 0.70 | 0.99 | 1.57 | 2.45 | |||||
32 |
0.59 | 0.71 | 1.00 | 1.62 | 2.50 | |||||
33 |
0.60 | 0.72 | 1.03 | 1.66 | 2.55 | |||||
34 |
0.60 | 0.73 | 1.06 | 1.72 | 2.62 | |||||
35 |
0.63 | 0.75 | 1.09 | 1.78 | 2.69 | |||||
36 |
0.66 | 0.77 | 1.12 | 1.84 | 2.75 | |||||
37 |
0.69 | 0.81 | 1.14 | 1.90 | 2.84 | |||||
38 |
0.74 | 0.87 | 1.19 | 1.99 | 2.95 | |||||
39 |
0.78 | 0.94 | 1.25 | 2.13 | 3.13 | |||||
40 |
0.84 | 1.02 | 1.35 | 2.34 | 3.40 | |||||
41 |
0.92 | 1.09 | 1.50 | 2.65 | 3.79 | |||||
42 |
0.99 | 1.17 | 1.68 | 3.03 | 4.27 | |||||
43 |
1.10 | 1.29 | 1.89 | 3.47 | 4.83 | |||||
44 |
1.22 | 1.44 | 2.10 | 3.91 | 5.42 | |||||
45 |
1.36 | 1.60 | 2.34 | 4.35 | 6.04 | |||||
46 |
1.49 | 1.75 | 2.57 | 4.76 | 6.67 | |||||
47 |
1.62 | 1.92 | 2.80 | 5.15 | 7.32 | |||||
48 |
1.75 | 2.09 | 3.06 | 5.56 | 8.01 | |||||
49 |
1.91 | 2.29 | 3.34 | 6.02 | 8.75 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
SAFECO LIFE INSURANCE COMPANY
SAFECO - Term 15
Guaranteed Premium Rates – Unisex
[***] Policy Fee
Guaranteed Premium Rates – Unisex
[***] Policy Fee
| Issue | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
50 |
2.08 | 2.50 | 3.64 | 6.54 | 9.55 | |||||
51 |
2.27 | 2.72 | 3.95 | 7.12 | 10.39 | |||||
52 |
2.46 | 2.97 | 4.29 | 7.76 | 11.30 | |||||
53 |
2.70 | 3.24 | 4.68 | 8.48 | 12.30 | |||||
54 |
2.94 | 3.55 | 5.11 | 9.24 | 13.39 | |||||
55 |
3.21 | 3.87 | 5.59 | 10.03 | 14.53 | |||||
56 |
3.49 | 4.23 | 6.13 | 10.81 | 15.72 | |||||
57 |
3.79 | 4.61 | 6.72 | 11.63 | 16.98 | |||||
58 |
4.14 | 5.06 | 7.41 | 12.55 | 18.40 | |||||
59 |
4.54 | 5.59 | 8.21 | 13.67 | 20.13 | |||||
60 |
5.00 | 6.22 | 9.16 | 15.08 | 22.37 | |||||
61 |
5.54 | 6.98 | 10.30 | 16.89 | 25.31 | |||||
62 |
6.15 | 7.88 | 11.61 | 19.02 | 28.76 | |||||
63 |
6.83 | 8.86 | 13.04 | 21.34 | 32.40 | |||||
64 |
7.58 | 9.93 | 14.55 | 23.64 | 35.82 | |||||
65 |
8.39 | 11.04 | 16.09 | 25.76 | 38.53 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
S-3
SAFECO LIFE INSURANCE COMPANY
All SAFECO - Term Products
Ultimate Premium Rates – Males
[***] Policy Fee
Ultimate Premium Rates – Males
[***] Policy Fee
| Attained | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
25 |
1.72 | 1.81 | 1.92 | 2.70 | 2.81 | |||||
26 |
1.74 | 1.84 | 1.95 | 2.80 | 2.91 | |||||
27 |
1.76 | 1.85 | 1.96 | 2.82 | 2.93 | |||||
28 |
1.78 | 1.88 | 1.99 | 2.86 | 2.98 | |||||
29 |
1.82 | 1.92 | 2.03 | 2.91 | 3.02 | |||||
30 |
1.85 | 1.96 | 2.07 | 2.97 | 3.09 | |||||
31 |
1.89 | 1.99 | 2.11 | 3.07 | 3.20 | |||||
32 |
1.94 | 2.04 | 2.16 | 3.20 | 3.32 | |||||
33 |
2.01 | 2.12 | 2.25 | 3.36 | 3.50 | |||||
34 |
2.11 | 2.22 | 2.35 | 3.56 | 3.70 | |||||
35 |
2.20 | 2.33 | 2.46 | 3.80 | 3.96 | |||||
36 |
2.32 | 2.45 | 2.60 | 4.08 | 4.24 | |||||
37 |
2.47 | 2.61 | 2.76 | 4.42 | 4.60 | |||||
38 |
2.64 | 2.79 | 2.95 | 4.82 | 5.01 | |||||
39 |
2.82 | 2.98 | 3.15 | 5.26 | 5.47 | |||||
40 |
3.04 | 3.21 | 3.40 | 5.78 | 6.01 | |||||
41 |
3.26 | 3.44 | 3.64 | 6.34 | 6.59 | |||||
42 |
3.50 | 3.69 | 3.91 | 6.96 | 7.23 | |||||
43 |
3.78 | 3.99 | 4.22 | 7.63 | 7.94 | |||||
44 |
4.07 | 4.29 | 4.55 | 8.37 | 8.71 | |||||
45 |
4.39 | 4.64 | 4.91 | 9.14 | 9.51 | |||||
46 |
4.76 | 5.02 | 5.32 | 9.96 | 10.36 | |||||
47 |
5.13 | 5.42 | 5.74 | 10.84 | 11.27 | |||||
48 |
5.56 | 5.87 | 6.21 | 11.79 | 12.26 | |||||
49 |
6.02 | 6.35 | 6.72 | 12.83 | 13.34 | |||||
50 |
6.54 | 6.90 | 7.31 | 13.97 | 14.52 | |||||
51 |
7.13 | 7.53 | 7.97 | 15.27 | 15.88 | |||||
52 |
7.82 | 8.25 | 8.74 | 16.73 | 17.40 | |||||
53 |
8.62 | 9.10 | 9.63 | 18.40 | 19.14 | |||||
54 |
9.49 | 10.02 | 10.61 | 20.21 | 21.02 | |||||
55 |
10.47 | 11.05 | 11.70 | 22.15 | 23.03 | |||||
56 |
11.55 | 12.19 | 12.91 | 24.21 | 25.17 | |||||
57 |
12.67 | 13.38 | 14.17 | 26.37 | 27.43 | |||||
58 |
13.95 | 14.72 | 15.59 | 28.65 | 29.80 | |||||
59 |
15.35 | 16.20 | 17.16 | 31.09 | 32.34 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
S-3
SAFECO LIFE INSURANCE COMPANY
All SAFECO - Term Products
Ultimate Premium Rates – Males
[***] Policy Fee
Ultimate Premium Rates – Males
[***] Policy Fee
| Attained | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
60 |
16.94 | 17.88 | 18.93 | 33.81 | 35.17 | |||||
61 |
18.69 | 19.73 | 20.89 | 36.89 | 38.36 | |||||
62 |
20.72 | 21.88 | 23.16 | 40.35 | 41.96 | |||||
63 |
23.01 | 24.29 | 25.72 | 44.22 | 45.99 | |||||
64 |
25.57 | 26.29 | 28.57 | 48.45 | 50.39 | |||||
65 |
28.35 | 29.93 | 31.69 | 52.93 | 55.05 | |||||
66 |
31.38 | 33.12 | 35.07 | 57.63 | 59.94 | |||||
67 |
34.61 | 36.53 | 38.68 | 62.49 | 64.99 | |||||
68 |
38.12 | 40.24 | 42.60 | 67.58 | 70.29 | |||||
69 |
42.03 | 44.36 | 46.97 | 73.12 | 76.05 | |||||
70 |
49.53 | 52.29 | 55.36 | 84.50 | 87.88 | |||||
71 |
56.62 | 59.76 | 63.28 | 94.69 | 98.47 | |||||
72 |
64.91 | 68.51 | 72.54 | 106.34 | 110.60 | |||||
73 |
74.50 | 78.63 | 83.26 | 119.50 | 124.28 | |||||
74 |
85.29 | 90.03 | 95.33 | 134.21 | 139.58 | |||||
75 |
99.81 | 105.35 | 111.55 | 154.40 | 160.57 | |||||
76 |
113.04 | 119.32 | 126.34 | 171.83 | 178.70 | |||||
77 |
127.30 | 134.37 | 142.28 | 189.99 | 197.59 | |||||
78 |
142.71 | 150.64 | 159.50 | 209.00 | 217.36 | |||||
79 |
159.69 | 168.56 | 178.48 | 229.38 | 238.56 | |||||
80 |
182.92 | 193.09 | 204.44 | 257.52 | 267.82 | |||||
81 |
204.99 | 216.38 | 229.11 | 282.76 | 294.07 | |||||
82 |
230.21 | 243.00 | 257.29 | 311.00 | 323.44 | |||||
83 |
258.60 | 272.97 | 289.03 | 342.00 | 355.68 | |||||
84 |
289.87 | 305.98 | 323.98 | 375.07 | 390.07 | |||||
85 |
330.13 | 348.48 | 368.97 | 417.73 | 434.44 | |||||
86 |
366.47 | 386.83 | 409.59 | 453.14 | 471.27 | |||||
87 |
404.55 | 427.02 | 452.14 | 490.36 | 509.98 | |||||
88 |
444.21 | 468.89 | 496.48 | 529.87 | 551.07 | |||||
89 |
486.00 | 513.00 | 543.18 | 570.34 | 593.16 | |||||
90 |
540.05 | 570.06 | 603.59 | 623.36 | 648.29 | |||||
91 |
588.70 | 621.41 | 657.96 | 668.24 | 694.97 | |||||
92 |
642.54 | 678.23 | 718.13 | 719.79 | 748.58 | |||||
93 |
706.06 | 745.29 | 789.13 | 784.18 | 815.55 | |||||
94 |
789.59 | 833.46 | 882.48 | 869.54 | 904.33 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
S-3
SAFECO LIFE INSURANCE COMPANY
All SAFECO - Term Products
Ultimate Premium Rates – Females
[***] Policy Fee
Ultimate Premium Rates – Females
[***] Policy Fee
| Attained | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
25 |
1.40 | 1.48 | 1.57 | 1.68 | 1.75 | |||||
26 |
1.44 | 1.52 | 1.61 | 1.74 | 1.81 | |||||
27 |
1.46 | 1.55 | 1.64 | 1.79 | 1.86 | |||||
28 |
1.50 | 1.58 | 1.68 | 1.86 | 1.93 | |||||
29 |
1.55 | 1.64 | 1.73 | 1.94 | 2.01 | |||||
30 |
1.60 | 1.69 | 1.79 | 2.02 | 2.10 | |||||
31 |
1.65 | 1.74 | 1.84 | 2.10 | 2.19 | |||||
32 |
1.69 | 1.79 | 1.89 | 2.19 | 2.28 | |||||
33 |
1.76 | 1.85 | 1.96 | 2.30 | 2.39 | |||||
34 |
1.84 | 1.94 | 2.06 | 2.43 | 2.53 | |||||
35 |
1.92 | 2.03 | 2.15 | 2.58 | 2.68 | |||||
36 |
2.05 | 2.16 | 2.29 | 2.79 | 2.90 | |||||
37 |
2.20 | 2.33 | 2.46 | 3.05 | 3.17 | |||||
38 |
2.37 | 2.50 | 2.65 | 3.34 | 3.47 | |||||
39 |
2.55 | 2.70 | 2.85 | 3.66 | 3.81 | |||||
40 |
2.76 | 2.91 | 3.08 | 4.05 | 4.21 | |||||
41 |
2.99 | 3.16 | 3.34 | 4.46 | 4.63 | |||||
42 |
3.22 | 3.40 | 3.60 | 4.87 | 5.06 | |||||
43 |
3.45 | 3.64 | 3.86 | 5.27 | 5.49 | |||||
44 |
3.68 | 3.88 | 4.11 | 5.68 | 5.91 | |||||
45 |
3.93 | 4.15 | 4.40 | 6.11 | 6.36 | |||||
46 |
4.20 | 4.43 | 4.69 | 6.57 | 6.83 | |||||
47 |
4.50 | 4.75 | 5.03 | 7.03 | 7.31 | |||||
48 |
4.81 | 5.07 | 5.37 | 7.53 | 7.83 | |||||
49 |
5.14 | 5.43 | 5.75 | 8.08 | 8.41 | |||||
50 |
5.53 | 5.84 | 6.18 | 8.67 | 9.02 | |||||
51 |
5.96 | 6.29 | 6.66 | 9.30 | 9.67 | |||||
52 |
6.44 | 6.80 | 7.20 | 10.01 | 10.41 | |||||
53 |
6.97 | 7.36 | 7.79 | 10.80 | 11.24 | |||||
54 |
7.52 | 7.94 | 8.40 | 11.61 | 12.08 | |||||
55 |
8.10 | 8.55 | 9.05 | 12.44 | 12.94 | |||||
56 |
8.69 | 9.17 | 9.71 | 13.27 | 13.80 | |||||
57 |
9.26 | 9.78 | 10.35 | 14.03 | 14.59 | |||||
58 |
9.84 | 10.39 | 11.00 | 14.78 | 15.38 | |||||
59 |
10.48 | 11.07 | 11.72 | 15.59 | 16.22 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
S-3
SAFECO LIFE INSURANCE COMPANY
All SAFECO-Term Products
Ultimate Premium Rates – Females
[***] Policy Fee
Ultimate Premium Rates – Females
[***] Policy Fee
| Attained | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
60 |
11.25 | 11.87 | 12.57 | 16.55 | 17.22 | |||||
61 |
12.19 | 12.87 | 13.62 | 17.76 | 18.47 | |||||
62 |
13.36 | 14.11 | 14.94 | 19.31 | 20.08 | |||||
63 |
14.80 | 15.63 | 16.55 | 21.19 | 22.03 | |||||
64 |
16.43 | 17.34 | 18.36 | 23.29 | 24.22 | |||||
65 |
18.17 | 19.18 | 20.31 | 25.51 | 26.53 | |||||
66 |
19.99 | 21.10 | 22.34 | 27.75 | 28.87 | |||||
67 |
21.83 | 23.04 | 24.39 | 29.93 | 31.13 | |||||
68 |
23.74 | 25.06 | 26.53 | 32.13 | 33.42 | |||||
69 |
25.87 | 27.31 | 28.91 | 34.53 | 35.91 | |||||
70 |
30.25 | 31.93 | 33.81 | 39.85 | 41.45 | |||||
71 |
34.55 | 36.47 | 38.61 | 45.04 | 46.84 | |||||
72 |
39.83 | 42.04 | 44.51 | 51.39 | 53.44 | |||||
73 |
46.22 | 48.79 | 51.66 | 58.99 | 61.35 | |||||
74 |
53.71 | 56.70 | 60.03 | 67.82 | 70.53 | |||||
75 |
63.98 | 67.53 | 71.50 | 79.83 | 83.02 | |||||
76 |
73.75 | 77.84 | 82.42 | 90.92 | 94.55 | |||||
77 |
84.52 | 89.21 | 94.46 | 102.87 | 106.98 | |||||
78 |
96.49 | 101.85 | 107.84 | 115.87 | 120.51 | |||||
79 |
110.04 | 116.15 | 122.98 | 130.34 | 135.55 | |||||
80 |
128.59 | 135.74 | 143.72 | 150.20 | 156.20 | |||||
81 |
147.19 | 155.37 | 164.50 | 169.45 | 176.23 | |||||
82 |
168.93 | 178.31 | 188.80 | 191.63 | 199.30 | |||||
83 |
193.88 | 204.65 | 216.69 | 217.52 | 226.22 | |||||
84 |
221.96 | 234.29 | 248.08 | 246.20 | 256.05 | |||||
85 |
258.21 | 272.55 | 288.58 | 285.64 | 297.07 | |||||
86 |
292.79 | 309.06 | 327.24 | 323.01 | 335.93 | |||||
87 |
330.40 | 348.76 | 369.27 | 363.29 | 377.82 | |||||
88 |
371.17 | 391.79 | 414.84 | 406.77 | 423.04 | |||||
89 |
415.49 | 438.57 | 464.37 | 453.58 | 471.72 | |||||
90 |
472.21 | 498.45 | 527.77 | 515.62 | 536.25 | |||||
91 |
526.39 | 555.63 | 588.31 | 574.83 | 597.83 | |||||
92 |
587.63 | 620.27 | 656.76 | 641.70 | 667.37 | |||||
93 |
659.95 | 696.62 | 737.60 | 720.69 | 749.51 | |||||
94 |
752.39 | 794.19 | 840.91 | 824.73 | 857.72 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment
Request by Symetra Financial Corp., this information has been filed separately with the
Securities and Exchange Commission.
S-3
SAFECO LIFE INSURANCE COMPANY
All SAFECO-Term Products
Ultimate Premium Rates – Unisex
[***] Policy Fee
Ultimate Premium Rates – Unisex
[***] Policy Fee
| Attained | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
25 |
1.66 | 1.75 | 1.85 | 2.49 | 2.59 | |||||
26 |
1.68 | 1.78 | 1.88 | 2.59 | 2.69 | |||||
27 |
1.70 | 1.79 | 1.90 | 2.61 | 2.72 | |||||
28 |
1.72 | 1.82 | 1.93 | 2.66 | 2.77 | |||||
29 |
1.76 | 1.86 | 1.97 | 2.71 | 2.82 | |||||
30 |
1.80 | 1.90 | 2.01 | 2.78 | 2.90 | |||||
31 |
1.84 | 1.94 | 2.06 | 2.88 | 2.99 | |||||
32 |
1.89 | 1.99 | 2.11 | 2.99 | 3.11 | |||||
33 |
1.96 | 2.07 | 2.19 | 3.15 | 3.28 | |||||
34 |
2.05 | 2.17 | 2.29 | 3.34 | 3.47 | |||||
35 |
2.15 | 2.27 | 2.40 | 3.56 | 3.70 | |||||
36 |
2.27 | 2.39 | 2.54 | 3.82 | 3.97 | |||||
37 |
2.42 | 2.55 | 2.70 | 4.15 | 4.31 | |||||
38 |
2.59 | 2.73 | 2.89 | 4.52 | 4.71 | |||||
39 |
2.77 | 2.92 | 3.09 | 4.94 | 5.14 | |||||
40 |
2.98 | 3.15 | 3.33 | 5.44 | 5.65 | |||||
41 |
3.20 | 3.38 | 3.58 | 5.96 | 6.20 | |||||
42 |
3.44 | 3.63 | 3.85 | 6.54 | 6.80 | |||||
43 |
3.71 | 3.92 | 4.15 | 7.16 | 7.45 | |||||
44 |
3.99 | 4.21 | 4.46 | 7.83 | 8.15 | |||||
45 |
4.30 | 4.54 | 4.81 | 8.54 | 8.88 | |||||
46 |
4.65 | 4.90 | 5.19 | 9.28 | 9.66 | |||||
47 |
5.01 | 5.28 | 5.60 | 10.08 | 10.48 | |||||
48 |
5.41 | 5.71 | 6.04 | 10.94 | 11.37 | |||||
49 |
5.84 | 6.17 | 6.53 | 11.88 | 12.35 | |||||
50 |
6.34 | 6.69 | 7.08 | 12.91 | 13.42 | |||||
51 |
6.90 | 7.28 | 7.71 | 14.08 | 14.64 | |||||
52 |
7.54 | 7.96 | 8.43 | 15.39 | 16.00 | |||||
53 |
8.29 | 8.75 | 9.26 | 16.88 | 17.56 | |||||
54 |
9.10 | 9.60 | 10.17 | 18.49 | 19.23 | |||||
55 |
10.00 | 10.55 | 11.17 | 20.21 | 21.02 | |||||
56 |
10.98 | 11.59 | 12.27 | 22.02 | 22.90 | |||||
57 |
11.99 | 12.66 | 13.40 | 23.90 | 24.86 | |||||
58 |
13.12 | 13.85 | 14.67 | 25.88 | 26.91 | |||||
59 |
14.38 | 15.17 | 16.07 | 27.99 | 29.11 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
SAFECO LIFE INSURANCE COMPANY
All SAFECO-Term
Products Ultimate Premium Rates – Unisex
[***] Policy Fee
All SAFECO-Term
Products Ultimate Premium Rates – Unisex
[***] Policy Fee
| Attained | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
60 |
15.80 | 16.68 | 17.66 | 30.36 | 31.58 | |||||
61 |
17.39 | 18.36 | 19.44 | 33.06 | 34.39 | |||||
62 |
19.25 | 20.32 | 21.52 | 36.14 | 37.59 | |||||
63 |
21.37 | 22.56 | 23.88 | 39.61 | 41.20 | |||||
64 |
23.74 | 25.06 | 26.53 | 43.42 | 45.16 | |||||
65 |
26.31 | 27.78 | 29.41 | 47.45 | 49.35 | |||||
66 |
29.10 | 30.72 | 32.52 | 51.66 | 53.72 | |||||
67 |
32.05 | 33.83 | 35.82 | 55.98 | 58.22 | |||||
68 |
35.24 | 37.20 | 39.39 | 60.49 | 62.91 | |||||
69 |
38.80 | 40.95 | 43.36 | 65.41 | 68.02 | |||||
70 |
45.68 | 48.22 | 51.05 | 75.57 | 78.60 | |||||
71 |
52.20 | 55.10 | 58.34 | 84.76 | 88.15 | |||||
72 |
59.89 | 63.22 | 66.94 | 95.35 | 99.16 | |||||
73 |
68.84 | 72.66 | 76.94 | 107.40 | 111.69 | |||||
74 |
78.98 | 83.36 | 88.27 | 120.93 | 125.77 | |||||
75 |
92.64 | 97.79 | 103.54 | 139.48 | 145.06 | |||||
76 |
105.18 | 111.02 | 117.55 | 155.64 | 161.87 | |||||
77 |
118.74 | 125.34 | 132.71 | 172.57 | 179.47 | |||||
78 |
133.47 | 140.88 | 149.17 | 190.38 | 197.99 | |||||
79 |
149.76 | 158.08 | 167.38 | 209.57 | 217.95 | |||||
80 |
172.06 | 181.62 | 192.30 | 236.06 | 245.50 | |||||
81 |
193.43 | 204.18 | 216.19 | 260.09 | 270.50 | |||||
82 |
217.95 | 230.06 | 243.59 | 287.12 | 298.61 | |||||
83 |
245.66 | 259.31 | 274.56 | 317.11 | 329.79 | |||||
84 |
276.29 | 291.64 | 308.80 | 349.29 | 363.26 | |||||
85 |
315.75 | 333.29 | 352.90 | 391.31 | 406.96 | |||||
86 |
351.74 | 371.28 | 393.12 | 427.12 | 444.20 | |||||
87 |
389.72 | 411.37 | 435.57 | 464.95 | 483.55 | |||||
88 |
429.61 | 453.47 | 480.15 | 505.25 | 525.46 | |||||
89 |
471.90 | 498.12 | 527.42 | 546.99 | 568.87 | |||||
90 |
526.48 | 555.73 | 588.42 | 601.81 | 625.88 | |||||
91 |
576.24 | 608.25 | 644.03 | 649.56 | 675.54 | |||||
92 |
631.55 | 666.64 | 705.85 | 704.17 | 732.34 | |||||
93 |
696.84 | 735.56 | 778.82 | 771.48 | 802.34 | |||||
94 |
782.15 | 825.60 | 874.17 | 860.58 | 895.00 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment
Request by Symetra Financial Corp. this information has been filed separately
with the Securities and Exchange Commission.
Schedule IV
Reinsurance Premiums
Rate Schedule S-4
27
3028-00-00
S-4
S-4
SAFECO LIFE INSURANCE COMPANY
SAFECO-Term 20
Current Premium Rates – Males
[***] Policy Fee
Current Premium Rates – Males
[***] Policy Fee
| Issue | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
20 |
0.74 | 0.92 | 1.25 | 1.79 | 2.90 | |||||
21 |
0.74 | 0.92 | 1.25 | 1.79 | 2.90 | |||||
22 |
0.74 | 0.92 | 1.25 | 1.79 | 2.90 | |||||
23 |
0.74 | 0.92 | 1.25 | 1.79 | 2.90 | |||||
24 |
0.74 | 0.92 | 1.25 | 1.79 | 2.90 | |||||
25 |
0.74 | 0.92 | 1.25 | 1.79 | 2.90 | |||||
26 |
0.74 | 0.92 | 1.26 | 1.81 | 2.90 | |||||
27 |
0.75 | 0.93 | 1.28 | 1.83 | 2.90 | |||||
28 |
0.75 | 0.94 | 1.29 | 1.86 | 2.90 | |||||
29 |
0.75 | 0.95 | 1.31 | 1.90 | 2.92 | |||||
30 |
0.76 | 0.96 | 1.33 | 1.95 | 2.98 | |||||
31 |
0.76 | 0.97 | 1.34 | 2.00 | 3.08 | |||||
32 |
0.76 | 0.98 | 1.34 | 2.06 | 3.21 | |||||
33 |
0.77 | 1.00 | 1.36 | 2.14 | 3.38 | |||||
34 |
0.78 | 1.03 | 1.38 | 2.24 | 3.57 | |||||
35 |
0.80 | 1.07 | 1.43 | 2.38 | 3.78 | |||||
36 |
0.84 | 1.13 | 1.50 | 2.55 | 4.01 | |||||
37 |
0.88 | 1.21 | 1.59 | 2.77 | 4.26 | |||||
38 |
0.94 | 1.30 | 1.71 | 3.02 | 4.56 | |||||
39 |
1.02 | 1.40 | 1.85 | 3.32 | 4.92 | |||||
40 |
1.11 | 1.51 | 2.02 | 3.67 | 5.36 | |||||
41 |
1.22 | 1.62 | 2.22 | 4.09 | 5.90 | |||||
42 |
1.34 | 1.74 | 2.46 | 4.56 | 6.53 | |||||
43 |
1.48 | 1.88 | 2.72 | 5.08 | 7.23 | |||||
44 |
1.64 | 2.03 | 3.00 | 5.63 | 7.98 | |||||
45 |
1.81 | 2.21 | 3.30 | 6.21 | 8.77 | |||||
46 |
2.00 | 2.42 | 3.61 | 6.80 | 9.58 | |||||
47 |
2.21 | 2.65 | 3.95 | 7.42 | 10.44 | |||||
48 |
2.44 | 2.92 | 4.31 | 8.08 | 11.36 | |||||
49 |
2.68 | 3.20 | 4.69 | 8.79 | 12.36 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
S-4
SAFECO LIFE INSURANCE COMPANY
SAFECO-Term 20
Current Premium Rates – Males
[***] Policy Fee
Current Premium Rates – Males
[***] Policy Fee
| Issue | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
50 |
2.93 | 3.49 | 5.09 | 9.55 | 13.47 | |||||
51 |
3.17 | 3.79 | 5.50 | 10.37 | 14.70 | |||||
52 |
3.40 | 4.09 | 5.93 | 11.25 | 16.02 | |||||
53 |
3.68 | 4,44 | 6.40 | 12.20 | 17.43 | |||||
54 |
4.04 | 4.84 | 6.94 | 13.22 | 18.94 | |||||
55 |
4.56 | 5.33 | 7.60 | 14.37 | 20.59 | |||||
56 |
5.30 | 5.94 | 8.40 | 15.67 | 22.42 | |||||
57 |
6.19 | 6.64 | 9.32 | 17.10 | 24.40 | |||||
58 |
7.14 | 7.40 | 10.32 | 18.59 | 26.40 | |||||
59 |
7.99 | 8.17 | 11.33 | 20.03 | 28.26 | |||||
60 |
8.60 | 8.86 | 12.27 | 21.25 | 29.70 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
S-4
SAFECO LIFE INSURANCE COMPANY
SAFECO-Term20
Current Premium Rates – Females
[***] Policy Fee
Current Premium Rates – Females
[***] Policy Fee
| Issue | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
20 |
0.61 | 0.74 | 1.03 | 1.29 | 2.02 | |||||
21 |
0.61 | 0.74 | 1.03 | 1.29 | 2.02 | |||||
22 |
0.61 | 0.74 | 1.03 | 1.29 | 2.02 | |||||
23 |
0.61 | 0.74 | 1.03 | 1.29 | 2.02 | |||||
24 |
0.61 | 0.74 | 1.03 | 1.29 | 2.02 | |||||
25 |
0.62 | 0.75 | 1.03 | 1.29 | 2.05 | |||||
26 |
0.63 | 0.75 | 1.04 | 1.32 | 2.10 | |||||
27 |
0.64 | 0.75 | 1.05 | 1.36 | 2.16 | |||||
28 |
0.64 | 0.75 | 1.07 | 1.42 | 2.24 | |||||
29 |
0.65 | 0.75 | 1.08 | 1.47 | 2.32 | |||||
30 |
0.66 | 0.75 | 1.10 | 1.53 | 2.40 | |||||
31 |
0.66 | 0.76 | 1.11 | 1.58 | 2.46 | |||||
32 |
0.66 | 0.78 | 1.12 | 1.63 | 2.51 | |||||
33 |
0.66 | 0.81 | 1.13 | 1.70 | 2.58 | |||||
34 |
0.66 | 0.84 | 1.15 | 1.77 | 2.67 | |||||
35 |
0.67 | 0.88 | 1.17 | 1.87 | 2.82 | |||||
36 |
0.70 | 0.93 | 1.23 | 2.00 | 3.03 | |||||
37 |
0.74 | 1.00 | 1.31 | 2.14 | 3.29 | |||||
38 |
0.79 | 1.07 | 1.41 | 2.31 | 3.60 | |||||
39 |
0.85 | 1.14 | 1.51 | 2.50 | 3.92 | |||||
40 |
0.91 | 1.22 | 1.62 | 2.71 | 4.25 | |||||
41 |
0.97 | 1.30 | 1.73 | 2.94 | 4.58 | |||||
42 |
1.03 | 1.38 | 1.85 | 3.18 | 4.93 | |||||
43 |
1.11 | 1.47 | 1.98 | 3.45 | 5.29 | |||||
44 |
1.19 | 1.56 | 2.13 | 3.73 | 5.69 | |||||
45 |
1.28 | 1.67 | 2.28 | 4.02 | 6.12 | |||||
46 |
1.39 | 1.79 | 2.45 | 4.32 | 6.59 | |||||
47 |
1.51 | 1.92 | 2.63 | 4.64 | 7.10 | |||||
48 |
1.65 | 2.06 | 2.83 | 4.97 | 7.64 | |||||
49 |
1.79 | 2.21 | 3.04 | 5.33 | 8.22 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
S-4
SAFECO LIFE INSURANCE COMPANY
SAFECO-Term 20
Current Premium Rates – Females
[* * *] Policy Fee
Current Premium Rates – Females
[* * *] Policy Fee
| Issue | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
50 |
1.94 | 2.38 | 3.26 | 5.72 | 8.82 | |||||
51 |
2.08 | 2.56 | 3.49 | 6.14 | 9.44 | |||||
52 |
2.23 | 2.75 | 3.37 | 6.58 | 10.08 | |||||
53 |
2.39 | 2.96 | 4.00 | 7.06 | 10.76 | |||||
54 |
2.57 | 3.19 | 4.31 | 7.57 | 11.50 | |||||
55 |
2.79 | 3.45 | 4.66 | 8.14 | 12.35 | |||||
56 |
3.05 | 3.75 | 5.08 | 8.77 | 13.34 | |||||
57 |
3.35 | 4.08 | 5.56 | 9.47 | 14.45 | |||||
58 |
3.68 | 4.44 | 6.09 | 10.21 | 15.59 | |||||
59 |
4.00 | 4.82 | 6.63 | 10.95 | 16.63 | |||||
60 |
4.28 | 5.18 | 7.16 | 11.60 | 17.39 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
S-4
SAFECO LIFE INSURANCE COMPANY
SAFECO-Term 20
Guaranteed Premium Rates – Unisex
[* * *] Policy Fee
Guaranteed Premium Rates – Unisex
[* * *] Policy Fee
| Issue | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
15 |
0.00 | 0.00 | 1.21 | 0.00 | 2.72 | |||||
16 |
0.00 | 0.00 | 1.21 | 0.00 | 2.72 | |||||
17 |
0.00 | 0.00 | 1.21 | 0.00 | 2.72 | |||||
18 |
0.00 | 0.00 | 1.21 | 0.00 | 2.72 | |||||
19 |
0.00 | 0.00 | 1.21 | 0.00 | 2.72 | |||||
20 |
0.71 | 0.88 | 1.21 | 1.69 | 2.72 | |||||
21 |
0.71 | 0.88 | 1.21 | 1.69 | 2.72 | |||||
22 |
0.71 | 0.88 | 1.21 | 1.69 | 2.72 | |||||
23 |
0.71 | 0.88 | 1.21 | 1.69 | 2.72 | |||||
24 |
0.71 | 0.88 | 1.21 | 1.69 | 2.72 | |||||
25 |
0.72 | 0.89 | 1.21 | 1.69 | 2.73 | |||||
26 |
0.72 | 0.89 | 1.22 | 1.71 | 2.74 | |||||
27 |
0.73 | 0.89 | 1.23 | 1.74 | 2.75 | |||||
28 |
0.73 | 0.90 | 1.25 | 1.77 | 2.77 | |||||
29 |
0.73 | 0.91 | 1.26 | 1.81 | 2.80 | |||||
30 |
0.74 | 0.92 | 1.28 | 1.87 | 2.86 | |||||
31 |
0.74 | 0.93 | 1.29 | 1.92 | 2.96 | |||||
32 |
0.74 | 0.94 | 1.29 | 1.97 | 3.07 | |||||
33 |
0.75 | 0.96 | 1.31 | 2.05 | 3.22 | |||||
34 |
0.76 | 0.99 | 1.33 | 2.15 | 3.39 | |||||
35 |
0.77 | 1.03 | 1.38 | 2.28 | 3.59 | |||||
36 |
0.81 | 1.09 | 1.45 | 2.44 | 3.81 | |||||
37 |
0.85 | 1.17 | 1.53 | 2.64 | 4.07 | |||||
38 |
0.91 | 1.25 | 1.65 | 2.88 | 4.37 | |||||
39 |
0.99 | 1.35 | 1.78 | 3.16 | 4.72 | |||||
40 |
1.07 | 1.45 | 1.94 | 3.48 | 5.14 | |||||
41 |
1.17 | 1.56 | 2.12 | 3.86 | 5.64 | |||||
42 |
1.28 | 1.67 | 2.34 | 4.28 | 6.21 | |||||
43 |
1.41 | 1.80 | 2.57 | 4.75 | 6.84 | |||||
44 |
1.55 | 1.94 | 2.83 | 5.25 | 7.52 | |||||
45 |
1.70 | 2.10 | 3.10 | 5.77 | 8.24 | |||||
46 |
1.88 | 2.29 | 3.38 | 6.30 | 8.98 | |||||
47 |
2.07 | 2.50 | 3.69 | 6.86 | 9.77 | |||||
48 |
2.28 | 2.75 | 4.01 | 7.46 | 10.62 | |||||
49 |
2.50 | 3.00 | 4.36 | 8.10 | 11.53 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
S-4
SAFECO LIFE INSURANCE COMPANY
SAFECO-Term 20
Guaranteed Premium Rates – Unisex
[* * *] Policy Fee
Guaranteed Premium Rates – Unisex
[* * *] Policy Fee
| Issue | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
50 |
2.73 | 3.27 | 4.72 | 8.78 | 12.54 | |||||
51 |
2.95 | 3.54 | 5.10 | 9.52 | 13.65 | |||||
52 |
3.17 | 3.82 | 5.49 | 10.32 | 14.83 | |||||
53 |
3.42 | 4.14 | 5.92 | 11.17 | 16.10 | |||||
54 |
3.75 | 4.51 | 6.41 | 12.09 | 17.45 | |||||
55 |
4.21 | 4.95 | 7.01 | 13.12 | 18.94 | |||||
56 |
4.85 | 5.50 | 7.74 | 14.29 | 20.60 | |||||
57 |
5.62 | 6.13 | 8.57 | 15.57 | 22.41 | |||||
58 |
6.45 | 6.81 | 9.47 | 16.91 | 22.24 | |||||
59 |
7.19 | 7.50 | 10.39 | 18.21 | 25.93 | |||||
60 |
7.74 | 8.12 | 11.25 | 19.32 | 27.24 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
S-4
SAFECO LIFE INSURANCE COMPANY
All SAFECO –Term Products
Ultimate Premium Rates – Males
[* * *] Policy Fee
Ultimate Premium Rates – Males
[* * *] Policy Fee
| Attained | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
25 |
1.72 | 1.81 | 1.92 | 2.70 | 2.81 | |||||
26 |
1.74 | 1.84 | 1.95 | 2.80 | 2.91 | |||||
27 |
1.76 | 1.85 | 1.96 | 2.82 | 2.93 | |||||
28 |
1.78 | 1.88 | 1.99 | 2.86 | 2.98 | |||||
29 |
1.82 | 1.92 | 2.03 | 2.91 | 3.02 | |||||
30 |
1.85 | 1.96 | 2.07 | 2.97 | 3.09 | |||||
31 |
1.89 | 1.99 | 2.11 | 3.07 | 3.20 | |||||
32 |
1.94 | 2.04 | 2.16 | 3.20 | 3.32 | |||||
33 |
2.01 | 2.12 | 2.25 | 3.36 | 3.50 | |||||
34 |
2.11 | 2.22 | 2.35 | 3.56 | 3.70 | |||||
35 |
2.20 | 2.33 | 2.46 | 3.80 | 3.96 | |||||
36 |
2.32 | 2.45 | 2.60 | 4.08 | 4.24 | |||||
37 |
2.47 | 2.61 | 2.76 | 4.42 | 4.60 | |||||
38 |
2.64 | 2.79 | 2.95 | 4.82 | 5.01 | |||||
39 |
2.82 | 2.98 | 3.15 | 5.26 | 5.47 | |||||
40 |
3.04 | 3.21 | 3.40 | 5.78 | 6.01 | |||||
41 |
3.26 | 3.44 | 3.64 | 6.64 | 6.59 | |||||
42 |
3.50 | 3.69 | 3.91 | 6.96 | 7.23 | |||||
43 |
3.78 | 3.99 | 4.22 | 7.63 | 7.94 | |||||
44 |
4.07 | 4.29 | 4.55 | 8.37 | 8.71 | |||||
45 |
4.39 | 4.64 | 4.91 | 9.14 | 9.51 | |||||
46 |
4.76 | 5.02 | 5.32 | 9.96 | 10.36 | |||||
47 |
5.13 | 5.42 | 5.74 | 10.84 | 11.27 | |||||
48 |
5.56 | 5.87 | 6.21 | 11.79 | 12.26 | |||||
49 |
6.02 | 6.35 | 6.72 | 12.83 | 13.34 | |||||
50 |
6.54 | 6.90 | 7.31 | 13.97 | 14.52 | |||||
51 |
7.13 | 7.53 | 7.97 | 15.27 | 15.88 | |||||
52 |
7.82 | 8.25 | 8.74 | 16.73 | 17.40 | |||||
53 |
8.62 | 9.10 | 9.63 | 18.40 | 19.14 | |||||
54 |
9.49 | 10.02 | 10.61 | 20.21 | 21.02 | |||||
| . | ||||||||||
55 |
10.47 | 11.05 | 11.70 | 22.15 | 23.03 | |||||
56 |
11.55 | 12.19 | 12.91 | 24.21 | 25.17 | |||||
57 |
12.67 | 13.38 | 14.17 | 26.37 | 27.43 | |||||
58 |
13.95 | 14.72 | 15.59 | 28.65 | 29.80 | |||||
59 |
15.35 | 16.20 | 17.16 | 31.09 | 32.34 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
S-4
SAFECO LIFE INSURANCE COMPANY
All SAFECO-Term Products
Ultimate Premium Rates – Males
[***] Policy Fee
All SAFECO-Term Products
Ultimate Premium Rates – Males
[***] Policy Fee
| Attained | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
60 |
16.94 | 17.88 | 18.93 | 33.81 | 35.17 | |||||
61 |
18.69 | 19.73 | 20.89 | 36.89 | 38.36 | |||||
62 |
20.72 | 21.88 | 23.16 | 40.35 | 41.96 | |||||
63 |
23.01 | 24.29 | 25.72 | 44.22 | 45.99 | |||||
64 |
25.57 | 26.99 | 28.57 | 48.45 | 50.39 | |||||
65 |
28.35 | 29.93 | 31.69 | 52.93 | 55.05 | |||||
66 |
31.38 | 33.12 | 35.07 | 57.63 | 59.94 | |||||
67 |
34.61 | 36.53 | 38.68 | 62.49 | 64.99 | |||||
68 |
38.12 | 40.24 | 42.60 | 67.58 | 70.29 | |||||
69 |
42.03 | 44.36 | 46.97 | 73.12 | 76.05 | |||||
70 |
49.53 | 52.29 | 55.36 | 84.50 | 87.88 | |||||
71 |
56.62 | 59.76 | 63.28 | 94.69 | 98.47 | |||||
72 |
64.91 | 68.51 | 72.54 | 106.34 | 110.60 | |||||
73 |
74.50 | 78.63 | 83.26 | 119.50 | 124.28 | |||||
74 |
85.29 | 90.03 | 95.33 | 134.21 | 139.58 | |||||
75 |
99.81 | 105.35 | 111.55 | 154.40 | 160.57 | |||||
76 |
113.04 | 119.32 | 126.34 | 171.83 | 178.70 | |||||
77 |
127.30 | 134.37 | 142.28 | 189.99 | 197.59 | |||||
78 |
142.71 | 150.64 | 159.50 | 209.00 | 217.36 | |||||
79 |
159.69 | 168.56 | 178.48 | 229.38 | 238.56 | |||||
80 |
182.92 | 193.09 | 204.44 | 257.52 | 267.82 | |||||
81 |
204.99 | 216.38 | 229.11 | 282.76 | 294.07 | |||||
82 |
230.21 | 243.00 | 257.29 | 311.00 | 323.44 | |||||
83 |
258.60 | 272.97 | 289.03 | 342.00 | 355.68 | |||||
84 |
289.87 | 305.98 | 323.98 | 375.07 | 390.07 | |||||
85 |
330.13 | 348.48 | 368.97 | 417.73 | 434.44 | |||||
86 |
366.47 | 386.83 | 409.59 | 453.14 | 471.27 | |||||
87 |
404.55 | 427.02 | 452.14 | 490.36 | 509.98 | |||||
88 |
444.21 | 468.89 | 496.48 | 529.87 | 551.07 | |||||
89 |
486.00 | 513.00 | 543.18 | 570.34 | 593.16 | |||||
90 |
540.05 | 570.06 | 603.59 | 623.36 | 648.29 | |||||
91 |
588.70 | 621.41 | 657.96 | 668.24 | 694.97 | |||||
92 |
642.54 | 678.23 | 718.13 | 719.79 | 748.58 | |||||
93 |
706.06 | 745.29 | 789.13 | 784.18 | 815.55 | |||||
94 |
789.59 | 833.46 | 882.48 | 869.54 | 904.33 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment
Request by Symetra Financial Corp., this information has been filed separately with the
Securities and Exchange Commission.
S-4
SAFECO LIFE INSURANCE COMPANY
All SAFECO-Term Products
Ultimate Premium Rates – Females
[***] Policy Fee
All SAFECO-Term Products
Ultimate Premium Rates – Females
[***] Policy Fee
| Attained | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
25 |
1.40 | 1.48 | 1.57 | 1.68 | 1.75 | |||||
26 |
1.44 | 1.52 | 1.61 | 1.74 | 1.81 | |||||
27 |
1.46 | 1.55 | 1.64 | 1.79 | 1.86 | |||||
28 |
1.50 | 1.58 | 1.68 | 1.86 | 1.93 | |||||
29 |
1.55 | 1.64 | 1.73 | 1.94 | 2.01 | |||||
30 |
1.60 | 1.69 | 1.79 | 2.02 | 2.10 | |||||
31 |
1.65 | 1.74 | 1.84 | 2.10 | 2.19 | |||||
32 |
1.69 | 1.79 | 1.89 | 2.19 | 2.28 | |||||
33 |
1.76 | 1.85 | 1.96 | 2.30 | 2.39 | |||||
34 |
1.84 | 1.94 | 2.06 | 2.43 | 2.53 | |||||
35 |
1.92 | 2.03 | 2.15 | 2.58 | 2.68 | |||||
36 |
2.05 | 2.16 | 2.29 | 2.79 | 2.90 | |||||
37 |
2.20 | 2.33 | 2.46 | 3.05 | 3.17 | |||||
38 |
2.37 | 2.50 | 2.65 | 3.34 | 3.47 | |||||
39 |
2.55 | 2.70 | 2.85 | 3.66 | 3.81 | |||||
40 |
2.76 | 2.91 | 3.08 | 4.05 | 4.21 | |||||
41 |
2.99 | 3.16 | 3.34 | 4.46 | 4.63 | |||||
42 |
3.22 | 3.40 | 3.60 | 4.87 | 5.06 | |||||
43 |
3.45 | 3.64 | 3.86 | 5.27 | 5.49 | |||||
44 |
3.68 | 3.88 | 4.11 | 5.68 | 5.91 | |||||
45 |
3.93 | 4.15 | 4.40 | 6.11 | 6.36 | |||||
46 |
4.20 | 4.43 | 4.69 | 6.57 | 6.83 | |||||
47 |
4.50 | 4.75 | 5.03 | 7.03 | 7.31 | |||||
48 |
4.81 | 5.07 | 5.37 | 7.53 | 7.83 | |||||
49 |
5.14 | 5.43 | 5.75 | 8.08 | 8.41 | |||||
50 |
5.53 | 5.84 | 6.18 | 8.67 | 9.02 | |||||
51 |
5.96 | 6.29 | 6.66 | 9.30 | 9.67 | |||||
52 |
6.44 | 6.80 | 7.20 | 10.01 | 10.41 | |||||
53 |
6.97 | 7.36 | 7.79 | 10.80 | 11.24 | |||||
54 |
7.52 | 7.94 | 8.40 | 11.61 | 12.08 | |||||
55 |
8.10 | 8.55 | 9.05 | 12.44 | 12.94 | |||||
56 |
8.69 | 9.17 | 9.71 | 13.27 | 13.80 | |||||
57 |
9.26 | 9.78 | 10.35 | 14.03 | 14.59 | |||||
58 |
9.84 | 10.39 | 11.00 | 14.78 | 15.38 | |||||
59 |
10.48 | 11.07 | 11.72 | 15.59 | 16.22 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment
Request by Symetra Financial Corp., this information has been filed separately with the
Securities and Exchange Commission.
S-4
SAFECO LIFE INSURANCE COMPANY
All SAFECO-Term Products
Ultimate Premium Rates – Females
[***] Policy Fee
All SAFECO-Term Products
Ultimate Premium Rates – Females
[***] Policy Fee
| Attained | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
60 |
11.25 | 11.87 | 12.57 | 16.55 | 17.22 | |||||
61 |
12.19 | 12.87 | 13.62 | 17.76 | 18.47 | |||||
62 |
13.36 | 14.11 | 14.94 | 19.31 | 20.8 | |||||
63 |
14.80 | 15.63 | 16.55 | 21.19 | 2203 | |||||
64 |
16.43 | 17.34 | 18.36 | 23.29 | 24.22 | |||||
65 |
18.17 | 19.18 | 20.31 | 25.51 | 26.53 | |||||
66 |
19.99 | 21.10 | 22.34 | 27.75 | 28.87 | |||||
67 |
21.83 | 23.04 | 24.39 | 29.93 | 31.13 | |||||
68 |
23.74 | 25.06 | 26.53 | 32.13 | 33.42 | |||||
69 |
25.87 | 27.31 | 28.91 | 34.53 | 35.91 | |||||
70 |
30.25 | 31.93 | 33.81 | 39.85 | 41.45 | |||||
71 |
34.55 | 36.47 | 38.61 | 45.04 | 46.84 | |||||
72 |
39.83 | 42.04 | 44.51 | 51.39 | 53.44 | |||||
73 |
46.22 | 48.79 | 51.66 | 58.99 | 61.35 | |||||
74 |
53.71 | 56.70 | 60.03 | 67.82 | 70.53 | |||||
75 |
63.98 | 67.53 | 71.50 | 79.83 | 83.02 | |||||
76 |
73.75 | 77.84 | 82.42 | 90.92 | 94.55 | |||||
77 |
84.52 | 89.21 | 94.46 | 102.87 | 106.98 | |||||
78 |
96.49 | 101.85 | 107.84 | 115.87 | 120.51 | |||||
79 |
110.04 | 116.15 | 122.98 | 130.34 | 135.55 | |||||
80 |
128.59 | 135.74 | 143.72 | 150.20 | 156.20 | |||||
81 |
147.19 | 155.37 | 164.50 | 169.45 | 176.23 | |||||
82 |
168.93 | 178.31 | 188.80 | 191.63 | 199.30 | |||||
83 |
193.88 | 204.65 | 216.69 | 217.52 | 226.22 | |||||
84 |
221.96 | 234.29 | 248.08 | 246.20 | 256.05 | |||||
85 |
258.21 | 272.55 | 288.58 | 285.64 | 297.07 | |||||
86 |
292.79 | 309.06 | 327.24 | 323.01 | 335.93 | |||||
87 |
330.40 | 348.76 | 369.27 | 363.29 | 377.82 | |||||
88 |
371.17 | 391.79 | 414.84 | 406.77 | 423.04 | |||||
89 |
415.49 | 438.57 | 464.37 | 453.58 | 471.72 | |||||
90 |
472.21 | 498.45 | 527.77 | 515.62 | 536.25 | |||||
91 |
526.39 | 555.63 | 588.31 | 574.83 | 597.83 | |||||
92 |
587.63 | 620.27 | 656.76 | 641.70 | 667.37 | |||||
93 |
659.95 | 696.62 | 737.60 | 720.69 | 749.51 | |||||
94 |
752.39 | 794.19 | 840.91 | 824.73 | 857.72 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
S-4
SAFECO LIFE INSURANCE COMPANY
All SAFECO-Term Products
Ultimate Premium Rates – Unisex
[***] Policy Fee
All SAFECO-Term Products
Ultimate Premium Rates – Unisex
[***] Policy Fee
| Attained | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
25 |
1.66 | 1.75 | 1.85 | 2.49 | 2.59 | |||||
26 |
1.68 | 1.78 | 1.88 | 2.59 | 2.69 | |||||
27 |
1.70 | 1.79 | 1.90 | 2.61 | 2.72 | |||||
28 |
1.72 | 1.82 | 1.93 | 2.66 | 2.77 | |||||
29 |
1.76 | 1.86 | 1.97 | 2.71 | 2.82 | |||||
30 |
1.80 | 1.90 | 2.01 | 2.78 | 2.90 | |||||
31 |
1.84 | 1.94 | 2.06 | 2.88 | 2.99 | |||||
32 |
1.89 | 1.99 | 2.11 | 2.99 | 3.11 | |||||
33 |
1.96 | 2.07 | 2.19 | 3.15 | 3.28 | |||||
34 |
2.05 | 2.17 | 2.29 | 3.34 | 3.47 | |||||
35 |
2.15 | 2.27 | 2.40 | 3.56 | 3.70 | |||||
36 |
2.27 | 2.39 | 2.54 | 3.82 | 3.97 | |||||
37 |
2.42 | 2.55 | 2.70 | 4.15 | 4.31 | |||||
38 |
2.59 | 2.73 | 2.89 | 4.52 | 4.71 | |||||
39 |
2.77 | 2.92 | 3.09 | 4.94 | 5.14 | |||||
40 |
2.98 | 3.15 | 3.33 | 5.44 | 5.65 | |||||
41 |
3.20 | 3.38 | 3.58 | 5.96 | 6.20 | |||||
42 |
3.44 | 3.63 | 3.85 | 6.54 | 6.80 | |||||
43 |
3.71 | 3.92 | 4.15 | 7.16 | 7.45 | |||||
44 |
3.99 | 4.21 | 4.46 | 7.83 | 8.15 | |||||
45 |
4.30 | 4.54 | 4.81 | 8.54 | 8.88 | |||||
46 |
4.65 | 4.90 | 5.19 | 9.28 | 9.66 | |||||
47 |
5.01 | 5.28 | 5.60 | 10.08 | 10.48 | |||||
48 |
5.41 | 5.71 | 6.04 | 10.94 | 11.37 | |||||
49 |
5.84 | 6.17 | 6.53 | 11.88 | 12.35 | |||||
50 |
6.34 | 6.69 | 7.08 | 12.91 | 13.42 | |||||
51 |
6.90 | 7.28 | 7.71 | 14.08 | 14.64 | |||||
52 |
7.54 | 7.96 | 8.43 | 15.39 | 16.00 | |||||
53 |
8.29 | 8.75 | 9.26 | 16.88 | 17.56 | |||||
54 |
9.10 | 9.60 | 10.17 | 18.49 | 19.23 | |||||
55 |
10.00 | 10.55 | 11.17 | 20.21 | 21.02 | |||||
56 |
10.98 | 11.59 | 12.27 | 22.02 | 22.90 | |||||
57 |
11.99 | 12.66 | 13,40 | 23.90 | 24.86 | |||||
58 |
13.12 | 13.85 | 14.67 | 25.88 | 26.91 | |||||
59 |
14.38 | 15.17 | 16.07 | 27.99 | 29.11 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment
Request by Symetra Financial Corp., this information has been filed separately with the
Securities and Exchange Commission.
SAFECO LIFE INSURANCE COMPANY
All SAFECO-Term Products
Ultimate premium Rates – Unisex
[***] Policy Fee
All SAFECO-Term Products
Ultimate premium Rates – Unisex
[***] Policy Fee
| Attained | Select | Preferred | Standard | Preferred | Standard | |||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||
60 |
15.80 | 16.68 | 17.66 | 30.36 | 31.58 | |||||
61 |
17.39 | 18.36 | 19.44 | 33.06 | 34.39 | |||||
62 |
19.25 | 20.32 | 21.52 | 36.14 | 37.59 | |||||
63 |
21.37 | 22.56 | 23.88 | 39.61 | 41.20 | |||||
64 |
23.74 | 25.06 | 26.53 | 43.42 | 45.16 | |||||
65 |
26.31 | 27.78 | 29.41 | 47.45 | 49.35 | |||||
66 |
29.10 | 30.72 | 32.52 | 51.66 | 53.72 | |||||
67 |
32.05 | 33.83 | 35.82 | 55.98 | 58.22 | |||||
68 |
35.24 | 37.20 | 39.39 | 60.49 | 62.91 | |||||
69 |
38.80 | 40.95 | 43.36 | 65.41 | 68.02 | |||||
70 |
45.68 | 48.22 | 51.05 | 75.57 | 78.60 | |||||
71 |
52.20 | 55.10 | 58.34 | 84.76 | 88.15 | |||||
72 |
59.89 | 63.22 | 66.94 | 95.35 | 99.16 | |||||
73 |
68.84 | 72.66 | 76.94 | 107.40 | 111.69 | |||||
74 |
78.98 | 83.36 | 88.27 | 120.93 | 125.77 | |||||
75 |
92.64 | 97.79 | 103.54 | 139.48 | 145.06 | |||||
76 |
105.18 | 111.02 | 117.55 | 155.64 | 161.87 | |||||
77 |
118.74 | 125.34 | 132.71 | 172.57 | 179.47 | |||||
78 |
133.47 | 140.88 | 149.17 | 190.38 | 197.99 | |||||
79 |
149.76 | 158.08 | 167.38 | 209.57 | 217.95 | |||||
80 |
172.06 | 181.62 | 192.30 | 236.06 | 245.50 | |||||
81 |
193.43 | 204.18 | 216.19 | 260.09 | 270.50 | |||||
82 |
217.95 | 230.06 | 243.59 | 287.12 | 298.61 | |||||
83 |
245.66 | 259.31 | 274.56 | 317.11 | 329.79 | |||||
84 |
276.29 | 291.64 | 308.80 | 349.29 | 363.26 | |||||
85 |
315.75 | 333.29 | 352.90 | 391.31 | 406.96 | |||||
86 |
351.74 | 371.28 | 393.12 | 427.12 | 444.20 | |||||
87 |
389.72 | 411.37 | 435.57 | 464.95 | 483.55 | |||||
88 |
429.61 | 453.47 | 480.15 | 505.25 | 525.46 | |||||
89 |
471.90 | 498.12 | 527.42 | 546.99 | 568.87 | |||||
90 |
526.48 | 555.73 | 588.42 | 601.81 | 625.88 | |||||
91 |
576.24 | 608.25 | 644.03 | 649.56 | 675.54 | |||||
92 |
631.55 | 666.64 | 705.85 | 704.17 | 732.34 | |||||
93 |
696.84 | 735.56 | 778.82 | 771.48 | 802.34 | |||||
94 |
782.15 | 825.60 | 874.17 | 860.58 | 895.00 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
Schedule IV
Reinsurance Premiums
Rate Schedules S – 5
28
3028-00-00
S-5
S-5
SUPPLEMENTARY BENEFITS RATES
| Level Period | ART for After Level Period | ||||||||||||
| Issue | Attn | ||||||||||||
| Age | WP | Age | WP | ||||||||||
15 |
0.06 | 25 | 0.06 | ||||||||||
16 |
0.06 | 26 | 0.06 | ||||||||||
17 |
0.06 | 27 | 0.07 | ||||||||||
18 |
0.06 | 28 | 0.07 | ||||||||||
19 |
0.06 | 29 | 0.08 | ||||||||||
20 |
0.06 | 30 | 0.08 | ||||||||||
21 |
0.06 | 31 | 0.08 | ||||||||||
22 |
0.07 | 32 | 0.09 | ||||||||||
23 |
0.07 | 33 | 0.09 | ||||||||||
24 |
0.07 | 34 | 0.09 | ||||||||||
25 |
0.07 | 35 | 0.10 | ||||||||||
26 |
0.08 | 36 | 0.11 | ||||||||||
27 |
0.08 | 37 | 0.12 | ||||||||||
28 |
0.09 | 38 | 0.13 | ||||||||||
29 |
0.09 | 39 | 0.13 | ||||||||||
30 |
0.10 | 40 | 0.15 | ||||||||||
31 |
0.10 | 41 | 0.17 | ||||||||||
32 |
0.11 | 42 | 0.18 | ||||||||||
33 |
0.12 | 43 | 0.20 | ||||||||||
34 |
0.13 | 44 | 0.23 | ||||||||||
35 |
0.14 | 45 | 0.27 | ||||||||||
36 |
0.16 | 46 | 0.33 | ||||||||||
37 |
0.18 | 47 | 0.38 | ||||||||||
38 |
0.20 | 48 | 0.46 | ||||||||||
39 |
0.22 | 49 | 0.57 | ||||||||||
40 |
0.26 | 50 | 0.73 | ||||||||||
41 |
0.31 | 51 | 0.96 | ||||||||||
42 |
0.37 | 52 | 1.25 | ||||||||||
43 |
0.46 | 53 | 1.59 | ||||||||||
44 |
0.57 | 54 | 1.90 | ||||||||||
45 |
0.71 | 55 | 2.18 | ||||||||||
46 |
0.87 | 56 | 2.38 | ||||||||||
47 |
1.06 | 57 | 2.55 | ||||||||||
48 |
1.26 | 58 | 2.70 | ||||||||||
49 |
1.48 | 59 | 2.88 | ||||||||||
50 |
1.72 | 60 | |||||||||||
51 |
1.89 | 61 | |||||||||||
52 |
2.06 | 62 | |||||||||||
53 |
2.23 | 63 | |||||||||||
54 |
2.38 | 64 | |||||||||||
55 |
2.51 | ||||||||||||
56 |
|||||||||||||
57 |
|||||||||||||
58 |
|||||||||||||
59 |
|||||||||||||
60 |
|||||||||||||
Schedule IV
Reinsurance Premiums
Rate Schedules S-6
29
RGA REINSURANCE COMPANY
| page 1 of 3 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| **RP-98 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Annual | Life | Premiums | Rename: | 005616 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Male | Nonsmoker | ALB | Ratecode: | 005680 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Issue | Policy Year | Attnd | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Age | 01 | 02 | 03 | 04 | 05 | 06 | 07 | 08 | 09 | 10 | 11 | 12 | 13 | 14 | 15 | 16 | 17 | 18 | 19 | 20 | 000021+ | Age | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
000 |
1.01 | .71 | .53 | .46 | .39 | .33 | .32 | .30 | .30 | .30 | .30 | .34 | .40 | .54 | .71 | .97 | 1.20 | 1.29 | 1.35 | 1.40 | 1.41 | 020 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
001 |
.49 | .49 | .44 | .37 | .30 | .26 | .25 | .27 | .28 | .30 | .33 | .39 | .54 | .71 | .99 | 1.23 | 1.31 | 1.38 | 1.42 | 1.44 | 1.43 | 021 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
002 |
.41 | .39 | .34 | .30 | .26 | .25 | .25 | .28 | .30 | .33 | .39 | .53 | .71 | .99 | 1.26 | 1.35 | 1.42 | 1.47 | 1.49 | 1.48 | 1.47 | 022 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
003 |
.37 | .32 | .28 | .26 | .25 | .25 | .27 | .30 | .33 | .39 | .52 | .70 | .98 | 1.24 | 1.38 | 1.45 | 1.52 | 1.54 | 1.55 | 1.53 | 1.52 | 023 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
004 |
.32 | .28 | .26 | .25 | .25 | .27 | .30 | .33 | .39 | .50 | .69 | .95 | 1.22 | 1.33 | 1.48 | 1.55 | 1.59 | 1.59 | 1.59 | 1.58 | 1.58 | 024 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
005 |
.28 | .26 | .25 | .25 | .27 | .30 | .33 | .39 | .50 | .68 | .94 | 1.19 | 1.30 | 1.39 | 1.57 | 1.61 | 1.63 | 1.63 | 1.63 | 1.63 | 1.63 | 025 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
006 |
.25 | .25 | .25 | .27 | .30 | .33 | .38 | .50 | .68 | .89 | 1.16 | 1.29 | 1.36 | 1.43 | 1.63 | 1.65 | 1.66 | 1.67 | 1.67 | 1.68 | 1.68 | 026 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
007 |
.22 | .24 | .25 | .30 | .33 | .38 | .50 | .68 | .89 | 1.12 | 1.27 | 1.36 | 1.42 | 1.49 | 1.65 | 1.68 | 1.69 | 1.69 | 1.70 | 1.70 | 1.72 | 027 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
008 |
.22 | .24 | .26 | .33 | .37 | .50 | .68 | .89 | 1.12 | 1.27 | 1.36 | 1.42 | 1.49 | 1.57 | 1.65 | 1.69 | 1.70 | 1.71 | 1.71 | 1.72 | 1.75 | 028 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
009 |
.22 | .25 | .30 | .37 | .50 | .68 | .89 | 1.12 | 1.27 | 1.36 | 1.42 | 1.49 | 1.57 | 1.62 | 1.64 | 1.71 | 1.71 | 1.72 | 1.73 | 1.76 | 1.79 | 029 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
010 |
.22 | .27 | .36 | .50 | .68 | .89 | 1.12 | 1.27 | 1.36 | 1.42 | 1.49 | 1.57 | 1.62 | 1.63 | 1.64 | 1.72 | 1.72 | 1.74 | 1.76 | 1.80 | 1.84 | 030 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
011 |
.25 | .33 | .49 | .68 | .89 | 1.12 | 1.27 | 1.36 | 1.42 | 1.49 | 1.57 | 1.62 | 1.63 | 1.61 | 1.63 | 1.73 | 1.74 | 1.77 | 1.81 | 1.84 | 1.87 | 031 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
012 |
.31 | .46 | .66 | .89 | 1.12 | 1.27 | 1.36 | 1.41 | 1.46 | 1.53 | 1.60 | 1.63 | 1.61 | 1.62 | 1.64 | 1.75 | 1.77 | 1.81 | 1.85 | 1.88 | 1.90 | 032 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
013 |
.43 | .61 | .88 | 1.12 | 1.27 | 1.34 | 1.41 | 1.44 | 1.47 | 1.51 | 1.58 | 1.61 | 1.61 | 1.64 | 1.66 | 1.78 | 1.81 | 1.85 | 1.87 | 1.90 | 1.91 | 033 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
014 |
.52 | .74 | .99 | 1.13 | 1.19 | 1.24 | 1.29 | 1.30 | 1.31 | 1.35 | 1.40 | 1.46 | 1.47 | 1.52 | 1.57 | 1.67 | 1.71 | 1.74 | 1.76 | 1.78 | 1.79 | 034 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
015 |
.66 | .87 | .98 | 1.04 | 1.08 | 1.10 | 1.12 | 1.13 | 1.13 | 1.17 | 1.22 | 1.28 | 1.32 | 1.39 | 1.46 | 1.55 | 1.60 | 1.62 | 1.64 | 1.66 | 1.78 | 035 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
016 |
.86 | .97 | 1.02 | 1.06 | 1.08 | 1.07 | 1.09 | 1.09 | 1.10 | 1.13 | 1.17 | 1.25 | 1.30 | 1.39 | 1.47 | 1.56 | 1.60 | 1.63 | 1.65 | 1.66 | 1.79 | 036 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
017 |
.91 | .99 | 1.02 | 1.05 | 1.05 | 1.03 | 1.05 | 1.06 | 1.07 | 1.10 | 1.15 | 1.24 | 1.30 | 1.39 | 1.49 | 1.57 | 1.61 | 1.63 | 1.65 | 1.66 | 1.68 | 037 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
018 |
.91 | .96 | .98 | 1.00 | .99 | .99 | 1.00 | 1.01 | 1.03 | 1.07 | 1.15 | 1.23 | 1.31 | 1.40 | 1.50 | 1.58 | 1.61 | 1.63 | 1.64 | 1.66 | 1.66 | 038 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
019 |
.88 | .91 | .92 | .93 | .93 | .93 | .94 | .95 | 1.00 | 1.06 | 1.15 | 1.23 | 1.32 | 1.41 | 1.52 | 1.60 | 1.62 | 1.63 | 1.64 | 1.64 | 1.64 | 039 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
020 |
.81 | .84 | .84 | .84 | .86 | .86 | .88 | .91 | .97 | 1.04 | 1.15 | 1.23 | 1.32 | 1.42 | 1.53 | 1.61 | 1.63 | 1.64 | 1.64 | 1.63 | 1.63 | 040 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
021 |
.72 | .75 | .75 | .76 | .77 | .80 | .83 | .86 | .95 | 1.03 | 1.14 | 1.24 | 1.33 | 1.43 | 1.55 | 1.63 | 1.64 | 1.64 | 1.63 | 1.62 | 1.63 | 041 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
022 |
.67 | .70 | .69 | .70 | .72 | .75 | .80 | .85 | .93 | 1.03 | 1.15 | 1.24 | 1.33 | 1.44 | 1.56 | 1.65 | 1.66 | 1.65 | 1.65 | 1.66 | 1.68 | 042 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
023 |
.66 | .68 | .67 | .68 | .70 | .75 | .80 | .85 | .94 | 1.05 | 1.16 | 1.24 | 1.34 | 1.46 | 1.58 | 1.67 | 1.68 | 1.68 | 1.71 | 1.74 | 1.80 | 043 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
024 |
.64 | .65 | .65 | .66 | .69 | .74 | .79 | .86 | .95 | 1.06 | 1.17 | 1.25 | 1.35 | 1.49 | 1.60 | 1.69 | 1.71 | 1.74 | 1.80 | 1.86 | 1.94 | 044 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
025 |
.62 | .62 | .63 | .65 | .68 | .74 | .79 | .87 | .97 | 1.08 | 1.18 | 1.27 | 1.38 | 1.52 | 1.63 | 1.73 | 1.77 | 1.84 | 1.92 | 2.01 | 2.11 | 045 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
026 |
.60 | .60 | .61 | .64 | .67 | .74 | .80 | .89 | .99 | 1.10 | 1.20 | 1.29 | 1.42 | 1.56 | 1.67 | 1.79 | 1.87 | 1.96 | 2.07 | 2.18 | 2.31 | 046 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
027 |
.57 | .58 | .61 | .63 | .68 | .75 | .83 | .92 | 1.02 | 1.13 | 1.23 | 1.34 | 1.46 | 1.61 | 1.75 | 1.90 | 2.00 | 2.13 | 2.27 | 2.43 | 2.59 | 047 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
028 |
.55 | .57 | .61 | .65 | .71 | .78 | .87 | .96 | 1.07 | 1.18 | 1.28 | 1.40 | 1.53 | 1.70 | 1.87 | 2.04 | 2.19 | 2.36 | 2.55 | 2.74 | 2.95 | 048 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
029 |
.54 | .57 | .63 | .67 | .74 | .82 | .91 | 1.01 | 1.12 | 1.23 | 1.35 | 1.48 | 1.65 | 1.83 | 2.01 | 2.22 | 2.41 | 2.63 | 2.86 | 3.10 | 3.36 | 049 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| By: OPS$TAPW455 | Document #: 3028-00-00 Exhibit: S - 6 |
RGA REINSURANCE COMPANY
| page 2 of 3 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| **RP-98 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Annual | Life | Premiums | Rename: | 005616 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Male | Nonsmoker | ALB | Ratecode: | 005680 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Issue | Policy Year | Attnd | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Age | 01 | 02 | 03 | 04 | 05 | 06 | 07 | 08 | 09 | 10 | 11 | 12 | 13 | 14 | 15 | 16 | 17 | 18 | 19 | 20 | 000021+ | Age | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
030 |
.52 | .56 | .64 | .71 | .78 | .86 | .96 | 1.06 | 1.18 | 1.30 | 1.44 | 1.60 | 1.79 | 1.97 | 2.17 | 2.43 | 2.66 | 2.93 | 3.20 | 3.50 | 3.82 | 050 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
031 |
.51 | .57 | .67 | .74 | .82 | .91 | 1.01 | 1.12 | 1.24 | 1.39 | 1.56 | 1.74 | 1.93 | 2.13 | 2.36 | 2.67 | 2.95 | 3.26 | 3.59 | 3.95 | 4.34 | 051 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
032 |
.51 | .58 | .70 | .79 | .88 | .97 | 1.08 | 1.20 | 1.35 | 1.52 | 1.71 | 1.90 | 2.12 | 2.35 | 2.61 | 2.95 | 3.27 | 3.61 | 3.98 | 4.39 | 4.83 | 052 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
033 |
.51 | .59 | .74 | .84 | .95 | 1.07 | 1.18 | 1.32 | 1.50 | 1.69 | 1.89 | 2.11 | 2.34 | 2.61 | 2.90 | 3.28 | 3.61 | 3.98 | 4.38 | 4.81 | 5.29 | 053 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
034 |
.52 | .61 | .79 | .91 | 1.04 | 1.17 | 1.30 | 1.48 | 1.67 | 1.88 | 2.10 | 2.34 | 2.60 | 2.91 | 3.24 | 3.63 | 3.99 | 4.38 | 4.81 | 5.27 | 5.78 | 054 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
035 |
.53 | .64 | .85 | 1.00 | 1.14 | 1.28 | 1.46 | 1.66 | 1.87 | 2.10 | 2.34 | 2.59 | 2.89 | 3.23 | 3.60 | 4.02 | 4.41 | 4.83 | 5.29 | 5.78 | 6.34 | 055 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
036 |
.55 | .68 | .92 | 1.11 | 1.27 | 1.45 | 1.65 | 1.86 | 2.09 | 2.34 | 2.58 | 2.86 | 3.21 | 3.59 | 3.99 | 4.46 | 4.87 | 5.32 | 5.80 | 6.35 | 6.98 | 056 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
037 |
.57 | .72 | .99 | 1.20 | 1.39 | 1.58 | 1.80 | 2.02 | 2.28 | 2.55 | 2.81 | 3.14 | 3.53 | 3.95 | 4.40 | 4.91 | 5.35 | 5.84 | 6.39 | 7.01 | 7.71 | 057 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
038 |
.59 | .76 | 1.06 | 1.28 | 1.49 | 1.69 | 1.92 | 2.15 | 2.44 | 2.73 | 3.02 | 3.40 | 3.85 | 4.33 | 4.82 | 5.37 | 5.86 | 6.41 | 7.04 | 7.74 | 8.53 | 058 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
039 |
.63 | .81 | 1.15 | 1.38 | 1.60 | 1.81 | 2.05 | 2.29 | 2.59 | 2.90 | 3.25 | 3.67 | 4.19 | 4.74 | 5.27 | 5.83 | 6.43 | 7.07 | 7.77 | 8.56 | 9.45 | 059 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
040 |
.67 | .87 | 1.24 | 1.49 | 1.73 | 1.94 | 2.19 | 2.44 | 2.74 | 3.08 | 3.47 | 3.96 | 4.56 | 5.18 | 5.76 | 6.35 | 7.01 | 7.80 | 8.59 | 9.48 | 10.49 | 060 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
041 |
.72 | .94 | 1.36 | 1.63 | 1.87 | 2.09 | 2.33 | 2.58 | 2.88 | 3.26 | 3.71 | 4.27 | 4.96 | 5.66 | 6.32 | 6.94 | 7.61 | 8.48 | 9.51 | 10.53 | 11.67 | 061 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
042 |
.77 | 1.04 | 1.49 | 1.78 | 2.03 | 2.26 | 2.51 | 2.76 | 3.07 | 3.48 | 3.98 | 4.60 | 5.34 | 6.15 | 6.90 | 7.54 | 8.31 | 9.20 | 10.39 | 11.68 | 12.92 | 062 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
043 |
.83 | 1.16 | 1.62 | 1.94 | 2.22 | 2.47 | 2.73 | 2.99 | 3.31 | 3.74 | 4.28 | 4.93 | 5.74 | 6.62 | 7.47 | 8.20 | 9.06 | 10.10 | 11.32 | 12.82 | 14.25 | 063 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
044 |
.89 | 1.29 | 1.76 | 2.11 | 2.41 | 2.69 | 2.95 | 3.24 | 3.58 | 4.02 | 4.60 | 5.30 | 6.19 | 7.13 | 8.09 | 8.93 | 9.92 | 11.08 | 12.44 | 14.05 | 15.86 | 064 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
045 |
.96 | 1.44 | 1.91 | 2.29 | 2.61 | 2.91 | 3.20 | 3.53 | 3.85 | 4.31 | 4.95 | 5.72 | 6.68 | 7.69 | 8.78 | 9.73 | 10.84 | 12.12 | 13.64 | 15.46 | 17.67 | 065 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
046 |
1.04 | 1.61 | 2.06 | 2.47 | 2.82 | 3.16 | 3.49 | 3.80 | 4.13 | 4.63 | 5.35 | 6.17 | 7.20 | 8.30 | 9.56 | 10.60 | 11.80 | 13.23 | 14.94 | 17.02 | 19.50 | 066 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
047 |
1.13 | 1.75 | 2.20 | 2.63 | 3.02 | 3.40 | 3.78 | 4.10 | 4.51 | 5.08 | 5.90 | 6.81 | 7.91 | 9.09 | 10.45 | 11.58 | 12.93 | 14.56 | 16.54 | 18.98 | 21.70 | 067 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
048 |
1.22 | 1.83 | 2.31 | 2.77 | 3.21 | 3.63 | 4.07 | 4.48 | 4.99 | 5.64 | 6.64 | 7.67 | 8.85 | 10.09 | 11.43 | 12.72 | 14.28 | 16.18 | 18.60 | 21.39 | 24.37 | 068 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
049 |
1.32 | 1.91 | 2.41 | 2.91 | 3.40 | 3.86 | 4.38 | 4.90 | 5.53 | 6.29 | 7.48 | 8.66 | 9.91 | 11.16 | 12.48 | 13.96 | 15.77 | 18.17 | 21.02 | 24.08 | 27.34 | 069 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
050 |
1.41 | 1.98 | 2.50 | 3.03 | 3.58 | 4.12 | 4.73 | 5.37 | 6.15 | 7.01 | 8.45 | 9.79 | 11.06 | 12.33 | 13.61 | 15.32 | 17.70 | 20.61 | 23.75 | 27.09 | 30.61 | 070 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
051 |
1.51 | 2.04 | 2.58 | 3.14 | 3.78 | 4.39 | 5.11 | 5.90 | 6.83 | 7.83 | 9.55 | 11.05 | 12.34 | 13.61 | 14.83 | 17.18 | 20.15 | 23.36 | 26.80 | 30.43 | 34.26 | 071 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
052 |
1.62 | 2.16 | 2.73 | 3.35 | 4.07 | 4.77 | 5.57 | 6.48 | 7.56 | 8.71 | 10.65 | 12.33 | 13.62 | 14.85 | 16.53 | 19.54 | 22.82 | 26.34 | 30.09 | 33.91 | 38.27 | 072 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
053 |
1.76 | 2.35 | 2.99 | 3.69 | 4.48 | 5.25 | 6.15 | 7.15 | 8.31 | 9.62 | 11.75 | 13.57 | 14.80 | 16.48 | 18.78 | 22.11 | 25.71 | 29.56 | 33.36 | 37.55 | 42.63 | 073 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
054 |
1.90 | 2.57 | 3.28 | 4.08 | 4.93 | 5.79 | 6.79 | 7.89 | 9.13 | 10.61 | 12.95 | 14.76 | 16.43 | 18.73 | 21.32 | 24.98 | 28.92 | 32.68 | 36.68 | 41.54 | 47.49 | 074 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
055 |
2.06 | 2.82 | 3.60 | 4.51 | 5.44 | 6.40 | 7.51 | 8.68 | 10.00 | 11.69 | 14.27 | 16.38 | 18.67 | 21.25 | 24.17 | 28.18 | 31.89 | 35.67 | 40.29 | 45.96 | 52.87 | 075 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
056 |
2.24 | 3.10 | 3.96 | 4.98 | 6.01 | 7.08 | 8.29 | 9.54 | 10.95 | 12.87 | 15.74 | 18.49 | 21.19 | 23.95 | 27.34 | 30.98 | 34.53 | 38.89 | 44.25 | 50.82 | 58.71 | 076 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
057 |
2.42 | 3.39 | 4.42 | 5.55 | 6.72 | 7.80 | 9.09 | 10.44 | 11.96 | 14.11 | 17.21 | 20.32 | 23.42 | 26.31 | 30.29 | 33.54 | 37.53 | 42.46 | 48.51 | 55.92 | 64.61 | 077 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
058 |
2.60 | 3.68 | 5.00 | 6.22 | 7.57 | 8.56 | 9.91 | 11.10 | 13.04 | 15.36 | 18.64 | 21.88 | 25.22 | 28.35 | 32.94 | 36.51 | 40.94 | 46.39 | 53.22 | 67.21 | 70,59 | 078 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
059 |
2.79 | 4.00 | 5.67 | 6.94 | 8.51 | 9.37 | 10.79 | 12.43 | 14.18 | 16.69 | 20.13 | 23.45 | 27.02 | 30.42 | 35.75 | 39.72 | 44.62 | 50.93 | 58.53 | 67.21 | 77.04 | 079 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| By: OPS$TAPW455 | Document #: 3028-00-00 | |
| Exhibit: S - 6 |
RGA REINSURANCE COMPANY
| page 3 of 3 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| **RP-98 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Annual | Life | Premiums | Rename: | 005616 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Male | Nonsmoker | ALB | Ratecode: | 005680 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Issue | Policy Year | Attnd | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Age | 01 | 02 | 03 | 04 | 05 | 06 | 07 | 08 | 09 | 10 | 11 | 12 | 13 | 14 | 15 | 16 | 17 | 18 | 19 | 20 | 000021+ | Age | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
060 |
2.99 | 4.35 | 6.40 | 7.73 | 9.48 | 10.47 | 11.73 | 13.53 | 15.39 | 18.08 | 21.65 | 25.00 | 28.81 | 32.53 | 38.73 | 43.13 | 48.98 | 56.18 | 64.35 | 73.60 | 83.89 | 080 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
061 |
3.19 | 4.70 | 7.21 | 8.60 | 10.64 | 11,41 | 12.73 | 14.70 | 16.66 | 19.51 | 23.17 | 26.51 | 30.60 | 34.70 | 41.88 | 47.33 | 54.18 | 61.93 | 70.71 | 80.39 | 90.94 | 081 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
062 |
3.45 | 5.14 | 7.95 | 9.53 | 11.37 | 12.31 | 14.10 | 16.10 | 18.71 | 21.42 | 25.06 | 28.40 | 32.82 | 37.43 | 44.95 | 51.62 | 59.19 | 67.81 | 77.31 | 87.74 | 99.09 | 082 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
063 |
3.78 | 5.68 | 8.59 | 10.52 | 12.02 | 13.76 | 15.72 | 18.26 | 21.08 | 24.09 | 27.43 | 31.33 | 35.54 | 40.86 | 47.97 | 55.43 | 64.01 | 73.52 | 84.10 | 95.81 | 108.81 | 083 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
064 |
4.13 | 6.28 | 9.28 | 11.60 | 13.43 | 15.34 | 17.82 | 20.57 | 23.50 | 26.77 | 30.49 | 33.87 | 38.44 | 44.56 | 51.12 | 59.54 | 68.92 | 79.47 | 91.35 | 104.63 | 119.61 | 084 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
065 |
4.52 | 6.94 | 10.02 | 12.78 | 14.96 | 17.38 | 20.06 | 22.92 | 26.10 | 29.73 | 32.83 | 36.03 | 41.54 | 48.52 | 54.53 | 63.63 | 73.99 | 85.85 | 99.21 | 114.37 | 131.53 | 085 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
066 |
4.93 | 7.66 | 10.81 | 14.06 | 16.94 | 19.56 | 22.34 | 25.44 | 28.98 | 31.89 | 34.74 | 38.93 | 44.84 | 52.73 | 57.80 | 67.82 | 79.50 | 92.73 | 107.85 | 125.07 | 144.49 | 086 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
067 |
5.45 | 8.49 | 11 86 | 15.55 | 19.18 | 21.54 | 24.96 | 27.99 | 31.55 | 33.99 | 38.04 | 42.53 | 48.92 | 57.18 | 62.09 | 73.41 | 86.30 | 101.10 | 118.02 | 137.19 | 158.81 | 087 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
068 |
6.09 | 9.47 | 13.20 | 17.26 | 21.25 | 23.84 | 27.64 | 30.96 | 34.11 | 37.58 | 42.03 | 46.93 | 53.84 | 62.32 | 67.94 | 80.37 | 94.69 | 111.09 | 129.75 | 150.84 | 174.60 | 088 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
069 |
6.78 | 10.54 | 14.65 | 19.12 | 23.52 | 26.40 | 30.58 | 34.23 | 37.72 | 41.53 | 46.38 | 51.65 | 59.06 | 68.18 | 74.30 | 88.07 | 103.90 | 121.97 | 142.27 | 165.61 | 191.44 | 089 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
070 |
7.55 | 11.70 | 16.23 | 21.17 | 26.04 | 29.20 | 33.81 | 37.85 | 41.67 | 45.82 | 51.03 | 56,65 | 64.62 | 74.56 | 81.31 | 96.51 | 113.93 | 133.76 | 156.20 | 181.33 | 209.25 | 090 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
071 |
8.38 | 12.96 | 17.97 | 23.44 | 28.80 | 32.28 | 37.38 | 41.82 | 45.98 | 50.43 | 55.98 | 61.99 | 70.67 | 81.59 | 88.97 | 105.68 | 124.78 | 146.46 | 170.79 | 197.91 | 228.07 | 091 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
072 |
9.27 | 14.32 | 19.86 | 25.88 | 31.79 | 35.63 | 41.22 | 46.06 | 50.51 | 55.21 | 61.14 | 67.66 | 77.19 | 89.11 | 97.13 | 115.30 | 135.98 | 159.24 | 185.23 | 214.20 | 246.37 | 092 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
073 |
10.22 | 15.80 | 21.89 | 28.51 | 35.02 | 39.22 | 45.32 | 50.50 | 55.21 | 60.19 | 66.62 | 73.78 | 84.16 | 97.12 | 105.75 | 125.28 | 147.79 | 171.93 | 199.43 | 230.02 | 263.93 | 093 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
074 |
11.28 | 17.41 | 24.12 | 31.41 | 38.55 | 43.13 | 49.70 | 55.20 | 60.19 | 65.59 | 72.64 | 80.45 | 91.72 | 105.74 | 114.92 | 135.71 | 159.03 | 185.09 | 214.13 | 246.38 | 282.08 | 094 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
075 |
12.43 | 19.19 | 26.57 | 34.58 | 42.39 | 47.29 | 54.32 | 60.19 | 65.59 | 71.52 | 79.21 | 87.67 | 99.86 | 114.91 | 124.51 | 146.52 | 171.18 | 198.71 | 229.34 | 263.30 | 300.72 | 095 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
076 |
13.70 | 21.14 | 29.25 | 38.03 | 46.49 | 51.69 | 59.23 | 65.59 | 71.52 | 77.99 | 86.32 | 95.45 | 108.53 | 124.49 | 134.42 | 157.70 | 183.75 | 212.79 | 245.04 | 280.66 | 319.85 | 096 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
077 |
I5.09 | 23.27 | 32.16 | 41.70 | 50.81 | 56.36 | 64.54 | 71.51 | 77.99 | 84.99 | 93.99 | 103.74 | 117.58 | 134.41 | 144.66 | 169.26 | 196.74 | 227.33 | 261.16 | 298.46 | 339.60 | 097 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
078 |
16.01 | 25.59 | 35.27 | 45.58 | 55.40 | 61.42 | 70.38 | 77.98 | 84.99 | 92.54 | 102.14 | 112.39 | 126.94 | 144.65 | 155.23 | 181.19 | 210.14 | 242.23 | 277.67 | 316.82 | 359.97 | 098 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
079 |
18.27 | 28.06 | 38.55 | 49.69 | 60.37 | 66.97 | 76.74 | 84.98 | 92.53 | 100.57 | 110.66 | 121.33 | 136.61 | 155.22 | 166.14 | 193.49 | 223.87 | 257.50 | 294.70 | 335.76 | 380.98 | 099 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
080 |
19.89 | 30.50 | 41.85 | 53.89 | 65.50 | 72.67 | 83.25 | 92.16 | 100.30 | 108.87 | 119.59 | 130.92 | 147.18 | 167.01 | 178.54 | 207.73 | 240.03 | 275.85 | 315.47 | 359.19 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Female risk premiums are based on
the above male rates with a 4 year age
setback for ages 21 and above. For ages
17 through 20, the female rates are the
same as the male age 16 rate, and for
ages 0 through 16, the female rates are
the same as the male rates above.
| By: OPS$TAPW455 | Document #: 3028-00-00 | |
| Exhibit: S - 6 |
RGA REINSURANCE COMPANY
| page 1 of 3 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| **RP-98 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Annual | Life | Premiums | Rename: | 005616 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Male | Smoker | ALB | Ratecode: | 005679 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Issue | Policy Year | Attnd | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Age | 01 | 02 | 03 | 04 | 05 | 06 | 07 | 08 | 09 | 10 | 11 | 12 | 13 | 14 | 15 | 16 | 17 | 18 | 19 | 20 | 000021+ | Age | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
000 |
1.01 | .71 | .53 | .46 | .39 | .33 | .32 | .30 | .30 | .30 | .30 | .34 | .40 | .54 | .71 | .97 | 1.20 | 1.29 | 1.35 | 1.40 | 1.41 | 020 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
001 |
.49 | .49 | .44 | .37 | .30 | .26 | .25 | .27 | .28 | .30 | .33 | .39 | .54 | .71 | .99 | 1.23 | 1.31 | 1.38 | 1.42 | 1.44 | 1.43 | 021 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
002 |
.41 | .39 | .34 | .30 | .26 | .25 | .25 | .28 | .30 | .33 | .39 | .53 | .71 | .99 | 1.26 | 1.35 | 1.42 | 1.47 | 1.49 | 1.48 | 1.47 | 022 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
003 |
.37 | .32 | .28 | .26 | .25 | .25 | .27 | .30 | .33 | .39 | .52 | .70 | .98 | 1.24 | 1.38 | 1.45 | 1.52 | 1.54 | 1.55 | 1.53 | 1.52 | 023 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
004 |
.32 | .28 | .26 | .25 | .25 | .27 | .30 | .33 | .39 | .50 | .69 | .95 | 1.22 | 1.33 | 1.48 | 1.55 | 1.59 | 1.59 | 1.59 | 1.88 | 1.58 | 024 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
005 |
.28 | .26 | .25 | .25 | .27 | .30 | .33 | .39 | .50 | .68 | .94 | 1.19 | 1.30 | 1.39 | 1.57 | 1.61 | 1.63 | 1.63 | 1.63 | 1.63 | 1.63 | 025 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
006 |
.25 | .25 | .25 | .27 | .30 | .33 | .38 | .50 | .68 | .89 | 1.16 | 1.29 | 1.36 | 1.43 | 1.63 | 1.65 | 1.66 | 1.67 | 1.67 | 1.68 | 1.68 | 026 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
007 |
.22 | .24 | .25 | .30 | .33 | .38 | .50 | .68 | .89 | 1.12 | 1.27 | 1.36 | 1.42 | 1.49 | 1.65 | 1.68 | 1.69 | 1.69 | 1.70 | 1.70 | 1.72 | 027 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
008 |
.22 | .24 | .26 | .33 | .37 | .50 | .68 | .89 | 1.12 | 1.27 | 1.36 | 1.42 | 1.49 | 1.57 | 1.65 | 1.69 | 1.70 | 1.71 | 1.71 | 1.72 | 1.75 | 028 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
009 |
.22 | .25 | .30 | .37 | .50 | .68 | .89 | 1.12 | 1.27 | 1.36 | 1.42 | 1.49 | 1.57 | 1.62 | 1.64 | 1.71 | 1.71 | 1.72 | 1.73 | 1.76 | 1.79 | 029 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
010 |
.22 | .27 | .36 | .50 | .68 | .89 | 1.12 | 1.27 | 1.36 | 1.42 | 1.49 | 1.57 | 1.62 | 1.63 | 1.64 | 1.72 | 1.72 | 1.74 | 1.76 | 1.80 | 1.84 | 030 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
O1l |
.25 | .33 | .49 | .68 | .89 | 1.12 | 1.27 | 1.36 | 1.42 | 1.49 | 1.57 | 1.62 | 1.63 | 1.61 | 1.63 | 1.73 | 1.74 | 1.77 | 1.81 | 1.84 | 1.87 | 031 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
012 |
.31 | .46 | .66 | .89 | 1.12 | 1.27 | 1.36 | 1.41 | 1.46 | 1.53 | 1.60 | 1.63 | 1.61 | 1.62 | 1.64 | 1.75 | 1.77 | 1.81 | 1.85 | 1.88 | 1.90 | 032 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
013 |
.43 | .61 | .88 | 1.12 | 1.27 | 1.34 | 1.41 | 1.44 | 1.47 | 1.51 | 1.58 | 1.61 | 1.61 | 1.64 | 1.66 | 1.78 | 1.81 | 1.85 | 1.87 | 1.90 | 1.91 | 033 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
014 |
.85 | 1.24 | 1.59 | 1.76 | 1.86 | 1.93 | 1.99 | 1.99 | 1.99 | 2.03 | 2.08 | 2.13 | - | 2.11 | 2.15 | 2.20 | 2.32 | 2.34 | 2.36 | 2.39 | 2.41 | 2.44 | 034 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
015 |
1.48 | 1.96 | 2.21 | 2.33 | 2.43 | 2.47 | 2.51 | 2.49 | 2.47 | 2.50 | 2.53 | 2.58 | 2.57 | 2.64 | 2.70 | 2.83 | 2.85 | 2.87 | 2.90 | 2.94 | 3.09 | 035 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
016 |
1.93 | 2.18 | 2.30 | 2.39 | 2.43 | 2.40 | 2.43 | 2.40 | 2.37 | 2.36 | 2.39 | 2.47 | 2.50 | 2.59 | 2.68 | 2.80 | 2.84 | 2.88 | 2.92 | 2,97 | 3.15 | 036 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
017 |
2.05 | 2.22 | 2.30 | 2.36 | 2.35 | 2.31 | 2.33 | 2.29 | 2.26 | 2.25 | 2.29 | 2.39 | 2.45 | 2.55 | 2.68 | 2.80 | 2.85 | 2.89 | 2.94 | 2.99 | 3.08 | 037 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
018 |
2.05 | 2.17 | 2.21 | 2.24 | 2.22 | 2.19 | 2.20 | 2.15 | 2.15 | 2.17 | 2.25 | 2.35 | 2.42 | 2.55 | 2.70 | 2.83 | 2.87 | 2.90 | 2.95 | 3.02 | 3.09 | 038 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
019 |
1.99 | 2.05 | 2.06 | 2.08 | 2.07 | 2.05 | 2.04 | 2.01 | 2.05 | 2.11 | 2.22 | 2.31 | 2.41 | 2.55 | 2.73 | 2.87 | 2.90 | 2.93 | 2.99 | 3.04 | 3.10 | 039 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
020 |
1.81 | 1.88 | 1.88 | 1.89 | 1.90 | 1.89 | 1.90 | 1.89 | 1.96 | 2.05 | 2.19 | 2.29 | 2.42 | 2.58 | 2.78 | 2.92 | 2.95 | 2.99 | 3.03 | 3.07 | 3.14 | 040 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
021 |
1.62 | 1.68 | 1.68 | 1.69 | 1.71 | 1.73 | 1.76 | 1.78 | 1.89 | 2.00 | 2.16 | 2.28 | 2.43 | 2.61 | 2.84 | 2.99 | 3.03 | 3.06 | 3.08 | 3.13 | 3.20 | 041 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
022 |
1.50 | 1.56 | 1.56 | 1.56 | 1.59 | 1.63 | 1.68 | 1.73 | 1.85 | 1.99 | 2.17 | 2.30 | 2.45 | 2.66 | 2.90 | 3.08 | 3.12 | 3.15 | 3.20 | 3.28 | 3.38 | 042 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
023 |
1.48 | 1.52 | 1.50 | 1.51 | 1.54 | 1.60 | 1.66 | 1.72 | 1.85 | 2.01 | 2.19 | 2.32 | 2.49 | 2.73 | 2.97 | 3.17 | 3.23 | 3.29 | 3.39 | 3.52 | 3.68 | 043 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
024 |
1.45 | 1.46 | 1.45 | 1.46 | 1.51 | 1.59 | 1.65 | 1.73 | 1.88 | 2.04 | 2.22 | 2.36 | 2.55 | 2.82 | 3.07 | 3.28 | 3.37 | 3.49 | 3.64 | 3.83 | 4.04 | 044 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
025 |
1.40 | 1.40 | 1.41 | 1.44 | 1.49 | 1.57 | 1.64 | 1.75 | 1.91 | 2.09 | 2.26 | 2.42 | 2.64 | 2.93 | 3.18 | 3.43 | 3.57 | 3.75 | 3.96 | 4.20 | 4.45 | 045 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
026 |
1.34 | 1.34 | 1.38 | 1.41 | 1.46 | 1.56 | 1.66 | 1.80 | 1.96 | 2.16 | 2.32 | 2.50 | 2.75 | 3.06 | 3.34 | 3.64 | 3.83 | 4.07 | 4.33 | 4.62 | 4.94 | 046 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
027 |
1.28 | 1.30 | 1.36 | 1.40 | 1.47 | 1.59 | 1.72 | 1.87 | 2.04 | 2.23 | 2.42 | 2.63 | 2.90 | 3.23 | 3.56 | 3.91 | 4.18 | 4.49 | 4.83 | 5.20 | 5.58 | 047 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
028 |
1.24 | 1.29 | 1.37 | 1.43 | 1.53 | 1.66 | 1.80 | 1.97 | 2.15 | 2.35 | 2.56 | 2.81 | 3.09 | 3.48 | 3.87 | 4.27 | 4.62 | 5.02 | 5.47 | 5.93 | 6.42 | 048 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
029 |
1.21 | 1.27 | 1.40 | 1.49 | 1.61 | 1.74 | 1.90 | 2.08 | 2.28 | 2.49 | 2.74 | 3.03 | 3.39 | 3.81 | 4.22 | 4.70 | 5.14 | 5.65 | 6.19 | 6.76 | 7.36 | 049 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| By: OPS$TAPW455 | Document #: 3028-00-00 | |
| Exhibit: S - 6 |
RGA REINSURANCE COMPANY
| page 2 of 3 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| **RP-98 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Annual | Life | Premiums | Rename: | 005616 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Male | Smoker | ALB | Ratecode: | 005679 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Issue | Policy Year | Attnd | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Age | 01 | 02 | 03 | 04 | 05 | 06 | 07 | 08 | 09 | 10 | 11 | 12 | 13 | 14 | 15 | 16 | 17 | 18 | 19 | 20 | 000021+ | Age | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
030 |
1.17 | 1.27 | 1.44 | 1.57 | 1.69 | 1.84 | 2.01 | 2.21 | 2.42 | 2.67 | 2.96 | 3.32 | 3.74 | 4.15 | 4.61 | 5.19 | 5.74 | 6.34 | 6.99 | 7.68 | 8.41 | 050 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
031 |
1.15 | 1.28 | 1.50 | 1.65 | 1.79 | 1.96 | 2.14 | 2.35 | 2.59 | 2.90 | 3.26 | 3.67 | 4.09 | 4.54 | 5.06 | 5.75 | 6.40 | 7.11 | 7.88 | 8.70 | 9.60 | 051 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
032 |
1.15 | 1.30 | 1.58 | 1.75 | 1.92 | 2.10 | 2.31 | 2.55 | 2.84 | 3.20 | 3.63 | 4.05 | 4.52 | 5.04 | 5.62 | 6.41 | 7.13 | 7.92 | 8.77 | 9.70 | 10.73 | 052 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
033 |
1.16 | 1.33 | 1.66 | 1.87 | 2.09 | 2.31 | 2.53 | 2.83 | 3.20 | 3.60 | 4.03 | 4.52 | 5.05 | 5.65 | 6.31 | 7.16 | 7.93 | 8.76 | 9.67 | 10.67 | 11.76 | 053 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
034 |
1.17 | 1.38 | 1.77 | 2.03 | 2.29 | 2.53 | 2.82 | 3.19 | 3.60 | 4.04 | 4.53 | 5.06 | 5.64 | 6.33 | 7.08 | 7.98 | 8.79 | 9.69 | 10.67 | 11.72 | 12.87 | 054 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
035 |
1.19 | 1.44 | 1.90 | 2.23 | 2.52 | 2.82 | 3.19 | 3.61 | 4.05 | 4.55 | 5.08 | 5.63 | 6.30 | 7.08 | 7.90 | 8.87 | 9.75 | 10.71 | 11.74 | 12.86 | 14.01 | 055 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
036 |
1.23 | 1.52 | 2.07 | 2.46 | 2.82 | 3.19 | 3.61 | 4.06 | 4.56 | 5.10 | 5.64 | 6.27 | 7.04 | 7.89 | 8.80 | 9.85 | 10.80 | 11.82 | 12.92 | 14.04 | 15.18 | 056 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
037 |
1.28 | 1.62 | 2.23 | 2.67 | 3.09 | 3.50 | 3.96 | 4.43 | 5.01 | 5.59 | 6.16 | 6.89 | 7.77 | 8.72 | 9.73 | 10.88 | 11.89 | 12.99 | 14.10 | 15.23 | 16.46 | 057 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
038 |
1.34 | 1.71 | 2.38 | 2.86 | 3.31 | 3.74 | 4.23 | 4.74 | 5.36 | 6.00 | 6.65 | 7.48 | 8.49 | 9.58 | 10.68 | 11.93 | 13.03 | 14.16 | 15.30 | 16.53 | 17.89 | 058 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
039 |
1.41 | 1.82 | 2.57 | 3.08 | 3.56 | 4.01 | 4.53 | 5.06 | 5.71 | 6.40 | 7.17 | 8.11 | 9.28 | 10.51 | 11.71 | 12.96 | 14.20 | 15.35 | 16.60 | 17.97 | 19.47 | 059 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
040 |
1.50 | 1.95 | 2.79 | 3.34 | 3.85 | 4.31 | 4.85 | 5.39 | 6.05 | 6.81 | 7.69 | 8.77 | 10.12 | 11.52 | 12.82 | 14.01 | 15.22 | 16.64 | 18.03 | 19.54 | 21.22 | 060 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
041 |
1.61 | 2.12 | 3.06 | 3.65 | 4.17 | 4.65 | 5.17 | 5.72 | 6.38 | 7.22 | 8.23 | 9.48 | 11.02 | 12.61 | 13.95 | 15.08 | 16.25 | 17.80 | 19.60 | 21.30 | 23.15 | 061 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
042 |
1.73 | 2.34 | 3.34 | 3.99 | 4.54 | 5.04 | 5.58 | 6.14 | 6.80 | 7.71 | 8.85 | 10.21 | 11.89 | 13.57 | 14.98 | 16.10 | 17.42 | 18.96 | 21.01 | 23.18 | 25.13 | 062 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
043 |
1.86 | 2.61 | 3.63 | 4.35 | 4.96 | 5.51 | 6.08 | 6.65 | 7.35 | 8.31 | 9.53 | 10.96 | 12.67 | 14.37 | 15.93 | 17.20 | 18.67 | 20.42 | 22.46 | 24.95 | 27.17 | 063 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
044 |
2.01 | 2,90 | 3.96 | 4.73 | 5.40 | 6.01 | 6.59 | 7.22 | 7.97 | 8.95 | 10.23 | 11.69 | 13.44 | 15.22 | 16.97 | 18.38 | 20.05 | 21.98 | 24.19 | 26.77 | 29.61 | 064 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
045 |
2.17 | 3.25 | 4.29 | 5.13 | 5.85 | 6.52 | 7.15 | 7.87 | 8.59 | 9.60 | 10.93 | 12.40 | 14.24 | 16.12 | 18.09 | 19.67 | 21.49 | 23.56 | 25.99 | 28.86 | 32.28 | 065 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
046 |
2.35 | 3.63 | 4.64 | 5.55 | 6.31 | 7.06 | 7.79 | 8.49 | 9.21 | 10.24 | 11.61 | 13.16 | 15.10 | 17.09 | 19.31 | 21.01 | 22.94 | 25.21 | 27.89 | 31.10 | 34.86 | 066 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
047 |
2.54 | 3.93 | 4.94 | 5.91 | 6.77 | 7.61 | 8.46 | 9.15 | 9.96 | 11.03 | 12.59 | 14.27 | 16.29 | 18.38 | 20.71 | 22.51 | 24.64 | 27.18 | 30.22 | 33.93 | 37.92 | 067 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
048 |
2.75 | 4.13 | 5.18 | 6.23 | 7.20 | 8.13 | 9.10 | 9.91 | 10.85 | 12.05 | 13.92 | 15.79 | 17.89 | 20.00 | 22.22 | 24.24 | 26.65 | 29.55 | 33.24 | 37.38 | 41.62 | 068 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
049 |
2.97 | 4.30 | 5.42 | 6.53 | 7.62 | 8.65 | 9.72 | 10.67 | 11.83 | 13.19 | 15.40 | 17.50 | 19.64 | 21.70 | 23.78 | 26.06 | 28.80 | 32.48 | 36.74 | 41.13 | 45.60 | 069 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
050 |
3.18 | 4.46 | 5.62 | 6.80 | 8.04 | 9.14 | 10.31 | 11.50 | 12.90 | 14.45 | 17.08 | 19.42 | 21.51 | 23.50 | 25.40 | 27.98 | 31.63 | 36.01 | 40.56 | 45.20 | 49.85 | 070 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
051 |
3.40 | 4.60 | 5.80 | 7.04 | 8.40 | 9.59 | 10.93 | 12.40 | 14.08 | 15.84 | 18.94 | 21.48 | 23.51 | 25.39 | 27.10 | 30.70 | 35.21 | 39.89 | 44.70 | 49.55 | 54.43 | 071 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
052 |
3.65 | 4.87 | 6.14 | 7.46 | 8.90 | 10.21 | 11.72 | 13.38 | 15.29 | 17.28 | 20.72 | 23.50 | 25.41 | 27.13 | 29.54 | 34.15 | 38.97 | 43.94 | 48.99 | 53.87 | 59.27 | 072 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
053 |
3.95 | 5.30 | 6.66 | 8.08 | 9.61 | 11.05 | 12.69 | 14.47 | 16.50 | 18.72 | 22.40 | 25.34 | 27.05 | 29.45 | 32.82 | 37.75 | 42.89 | 48.13 | 53.00 | 58.15 | 64.32 | 073 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
054 |
4.27 | 5.74 | 7.17 | 8.76 | 10.39 | 11.95 | 13.76 | 15.66 | 17.76 | 20.22 | 24.17 | 26.96 | 29.36 | 32.72 | 36.41 | 41.67 | 47.09 | 51.93 | 56.81 | 62.68 | 69.76 | 074 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
055 |
4.59 | 6.18 | 7.73 | 9.50 | 11.25 | 12.97 | 14.92 | 16.90 | 19.07 | 21.82 | 26.08 | 29.27 | 32.62 | 36.30 | 40.31 | 45.88 | 50.66 | 55.25 | 60.79 | 67.51 | 76.11 | 075 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
056 |
4.90 | 6.65 | 8.35 | 10.31 | 12.19 | 14.07 | 16.14 | 18.19 | 20.45 | 23.52 | 28.14 | 32.32 | 36.19 | 39.95 | 44.51 | 49.22 | 53.49 | 58.68 | 65.00 | 73.15 | 83.34 | 076 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
057 |
5.20 | 7.14 | 9.14 | 11.26 | 13.36 | 15.20 | 17.35 | 19.50 | 21.87 | 25.22 | 30.09 | 34.72 | 39.08 | 42.86 | 48.13 | 51.95 | 56.63 | 62.37 | 69.83 | 79.38 | 90.42 | 077 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
058 |
5.49 | 7.62 | 10.15 | 12.36 | 14.74 | 16.34 | 18.52 | 20.83 | 23.31 | 26.85 | 31.85 | 36.51 | 41.08 | 45.05 | 51.03 | 55.10 | 60.14 | 66.78 | 75.54 | 85.82 | 97.38 | 078 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
059 |
5.77 | 8.12 | 11.27 | 13.53 | 16.24 | 17.51 | 19.73 | 22.22 | 24.79 | 28.51 | 33.59 | 38.20 | 42.94 | 47.12 | 53.94 | 58.34 | 64.23 | 72.28 | 81.91 | 92.71 | 104.74 | 079 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| By: OPS$TAPW455 | Document #: 3028-00-00 | |
| Exhibit: S - 6 |
RGA REINSURANCE COMPANY
| page 3 of 3 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| **RP-98 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Annual | Life | Premiums | Rename: | 005616 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Male | Smoker | ALB | Ratecode: | 005679 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Issue | Policy Year | Attnd | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Age | 01 | 02 | 03 | 04 | 05 | 06 | 07 | 08 | 09 | 10 | 11 | 12 | 13 | 14 | 15 | 16 | 17 | 18 | 19 | 20 | 000021+ | Age | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
060 |
6.06 | 8.65 | 12.47 | 14.76 | 17.71 | 19.13 | 20.98 | 23.66 | 26.30 | 30.17 | 35.27 | 39.73 | 44.63 | 49.09 | 56.90 | 62.09 | 69.53 | 78.61 | 88.76 | 100.07 | 112.37 | 080 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
061 |
6.35 | 9.17 | 13.76 | 16.07 | 19.45 | 20.42 | 22.27 | 25.12 | 27.80 | 31.79 | 36.81 | 41.08 | 46.18 | 50.98 | 60.28 | 67.18 | 75.82 | 85.43 | 96.13 | 107.69 | 120.01 | 081 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
062 |
6.73 | 9.81 | 14.86 | 17.43 | 20.34 | 21.52 | 24.08 | 26.87 | 30.46 | 34.03 | 38.81 | 42.86 | 48.21 | 53.88 | 63.81 | 72.25 | 81.66 | 92.20 | 103.57 | 115.78 | 128.76 | 082 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
063 |
7.21 | 10.62 | 15.71 | 16.82 | 21.01 | 23.51 | 26.24 | 29.74 | 33.50 | 37.30 | 41.39 | 46.02 | 51.16 | 58.00 | 67.14 | 76.47 | 87.03 | 98.50 | 110.98 | 124.52 | 139.22 | 083 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
064 |
7.73 | 11.49 | 16.60 | 20.30 | 22.95 | 25.60 | 29.02 | 32.69 | 36.40 | 40.39 | 44.78 | 48.78 | 54.56 | 62.36 | 70.53 | 80.95 | 92.32 | 104.86 | 118.71 | 133.88 | 150.65 | 084 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
065 |
8.26 | 12.42 | 17.53 | 21.85 | 24.57 | 28.30 | 31.88 | 35.50 | 39.39 | 43.67 | 47.27 | 51.14 | 58.14 | 66.94 | 74.14 | 85.24 | 97.64 | 111.57 | 126.94 | 144.06 | 163.03 | 085 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
066 |
8.83 | 13.39 | 18.47 | 23.47 | 27.59 | 31.07 | 34.60 | 38.39 | 42.56 | 45.92 | 49.31 | 54.48 | 61.86 | 71.69 | 77.43 | 89.50 | 103.32 | 118.66 | 135.85 | 155.04 | 176.21 | 086 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
067 |
9.54 | 14.51 | 19.79 | 25.33 | 30.47 | 33.36 | 37.67 | 41.11 | 45.42 | 48.25 | 53.24 | 58.67 | 66.51 | 76.60 | 81.93 | 95.10 | 110.42 | 127.33 | 146.28 | 167.31 | 190.49 | 087 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
068 |
10.40 | 15.80 | 21.49 | 27.42 | 32.91 | 35.98 | 40.60 | 44.57 | 48.42 | 52.60 | 57.98 | 63.80 | 72.12 | 82.23 | 88.29 | 102.84 | 119.26 | 137.70 | 158.23 | 180.94 | 205.95 | 088 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
069 |
11.32 | 17.17 | 23.28 | 29.62 | 35.48 | 38.77 | 44.02 | 48.59 | 52.78 | 57.28 | 63.05 | 69.18 | 77.93 | 88.61 | 95.07 | 110.93 | 128.79 | 148.74 | 170.90 | 195.34 | 221.98 | 089 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
070 |
12.30 | 18.59 | 25.15 | 31.95 | 38.25 | 42.03 | 47.99 | 52.97 | 57.49 | 62.30 | 68.36 | 74.75 | 83.98 | 95.40 | 102.41 | 119.63 | 138.94 | 160.45 | 184.25 | 210.26 | 238.45 | 090 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
071 |
13.32 | 20.08 | 27.12 | 34.43 | 41.46 | 45.82 | 52.31 | 57.68 | 62.51 | 67.55 | 73.87 | 80.55 | 90.42 | 102.76 | 110.28 | 128.88 | 149.68 | 172.76 | 198.04 | 225.53 | 255.34 | 091 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
072 |
14.36 | 21.61 | 29.17 | 37.25 | 45.12 | 49.86 | 56.86 | 62.61 | 67.66 | 72.85 | 79.45 | 86.58 | 97.22 | 110.46 | 118.45 | 138.32 | 160.40 | 184.66 | 211.09 | 239.82 | 270,92 | 092 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
073 |
15.43 | 23.21 | 31.51 | 40.47 | 49.01 | 54.11 | 61.62 | 67,65 | 72.85 | 78.23 | 85.23 | 92.93 | 104.33 | 118.44 | 126.85 | 147.78 | 170.80 | 195.93 | 223.29 | 252.94 | 284.95 | 093 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
074 |
16.57 | 25.07 | 34.23 | 43.96 | 53.19 | 58.63 | 66.58 | 72.84 | 78.22 | 83.93 | 91.50 | 99.72 | 111.86 | 126.84 | 135.56 | 157.38 | 181.23 | 207:23 | 235.47 | 266.01 | 298.91 | 094 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
075 |
17.90 | 27.23 | 37.18 | 47.71 | 57.64 | 63.35 | 71.68 | 78.22 | 83.93 | 90.09 | 98.19 | 106.92 | 119.79 | 135.55 | 144.38 | 166.98 | 191.66 | 218.51 | 247.61 | 279.01 | 314.21 | 095 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
076 |
19.44 | 29.58 | 40.35 | 51.70 | 62.27 | 68.21 | 76.97 | 83.92 | 90.08 | 96.67 | 105.28 | 114.50 | 128.02 | 144.37 | 153.18 | 176.57 | 202.07 | 229.74 | 259.67 | 293.24 | 331.00 | 096 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
077 |
21.12 | 32.10 | 43.73 | 55.86 | 67.05 | 73.25 | 82.59 | 90.08 | 96.68 | 103.65 | 112.74 | 122.37 | 136.35 | 153.17 | 161.96 | 186.13 | 212.41 | 240.39 | 272.87 | 308.86 | 348.04 | 097 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
078 |
22.92 | 34.79 | 47.25 | 60.14 | 72.00 | 78.59 | 88.64 | 96.66 | 103.65 | 111.00 | 120.49 | 130.32 | 144.66 | 161.95 | 170.70 | 195.62 | 222.68 | 253.09 | 287.35 | 324.70 | 365.31 | 098 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
079 |
24.84 | 37.59 | 50.87 | 64.58 | 77.25 | 84.35 | 95.12 | 103.64 | 111.00 | 118.63 | 128.32 | 138.27 | 152.95 | 170.68 | 179.37 | 205.04 | 233.91 | 266.47 | 302.02 | 340.75 | 382.83 | 099 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
080 |
26.86 | 40.57 | 54.82 | 69.51 | 83.18 | 90.83 | 102.40 | 111.52 | 119.36 | 127.38 | 137.53 | 147.93 | 163.37 | 182.04 | 191.04 | 218.11 | 249.63 | 284.13 | 321.78 | 362.78 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Female risk premiums are based on
the above male rates with a 4 year age
setback for ages 21 and above. For ages
17 through 20, the female rates are the
same as the male age 16 rate and for
ages 0 through 16, the female rates are
the same as the male rates above.
| By: OPS$TAPW455 | Document #: 3028-00-00 | |
| Exhibit: S - 6 |
Schedule IV
Reinsurance
Premiums
Rate
Schedule S-7
30
S-7
GUARANTEED INSURABILITY BENEFIT RATES
NON-EXPERIENCE RATED
NON-EXPERIENCE RATED
INSTRUCTIONS FOR ADMINISTRATION
| 1. | The Guaranteed Insurability Benefit reinsurance rates are on a per thousand dollar basis. There is no policy fee or commission payable on the single premium. | |
| 2. | The rates are applicable to males and also to females with an age adjustment factor. For females with attained ages 21 to 24, use male rates for age 21. For females aged 25 and over use male rates for an age of 3 years less. | |
| 3. | The Option Duration is the policy year of the original policy at the time of issue of the opted policy. | |
| 4. | Opted policies will be reinsured on a YRT basis using the appropriate YRT rate at the attained age of the insured and the duration of the original policy. | |
| 5. | The Reinsurer may change these rates of single premium by giving the Company three months’ notice in writing. The revised rates shall not be applicable to options to be exercised under contracts already issued at the date the change is effective, unless mutually agreed otherwise. | |
| 6. | The ceding company shall apply its full, available current retention as at the time of option to any opted policy unless specified otherwise in any facultative acceptance. | |
| 7. | If the opted policy is issued on a smoker mortality basis, use the Smoker GIB rate and the annual YRT rate based on the underwriting classification at the time of issue of the original policy to which the GIB rider is attached. If the opted policy is issued on a composite or non-smoker mortality basis, use the Non-smoker GIB rate and the annual YRT rate based on the underwriting classification at the time of issue of the original policy to which the GIB rider is attached. |
S-7
SCHEDULE
OF SINGLE REASSURANCE PREMIUMS PER $1,000 SUM ASSURED
FOR OPTED POLICIES ARISING UNDER GUARANTEED INSURABILITY BENEFIT PLAN
FULLY GUARANTEED — NON-SMOKER
FOR OPTED POLICIES ARISING UNDER GUARANTEED INSURABILITY BENEFIT PLAN
FULLY GUARANTEED — NON-SMOKER
| Option | ||||||||||||||||||||||||||||||||||||||||
| Age | ||||||||||||||||||||||||||||||||||||||||
| Last | OPTION DURATION | |||||||||||||||||||||||||||||||||||||||
| 1 | 2 | 3 | 4 | 5 | 6 | 7 | 8 | 9 | 10+ | |||||||||||||||||||||||||||||||
21 |
0.71 | 1.45 | 1.95 | 2.47 | 3.00 | 3.55 | ||||||||||||||||||||||||||||||||||
22 |
0.70 | 1.43 | 1.85 | 2.32 | 2.83 | 3.36 | 3.92 | |||||||||||||||||||||||||||||||||
23 |
0.68 | 1.38 | 1.79 | 2.20 | 2.65 | 3.15 | 3.68 | 4.24 | ||||||||||||||||||||||||||||||||
24 |
0.67 | 1.36 | 1.73 | 2.11 | 2.52 | 2.96 | 3.45 | 3.99 | 4.62 | |||||||||||||||||||||||||||||||
25 |
0.65 | 1.33 | 1.67 | 2.04 | 2.42 | 2.83 | 3.28 | 3.79 | 4.38 | 5.09 | ||||||||||||||||||||||||||||||
26 |
0.62 | 1.28 | 1.62 | 1.97 | 2.34 | 2.73 | 3.15 | 3.63 | 4.21 | 4.89 | ||||||||||||||||||||||||||||||
27 |
0.63 | 1.28 | 1.60 | 1.95 | 2.31 | 2.70 | 3.12 | 3.58 | 4.13 | 4.80 | ||||||||||||||||||||||||||||||
28 |
0.67 | 1.34 | 1.62 | 1.96 | 2.34 | 2.73 | 3.14 | 3.60 | 4.14 | 4.80 | ||||||||||||||||||||||||||||||
29 |
0.69 | 1.40 | 1.70 | 2.02 | 2.39 | 2.79 | 3.21 | 3.68 | 4.22 | 4.87 | ||||||||||||||||||||||||||||||
30 |
0.75 | 1.49 | 1.81 | 2.14 | 2.48 | 2.88 | 3.32 | 3.80 | 4.36 | 5.01 | ||||||||||||||||||||||||||||||
31 |
0.82 | 1.61 | 1.94 | 2.29 | 2.65 | 3.03 | 3.47 | 3.97 | 4.55 | 5.22 | ||||||||||||||||||||||||||||||
32 |
0.87 | 1.72 | 2.10 | 2.46 | 2.84 | 3.24 | 3.67 | 4.17 | 4.78 | 5.48 | ||||||||||||||||||||||||||||||
33 |
0.92 | 1.83 | 2.26 | 2.66 | 3.05 | 3.48 | 3.93 | 4.44 | 5.06 | 5.80 | ||||||||||||||||||||||||||||||
34 |
0.99 | 1.96 | 2.41 | 2.87 | 3.32 | 3.77 | 4.25 | 4.79 | 5.42 | 6.19 | ||||||||||||||||||||||||||||||
35 |
1.13 | 2.17 | 2.66 | 3.16 | 3.67 | 4.18 | 4.69 | 5.27 | 5.95 | 6.73 | ||||||||||||||||||||||||||||||
36 |
1.28 | 2.46 | 3.02 | 3.57 | 4.12 | 4.70 | 5.28 | 5.90 | 6.62 | 7.47 | ||||||||||||||||||||||||||||||
37 |
1.40 | 2.75 | 3.44 | 4.05 | 4.67 | 5.29 | 5.95 | 6.65 | 7.42 | 8.34 | ||||||||||||||||||||||||||||||
38 |
1.54 | 3.02 | 3.86 | 4.62 | 5.31 | 6.02 | 6.73 | 7.52 | 8.38 | 9.37 | ||||||||||||||||||||||||||||||
39 |
1.70 | 3.33 | 4.29 | 5.22 | 6.07 | 6.86 | 7.66 | 8.52 | 9.49 | 10.58 | ||||||||||||||||||||||||||||||
40 |
1.87 | 3.67 | 4.78 | 5.83 | 6.87 | 7.82 | 8.73 | 9.69 | 10.76 | 11.97 | ||||||||||||||||||||||||||||||
41 |
2.07 | 4.06 | 5.34 | 6.54 | 7.71 | 8.87 | 9.97 | 11.04 | 12.23 | 13.56 | ||||||||||||||||||||||||||||||
42 |
2.29 | 4.49 | 5.94 | 7.34 | 8.69 | 10.00 | 11.31 | 12.59 | 13.92 | 15.39 | ||||||||||||||||||||||||||||||
43 |
2.53 | 4.96 | 6.63 | 8.23 | 9.78 | 11.29 | 12.78 | 14.30 | 15.85 | 17.49 | ||||||||||||||||||||||||||||||
44 |
2.78 | 5.47 | 7.38 | 9.21 | 10.98 | 12.71 | 14.42 | 16.14 | 17.96 | 19.86 | ||||||||||||||||||||||||||||||
45 |
3.20 | 6.15 | 8.32 | 10.42 | 12.44 | 14.42 | 16.38 | 18.34 | 20.40 | 22.60 | ||||||||||||||||||||||||||||||
S-7
SCHEDULE
OF SINGLE REASSURANCE PREMIUMS PER $1,000 SUM ASSURED
FOR OPTED POLICIES ARISING UNDER GUARANTEED INSURABILITY BENEFIT PLAN
FULLY GUARANTEED — NON-SMOKER
FOR OPTED POLICIES ARISING UNDER GUARANTEED INSURABILITY BENEFIT PLAN
FULLY GUARANTEED — NON-SMOKER
| Option | ||||||||||||||||||||||||||||||||||||||||
| Age | ||||||||||||||||||||||||||||||||||||||||
| Last | OPTION DURATION | |||||||||||||||||||||||||||||||||||||||
| 1 | 2 | 3 | 4 | 5 | 6 | 7 | 8 | 9 | 10+ | |||||||||||||||||||||||||||||||
46 |
3.74 | 7.19 | 9.64 | 12.01 | 14.33 | 16.58 | 18.81 | 21.04 | 23.39 | 25.87 | ||||||||||||||||||||||||||||||
47 |
4.19 | 8.21 | 11.12 | 13.78 | 16.40 | 18.96 | 21.49 | 24.04 | 26.71 | 29.51 | ||||||||||||||||||||||||||||||
48 |
4.68 | 9.17 | 12.62 | 15.77 | 18.69 | 21.59 | 24.47 | 27.35 | 30.38 | 33.56 | ||||||||||||||||||||||||||||||
49 |
5.23 | 10.24 | 14.11 | 17.82 | 21.26 | 24.51 | 27.76 | 31.04 | 34.46 | 38.05 | ||||||||||||||||||||||||||||||
50 |
5.59 | 11.19 | 15.54 | 19.71 | 23.75 | 27.56 | 31.20 | 34.91 | 38.78 | 42.81 | ||||||||||||||||||||||||||||||
51 |
5.98 | 11.98 | 16.87 | 21.56 | 26.10 | 30.56 | 34.81 | 38.96 | 43.33 | 47.86 | ||||||||||||||||||||||||||||||
52 |
6.63 | 13.05 | 18.30 | 23.57 | 28.66 | 33.66 | 38.61 | 43.44 | 48.31 | 53.41 | ||||||||||||||||||||||||||||||
53 |
7.34 | 14.45 | 20.06 | 25.71 | 31.41 | 37.01 | 42.55 | 48.13 | 53.77 | 59.47 | ||||||||||||||||||||||||||||||
54 |
8.14 | 15.99 | 22.22 | 28.24 | 34.36 | 40.60 | 46.79 | 53.04 | 59.53 | 66.09 | ||||||||||||||||||||||||||||||
55 |
9.34 | 18.01 | 24.92 | 31.57 | 38.10 | 44.78 | 51.67 | 58.66 | 65.95 | 73.47 | ||||||||||||||||||||||||||||||
56 |
10.69 | 20.61 | 28.26 | 35.61 | 42.79 | 49.94 | 57.34 | 65.13 | 73.31 | 81.75 | ||||||||||||||||||||||||||||||
57 |
11.86 | 23.18 | 32.00 | 40.12 | 48.04 | 55.91 | 63.85 | 72.25 | 81.40 | 90.87 | ||||||||||||||||||||||||||||||
58 |
13.15 | 25.68 | 35.83 | 45.17 | 53.90 | 62.57 | 71.33 | 80.39 | 90.31 | 100.91 | ||||||||||||||||||||||||||||||
59 |
14.58 | 28.47 | 39.76 | 50.47 | 60.46 | 70.03 | 79.69 | 89.70 | 100.44 | 112.01 | ||||||||||||||||||||||||||||||
60 |
15.61 | 31.01 | 43.61 | 55.55 | 67.01 | 77.88 | 88.48 | 99.51 | 111.39 | 123.97 | ||||||||||||||||||||||||||||||
61 |
16.73 | 33.22 | 47.25 | 60.55 | 73.33 | 85.78 | 97.86 | 109.96 | 123.00 | 136.84 | ||||||||||||||||||||||||||||||
62 |
18.44 | 36.08 | 51.13 | 65.92 | 80.10 | 93.93 | 107.70 | 121.44 | 135.85 | 151.16 | ||||||||||||||||||||||||||||||
63 |
20.31 | 39.71 | 55.81 | 71.63 | 87.35 | 102.67 | 117.92 | 133.53 | 149.82 | 166.74 | ||||||||||||||||||||||||||||||
64 |
22.35 | 43.69 | 61.44 | 78.33 | 95.11 | 112.04 | 128.87 | 146.14 | 164.59 | 183.66 | ||||||||||||||||||||||||||||||
65 |
23.15 | 46.59 | 66.16 | 84.76 | 102.64 | 120.70 | 139.28 | 158.33 | 178.76 | 200.27 | ||||||||||||||||||||||||||||||
66 |
24.00 | 48.26 | 69.84 | 90.30 | 109.97 | 129.21 | 149.06 | 170.07 | 192.64 | 216.49 | ||||||||||||||||||||||||||||||
67 |
26.39 | 51.54 | 73.80 | 96.35 | 117.97 | 139.12 | 160.30 | 182.82 | 207.74 | 234.11 | ||||||||||||||||||||||||||||||
68 |
29.03 | 56.66 | 79.68 | 102.97 | 126.79 | 150.05 | 173.30 | 197.41 | 224.24 | 253.40 | ||||||||||||||||||||||||||||||
69 |
31.91 | 62.29 | 87.71 | 111.85 | 136.51 | 162.09 | 187.64 | 214.11 | 242.99 | 274.54 | ||||||||||||||||||||||||||||||
70 |
34.98 | 68.37 | 96.46 | 123.12 | 148.70 | 175.25 | 203.34 | 232.43 | 264.17 | 298.29 | ||||||||||||||||||||||||||||||
S-7
SCHEDULE OF SINGLE REASSURANCE PREMIUMS PER $1,000 SUM ASSURED
FOR OPTED POLICIES ARISING UNDER GUARANTEED INSURABILITY BENEFIT PLAN
FULLY GUARANTEED — SMOKER
FOR OPTED POLICIES ARISING UNDER GUARANTEED INSURABILITY BENEFIT PLAN
FULLY GUARANTEED — SMOKER
| Option | ||||||||||||||||||||||||||||||||||||||||
| Age | ||||||||||||||||||||||||||||||||||||||||
| Last | OPTION DURATION | |||||||||||||||||||||||||||||||||||||||
| 1 | 2 | 3 | 4 | 5 | 6 | 7 | 8 | 9 | 10+ | |||||||||||||||||||||||||||||||
21 |
0.88 | 1.69 | 2.22 | 2.82 | 3.43 | 4.08 | ||||||||||||||||||||||||||||||||||
22 |
0.86 | 1.76 | 2.20 | 2.67 | 3.26 | 3.92 | 4.66 | |||||||||||||||||||||||||||||||||
23 |
0.82 | 1.69 | 2.19 | 2.62 | 3.09 | 3.71 | 4.40 | 5.17 | ||||||||||||||||||||||||||||||||
24 |
0.81 | 1.64 | 2.09 | 2.57 | 3.00 | 3.50 | 4.14 | 4.87 | 5.79 | |||||||||||||||||||||||||||||||
25 |
0.77 | 1.58 | 1.98 | 2.45 | 2.92 | 3.37 | 3.91 | 4.60 | 5.46 | 6.52 | ||||||||||||||||||||||||||||||
26 |
0.71 | 1.49 | 1.88 | 2.30 | 2.77 | 3.26 | 3.75 | 4.35 | 5.18 | 6.19 | ||||||||||||||||||||||||||||||
27 |
0.73 | 1.48 | 1.83 | 2.25 | 2.69 | 3.18 | 3.71 | 4.27 | 5.02 | 6.00 | ||||||||||||||||||||||||||||||
28 |
0.77 | 1.56 | 1.86 | 2.25 | 2.71 | 3.18 | 3.71 | 4.31 | 5.01 | 5.93 | ||||||||||||||||||||||||||||||
29 |
0.79 | 1.62 | 1.95 | 2.30 | 2.73 | 3.23 | 3.75 | 4.36 | 5.09 | 5.97 | ||||||||||||||||||||||||||||||
30 |
0.92 | 1.77 | 2.13 | 2.50 | 2.89 | 3.37 | 3.91 | 4.51 | 5.27 | 6.17 | ||||||||||||||||||||||||||||||
31 |
1.06 | 2.04 | 2.39 | 2.79 | 3.20 | 3.65 | 4.18 | 4.80 | 5.56 | 6.49 | ||||||||||||||||||||||||||||||
32 |
1.12 | 2.23 | 2.69 | 3.09 | 3.52 | 4.01 | 4.52 | 5.14 | 5.92 | 6.87 | ||||||||||||||||||||||||||||||
33 |
1.18 | 2.36 | 2.94 | 3.44 | 3.88 | 4.39 | 4.94 | 5.57 | 6.34 | 7.33 | ||||||||||||||||||||||||||||||
34 |
1.27 | 2.52 | 3.13 | 3.76 | 4.32 | 4.85 | 5.42 | 6.10 | 6.89 | 7.88 | ||||||||||||||||||||||||||||||
35 |
1.45 | 2.78 | 3.45 | 4.12 | 4.81 | 5.46 | 6.06 | 6.78 | 7.64 | 8.65 | ||||||||||||||||||||||||||||||
36 |
1.64 | 3.16 | 3.91 | 4.64 | 5.38 | 6.16 | 6.90 | 7.65 | 8.56 | 9.66 | ||||||||||||||||||||||||||||||
37 |
1.78 | 3.51 | 4.43 | 5.25 | 6.07 | 6.91 | 7.79 | 8.68 | 9.64 | 10.81 | ||||||||||||||||||||||||||||||
38 |
1.96 | 3.84 | 4.96 | 5.96 | 6.88 | 7.82 | 8.77 | 9.81 | 10.92 | 12.15 | ||||||||||||||||||||||||||||||
39 |
2.15 | 4.21 | 5.47 | 6.69 | 7.82 | 8.86 | 9.92 | 11.05 | 12.33 | 13.73 | ||||||||||||||||||||||||||||||
40 |
2.35 | 4.62 | 6.06 | 7.43 | 8.79 | 10.04 | 11.24 | 12.49 | 13.90 | 15.48 | ||||||||||||||||||||||||||||||
41 |
2.59 | 5.08 | 6.72 | 8.28 | 9.80 | 11.31 | 12.75 | 14.15 | 15.69 | 17.43 | ||||||||||||||||||||||||||||||
42 |
2.84 | 5.59 | 7.44 | 9.23 | 10.97 | 12.67 | 14.37 | 16.04 | 17.75 | 19.65 | ||||||||||||||||||||||||||||||
43 |
3.13 | 6.15 | 8.26 | 10.29 | 12.28 | 14.21 | 16.13 | 18.09 | 20.09 | 22.19 | ||||||||||||||||||||||||||||||
44 |
3.43 | 6.75 | 9.15 | 11.45 | 13.70 | 15.91 | 18.09 | 20.29 | 22.62 | 25.04 | ||||||||||||||||||||||||||||||
45 |
3.93 | 7.56 | 10.27 | 12.89 | 15.44 | 17.94 | 20.42 | 22.91 | 25.52 | 28.30 | ||||||||||||||||||||||||||||||
S-7
SCHEDULE OF SINGLE REASSURANCE PREMIUMS PER $1,000 SUM ASSURED
FOR OPTED POLICIES ARISING UNDER GUARANTEED INSURABILITY BENEFIT PLAN
FULLY GUARANTEED — SMOKER
FOR OPTED POLICIES ARISING UNDER GUARANTEED INSURABILITY BENEFIT PLAN
FULLY GUARANTEED — SMOKER
| Option | ||||||||||||||||||||||||||||||||||||||||
| Age | ||||||||||||||||||||||||||||||||||||||||
| Last | OPTION DURATION | |||||||||||||||||||||||||||||||||||||||
| 1 | 2 | 3 | 4 | 5 | 6 | 7 | 8 | 9 | 10+ | |||||||||||||||||||||||||||||||
46 |
4.57 | 8.79 | 11.83 | 14.78 | 17.68 | 20.50 | 23.30 | 26.11 | 29.05 | 32.16 | ||||||||||||||||||||||||||||||
47 |
5.08 | 9.98 | 13.57 | 16.86 | 20.11 | 23.30 | 26.45 | 29.63 | 32.94 | 36.42 | ||||||||||||||||||||||||||||||
48 |
5.64 | 11.08 | 15.30 | 19.17 | 22.78 | 26.36 | 29.92 | 33.48 | 37.21 | 41.13 | ||||||||||||||||||||||||||||||
49 |
6.26 | 12.29 | 17.00 | 21.53 | 25.75 | 29.73 | 33.72 | 37.74 | 41.93 | 46.31 | ||||||||||||||||||||||||||||||
50 |
6.65 | 13.34 | 18.60 | 23.65 | 28.57 | 33.21 | 37.65 | 42.17 | 46.87 | 51.77 | ||||||||||||||||||||||||||||||
51 |
7.07 | 14.19 | 20.06 | 25.71 | 31.18 | 36.58 | 41.74 | 46.77 | 52.05 | 57.53 | ||||||||||||||||||||||||||||||
52 |
7.79 | 15.37 | 21.62 | 27.92 | 34.03 | 40.04 | 46.01 | 51.84 | 57.72 | 63.86 | ||||||||||||||||||||||||||||||
53 |
8.58 | 16.91 | 23.56 | 30.27 | 37.08 | 43.77 | 50.42 | 57.13 | 63.90 | 70.75 | ||||||||||||||||||||||||||||||
54 |
9.46 | 18.61 | 25.95 | 33.07 | 40.33 | 47.77 | 55.16 | 62.64 | 70.42 | 78.26 | ||||||||||||||||||||||||||||||
55 |
10.81 | 20.87 | 28.96 | 36.80 | 44.51 | 52.44 | 60.65 | 68.99 | 77.68 | 86.66 | ||||||||||||||||||||||||||||||
56 |
12.31 | 23.78 | 32.70 | 41.32 | 49.77 | 58.22 | 67.00 | 76.26 | 85.98 | 96.02 | ||||||||||||||||||||||||||||||
57 |
13.58 | 26.60 | 36.85 | 46.32 | 55.60 | 64.86 | 74.24 | 84.18 | 95.01 | 106.23 | ||||||||||||||||||||||||||||||
58 |
15.02 | 29.34 | 41.04 | 51.87 | 62.05 | 72.20 | 82.50 | 93.17 | 104.86 | 117.36 | ||||||||||||||||||||||||||||||
59 |
16.66 | 32.53 | 45.44 | 57.68 | 69.21 | 80.35 | 91.64 | 103.37 | 115.96 | 129.52 | ||||||||||||||||||||||||||||||
60 |
17.84 | 35.44 | 49.84 | 63.48 | 76.58 | 89.00 | 101.12 | 113.97 | 127.82 | 142.48 | ||||||||||||||||||||||||||||||
61 |
19.12 | 37.96 | 54.00 | 69.20 | 83.80 | 98.03 | 111.84 | 125.66 | 140.57 | 156.38 | ||||||||||||||||||||||||||||||
62 |
21.07 | 41.23 | 58.43 | 75.34 | 91.54 | 107.35 | 123.08 | 138.79 | 155.26 | 172.75 | ||||||||||||||||||||||||||||||
63 |
23.21 | 45.38 | 63.78 | 81.86 | 99.83 | 117.34 | 134.76 | 152.60 | 171.22 | 190.56 | ||||||||||||||||||||||||||||||
64 |
25.54 | 49.93 | 70.21 | 89.52 | 108.70 | 128.04 | 147.28 | 167.02 | 188.10 | 209.89 | ||||||||||||||||||||||||||||||
65 |
26.45 | 53.24 | 75.61 | 96.86 | 117.30 | 137.94 | 159.17 | 180.95 | 204.29 | 228.88 | ||||||||||||||||||||||||||||||
66 |
27.42 | 55.15 | 79.81 | 103.20 | 125.68 | 147.67 | 170.35 | 194.36 | 220.16 | 247.42 | ||||||||||||||||||||||||||||||
67 |
30.16 | 58.90 | 84.34 | 110.11 | 134.82 | 158.99 | 183.20 | 208.93 | 237.41 | 267.55 | ||||||||||||||||||||||||||||||
68 |
33.17 | 64.75 | 91.06 | 117.68 | 144.90 | 171.48 | 198.05 | 225.61 | 256.27 | 289.60 | ||||||||||||||||||||||||||||||
69 |
36.47 | 71.18 | 100.24 | 127.82 | 156.01 | 185.24 | 214.44 | 244.69 | 277.70 | 313.76 | ||||||||||||||||||||||||||||||
70 |
39.97 | 78.13 | 110.24 | 140.70 | 169.94 | 200.28 | 232.39 | 265.63 | 301.91 | 340.90 | ||||||||||||||||||||||||||||||
Schedule V
Limits
Reinsurer’s Share:
See Binding Limits
Age Limits:
| Plan | Ages | |
5 Year Level Term |
20 - 75 | |
10 Year Level Term |
20 - 75 | |
15 Year Level Term |
20 - 65 | |
20 Year Level Term |
20 - 60 |
Binding Limits:
Reinsurance shall be divided equally between the Reinsurer and the Ceding Company on a first dollar quota-share basis, up to the limits as shown below. In addition, amounts in excess of these limits will be reinsured by the Reinsurer as described below.
| Agreement Year: | To the Ceding Company: | To the Reinsurer: | ||
| All Years | $500,000 | $500,000 |
The Reinsurer shall receive the excess of $1,000,000, up to $4,500,000.
Jumbo Limit:
$25,000,000
Rider and Supplementary Benefits Description:
See attachment 1 to this Schedule
03/06/98
31
Schedule V-1
RIDER DESCRIPTION
| Additional Term Rider (ATR) | ||||
One Expert-10/10(i) rider is available on family member or business associate. Use the appropriate
Expert-10/10(i) $100,000-$249,999 rates for Expert-10/10(i) Additional Term Riders for all face
amounts. |
||||
| Note: | Not available with BNO or GIO. |
|||
| SUPPLEMENTARY BENEFITS DESCRIPTION | ||||
| Insured Children’s Benefit (ICB) | ||||
| Benefit | •
Insures dependent children. Insures newborns automatically at 15 days of age. Available through age 17 of the child. |
|||
•
Up to 5 x the face amount may be converred at age 25. |
||||
| Issue Ages (primary insured): 15—55 | ||||
| Minimum: | $1,000 Maximum: $10,000 |
|||
| Note: | Premium is $6 per year for each $1,000 of coverage on all children. |
|||
| Accelerated Benefit Option (ABO)* | ||||
| Benefit | • Pays a portion of the death benefit in advance if insured is terminally ill. |
|||
| Note: | There are no charges for this benefit. |
|||
| Safety and Transportation Benefits* | ||||
| Benefit | • Pays additional amounts if death occurs due to an auto accident and/or during travel. |
|||
| Note: | There are no charges for these benefits. |
|||
| Waiver of Premium (WP) | ||||
| Benefit | • Keeps insurance in force while the primary insured is totally disabled; covers policy, rider and any supplementary benefits. |
|||
| Issue Ages: | 15—55 |
|||
| Accidental Death Benefit (ADB) | ||||
| Benefit | • Pays an additional amount if death is caused by an accident. |
|||
| Issue Ages: | 15—60 |
|||
| Minimum: | $5,000 Maximum: 3 x face amount to $250,000, $250,000 for all companies |
|||
| Business Needs OptionTM (BNOTM)* | ||||
| Benefit | • Permits future purchases of additional insurance on the life of business owner insureds without providing medical evidence of insurability according to specific trigger dates and the business valuation formula. The amount the policy owner must purchase on each BNO option date is the lesser of the BNO option amount purchased or the amount defined by the business formula. |
|||
| Issue Ages: | 30—60 (no ratings) |
|||
| Maximum Exercise Age: 70 | ||||
| Minimum: | $25,000 per BNO insured per option date. |
|||
| Maximum: | The greater of 25% of the BNO insured’s original face under all covered policy(s) combined or a total of $250,000 per BNO insured per option date. There is a lifetime maximum of $2,000,000 for all amounts exercised per BNO insured. |
|||
| Note: | Not available with ATR or GIO. |
|||
| Guaranteed Insurability Option (GIO) | ||||
| Benefit: | • Permits future purchases without evidence of insurability. |
|||
| Minimum: | $1,000
Maximum:
See below |
|||
| Issue Age | Lesser of Face Amount of Base Policy or | Option Ages | ||
0-24 |
$25,000 | 25, 28, 31, 34, 37 & 40 | ||
25-27 |
$30,000 | 28, 31, 34, 37 & 40 | ||
28-30 |
$35,000 | 31, 34, 37 & 40 | ||
31-33 |
$40,000 | 34, 37 & 40 | ||
34-36 |
$45,000 | 37 & 40 | ||
| Note: | Not available with ATR or BNO. |
* Subject to state approval and policy provisions. | ||||||
Schedule VI
Reinsurance Specifications
Sample Statement Specifications
The
following information should appear on each Statement and Inforce listing:
| • | Name of the Insured(s) | ||
| • | Date of Birth of the Insured(s) | ||
| • | The Issue Age of each Insured(s) | ||
| • | The Sex of the Insured(s) | ||
| • | The Insured(s) Country of Residence | ||
| • | Underwriting Classification (i.e. Preferred, Standard, etc.) | ||
| • | Smoking Class (i.e. Smoker, Non Smoker, etc.) | ||
| • | Indication if Business is Facultative or Automatic | ||
| • | Indication if Business is Risk Premium or Coinsurance | ||
| • | Policy Number(s) | ||
| • | Plan Code(s) / Kind Code(s): Cession Series | ||
| • | Original Face Amount of the Policy(s) | ||
| • | Amount(s) Ceded to the Reinsurer | ||
| • | Amount of Premium being Paid; separated for Supplementary Benefits. | ||
| • | The Amount of any Reinsurance Premium Allowances | ||
| • | Any Extra Premiums concerned. Example: $5 / 1000 / 5 YRS | ||
| • | Effective Date and Duration of any Policy(s) Change, Reissue, or Termination |
03/06/98
32
Schedule VII
Reinsurance Specificatios
Sample Policy Exhibit
| Policy Summary | Number of | Reinsurance | ||||||
| Classification | Policies | Amount | ||||||
Inforce as of Last Report |
878 | $ | 410,220,973.00 | |||||
New Issues |
2 | $ | 516,666.00 | |||||
Reinstatements |
3 | $ | 483,334.00 | |||||
Increases |
$ | 500,000.00 | ||||||
Decreases — Still Inforce |
$ | 133,332.00 | ||||||
Rollover — In |
0 | $ | 0.00 | |||||
Deduct By: |
||||||||
Death |
0 | $ | 0.00 | |||||
Surrender |
1 | $ | 250,000.00 | |||||
Lapse |
4 | $ | 1,000,001.00 | |||||
Conversion — Out |
0 | $ | 0.00 | |||||
Decreases — Termination |
3 | $ | 299,999.00 | |||||
Inactive — Pending |
0 | $ | 0.00 | |||||
Not Taken |
0 | $ | 0.00 | |||||
Inforce as of Current Report |
875 | $ | 410,037,641.00 | |||||
33
Schedule VIII
Definitions
Assume - To accept or take over a risk, the converse of cede.
Automatic Reinsurance - A reinsurance agreement under which the Reinsurer is obligated to accept
or assume risks which meet certain specific criteria based on the Ceding Company’s underwriting.
Binding Limit - The amount of risk over the Ceding Company’s retention, which can be ceded
automatically if all automatic conditions are met.
Cash Value - The amount of money which the policy owner will receive as a refund if the policy
owner cancels the coverage and returns the policy to the company.
Cede - to transfer an insurance risk from the company originally issuing the policy to another
insurance company known as the Reinsurer.
Ceding Company - A ceding insurer is an insurer which underwrites and issues an
original, principal policy to an insured and contractually transfers (cedes) a portion of the risk
to the Reinsurer. A ceding Reinsurer is a Reinsurer which transfers (cedes) a
portion of the underlying reinsurance to a retrocessionnaire.
Ceding Company’s Published Term Conversion Guidelines
Ceding Company’s Standard Guidelines
Coinsurance - Indemnity life reinsurance under which the reserves as well as the risk are
transferred to the Reinsurer; the Ceding Company retains its liability to the contractual
relationship with the insured. Under the Coinsurance method, the Ceding Company will pay the
Reinsurer a proportionate part of the premiums it receives. In return, the Reinsurer agrees to pay
the Ceding company a proportionate part of the claim and participate in all other policy benefits
explicity stated in this Agreement.
Conditional Receipt - A provision included in some life insurance policies providing coverage from
the date of the application to the date at which the policy is either issued or declined.
Excess Reinsurance - A form of reinsurance under which recoveries are available when a given loss
exceeds the Ceding Company’s retention (excess of loss reinsurance) defined in this Agreement.
Extra Contractual Obligations (ECO) - A generic term that, when used in a reinsurance agreement,
refers to damages awarded by a court against an insurer which are outside the provisions of the
insurance policy, due to the insurer’s bad faith, fraud or gross negligence in the handling of a
claim.
Facultative - Reinsurance under which the Ceding Company has the option (faculty) of submitting and
the Reinsurer has the option of accepting or declining individual risks. This agreement merely
reflects how individual facultative reinsurance will be handled.
Flat Extra Premium - A method for rating substandard risks used when the extra risk is considered
to be constant. The underwriter assesses a specific extra premium for each $1,000 of insurance.
Flat extra ratings usually apply to applicants in hazardous occupations or avocations, aviation, or
with certain physical impairments of a temporary nature.
34
Schedule VIII
Definitions (Continued)
Indexing - The adjustment of the Ceding Company’s retention and the reinsurance limit by a measure
of inflation such as the Consumer Price Index.
Jumbo Limit - The limit placed on an amount of coverage that may be inforce, or applied for in all
companies, on an individual life for automatic reinsurance purposes. If such insurance exceeds the
limit, the Ceding Company must submit the risk to the Reinsurer for facultative review.
Minimum Reinsurance Amount - The smallest cession that the Reinsurer will accept automatically. The
minimum size is set to avoid the expenses associated with small cessions.
Original Policy(s) - Insurance contracts between the Original Company and the Insured(s).
Policy Reserve - A liability account that identifies the amount of assets that, together with the
future premiums to be received from inforce policies, is expected to be sufficient to pay future
claims on those inforce policies. Also called a legal reserve or a statutory reserve.
Premium - (Written/Unearned/Earned) - Written premium is premium registered on
the books of an insurer or Reinsurer at the time a policy is issued and paid. Premium for a future
exposure period is said to be unearned premium. For an individual policy,
written premium minus unearned premium equals earned premium. Earned premium is
income for the accounting period while unearned premium will be income in a future accounting
period.
Punitive Damages - A term that, when used in reinsurance agreements, refers to damages awarded by a
court against an insured or against an insurer in addition to compensatory damages. Punitive
damages are intended to punish the insured or the insurer for willful and careless misconduct and
to serve as a deterrent. When the award is against an insurer, it is usually related to the conduct
of the insurer in the handling of a claim.
Quota Share - A form of reinsurance in which premiums and losses are shared proportionately between
the Ceding Company and the Reinsurer, in which the same percentage applies to all policies
reinsured.
Rate - The premium rate is the amount of premium charged per exposure unit, e.g. per $1,000.
Reinsurer - A company which contractually assumes all or part of the Ceding Company’s risk.
Retention - The dollar amount or percentage of each loss retained by the Ceding Company under this
reinsurance agreement. The Ceding Company’s retention is not reinsured in any way.
Risk - Insurance on an individual life.
35
Schedule VIII
Definitions (Continued)
Self Administration - A reinsurance arrangement where the Ceding Company provides the Reinsurer
with periodic reports for reinsurance ceded giving premium, inforce, reserve, and any other
information required by the Reinsurer for its financial reports. Self Administration is also known
as Bulk or Bordereaux.
Standard Guidelines - The underwriting guidelines intended to be applied to all applications for
insurances of the type(s) reinsured under this agreement.
Substandard Risks - Those insureds who, under the terms of the Ceding Company’s standard
guidelines, do not meet the criteria for issuance at standard premium rates.
Substandard Table Extra - Substandard table extra ratings usually apply to physically impaired
lives. The rates will be increased by a factor as shown in Schedule I for each table of additional
mortality.
Sum at Risk or Net Amount at Risk - The excess of the death benefit of a policy over the policy
reserve.
Termination - The formal ending of a reinsurance agreement by its natural expiry, cancellation or
commutation by both parties. Terminations can be either on a cutoff or runoff basis. Under cutoff
provisions, the parties’ obligations are fixed as of the agreed cutoff date. Otherwise, obligations
incurred while the agreement was inforce are run off to their natural extinction.
36
3028-00-01
AMENDMENT
to the
COINSURANCE REINSURANCE AGREEMENT Effective January 1, 1998
between
SAFECO LIFE INSURANCE COMPANY, Seattle, Washington
(hereinafter called the “Ceding Company”)
(hereinafter called the “Ceding Company”)
and
RGA REINSURANCE COMPANY, St. Louis, Missouri
(hereinafter called the “Reinsurer”)
(hereinafter called the “Reinsurer”)
This Amendment is Effective January 1, 2000.
| I. | CANCELLATION OF NEW BUSINESS FOR THE EXPERT SERIES 5 YEAR LEVEL TERM | |
| Effective April 9, 2000, the Ceding Company will no longer cede and the Reinsurer will no longer accept new business under this Agreement for the Expert Series 5 Year Level Term Plan. | ||
| Reinsurance in force under Agreement 3028-00-00 for the Expert Series 5 Year Level Term Plan will continue to be governed by the terms and conditions of this Agreement until the termination or expiration of all such reinsurance. | ||
| II. | RESERVES | |
| Effective for new business issued on and after January 1, 2000, the reserve requirements in Schedule I (Reserves, Article VII) of this Agreement are hereby revised and replaced by the following: | ||
| “The Ceding Company agrees to post on its books any deficiency reserves on the coverage reinsured under this Agreement. | ||
| The Reinsurer will be responsible for calculating and holding basic and deficiency reserves on its share of the business under the Valuation of Life Insurance Policies Model Regulation, commonly known as Guideline XXX. The Reinsurer’s X-Factors may differ from those of the Ceding Company. | ||
| III. | RETENTION | |
| Effective January 1, 2000, Schedule II, Retention (Eff. 1/1/98) is hereby revised and replaced by the attached Schedule II, Retention (Eff. 1/1/00), which now reflects the new retention level for the Expert Series 20 Year Level Term Plan. | ||
| IV. | ALLOWANCES | |
| Effective for new business issued on and after January 1, 2000, the allowances in the Schedule IV, Reinsurance Premiums (Eff. 1/1/98) cover pages for the Expert Series Plans are hereby revised and replaced by the allowances in the attached Schedule IV, Reinsurance Premiums cover pages. |
1
| V. | LIMITS | |
| Effective January 1, 2000, Schedule V, Limits (Eff. 1/1/98) is hereby revised and replaced by the attached Schedule V, Limits (Eff. 1/1/00), which now reflects the new limits for the Expert Series 20 Year Level Term Plan. | ||
| VI. | All provisions of the Coinsurance Reinsurance Agreement not specifically modified herein remain unchanged. |
IN WITNESS WHEREOF, both parties have executed this Amendment in duplicate as follows:
SAFECO LIFE INSURANCE COMPANY
| By: | /s/ Jennifer Davies
|
By: | /s/ Jon David Parker
|
|||||||||
| Title: | Vice President | Title: | Actuary | |||||||||
| Date: | 6/19/02 | Date: | 6/19/02 | |||||||||
RGA REINSURANCE COMPANY
| By: Title: |
/s/ Larry Shorey
|
|||||
| Date: | 4/20/01 | |||||
2
Schedule II - Retention
Effective January 1, 2000
For the Expert Series 5 Year, 10 Year and 15 Year Level Term Plans:
The Ceding Company will retain 50% of each risk up to a maximum retention of $500,000 per any one
insured.
For the Expert Series 20 Year Level Term Plan:
The Ceding Company will retain 20% of each risk up to a maximum retention of $500,000 per any one
insured.
3
Schedule iv — Reinsurance Premiums
Effective
January 1, 2000
Life:
COINSURANCE:
Business Covered, as shown in Schedule III will be reinsured on a coinsurance basis. Reinsurance
premiums will be determined according to the amount reinsured with the Reinsurer per insured life
as follows. The life reinsurance premium will be calculated in the case of life risks, by
multiplying the appropriate life premium rate, from the Rate Tables labeled below, for the age of
the insured, at the beginning of the policy year, by the amount at risk reinsured for that policy
year, less the applicable allowance as shown below. The same procedure will apply for single
premium policies and for paid up policies.
| Plan(s) | Rate Table | Year 1 | Years 2+ | |||||||||
Expert Series 5 Year Level Term |
S-1 | [***] | [***] | |||||||||
Expert Series 10 Year Level Term (Fully Guaranteed) |
S-2 | [***] | [***] | |||||||||
Expert Series 15 Year Level Term (Fully Guaranteed) |
S-3 | [***] | [***] | |||||||||
Expert Series 20 Year Level Term (Fully Guaranteed) |
S-4 | [***] | [***] | |||||||||
The rates for ages 15 to 19 are the same rates that apply to age 20.
Prior to April 29, 2000, the Reinsurer will accept both low and high band policies issued by the
Ceding Company under the Expert Series 5, 10, 15 and 20 Year Level Term Plans. Effective April 29,
2000, the Reinsurer will no longer accept high band policies (policies that are $400,000 or
greater) from the Ceding Company.
If the Ceding Company has the right to increase the rates charged the insured, the Reinsurer will
also have the right to increase rates accordingly.
A policy fee of [***] will apply in all years. The Reinsurer will receive its participation
percentage as shown in Schedule V of the applicable policy fee. The above allowances will also
apply to the policy fee.
Substandard Premiums:
Substandard Table Extra
Premiums will be increased by any (flat) extra premium or substandard premium charged the insured
on the face amount initially reinsured. For substandard table ratings, premiums will be increased
by the following percent per table:
[***]
Flat Extra Premiums
The premium will be increased by any flat extra premium charged the insured on the face amount
initially reinsured, less total allowances as shown below:
| First Year Permanent Payable | First Year Temporary | |||
| 6 Years or More: | Payable 1 - 5 Years: | Renewal: | ||
[***] |
[***] | [***] | ||
Portions
marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has
been filed separately with the Securities and Exchange Commission.
Schedule iv — Reinsurance Premiums (Continued)
Supplemental Benefits:
Accidental Death Benefit(ADB):
The premium to be paid for reinsurance of Accidental Death Benefit will be [***] per $1000 of
coverage.
Accelerated Benefit Option (ABO):
There are no charges for these benefits.
Additional Term Rider (ATR):
Select and Preferred classes are available for the Additional Term Rider.
(Base Rates + [***]) x Base Allowances
(Base Rates + [***]) x Base Allowances
Business Needs Option:
The Ceding Company shall retain all premium collected under this rider. However, upon exercise of
the associated option, the Ceding Company shall pay the Reinsurer the single premium based on the
rates in Rate Table S-7.
Guaranteed Insurability Option:
The Ceding Company shall retain all premium collected under this rider. However, upon exercise of
the associated option, the Ceding Company shall pay the Reinsurer the single premium based on the
rates in Rate Table S-7.
Insured Children’s Benefit (ICB):
The Ceding Company shall retain all premium and risk associated with this benefit.
Safety and Transportation Benefits:
This
rider will pay an additional amount, if death occurs due to an automobile accident and/or
during travel. Otherwise, there are no charges for these benefits.
Waiver of Premium:
The premium to be paid for reinsurance of Waiver of Premium benefits will be based on the Rate
Table labeled S-5, less [***] allowance in the first year and [***] allowance in renewal years.
Re-Entry’s:
In the event of re-entry in accordance with the Ceding Company’s rules, the fully underwritten
policy will be treated as new business, commencing with first year allowances.
Portions
marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has
been filed separately with the Securities and Exchange Commission.
Schedule iv — Reinsurance Premiums (Continued)
Conversions or Exchanges:
Routine conversions and exchanges shall terminate reinsurance of the converted or exchanged
policies under this Agreement.
However, should the Ceding Company institute a special program to encourage or reward conversions
or exchanges, and any business covered under this Agreement subsequently converts or exchanges to
any other plan, the following shall apply:
If the new plan is reinsured by the Reinsurer, then such business will be reinsured at the rates as
shown in the Agreement covering the new plan. Rates and allowances, or pay percentages, applicable
to the new plan will be determined at point in scale based on the original policy that is being
converted or exchanged. If the Agreement including the new rates requires policy fees, then they
will also apply to the new plan.
If the new plan is not reinsured with the Reinsurer, then such business will be reinsured with the
Reinsurer, at the rates as shown below. Rates will be determined at point in scale, based on the
original policy that is being converted or exchanged.
Rate Table S-6
04/19/01
6
Schedule V — Limits
Effective January 1, 2000
Reinsurer’s
Share :
See Binding Limits
Age Limits:
| Plan | Ages | |
Expert Series 5 Year Level Term |
15 - 75 | |
Expert Series 10 Year Level Term |
15 - 75 | |
Expert Series 15 Year Level Term |
15 - 65 | |
Expert Series 20 Year Level Term |
15 - 60 |
Minimum Reinsurance Amount:
$100,000 (i.e. no reinsurance unless face amount is at least ($100,000)
Binding Limits :
For the Expert Series 5, 10 and 15 Year Level Term Plans:
Reinsurance shall be divided equally between the Reinsurer and the Ceding Company on a first dollar
quota-share basis, up to the limits as shown below. In addition, amounts in excess of these limits
will be reinsured by the Reinsurer as described below.
| Agreement Year : | To the Ceding Company : | To the Reinsurer: | ||
| All Years | $500,000 | $500,000 |
The Reinsurer shall receive the excess of $1,000,000, up to $4,500,000.
For the Expert Series 20 Year Level Term Plan:
The Ceding Company will retain 20% and the Reinsurer will receive 80% of each risk on a first
dollar quota-share basis, up to the limits as shown below. In addition, amounts in excess of these
limits will be reinsured by the Reinsurer as described below.
| Agreement Year : | To the Ceding Company : | To the Reinsurer: | ||
| All Years | $500,000 | $2,000,000 |
The Reinsurer shall receive the excess of $2,500,000, up to $4,500,000.
04/19/01
7
Schedule V — Limits (Continued)
Jumbo Limit :
$25,000,000
Rider and Supplementary Benefits Description :
See Schedule V-1
04/19/01
8
3028-00-02
AMENDMENT
to the
COINSURANCE REINSURANCE AGREEMENT Effective January 1, 1998
between
SAFECO LIFE INSURANCE COMPANY, Seattle, Washington
(hereinafter called the “Ceding Company”)
(hereinafter called the “Ceding Company”)
and
RGA REINSURANCE COMPANY, St. Louis, Missouri
(hereinafter called the “Reinsurer”)
(hereinafter called the “Reinsurer”)
This
Amendment is Effective January 1, 1998
| I. | CHANGE IN POLICY ADMINISTRATION AND PREMIUM ACCOUNTING | |
| Effective January 1,1998, Schedule I, Reinsurance Specifications — Policy Administration and Premium Accounting, Article X, Item 1, Accounting Period and Premium Due is hereby revised to show “Annual premiums, reported Quarterly in Advance. | ||
| II. | CHANGE IN AGE LIMITS | |
| Effective January 1, 1998, Schedule V, Limits is hereby revised and replaced by the attached Schedule V, Limits to show that the age limits for the 5-Year Level Term, 10-Year Level Term, 15-Year Level Term and 20-Year Level Term Plans now include ages 15 to 19. The rates for ages 15 to 19 are the same rates that apply to age 20. | ||
| III. | All provisions of the Coinsurance Reinsurance Agreement not specifically modified herein remain unchanged. |
IN WITNESS WHEREOF, both parties have executed this Amendment in duplicate as follows:
SAFECO LIFE INSURANCE COMPANY
By:
|
/s/ Jennifer Davies
|
By: | /s/ Jon David Parker
|
|||||||
Title:
|
Vice President | Title: | Actuary | |||||||
Date:
|
6/19/02 | Date: | 6/19/02 | |||||||
RGA REINSURANCE COMPANY
By:
|
/s/ Larry Shorey | |||||||||
Title:
|
Vice President | |||||||||
Date:
|
4/20/01 | |||||||||
04/19/01
Schedule V — Limits
Effective January 1, 1998
Reinsurer’s Share :
See Binding Limits
Age Limits :
| Plan | Ages | |
5 Year Level Term |
15 - 75 | |
10 Year Level Term |
15 - 75 | |
15 Year Level Term |
15 - 65 | |
20 Year Level Term |
15 - 60 |
Binding Limits :
Reinsurance
shall be divided equally between the Reinsurer and the Ceding Company on a first dollar
quota-share basis, up to the limits as shown below. In addition, amounts in excess of these limits
will be reinsured by the Reinsurer as described below.
| Agreement Year : | To the Ceding Company : | To the Reinsurer : | ||
All Years |
$500,000 | $500,000 |
The Reinsurer shall receive the excess of $1,000,000, up to $4,500,000.
Jumbo Limit :
$25,000,000
Rider and Supplementary Benefits Description :
See Schedule V-1
04/19/01
2
3028-00-04
AMENDMENT
to the
COINSURANCE REINSURANCE AGREEMENT Effective January 1, 1998
between
SAFECO LIFE INSURANCE COMPANY, Seattle, Washington
(hereinafter called the “Ceding Company”)
(hereinafter called the “Ceding Company”)
and
RGA REINSURANCE COMPANY, St. Louis, Missouri
(hereinafter called the “Reinsurer”)
(hereinafter called the “Reinsurer”)
| I. | The first paragraph of Schedule IV, Reinsurance Premiums in the original Agreement (eff 1/1/98) and Amendment 3028-00-01 (eff. 1/1/00) is hereby revised and replaced with the following paragraph. | |
| COINSURANCE: | ||
| Business Covered, as shown in Schedule III, will be reinsured on a coinsurance basis. The life reinsurance premium will be calculated by multiplying the appropriate life premium rate, from the attached Rate Table labeled below, times the face amount divided by 1000 times the Reinsurer’s share of the face amount for that policy year. During the initial level period, the life premium rate is based on the insured’s issue age. In subsequent policy years, the life premium rate is based on the insured’s attained age. The Reinsurer shall pay expense allowances to the Ceding Company equal to a percentage, as defined in the table below, of the life reinsurance premium calculated above. | ||
| II. | All provisions of the Coinsurance Reinsurance Agreement not specifically modified herein remain unchanged. |
IN WITNESS WHEREOF, both parties have executed this Amendment in duplicate as follows:
SAFECO LIFE INSURANCE COMPANY
By:
|
/s/ Jennifer Davies | By: | /s/ Jon David Parker
|
|||||||
Title:
|
Vice President | Title: | Actuary | |||||||
Date:
|
9/23/02 | Date: | 9/23/02 | |||||||
RGA REINSURANCE COMPANY
By:
|
/s/ Larry Shorey | |||||||||
Title:
|
Vice President | |||||||||
Date:
|
8/28/02 | |||||||||
08/26/02
1
3028-01-00
ADDENDUM
to the
COINSURANCE REINSURANCE AGREEMENT Effective January 1, 1998
between
SAFECO LIFE INSURANCE COMPANY, Seattle, Washington
(hereinafter called the “Ceding Company”)
(hereinafter called the “Ceding Company”)
and
RGA REINSURANCE COMPANY, St. Louis, Missouri
(hereinafter called the “Reinsurer”)
(hereinafter called the “Reinsurer”)
| I. | ALLOWANCES-EXPERT SERIES PLANS | |
| Effective for new business issued on or after January 1, 2001, the allowances for the Expert Series Plans are hereby revised. The attached Schedule IV, Reinsurance Premiums cover pages are hereby added to this Agreement and now include the revised allowances. | ||
| II. | ADDITION OF DOUBLE YOUR COVERAGE PROGRAM | |
| Effective February 1, 2002, the attached Schedule III, Business Covered is hereby added to this Agreement which now includes the Double Your Coverage Program for the Expert Series 10 Year, 15 Year, and 20 Year Level Term plans. The Double Your Coverage Program will terminate on November 30, 2002. | ||
| III. | RETENTION | |
| The retention (Schedule II, Retention (Eff. 1/1/00)) for the Double Your Coverage Program will remain the same as in amendment 3028-00-01. | ||
| IV. | The rate basis (Schedule IV, Reinsurance Premiums) for the above program is as shown in the attached cover pages. | |
| V. | LIMITS | |
| The limits (Schedule V, Limits) for the above program are the same as that for other plans in this Agreement (3028-00-01). The maximum is $250,000 for Double Your Coverage. | ||
| VI. | EXHIBIT A TERMS FOR ADDITIONAL COVERAGE | |
| Effective February 1, 2002, Exhibit A (Terms for Additional Coverage) is hereby added to this Agreement. |
07/07/03
1
| VII. | All provisions of the Coinsurance Reinsurance Agreement not specifically modified herein
remain unchanged. IN WITNESS WHEREOF, both parties have executed this Addendum in duplicate as follows: |
SAFECO
LIFE INSURANCE COMPANY
By:
|
/s/ Jennifer Davies | By: | /s/ Jon David Parker
|
|||||||
Title:
|
Vice President | Title: | Sr. Actuary & AVP | |||||||
Date:
|
8/12/03 | Date: | 8/12/03 | |||||||
RGA REINSURANCE COMPANY
By:
|
/s/ Larry Shorey | |||||||||
Title:
|
Vice President | |||||||||
Date:
|
7/30/03 | |||||||||
07/07/03
2
Schedule III
Business Covered
Effective February 1, 2002-November 30, 2002
Double Your Coverage Program for the Expert Series:
10 Year Level Term
15 Year Level Term
20 Year Level Term
15 Year Level Term
20 Year Level Term
07/07/03
3
Schedule IV — Reinsurance Premiums
Effective February 1, 2002
Life:
COINSURANCE:
Business Covered, as shown in Schedule III, will be reinsured on a coinsurance basis.
The life reinsurance premium will be calculated by multiplying the appropriate life premium rate,
from the attached Rate Table labeled below, times the face amount divided by 1000 times the Reinsurer’s
share of the face amount for that policy year. During the initial level period, the life premium rate is
based on the insured’s issue age. In subsequent policy years, the life premium rate is based on the
insured’s attained age. The Reinsurer shall pay expense allowances to the Ceding Company equal to a
percentage, as defined in the table below, of the life reinsurance premium calculated above.
Allowances
for Fully Underwritten New Business Effective January 1, 2001
| Initial | Rate | |||||||||||||||||||||||
| Level | Guarantee | |||||||||||||||||||||||
| Period | Period | Rate | Underwriting | Year | Years | |||||||||||||||||||
| Plan(s) | (Years) | (Years) | Table | Class | 1 | 2 ± | ||||||||||||||||||
Expert Series 10 Year |
10 | 10 | S-2 | Select Nonsmoker | [***] | [***] | ||||||||||||||||||
Level Term
|
10 | 10 | Preferred Nonsmoker | [***] | [***] | |||||||||||||||||||
(Fully Guaranteed) |
10 | 10 | Standard Nonsmoker | [***] | [***] | |||||||||||||||||||
| 10 | 10 | Preferred Smoker | [***] | [***] | ||||||||||||||||||||
| 10 | 10 | Standard Smoker | [***] | [***] | ||||||||||||||||||||
Expert Series 15 Year |
15 | 15 | S-3 | Select Nonsmoker | [***] | [***] | ||||||||||||||||||
Level Term
|
15 | 15 | Preferred Nonsmoker | [***] | [***] | |||||||||||||||||||
(Fully Guaranteed) |
15 | 15 | Standard | [***] | [***] | |||||||||||||||||||
| Nonsmoker | ||||||||||||||||||||||||
| 15 | 15 | Preferred Smoker | [***] | [***] | ||||||||||||||||||||
| 15 | 15 | Standard Smoker | [***] | [***] | ||||||||||||||||||||
Expert Series 20 Year |
20 | 20 | S-4 | Select Nonsmoker | [***] | [***] | ||||||||||||||||||
Level Term
|
20 | 20 | Preferred | [***] | [***] | |||||||||||||||||||
(Fully Guaranteed) |
Nonsmoker | |||||||||||||||||||||||
| 20 | 20 | Standard Nonsmoker | [***] | [***] | ||||||||||||||||||||
| 20 | 20 | Preferred Smoker | [***] | [***] | ||||||||||||||||||||
| 20 | 20 | Standard Smoker | [***] | [***] | ||||||||||||||||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment
Request by Symetra Financial Corp., this information has been filed
separately with the Securities and Exchange Commission.
4
Schedule
IV — Reinsurance Premiums (continued)
Allowances for the Double Your Coverage Program Effective February 1, 2002
| Initial | Rate | |||||||||||||||||||||||
| Level | Guarantee | |||||||||||||||||||||||
| Period | Period | Rate | Underwriting | Year | Years | |||||||||||||||||||
| Plan(s) | (Years) | (Years) | Table | Class | 1 | 2 ± | ||||||||||||||||||
Expert Series 10 Year |
10 | 10 | S-2 | Select Nonsmoker | [***] | [***] | ||||||||||||||||||
Level Term
|
10 | 10 | Preferred Nonsmoker | [***] | [***] | |||||||||||||||||||
(Fully Guaranteed) |
10 | 10 | Standard Nonsmoker | [***] | [***] | |||||||||||||||||||
| 10 | 10 | Preferred Smoker | [***] | [***] | ||||||||||||||||||||
| 10 | 10 | Standard Smoker | [***] | [***] | ||||||||||||||||||||
Expert Series 15 Year |
15 | 15 | S-3 | Select Nonsmoker | [***] | [***] | ||||||||||||||||||
Level Term
|
15 | 15 | Preferred Nonsmoker | [***] | [***] | |||||||||||||||||||
(Fully Guaranteed) |
15 | 15 | Standard | [***] | [***] | |||||||||||||||||||
| Nonsmoker | ||||||||||||||||||||||||
| 15 | 15 | Preferred Smoker | [***] | [***] | ||||||||||||||||||||
| 15 | 15 | Standard Smoker | [***] | [***] | ||||||||||||||||||||
Expert Series 20 Year |
20 | 20 | S-4 | Select Nonsmoker | [***] | [***] | ||||||||||||||||||
Level Term
|
20 | 20 | Preferred | [***] | [***] | |||||||||||||||||||
(Fully Guaranteed) |
Nonsmoker | |||||||||||||||||||||||
| 20 | 20 | Standard Nonsmoker | [***] | [***] | ||||||||||||||||||||
| 20 | 20 | Preferred Smoker | [***] | [***] | ||||||||||||||||||||
| 20 | 20 | Standard Smoker | [***] | [***] | ||||||||||||||||||||
The rates for ages 15 to 19 are the same rates that apply to age 20.
Reinsurance premiums will be on an age last birthday basis.
Prior to April 29, 2000, the Reinsurer will accept both low and high band policies issued by
the Ceding Company under the Expert Series 10, 15 and 20 Year Level Term Plans. Effective
April 29, 2000, the Reinsurer will no longer accept high band policies (policies that are
$400,000 or greater) from the Ceding Company.
The Reinsurer will share a proportional amount of the [***] policy fee and pay a [***]
allowance on policy fees in all years.
No Premium Tax Reimbursement.
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
5
Terms for Additional Coverage
Safeco is offering their existing policyholders a limited opportunity to buy additional insurance with simplified underwriting. The terms and conditions for the program are outlined below.
| • | The new coverage must be purchased within two years of the issue date of the original policy. | ||
| • | The face amount of the new policy must be less than or equal to the original policy, and the amount of new coverage cannot exceed $250,000. | ||
| • | The insured must be a Preferred or Standard risk. | ||
| • | The insured cannot be more than 70 years old | ||
| • | The underwriting will include an MIB, an application, and the attached short form questions. | ||
| • | The new policy will be issued at rates based on the insured’s current attained age. | ||
| • | The program will only be available February 1, 2002 through November 30, 2002. |
07/07/03
6
Exhibit
10.5
COINSURANCE AGREEMENT
Effective
as of January 1, 2000,
between
SAFECO LIFE INSURANCE COMPANY
of
Redmond, Washington,
of
Redmond, Washington,
referred to in this Agreement as “SAFECO,” and
THE LINCOLN NATIONAL LIFE INSURANCE COMPANY
of
Fort Wayne, Indiana,
of
Fort Wayne, Indiana,
referred
to in this Agreement as “Lincoln.”
| Inspected By | EIG | |||
| Date | 8/24/2001 | |||
| Doc | 000026sl.agm | |||
RECONCILED
|
CCN/Agmt. No. | 2098 / 12 |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
TABLE OF CONTENTS
Reinsurance Coverage |
1 | |||
Automatic Reinsurance |
1 | |||
Facultative Reinsurance |
2 | |||
Continuations |
3 | |||
Terms of Reinsurance |
4 | |||
Payments by SAFECO |
5 | |||
Payments by Lincoln |
5 | |||
Reinsurance Administration |
6 | |||
Reserve Information |
6 | |||
Settlement of Claims |
6 | |||
Reinstatements and Restorations |
8 | |||
Reductions in Insurance |
8 | |||
Increases in Policy Face Amounts |
8 | |||
Changes in Retention |
9 | |||
Assignment of Reinsurance |
10 | |||
Material Changes |
11 | |||
Errors |
11 | |||
Audits of Records and Procedures |
11 | |||
Arbitration |
11 | |||
Insolvency of SAFECO |
12 | |||
Offset |
13 | |||
Parties-to the Agreement |
13 | |||
Commencement and Termination |
13 | |||
Entire Agreement |
13 | |||
Deferred Acquisition Cost Tax Election |
14 | |||
Definitions |
14 | |||
Execution |
16 | |||
LIFE BENEFITS SCHEDULE |
18 | |||
ADMINISTRATION SCHEDULE |
20 | |||
PREMIUM AND ALLOWANCE SCHEDULE |
23 | |||
ARBITRATION SCHEDULE |
26 | |||
WAIVER OF PREMIUM BENEFIT ADDENDUM |
28 | |||
ACCIDENTAL DEATH BENEFIT ADDENDUM |
3l | |||
ACCELERATED BENEFITS RIDER ADDENDUM |
34 | |||
GUARANTEED PURCHASE OPTION ADDENDUM |
36 |
Reinsurance Coverage
| A. | SAFECO agrees to cede, and Lincoln agrees to accept, reinsurance of the Policies specified in the Life Benefits schedule. (The term “Policies” and certain other terms used in this Agreement are defined in the “Definitions” article.) | |
| B. | A Policy’s death benefit and associated lapse and investment risks are reinsured. Supplemental benefits are reinsured if and as specified in applicable Addenda. | |
| C. | SAFECO agrees to either |
| (1) | cede reinsurance of a Policy to Lincoln as Automatic Reinsurance; | ||
| 2) | submit the Policy to Lincoln for consideration as Facultative Reinsurance; or | ||
| (3) | cede reinsurance of a Policy as a Continuation. |
Automatic Reinsurance
| A. | SAFECO agrees to cede the Reinsurance Amount of a Policy as Automatic Reinsurance if the following conditions are met: |
| (1) | It retains its Retention on the insured life when the Policy is issued; | ||
| (2) | It underwrites and issues the Policy in accordance with its underwriting rules and practices previously disclosed to Lincoln; | ||
| (3) | The sum of (a) and (b) does not exceed the sum of its Retention and the Automatic Limit, where |
| (a) | equals the amount of individual life insurance issued by SAFECO then in force on the insured life, or in the case of individual life insurance with increasing death benefits, the Ultimate Amount of such Policies; and | ||
| (b) | equals the amount of life insurance currently being applied for from SAFECO, or in the case of individual life insurance with increasing death benefits, the Ultimate Amount; |
| (4) | The sum of (a) and (b) does not exceed the Participation Limit, where |
| (a) | equals the amount of individual life insurance then in force on the insured life in all companies, or in the case of individual life insurance with increasing death |
Page 1
| benefits, the Ultimate Amount of such Policies; and | |||
| (b) | equals the amount currently applied for on the insured life from all companies, or in the case of individual life insurance with increasing death benefits, the Ultimate Amounts; |
| (5) | It has not submitted a facultative application to Lincoln or any other insurance or reinsurance company for reinsurance of the current application; and | ||
| (6) | The Policy is not a Continuation. |
| B. | Policies issued pursuant to any special underwriting program adopted by SAFECO may be ceded as Automatic Reinsurance only with Lincoln’s consent to reinsure such Policies. | |
| C. | A Policy shall not be ceded as Automatic Reinsurance if the Reinsurance Amount of the Policy is less than the minimum cession amount specified in the Administration Schedule. |
Facultative Reinsurance
| A. | SAFECO may submit Policies not satisfying the conditions for Automatic Reinsurance, and Policies which it does not wish to cede as Automatic Reinsurance, for consideration by Lincoln as Facultative Reinsurance. SAFECO may also submit for consideration as Facultative Reinsurance any individual life insurance issued on a Policy form that is not specified in the Life Benefits Schedule provided reinsurance terms and conditions are established and agreed upon by means of the Facultative Reinsurance application process. | |
| B. | An application for Facultative Reinsurance shall be made in the manner set forth in the Administration Schedule. Copies of all information that SAFECO has pertaining to the insurability of the proposed insured, including written summaries of any such information that cannot be copied, shall accompany the application. | |
| C. | Upon receipt of an application, Lincoln agrees to promptly examine the underwriting information and communicate |
| (1) | an offer to reinsure the Policy as applied for; | ||
| (2) | an offer to reinsure the Policy other than as applied for; |
Page 2
| (3) | an offer to reinsure the Policy subject to the satisfaction of additional underwriting requirements; | ||
| (4) | a request for additional underwriting information; or | ||
| (5) | its unwillingness to make an offer to reinsure the Policy. |
| D. | To accept an offer to reinsure made by Lincoln, SAFECO agrees to |
| (1) | satisfy any conditions stated in the offer to reinsure; and | ||
| (2) | follow the procedure for placing reinsurance into effect as specified in the Administration Schedule. |
| E. | SAFECO agrees to immediately inform Lincoln of any additional information pertaining to the insurability of a proposed insured that is brought to SAFECO’S attention before the completion of the procedures for accepting Lincoln’s offer to reinsure. Upon its receipt of such information, Lincoln may withdraw or modify its earlier offer to reinsure. | |
| F. | The terms of an offer to reinsure shall supercede the terms of this Agreement to the extent of any conflicts between the two. Otherwise, reinsurance of a Policy ceded as Facultative Reinsurance shall be in accordance with the terms of this Agreement. |
Continuations
| A. | If SAFECO issues a Continuation of a Policy within its normal continuation rules and practices, reinsurance of such a Policy shall terminate effective as of the date of the continuation (conversion or exchange). If SAFECO initiates any special program that encourages or rewards its policyholders for such a continuation, reinsurance shall continue |
| (1) | under the reinsurance agreement between SAFECO and Lincoln which provides reinsurance of the Policy form of the Continuation; or | ||
| (2) | under this Agreement if there is no such agreement. |
| B. | A Policy which is a Continuation of a Policy that was not previously reinsured with Lincoln may only be reinsured under this Agreement with the written consent of Lincoln and the original reinsure. |
Page 3
| C. | If the original Policy was ceded to Lincoln as Facultative Reinsurance and SAFECO approves an increase in the face amount of the Continuation based upon receipt of any new information pertaining to the insurability of the proposed insured in connection with an application for the Continuation, SAFECO agrees to submit the Continuation to Lincoln for consideration as Facultative Reinsurance. In such case, Lincoln shall only be bound to reinsure the Continuation in accordance with its offer to reinsure the Continuation. | |
| D. | Reinsurance at issue of the Continuation shall equal the lesser of |
| (1) | the Reinsurance Amount of the Continuation; and | ||
| (2) | the Reinsurance Amount of the original Policy immediately prior to the issuance of the Continuation. |
| E. | Premiums payable for reinsurance of a Continuation shall be calculated using the rate schedule applicable to the Policy form of the Continuation as specified in the Premium and Allowance Schedule. If there is no rate schedule applicable to the Policy form of the Continuation, reinsurance premiums shall be payable using the rate schedule applicable to the original Policy. | |
| F. | If the Continuation results in a change in the life status of the insured from a single-insured plan to a joint-or multiple-insured plan, Lincoln must consent to the Continuation. |
Terms of Reinsurance
| A. | The plan of reinsurance shall be coinsurance of the Reinsurance Amount. Reinsurance shall follow the forms of the Policies, including but not limited to the premium structure of the Policies. | |
| B. | Reinsurance of a Policy shall commence on the Policy date, except |
| (1) | in the case of Facultative Reinsurance, reinsurance shall commence on the Policy date only if Lincoln’s offer to reinsure is the best offer of reinsurance received by SAFECO as determined by SAFECO’S published reinsurance placement rules in effect as of such date; and | ||
| (2) | if a premium receipt is issued by SAFECO in connection with an application for the Policy, reinsurance shall commence prior to the Policy |
Page 4
| date only if and as specified in the Premium Receipt Addendum. |
| C. | SAFECO agrees not to use Lincoln’s name in connection with the sale of the Policies. | |
| D. | In no event shall reinsurance under this Agreement be in force with respect to a Policy unless the issuance and delivery of the Policy is in compliance with the laws of all applicable jurisdictions and SAFECO’S corporate charter. | |
| E. | SAFECO agrees to maintain reinsurance of a Policy in force in accordance with the terms of this Agreement for as long as its Policy remains in force. |
Payments by SAFECO
| A. | SAFECO agrees to pay Lincoln premiums for reinsurance of a Policy equal to the Proportionate Share times the gross premium charged the policyholder by SAFECO. | |
| B. | The Premium and Allowance Schedule specifies other monetary amounts which SAFECO agrees to take into account when calculating the amount due Lincoln. | |
| C. | Reinsurance premiums shall be due and payable as specified in the Administration Schedule. | |
| D. | The payment of reinsurance premiums is a condition precedent to the liability of Lincoln under this Agreement. If reinsurance premiums are not paid when due, Lincoln may give SAFECO thirty (30) days written notice of its intent to terminate because of SAFECO’S failure to pay reinsurance premiums. Reinsurance of all Policies having reinsurance premium in arrears shall terminate as of the date to which reinsurance premiums had previously been paid unless all premiums in arrears are paid before the end of the thirty (30) day notice period. If reinsurance on any Policy terminates because of SAFECO’S failure to pay reinsurance premium, reinsurance of Policies with premiums subsequently becoming due shall automatically terminate as of the date on which new reinsurance premiums become due. | |
| E. | Lincoln’s guaranteed premiums follow the guarantee of the underlying Policy. The allowances are guaranteed for the premiums as set forth in the Premium and Allowance Schedule. |
Payments by Lincoln
| A. | Lincoln agrees to pay SAFECO the Reinsurance Amount of any claim paid by SAFECO pursuant to a Policy in accordance with the “Settlement of Claims” article. |
Page 5
| B. | Lincoln agrees to pay the Proportionate Share of any expenses incurred in connection with Policy claims except as set forth in the “Settlement of Claims” article. | |
| C. | The Premium and Allowance Schedule specifies other monetary amounts that Lincoln agrees to pay SAFECO pursuant to this Agreement. |
Reinsurance Administration
| The methods for placing reinsurance into effect, for paying reinsurance premiums, and for notifying Lincoln of Policy lapses, reinstatements, reductions, Continuations, increases in the Reinsurance Amount and of other changes affecting reinsurance are specified in the Administration Schedule. |
Reserve Information
| A. | Lincoln and SAFECO each acknowledge that some or all of the products reinsured under this Agreement are subject to the NAIC Valuation of Life Insurance Policies Model Regulation #830 (“Regulation”). | |
| B. | Annually, as requested by Lincoln, SAFECO agrees to provide Lincoln with sufficient information that Lincoln’s valuation actuary can opine that the X-factors used in calculating the reserves on the affected products meet the requirements of Section 5 Subsection B(3) of the Regulation: |
Settlement of claims
| A. | SAFECO agrees to give Lincoln prompt written notice of its receipt of any claim on a Policy and to keep Lincoln in formed of any legal proceedings or settlement negotiations in connection with a claim. Copies of written materials relating to such claim, legal proceedings or negotiation shall be furnished to Lincoln upon request. | |
| B. | SAFECO agrees to act in accord with its standard practices applicable to all claims in enforcing the terms and conditions of the Policies and with respect to the administration, negotiation, payment, denial or settlement of any claim or legal proceeding. | |
| C. | Lincoln agrees to accept the good faith decision of SAFECO in payment of settlement of any claim for which Lincoln has received the required notice. Lincoln agrees to pay SAFECO the Reinsurance Amount on which reinsurance premiums have been computed upon receiving proper evidence that SAFECO has paid a Policy claim. |
Page 6
| Payment of the Reinsurance Amount on account of death shall be made in one (1) lump sum. | ||
| D. | Lincoln’s liability shall include indemnification of the Proportionate Share of any expenses incurred by SAFECO in defending or investigating a Policy claim except for |
| (1) | salaries of employees or other internal expenses of SAFECO; | ||
| (2) | routine investigative or administrative expenses; | ||
| (3) | expenses incurred in connection with a dispute arising out of conflicting claims of entitlement to proceeds of a Policy which SAFECO admits are payable; | ||
| (4) | any gratuitous payments made by SAFECO; and | ||
| (5) | any punitive damages awarded against SAFECO, and expenses incurred in connection with such damages, which are based on the acts or omissions of SAFECO or its agents. |
| E. | Lincoln agrees to hold SAFECO harmless from certain expenses and liabilities that result from Lincoln’s own acts or omissions as provided in this paragraph. For this purpose, Lincoln agrees to indemnify SAFECO for Lincoln’s equitable share of those punitive and exemplary damages awarded against SAFECO, and expenses incurred in connection with a claim for such damages, if |
| (1) | Lincoln actively participated in the acts or omissions, including the decision to deny a claim for Policy benefits; and | ||
| (2) | those acts or omissions serve as a material basis for the punitive or exemplary damages. |
| Lincoln’s equitable share shall be determined by an assessment of Lincoln’s participation in the particular case. | ||
| F. | If SAFECO should contest or compromise any claim and the amount of SAFECO’S liability is thereby reduced, Lincoln’s liability shall be reduced by the Proportionate Share of the reduction. | |
| G. | If SAFECO should recover monies from any third party in connection with or arising out of any Policy, SAFECO agrees to pay Lincoln the Proportionate Share of the recovery. | |
| H. | If the amount of insurance provided by a Policy is increased or reduced because of a misstatement of age or sex, Lincoln’s liability shall be increased or reduced by the Proportionate Share of the amount of the increase or reduction. |
Page 7
| I. | If SAFECO pays interest on a claim, Lincoln agrees to pay the interest on the Reinsurance Amount computed at the same rate and for the same period as that paid by SAFECO, but in no event later than the date the claim is finally adjudicated by SAFECO. | |
| J. | If SAFECO is required to pay penalties and interest imposed automatically by statute, Lincoln shall indemnify SAFECO for the Proportionate Share of such penalties and interest. |
Reinstatements and Restorations
| A. | If SAFECO reinstates a lapsed Policy in accordance with the terms of the Policy and SAFECO’S underwriting rules and practices, Lincoln agrees to automatically reinstate reinsurance of the Policy unless Lincoln’s offer to reinsure the Policy specifies that reinsurance of the Policy may only be reinstated as Facultative Reinsurance. | |
| B. | If SAFECO reinstates or restores a Policy pursuant to any state law or regulations that require such reinstatements or restorations of the Policy following a “free look” period of a proposed replacement policy that is rejected by the insured, Lincoln agrees to restore reinsurance of the Policy under its original terms and conditions as set forth herein: SAFECO shall follow its reinstatement procedures and rules to the extent that such procedures and rules do not conflict with the applicable state law or regulations requiring reinstatement or restoration. All of the foregoing shall apply to Automatic Reinsurance or Facultative Reinsurance, as applicable. | |
| C. | If SAFECO collects premiums in arrears from the policy holder of a reinstated or restored Policy, it agrees to pay Lincoln a Proportionate Share of all premiums charged the policyholder in connection with the reinstatement, together with Lincoln’s Proportionate Share of any interest received by SAFECO in connection with the reinstatement or restoration. |
Reductions in Insurance
| If individual life insurance on a life reinsured under this Agreement terminates, the Reinsurance Amount shall be reduced as specified in the Administration Schedule. |
Increases in Policy Face Amounts
| A. | If the Policy face amount on a Policy increases and the increase is subject to SAFECO’S underwriting approval, the Reinsurance Amount of the Policy shall only increase |
Page 8
if the conditions of either the “Automatic Reinsurance” or “Facultative Reinsurance” articles are satisfied.
| B. | If the Policy face amount on a Policy increases causing the Reinsurance Amount to exceed the Reinsurance Amount at issue of the Policy, and the increase is not subject to SAFECO’S underwriting approval, Lincoln agrees to accept a portion of such increases only if and as specified in the Increasing Policy Addendum. |
Changes in Retention
| A. | If SAFECO increases its Retention on hew Policies, it agrees to notify Lincoln in writing within sixty (60) days of such increase. The notice shall specify the new Retention and the effective date thereof. | |
| B. | Whenever SAFECO increases its Retention on new Policies, it agrees to also indicate in its notice whether it wishes to |
| (1) | continue its previous Retention on in force Policies; or | ||
| (2) | increase its Retention on in force Policies and recapture reinsurance. |
If SAFECO elects (2), SAFECO’S new Retention on an in force Policy
shall be calculated using the insured’s age, mortality class, Policy
form and country of residence at issue of the Policy.
| C. | If SAFECO elects to increase its Retention on in force Policies pursuant to paragraph B, its new Retention for such Policies shall become effective on the later of |
| (1) | the reinsurance renewal date of the Policy first following the effective date of its new Retention for new Policies; and | ||
| (2) | the Policy anniversary date specified in the Administration Schedule. |
| If SAFECO fails to initiate recapture of reinsurance within one hundred and eighty days (180) of when the first of its Policies becomes eligible for recapture, its election to recapture reinsurance, as of the date of the Retention change, shall be considered waived. This does not preclude SAFECO from increasing its Retention on existing reinsurance at a later date. |
| D. | If SAFECO elects to recapture a Policy before the end of the Policy’s level term period, subject to the Policy anniversary date specified in the Administration Schedule, SAFECO recognizes and agrees that no reserves on such a Policy shall be released to SAFECO at the time of such recapture. |
Page 9
| E. | If an in force Policy is subject to a waiver of premium claim on the date the Policy qualifies for a new Retention, the new Retention shall nonetheless become effective on such date for purposes of life reinsurance. | |
| F. | SAFECO may only elect to increase its Retention on in force Policies if |
| (1) | it maintained a Retention greater than zero dollars ($0) at the time the Policy was issued and retained its Retention at such time; | |
| (2) | it increases its Retention on all eligible in force Policies; and | |
| (3) | it retains the insurance recaptured from Lincoln at its own risk without benefit of any proportional or nonproportional reinsurance other than catastrophe accident reinsurance. | |
| G. | Notwithstanding the preceding, | |
| (1) | the recapture of the Reinsurance Amount shall be limited to Lincoln’s portion of all reinsurance ceded by SAFECO of the Policy; and | |
| (2) | if SAFECO gives notice of its intent to increase its Retention on in force Policies within five (5) years following a merger with another insurance company or the date it accepts the Policies by means of an assignment, the new Retention applicable to such Policies shall be limited to one hundred fifty percent (150%) of the original reinsured’s pre-merger or pre- assignment Retention. | |
| H. | For purposes of this article, Continuations shall be considered issued on the issue date of the original Policy. |
Assignment of Reinsurance
| If SAFECO sells, assumption reinsures or otherwise transfers the Policies to another insurer, it agrees to require that the other insurer assumes all rights and obligations of SAFECO under this Agreement. Lincoln may object to any such transfer that would result in a material adverse economic impact to Lincoln. If Lincoln so objects, SAFECO and Lincoln agree to mutually calculate a termination charge that shall be paid by SAFECO to Lincoln upon the transfer, and this Agreement shall be terminated with respect to all Policies transferred by SAFECO. |
Page 10
Material Changes
A. SAFECO agrees to notify Lincoln in writing of any anticipated
Material Change in any terms or conditions of the Policies, including
but not limited to SAFECO’S direct Policy premium rates, in SAFECO’S
underwriting rules and practices applicable to the Policies or in
SAFECO’S claims practices and procedures.
B. In the event of a Material Change to the Policies, to SAFECO’S
underwriting rules and practices or to its claims practices and
procedures, Lincoln may at its option
| (1) | continue to reinsure the Policies under current terms; | ||
| (2) | reinsure Policies under modified terms to reflect the Material Change; or | ||
| (3) | consider future Policies as issued in a Policy form which is not reinsured under this Agreement. |
Errors
| A. | Any Error by either SAFECO or Lincoln in the administration of reinsurance under this Agreement shall be corrected by restoring both SAFECO and Lincoln to the positions they would have occupied had no Error occurred. Any monetary adjustments made between SAFECO and Lincoln to correct an Error shall be without interest. | |
| B. | When a party claims that an Error should be corrected pursuant to paragraph A, that party agrees to investigate whether other instances of the Error have also occurred and agrees to report its findings to the other party. |
Audits of Records and Procedures
| A. | Lincoln or SAFECO may audit, at any reasonable time and at its own expense, all records and procedures relating to reinsurance under this Agreement. The party being audited agrees to cooperate in the audit, including providing any information requested by the other in advance of the audit. | |
| B. | Upon request, SAFECO agrees to furnish Lincoln with copies of any underwriting information in SAFECO’S files pertaining to a Policy. |
Arbitration
| A. | If SAFECO and Lincoln cannot mutually resolve a dispute that arises out of or relates to this Agreement, the dispute shall be decided through arbitration as specified in the Arbitration Schedule. The arbitrators shall base their decision on the terms and conditions of this Agreement |
Page 11
| plus, as necessary, on the customs and practices of the insurance and reinsurance industry rather than solely on a strict interpretation of applicable law. There shall be no appeal from their decision, except that either party may petition a court having jurisdiction over the parties and the subject matter to reduce the arbitrators’ decision to judgement. | ||
| B. | The parties intend this article to be enforceable in accordance with the Federal Arbitration Act (9 U.S.C. §§ 1 et seq.), including any amendments to that Act which are subsequently adopted. If either party refuses to submit to arbitration as required by paragraph A, the other party may request a United States Federal District Court to compel arbitration in accordance with the Federal Arbitration Act. Both parties consent to the jurisdiction of such court to enforce this article and to confirm and enforce the performance of any award of the arbitrators. |
Insolvency of SAFECO
| A. | In the event of the insolvency of SAFECO and the appointment of a conservator, liquidator or statutory successor of SAFECO, reinsurance shall be payable to such conservator, liquidator or statutory successor on the basis of claims allowed against SAFECO by any court of competent jurisdiction or by the conservator, liquidator or statutory successor of SAFECO without diminution because of the insolvency of SAFECO or because such conservator, liquidator or statutory successor has failed to pay all or a portion of any claims. | |
| B. | In the event of the insolvency of SAFECO, the conservator, liquidator or other statutory successor of SAFECO agrees to give Lincoln written notice of the pendency of a claim on a Policy within a reasonable time after such claim is filed in the insolvency proceeding. During the pendency of any such claim, Lincoln may investigate the claim and interpose in the proceeding where such claim is to be adjudicated in the name of SAFECO (its conservator, liquidator or statutory successor), but at its own expense, any defense or defenses which Lincoln may deem available to SAFECO or its conservator, liquidator or statutory successor. | |
| C. | A percentage of the expense thus incurred by Lincoln shall be charged, subject to court approval, against SAFECO as part of the expense of liquidation. |
Page 12
Offset
| Any debts or credits, matured or unmatured, liquidated or unliquidated, regardless of when they arose or were incurred, in favor of or against either SAFECO or Lincoln with respect to this Agreement or any other agreement between the parties, shall be offset and only the balance allowed or paid. If either SAFECO or Lincoln is then under formal insolvency proceedings, this right of offset shall be subject to the laws of the state exercising primary jurisdiction over such proceedings. |
Parties to the Agreement
| This is an Agreement for indemnity reinsurance solely between SAFECO and Lincoln. The acceptance of reinsurance under this Agreement shall not create any right or legal relation whatever between Lincoln and an insured, policyholder, beneficiary or any other party to or under any Policy. |
Commencement and Termination
| A. | This Agreement shall be effective as of the date set forth on the cover page, except that SAFECO may issue a Policy dated as much as six (6) months prior to the Effective Date in order to save age of the applicant. | |
| B. | Either SAFECO or Lincoln may terminate this Agreement for new reinsurance by giving ninety (90) days, written notice to the other party. In such case, SAFECO agrees to continue to cede, and Lincoln agrees to continue to accept, reinsurance in accordance with this Agreement of Policies issued prior to the expiration of the ninety (90) day period. All reinsurance which has been placed in effect prior to such date shall remain in effect in accordance with the terms of this Agreement, until the earlier of |
| (1) | the termination or expiration of the Policy; and | ||
| (2) | the termination of this Agreement pursuant to paragraph C below. |
| C. | Lincoln may terminate all reinsurance under this Agreement in accordance with paragraph D of the “Payments by SAFECO” article if SAFECO fails to pay reinsurance premiums when due. |
Entire Agreement
| A. | This Agreement represents the entire agreement between SAFECO and Lincoln and supercedes any prior oral or written agreements between the parties regarding its subject matter. |
Page 13
| B. | No modification of this Agreement shall be effective unless set forth in a written amendment executed by both parties. | |
| C. | A waiver of a right created by this Agreement shall constitute a waiver only with respect to the particular circumstance for which it is given and not a waiver in any future circumstance. |
Deferred Acquisition Cost Tax Election
| A. | Lincoln and SAFECO each acknowledge that it is subject to taxation under Subchapter “L” of the Internal Revenue Code of 1986 (the “Code”). | |
| B. | With respect to this Agreement, Lincoln and SAFECO agree to the following pursuant to Section 1.848-2(g)(8) of the Income Tax Regulations issued December 1992, whereby: |
| (1) | Each party agrees to attach a schedule to its federal income tax return which identifies this Agreement for which the joint election under the Regulation has been made; | ||
| (2) | The party with net positive consideration, as defined in the Regulation promulgated under Code Section 848, for this Agreement for each taxable year, agrees to capitalize specified Policy acquisition expenses with respect to this Agreement without regard to the general deductions limitation of Section 848(c)(l); | ||
| (3) | Each party agrees to exchange information pertaining to the amount of net consideration under this Agreement each year to ensure consistency; and | ||
| (4) | This election shall be effective for the year that this Agreement was entered into and for all subsequent years that this Agreement remains in effect. |
Definitions
| A. | Automatic Limit — the amount specified in the Life Benefits Schedule used to calculate the maximum Reinsurance Face Amount that may be ceded as Automatic Reinsurance. | |
| B. | Automatic Reinsurance— reinsurance satisfying certain conditions relating to the reinsurance as specified in the Agreement that is ceded to Lincoln without obtaining a specific offer to reinsure from Lincoln. | |
| C. | Continuation — a new Policy replacing a Policy or a change in an existing Policy issued or made either |
Page 14
| (1) | in compliance with the terms of the Policy; or | ||
| (2) | without |
| (a) | the same new underwriting information SAFECO would obtain in the absence of the Policy; | ||
| (b) | a suicide exclusion or contestable period as long as those contained in other new issues of Policies; or | ||
| (c) | the payment of the same commissions in the first year that SAFECO would have paid in the absence of the original Policy. |
| D. | Effective Date — the date specified on the cover page on which this Agreement becomes binding on SAFECO and Lincoln. | |
| E. | Error— any isolated deviation from the terms of this Agreement resulting from the act or omission of an employee of either SAFECO or Lincoln whose principal function relates to the administration of reinsurance, whether such deviation results from inadvertence or a mistake in judgment. “Error” shall not include any failure to comply with the terms of an offer of Facultative Reinsurance or any negligent or deliberate deviation from the terms of this Agreement. | |
| F. | Facultative Reinsurance — reinsurance which is ceded to Lincoln only after SAFECO has obtained and accepted a specific offer to reinsure made by Lincoln. Such reinsurance may be ceded to Lincoln only upon the terms specified by Lincoln in its offer to reinsure and other terms of this Agreement which do not conflict with the specific offer to reinsure. | |
| G. | Material Change — a change that a prudent insurance or reinsurance executive would consider as likely to impact upon a party’s financial experience under this Agreement. | |
| H. | Participation Limit — the amount specified in the Life Benefits Schedule used as a condition for ceding Automatic Reinsurance. | |
| I. | Policy(ies) — an individual life insurance contract issued by SAFECO on any of the Policy forms specified in the Life Benefits Schedule. A “Policy” shall include any attached riders and endorsements specified in the Life Benefits Schedule or any Addendum to this Agreement. | |
| J. | Proportionate Share — the Reinsurance Amount divided by the death benefit as of the date of issue or as of the date of a subsequent change to the Policy that affects the Reinsurance Amount. |
Page 15
| K. | Reinsurance Amount — the Policy death benefit at issue less the Retention on the Policy times the percentage of Automatic Reinsurance ceded to Lincoln as specified in the Life Benefits Schedule. For Facultative Reinsurance, the “Reinsurance Amount” is that amount of the Policy death benefit at issue for which SAFECO accepts Lincoln’s offer to reinsure. | |
| L. | Retention — the amount specified in the Life Benefits Schedule that is held by SAFECO at its own risk on a life without the benefit of proportional reinsurance. In calculating the Retention, the sum retained by SAFECO on the life and in force as of the date of issue of the Policy shall be taken into account. | |
| M. | Ultimate Amount — the projected maximum Policy face amount that a Policy could achieve based on reasonable assumptions made about the operation of certain characteristics of the Policy form. |
Execution
| SAFECO and Lincoln, by their respective officers, executed this Agreement in duplicate on the dates shown below. As of the Effective Date, this Agreement consists of |
| • | this Coinsurance Agreement numbered 12; | ||
| • | a Life Benefits Schedule; | ||
| • | an Administration Schedule; | ||
| • | a Premium and Allowance Schedule; | ||
| • | an Arbitration Schedule; | ||
| • | a Waiver of Premium Addendum; | ||
| • | an Accidental Death Benefit Addendum; | ||
| • | an Accelerated Benefits Rider Addendum; and | ||
| • | a Guaranteed Purchase Option Addendum. |
Page 16
| SAFECO LIFE INSURANCE COMPANY | ||
| Signed at Redmond, WA | ||
| By | /s/ Jennifer Davies | |
| Title Vice President | ||
| Date 8/30/01 | ||
| By | /s/ Jon David Parker | |
| Title Actuary | ||
| Date 8/31/01 | ||
| THE LINCOLN NATIONAL LIFE INSURANCE COMPANY | ||
| Signed at FortWayne, Indiana | ||
| By | /s/ Jay Blehl | |
| Date 8/27/01 | ||
| By | /s/ Elena Giles | |
| Assistant Secretary | ||
| Date August 24, 2001 | ||
Page 17
LIFE BENEFITS SCHEDULE
(Effective as of January 1, 2000)
to
Agreement Number 12
(Effective as of January 1, 2000)
to
Agreement Number 12
POLICIES REINSURED: SAFECO agrees to cede reinsurance in the listed percentages of Policies on the
following Policy forms with issue dates from and until the dates listed below to insureds having
surnames beginning with the letters of the alphabet shown. Any Addenda referred to in the last
column shall also be applicable to reinsurance of the Policy.
| Percent of | ||||||||||||||||
| Reinsurance | Policy Issue | Alpha | Applicable | |||||||||||||
| Policy Form | Ceded to Lincoln | Dates From/Until | Split | Addenda | ||||||||||||
Expert Term
|
||||||||||||||||
Series *
(High Band) |
100 | % | 01-01-00/— | A-Z | WP, ADB, ABR | |||||||||||
Business Needs
|
||||||||||||||||
Option (BNO) |
* | * | 01-01-00/— | A-Z | GP | |||||||||||
Guaranteed Insurability
|
||||||||||||||||
Option (GIO) |
* | * | 01-01-00/— | A-Z | GP | |||||||||||
Additional Term Rider |
* | * | 01-01-00/— | A-Z | — | |||||||||||
| * | Reinsurance coverage, shall include the Safety Rider and the Transport Benefit Rider as set forth in the Policy. | |
| ** | Same as base. |
RETENTION: SAFECO agrees to hold fifty percent (50%) of each Policy face amount not to exceed the
Retention limit below at its own risk on a life without the benefit of proportional reinsurance on
the 10 Year Term and 15 Year Term Policies only; and twenty percent (20%) of each Policy face
amount not to exceed the Retention limit below at its own risk on a life without the benefit of
proportional reinsurance on the 20 Year Term Policies only. In calculating its Retention, amounts
retained by SAFECO on other individual life insurance policies in force as of the issue date of the
Policy shall be taken into account.
| Ages | Standard-Table P | |||
ALL |
$ | 500,000 | ||
Page 18
AUTOMATIC LIMITS: To bind Automatic Reinsurance, the maximum amount of life insurance in force with
SAFECO on a single life, or in the case of individual life insurance with increasing death
benefits, the Ultimate Amounts, plus all amounts applied for from SAFECO on that life, or in the
case of individual life insurance with increasing death benefits, the Ultimate Amounts, may not
exceed the sum of the: Retention on the life plus the following amounts:
| Ages | Standard-Table P | |||
0-75 |
$ | 4,500,000 | ||
PARTICIPATION LIMITS: To bind Automatic Reinsurance the sum of (1) the maximum amount of individual
life insurance in force on the insured in all companies or, in the case of individual life
insurance with increasing death benefits, the Ultimate Amounts, as of the Policy date of a Policy
and (2) the amount then being applied for from all companies, or in the case of individual life
insurance with increasing death benefits, the Ultimate Amounts, on the insured, may not exceed the
following amounts:
| Ages | Standard-Substandard | |||
0-75 |
$ | 25,000,000 | ||
Page 19
ADMINISTRATION SCHEDULE
(Effective as of January 1, 2000)
to
Agreement Number 12
(Effective as of January 1, 2000)
to
Agreement Number 12
TO PLACE REINSURANCE INTO EFFECT
(1) For Automatic Reinsurance: SAFECO agrees to cede Automatic Reinsurance of a Policy by
including all required information about the Policy on the new business segment of the next
self-administered statement submitted in accordance with the Reports section below following
issuance of the Policy.
(2) For Facultative Reinsurance: SAFECO agrees to submit an application form for
Facultative Reinsurance in substantial accord with the attached. It agrees to allocate reinsurance
in accordance with its published facultative placement rules among those reinsurers making
facultative offers to reinsure a Policy. If according to such rules Lincoln’s offer is the one
SAFECO intends to accept, SAFECO shall cede Facultative Reinsurance of the Policy by including all
required information about the Policy on the new business segment of the next self-administered
statement submitted in accordance with the Reports section below within one hundred twenty (120)
days from date of Lincoln’s facultative offer or the date specified in Lincoln’s approval of a
written request from SAFECO to grant an extension to the facultative offer.
MINIMUM CESSION REQUIREMENT
There is no minimum cession requirement under this Agreement.
REPORTS
Within thirty (30) days following the end of each quarter, SAFECO agrees to send Lincoln the
following three (3) reports:
| (1) | A Billing Statement containing Policy level detail in a form mutually acceptable to SAFECO and Lincoln. At a minimum, it shall contain the data elements specified in the attached Policy Detail Report. If the Policy contains supplemental benefits that are also reinsured, each segment of the Billing Statement shall include supplemental benefit detail. |
Page 20
The Billing Statement shall be segmented as follows:
| • | New Issues and first year gross premiums and gross allowances due for new reinsurance. | ||
| • | Balance of first year Policies (Policies previously reported as new issues) and corresponding balance of first year gross reinsurance premiums and gross reinsurance allowances due for the reporting period. | ||
| • | Policies with renewal reinsurance premiums and reinsurance allowances due during the reporting period. | ||
| • | Policies that have undergone a change that affects reinsurance. Separate segments may be submitted for any change affecting reinsurance of a Policy, including |
| 4 | reissues; | ||
| 4 | reinstatements; | ||
| 4 | terminations; | ||
| 4 | reductions; | ||
| 4 | changes in Retention; | ||
| 4 | changes in mortality ratings; | ||
| 4 | issuance of a Continuation; and | ||
| 4 | increases or decreases in the Reinsurance Amount. |
| (2) | A Summary Accounting Report that summarizes all financial transactions during the reporting period. The report shall separately total life and supplemental benefits, for the first year reinsurance premiums are due with corresponding allowances, total life and supplemental benefits, for renewal years premiums are due with corresponding allowances, and identify all adjustments therefrom. | ||
| (3) | A Policy Exhibit Report in substantial accord with the attached that indicates in force reinsurance as of the beginning of the reporting period, increases during the reporting period (new reinsurance, reinstatements, recoveries, or other increases) and all decreases during the reporting period (terminations, reductions, surrenders, death claims or other decreases) and the resulting in force reinsurance as of the end of the reporting period. |
SAFECO agrees to send Lincoln within ten (10) working days following each quarter-end a Reserve
Report in substantial accord with the attached form.
Lincoln may change the reporting requirements in order to obtain data it reasonably needs to
properly administer this Agreement or to prepare its financial statements.
Page 21
REINSURANCE PREMIUMS DUE
Reinsurance premiums are payable quarterly in arrears and are due with the reports submitted
pursuant to the Reports section above.
INCREASE IN LIMIT OF RETENTION
If SAFECO elects to increase its Retention on in force Policies, the increased Retention may not
become effective for a Policy until the Policy’s tenth anniversary date.
REDUCTIONS IN INSURANCE
(1) If life insurance issued by SAFECO on a Policy reduces because that Policy lapses or reduces in
accordance with the terms of the Policy, the Reinsurance Amount on that Policy shall be reduced to
restore as far as possible the Retention on that Policy as of the effective date of the reduction.
(2) Notwithstanding the preceding, the reduction of the Reinsurance Amount shall be limited to
Lincoln’s share of the total reinsurance on the lapsed or reduced Policy prior to the reduction.
CLAIMS ADMINISTRATION
Claims shall be individually reported as incurred using a form in substantial accord with the
attached. SAFECO may take credit for unearned reinsurance premium from the date of death to the
next Policy paid to date on its next billing statement.
OTHER LINCOLN PAYMENTS
(1) Payments to SAFECO from Lincoln for any cash surrender values shall be reported on the
quarterly report and may be netted from the billing statement.
(2) Payments to SAFECO from Lincoln for any dividend credits shall be reported on the quarterly
report and may be netted from the billing statement.
Page 22
PREMIUM AND ALLOWANCE SCHEDULE
(Effective as of January 1, 2000)
to
Agreement Number 12
(Effective as of January 1, 2000)
to
Agreement Number 12
GROSS REINSURANCE PREMIUMS
(1) All Other Plans: The quarterly gross reinsurance premium rates for reinsurance ceded
under this Agreement shall be the appropriate attached rates on diskette labeled “SAFECO, January
1, 2000, Term Rates,” age last birthday, charged the policyholder per one thousand dollars ($1,000)
of the Reinsurance Amount. For Policies written on substandard risks, the appropriate premium rate
shall be adjusted by multiplying the rate by [***] for each table assessed the risk and adding such
amount to the reinsurance premium due. SAFECO also agrees to pay Lincoln the Proportionate Share of
any Policy fee collected by SAFECO.
(2) Business Needs Option (BNO) and Guaranteed Insurability Option (GIO)* Plans: A single
premium rate as described in the GPO Addendum shall be paid by SAFECO to Lincoln when an option is
exercised. The reinsurance premium rate for the new Policy delivered from an exercised option shall
be the same premium rate as the base plan using a point-in-scale calculation.
(3) Safety Rider, Transport Benefit Rider and Accelerated Benefits Rider: No reinsurance
premiums to be paid.
(4) Additional Term Rider: The appropriate rates are as attached hereto and labeled
“Additional Term Rider Rates — All Bands.” The allowances shall be the same as base.
| * | For the GIO plan, there shall be a 3-year setback on female insureds. |
REINSURANCE ALLOWANCES
Lincoln agrees to pay allowances for reinsurance ceded under this Agreement equal to the gross
reinsurance premium times the appropriate allowance from the following table:
| Duration | ||||||||||||
| Plan | Issue Ages | 1 | 2+ | |||||||||
10 Year Term |
All | [***] | [***] | |||||||||
15 Year Term |
All | [***] | [***] | |||||||||
20 Year Term |
All | [***] | [***] | |||||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment
Request by Symetra Financial Corp., this information has been filed
separately with the Securities and Exchange Commission.
Page 23
Lincoln agrees to pay allowances equal to the Proportionate Share of any Policy fee times the
allowance shown below:
| All Years | ||||
[***] |
ADDITIONAL MONETARY AMOUNTS
(1) Temporary Flat Extra Premiums: SAFECO agrees to pay Lincoln a temporary flat extra
premium equal to the product of the flat extra premium assigned by SAFECO or Lincoln on the Policy
times the Reinsurance Amount minus an allowance of [***] for all renewal years, such premium is
payable.
(2) Permanent Flat Extra Premiums: SAFECO agrees to pay Lincoln a permanent flat extra
premium equal to the product of the flat extra premium assigned by SAFECO or Lincoln on the Policy
times the Reinsurance Amount minus an allowance of [***] for the first year such premium is payable
and [***] for all renewal years such premium is payable.
(3) Continuations to Issues Reinsured Hereunder: The reinsurance premium for newly-issued
Policies reinsured under this Agreement as Continuations and issued in compliance with the terms of
the original Policy shall be determined by using the original issue age and attained duration of
the appropriate attached rates on diskette labeled “SAFECO, January 1, 2000, Term Rates.” For
purposes of calculating the reinsurance premium for other Policies reinsured under the Agreement as
Continuations, the date of issue of the Continuation Policy shall be considered the date of the
original Policy.
(4) Continuations to Issues Not Reinsured Hereunder: The reinsurance premium shall be the
attached rates labeled “75-80 Basic Table Male/Female ALB” per thousand dollars of the
Reinsured Net Amount at Risk times the following percentages which covers the new Policy based on
the original issue age and attained duration.
| Duration | ||||
| Smoking Status | All Years | |||
Preferred Non-Tobacco |
[***] | |||
Residual |
[***] | |||
Tobacco |
[***] |
Portions marked [***] have been omitted pursuant to a Confidential Treatment
Request by Symetra Financial Corp., this information has been filed
separately with the Securities and Exchange Commission.
Page 24
(5) Premium Taxes: Lincoln shall not reimburse SAFECO for state premium taxes.
(6) Experience Refunds: Lincoln shall not pay an experience refund to SAFECO.
(7) Unearned Premiums: Lincoln agrees to refund, without interest, any reinsurance premiums
unearned as of the date of death of an insured person, the date of the surrender of a Policy, or
the date of a reduction of reinsurance pursuant to the “Reductions in Insurance” article.
(8) Cash Values: Lincoln agrees to refund the Proportionate Share of a Policy’s cash value
in the event a Policy is surrendered, reinsurance is reduced pursuant to the “Reductions in
Insurance” article, or SAFECO elects to increase its Retention on in force Policies in accordance
with the “Changes in Retention” article.
(9) Policy Loan: Lincoln shall not participate in any loans made by SAFECO to
policyholders.
(10) Policyholder Dividends: Lincoln shall not participate in any policyholder dividends
made by SAFECO on any participating Policy.
(11) Deficiency Reserves: Lincoln shall participate in deficiency reserves generated (if
any) under this Agreement.
Page 25
75-80 Basic Table
Male ALB
Male ALB
| Duration | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Age | 1 | 2 | 3 | 4 | 5 | 6 | 7 | 8 | 9 | 10 | 11 | 12 | 13 | 14 | 15 | 16+ | ||||||||||||||||||||||||||||||||||||||||||||||||
0 |
1.12 | 0.70 | 0.47 | 0.42 | 0.37 | 0.32 | 0.31 | 0.28 | 0.27 | 0.27 | 0.28 | 0.33 | 0.38 | 0.46 | 0.66 | 0.85 | ||||||||||||||||||||||||||||||||||||||||||||||||
1 |
0.46 | 0.43 | 0.38 | 0.33 | 0.27 | 0.23 | 0.23 | 0.23 | 0.25 | 0.28 | 0.33 | 0.38 | 0.46 | 0.66 | 0.80 | 1.08 | ||||||||||||||||||||||||||||||||||||||||||||||||
2 |
0.34 | 0.35 | 0.31 | 0.26 | 0.23 | 0.23 | 0.23 | 0.25 | 0.28 | 0.33 | 0.38 | 0.46 | 0.62 | 0.80 | 1.04 | 1.18 | ||||||||||||||||||||||||||||||||||||||||||||||||
3 |
0.33 | 0.28 | 0.25 | 0.23 | 0.23 | 0.21 | 0.25 | 0.28 | 0.33 | 0.38 | 0.46 | 0.61 | 0.74 | 1.04 | 1.17 | 1.27 | ||||||||||||||||||||||||||||||||||||||||||||||||
4 |
0.28 | 0.24 | 0.23 | 0.23 | 0.21 | 0.25 | 0.28 | 0.33 | 0.38 | 0.44 | 0.61 | 0.74 | 0.95 | 1.11 | 1.26 | 1.34 | ||||||||||||||||||||||||||||||||||||||||||||||||
5 |
0.23 | 0.23 | 0.23 | 0.21 | 0.25 | 0.28 | 0.33 | 0.38 | 0.43 | 0.61 | 0.74 | 0.95 | 1.08 | 1.17 | 1.32 | 1.39 | ||||||||||||||||||||||||||||||||||||||||||||||||
6 |
0.22 | 0.22 | 0.21 | 0.25 | 0.28 | 0.33 | 0.38 | 0.43 | 0.58 | 0.74 | 0.95 | 1.08 | 1.15 | 1.21 | 1.36 | 1.41 | ||||||||||||||||||||||||||||||||||||||||||||||||
7 |
0.19 | 0.21 | 0.25 | 0.28 | 0.33 | 0.38 | 0.43 | 0.57 | 0.72 | 0.91 | 1.08 | 1.15 | 1.20 | 1.23 | 1.38 | 1.41 | ||||||||||||||||||||||||||||||||||||||||||||||||
8 |
0.19 | 0.21 | 0.26 | 0.32 | 0.37 | 0.43 | 0.57 | 0.72 | 0.91 | 1.06 | 1.15 | 1.20 | 1.23 | 1.28 | 1.37 | 1.39 | ||||||||||||||||||||||||||||||||||||||||||||||||
9 |
0.20 | 0.23 | 0.30 | 0.36 | 0.43 | 0.57 | 0.72 | 0.91 | 1.06 | 1.14 | 1.20 | 1.23 | 1.28 | 1.32 | 1.34 | 1.36 | ||||||||||||||||||||||||||||||||||||||||||||||||
10 |
0.21 | 0.27 | 0.34 | 0.42 | 0.57 | 0.72 | 0.91 | 1.06 | 1.14 | 1.19 | 1.23 | 1.28 | 1.32 | 1.33 | 1.30 | 1.32 | ||||||||||||||||||||||||||||||||||||||||||||||||
11 |
0.26 | 0.32 | 0.40 | 0.57 | 0.72 | 0.91 | 1.06 | 1.14 | 1.19 | 1.23 | 1.28 | 1.32 | 1.33 | 1.28 | 1.25 | 1.27 | ||||||||||||||||||||||||||||||||||||||||||||||||
12 |
0.31 | 0.40 | 0.57 | 0.72 | 0.90 | 1.06 | 1.14 | 1.19 | 1.22 | 1.28 | 1.32 | 1.33 | 1.28 | 1.23 | 1.19 | 1.22 | ||||||||||||||||||||||||||||||||||||||||||||||||
13 |
0.38 | 0.57 | 0.72 | 0.90 | 1.02 | 1.12 | 1.18 | 1.21 | 1.22 | 1.26 | 1.28 | 1.28 | 1.23 | 1.18 | 1.15 | 1.19 | ||||||||||||||||||||||||||||||||||||||||||||||||
14 |
0.55 | 0.72 | 0.90 | 1.02 | 1.08 | 1.16 | 1.20 | 1.21 | 1.20 | 1.22 | 1.22 | 1.22 | 1.17 | 1.14 | 1.13 | 1.16 | ||||||||||||||||||||||||||||||||||||||||||||||||
15 |
0.72 | 0.90 | 1.02 | 1.08 | 1.13 | 1.17 | 1.20 | 1.19 | 1.17 | 1.17 | 1.16 | 1.16 | 1.12 | 1.11 | 1.11 | 1.13 | ||||||||||||||||||||||||||||||||||||||||||||||||
16 |
0.90 | 1.02 | 1.08 | 1.13 | 1.17 | 1.17 | 1.18 | 1.15 | 1.13 | 1.11 | 1.10 | 1.09 | 1.08 | 1.09 | 1.09 | 1.12 | ||||||||||||||||||||||||||||||||||||||||||||||||
17 |
1.02 | 1.08 | 1.13 | 1.17 | 1.16 | 1.14 | 1.14 | 1.11 | 1.08 | 1.05 | 1.03 | 1.05 | 1.04 | 1.06 | 1.09 | 1.12 | ||||||||||||||||||||||||||||||||||||||||||||||||
18 |
1.01 | 1.06 | 1.09 | 1.11 | 1.10 | 1.07 | 1.07 | 1.04 | .1.01 | 0.99 | 0.99 | 1.01 | 1.00 | 1.04 | 1.09 | 1.13 | ||||||||||||||||||||||||||||||||||||||||||||||||
19 |
0.97 | 1.01 | 1.02 | 1.04 | 1.02 | 1.00 | 0.99 | 0.96 | 0.95 | 0.95 | 0.96 | 0.97 | 0.98 | 1.03 | 1.09 | 1.16 | ||||||||||||||||||||||||||||||||||||||||||||||||
20 |
0.91 | 0.94 | 0.94 | 0.95 | 0.94 | 0.93 | 0.91 | 0.89 | 0.90 | 0.91 | 0.93 | 0.95 | 0.98 | 1.03 | 1.12 | 1.20 | ||||||||||||||||||||||||||||||||||||||||||||||||
21 |
0.83 | 0.85 | 0.85 | 0.86 | 0.86 | 0.85 | 0.83 | 0.86 | 0.86 | 0.87 | 0.91 | 0.94 | 0.97 | 1.05 | 1.16 | 1.25 | ||||||||||||||||||||||||||||||||||||||||||||||||
22 |
0.73 | 0.75 | 0.75 | 0.76 | 0.77 | 0.77 | 0.77 | 0.78 | 0.81 | 0.85 | 0.90 | 0.94 | 0.99 | 1.08 | 1.20 | 1.32 | ||||||||||||||||||||||||||||||||||||||||||||||||
23 |
0.73 | 0.74 | 0.74 | 0.75 | 0.76 | 0.77 | 0.77 | 0.78 | 0.82 | 0.87 | 0.92 | 0.98 | 1.04 | 1.14 | 1.27 | 1.41 | ||||||||||||||||||||||||||||||||||||||||||||||||
24 |
0.73 | 0.73 | 0.73 | 0.74 | 0.76 | 0.77 | 0.78 | 0.80 | 0.84 | 0.90 | 0.96 | 1.03 | 1.10 | 1.22 | 1.36 | 1.51 | ||||||||||||||||||||||||||||||||||||||||||||||||
25 |
0.71 | 0.71 | 0.72 | 0.74 | 0.75 | 0.77 | 0.80 | 0.82 | 0.87 | 0.95 | 1.01 | 1.09 | 1.18 | 1.33 | 1.47 | 1.63 | ||||||||||||||||||||||||||||||||||||||||||||||||
26 |
0.70 | 0.69 | 0.71 | 0.73 | 0.75 | 0.78 | 0.82 | 0.85 | 0.92 | 1.00 | 1.07 | 1.16 | 1.29 | 1.44 | 1.59 | 1.79 | ||||||||||||||||||||||||||||||||||||||||||||||||
27 |
0.68 | 0.68 | 0.71 | 0.73 | 0.76 | 0.80 | 0.85 | 0.90 | 0.97 | 1.07 | 1.15 | 1.26 | 1.40 | 1.58 | 1.75 | 1.97 | ||||||||||||||||||||||||||||||||||||||||||||||||
28 |
0.66 | 0.68 | 0.72 | 0.76 | 0.80 | 0.84 | 0.90 | 0.97 | 1.06 | 1.15 | 1.26 | 1.38 | 1.53 | 1.74 | 1.94 | 2.19 | ||||||||||||||||||||||||||||||||||||||||||||||||
29 |
0.65 | 0.68 | 0.75 | 0.80 | 0.84 | 0.90 | 0.97 | 1.06 | 1.15 | 1.26 | 1.38 | 1.52 | 1.70 | 1.94 | 2.17 | 2.45 | ||||||||||||||||||||||||||||||||||||||||||||||||
30 |
0.63 | 0.68 | 0.78 | 0.84 | 0.90 | 0.97 | 1.06 | 1.15 | 1.25 | 1.38 | 1.52 | 1.70 | 1.94 | 2.17 | 2.42 | 2.74 | ||||||||||||||||||||||||||||||||||||||||||||||||
31 |
0.63 | 0.70 | 0.82 | 0.90 | 0.97 | 1.06 | 1.15 | 1.25 | 1.38 | 1.52 | 1.70 | 1.94 | 2.17 | 2.42 | 2.71 | 3.07 | ||||||||||||||||||||||||||||||||||||||||||||||||
32 |
0.63 | 0.72 | 0.87 | 0.97 | 1.06 | 1.15 | 1.25 | 1.38 | 1.51 | 1.70 | 1.94 | 2.17 | 2.42 | 2.71 | 3.03 | 3.43 | ||||||||||||||||||||||||||||||||||||||||||||||||
33 |
0.63 | 0.74 | 0.91 | 1.03 | 1.14 | 1.25 | 1.36 | 1.50 | 1.67 | 1.87 | 2.14 | 2.41 | 2.69 | 3.03 | 3.39 | 3.82 | ||||||||||||||||||||||||||||||||||||||||||||||||
34 |
0.64 | 0.76 | 0.96 | 1.11 | 1.24 | 1.36 | 1.49 | 1.66 | 1.86 | 2.10 | 2.37 | 2.67 | 3.00 | 3.38 | 3.77 | 4.24 | ||||||||||||||||||||||||||||||||||||||||||||||||
35 |
0.65 | 0.79 | 1.03 | 1.20 | 1.35 | 1.49 | 1.66 | 1.86 | 2.10 | 2.33 | 2.63 | 2.96 | 3.34 | 3.75 | 4.19 | 4.69 | ||||||||||||||||||||||||||||||||||||||||||||||||
75-80 Basic Table
Male ALB
Male ALB
| Duration | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Age | 1 | 2 | 3 | 4 | 5 | 6 | 7 | 8 | 9 | 10 | 11 | 12 | 13 | 14 | 15 | 16+ | ||||||||||||||||||||||||||||||||||||||||||||||||
36 |
0.67 | 0.83 | 1.12 | 1.31 | 1.49 | 1.66 | 1.86 | 2.10 | 2.33 | 2.63 | 2.92 | 3.28 | 3.70 | 4.16 | 4.63 | 5.18 | ||||||||||||||||||||||||||||||||||||||||||||||||
37 |
0.70 | 0.88 | 1.21 | 1.44 | 1.66 | 1.86 | 2.10 | 2.33 | 2.63 | 2.92 | 3.23 | 3.62 | 4.09 | 4.59 | 5.12 | 5.72 | ||||||||||||||||||||||||||||||||||||||||||||||||
38 |
0.74 | 0.94 | 1.29 | 1.55 | 1.78 | 2.01 | 2.27 | 2.52 | 2.84 | 3.16 | 3.52 | 3.96 | 4.49 | 5.06 | 5.64 | 6.31 | ||||||||||||||||||||||||||||||||||||||||||||||||
39 |
0.78 | 1.00 | 1.40 | 1.68 | 1.93 | 2.18 | 2.45 | 2.72 | 3.06 | 3.41 | 3.82 | 4.31 | 4.92 | 5.57 | 6.22 | 6.94 | ||||||||||||||||||||||||||||||||||||||||||||||||
40 |
0.83 | 1.09 | 1.53 | 1.83 | 2.11 | 2.36 | 2.65 | 2.93 | 3.27 | 3.67 | 4.12 | 4.69 | 5.39 | 6.13 | 6.82 | 7.64 | ||||||||||||||||||||||||||||||||||||||||||||||||
41 |
0.89 | 1.20 | 1.68 | 2.01 | 2.29 | 2.56 | 2.86 | 3.14 | 3.49 | 3.92 | 4.45 | 5.09 | 5.90 | 6.72 | 7.50 | 8.42 | ||||||||||||||||||||||||||||||||||||||||||||||||
42 |
0.97 | 1.32 | 1.86 | 2.21 | 2.50 | 2.77 | 3.06 | 3.35 | 3.70 | 4.18 | 4.79 | 5.53 | 6.44 | 7.38 | 8.25 | 9.28 | ||||||||||||||||||||||||||||||||||||||||||||||||
43 |
1.05 | 1.46 | 2.02 | 2.41 | 2.74 | 3.04 | 3.35 | 3.66 | 4.03 | 4.55 | 5.21 | 5.99 | 6.96 | 7.97 | 8.93 | 10.24 | ||||||||||||||||||||||||||||||||||||||||||||||||
44 |
1.14 | 1.62 | 2.20 | 2.63 | 2.98 | 3.32 | 3.66 | 3.98 | 4.39 | 4.94 | 5.66 | 6.50 | 7.54 | 8.60 | 9.67 | 11.32 | ||||||||||||||||||||||||||||||||||||||||||||||||
45 |
1.23 | 1.81 | 2.39 | 2.85 | 3.24 | 3.61 | 3.98 | 4.34 | 4.77 | 5.35 | 6.15 | 7.06 | 8.16 | 9.30 | 10.49 | 12.53 | ||||||||||||||||||||||||||||||||||||||||||||||||
46 |
1.33 | 2.00 | 2.58 | 3.08 | 3.51 | 3.92 | 4.34 | 4.73 | 5.17 | 5.80 | 6.68 | 7.66 | 8.83 | 10.06 | 11.39 | 13.87 | ||||||||||||||||||||||||||||||||||||||||||||||||
47 |
1.44 | 2.21 | 2.77 | 3.31 | 3.79 | 4.26 | 4.73 | 5.12 | 5.61 | 6.29 | 7.26 | 8.32 | 9.58 | 10.89 | 12.36 | 15.32 | ||||||||||||||||||||||||||||||||||||||||||||||||
48 |
1.55 | 2.32 | 2.90 | 3.48 | 4.02 | 4.53 | 5.06 | 5.54 | 6.13 | 6.89 | 8.04 | 9.23 | 10.57 | 11.94 | 13.41 | 16.89 | ||||||||||||||||||||||||||||||||||||||||||||||||
49 |
1.66 | 2.42 | 3.03 | 3.64 | 4.24 | 4.81 | 5.41 | 5.99 | 6.69 | 7.55 | 8.91 | 10.26 | 11.67 | 13.06 | 14.53 | 18.61 | ||||||||||||||||||||||||||||||||||||||||||||||||
50 |
1.77 | 2.51 | 3.15 | 3.80 | 4.46 | 5.09 | 5.78 | 6.48 | 7.31 | 8.30 | 9.90 | 11.41 | 12.85 | 14.25 | 15.72 | 20.49 | ||||||||||||||||||||||||||||||||||||||||||||||||
51 |
1.88 | 2.59 | 3.26 | 3.94 | 4.69 | 5.39 | 6.18 | 7.02 | 8.01 | 9.13 | 10.99 | 12.65 | 14.12 | 15.54 | 16.98 | 22.56 | ||||||||||||||||||||||||||||||||||||||||||||||||
52 |
1.99 | 2.66 | 3.35 | 4.08 | 4.92 | 5.70 | 6.60 | 7.61 | 8.78 | 10.04 | 12.18 | 14.00 | 15.51 | 16.94 | 18.35 | 24.85 | ||||||||||||||||||||||||||||||||||||||||||||||||
53 |
2.15 | 2.89 | 3.66 | 4.47 | 5.38 | 6.22 | 7.22 | 8.32 | 9.57 | 10.98 | 13.29 | 15.31 | 16.94 | 18.35 | 20.53 | 27.37 | ||||||||||||||||||||||||||||||||||||||||||||||||
54 |
2.31 | 3.13 | 4.00 | 4.90 | 5.89 | 6.81 | 7.90 | 9.09 | 10.42 | 11.98 | 14.48 | 16.73 | 18.35 | 20.53 | 22.96 | 30.13 | ||||||||||||||||||||||||||||||||||||||||||||||||
55 |
2.49 | 3.40 | 4.37 | 5.37 | 6.47 | 7.46 | 8.65 | 9.91 | 11.31 | 13.06 | 15.77 | 18.29 | 20.53 | 22.85 | 25.67 | 33.13 | ||||||||||||||||||||||||||||||||||||||||||||||||
56 |
2.68 | 3.70 | 4.78 | 5.91 | 7.10 | 8.16 | 9.44 | 10.78 | 12.26 | 14.23 | 17.18 | 19.99 | 22.70 | 25.23 | 28.65 | 36.34 | ||||||||||||||||||||||||||||||||||||||||||||||||
57 |
2.89 | 4.02 | 5.24 | 6.50 | 7.80 | 8.92 | 10.29 | 11.72 | 13.29 | 15.50 | 18.71 | 21.85 | 24.96 | 27.83 | 31.89 | 39.80 | ||||||||||||||||||||||||||||||||||||||||||||||||
58 |
3.05 | 4.30 | 5.78 | 7.12 | 8.58 | 9.62 | 11.05 | 12.58 | 14.24 | 16.56 | 19.88 | 23.10 | 26.39 | 29.47 | 33.93 | 43.57 | ||||||||||||||||||||||||||||||||||||||||||||||||
59 |
3.22 | 4.60 | 6.37 | 7.78 | 9.42 | 10.36 | 11.84 | 13.48 | 15.26 | 17.68 | 21.09 | 24.35 | 27.80 | 31.11 | 36.05 | 47.72 | ||||||||||||||||||||||||||||||||||||||||||||||||
60 |
3.40 | 4.91 | 7.01 | 8.49 | 10.34 | 11.15 | 12.69 | 14.45 | 16.34 | 18.85 | 22.31 | 25.55 | 29.18 | 32.79 | 38.29 | 52.31 | ||||||||||||||||||||||||||||||||||||||||||||||||
61 |
3.57 | 5.22 | 7.69 | 9.25 | 11.15 | 12.44 | 13.59 | 15.48 | 17.47 | 20.04 | 23.51 | 26.72 | 30.56 | 34.52 | 40.66 | 57.37 | ||||||||||||||||||||||||||||||||||||||||||||||||
62 |
3.74 | 5.54 | 8.44 | 10.07 | 12.44 | 12.89 | 14.54 | 16.56 | 18.64 | 21.24 | 24.70 | 27.87 | 31.96 | 36.31 | 43.15 | 62.94 | ||||||||||||||||||||||||||||||||||||||||||||||||
63 |
4.15 | 6.18 | 9.21 | 11.19 | 12.89 | 14.50 | 16.42 | 18.63 | 21.03 | 23.56 | 27.15 | 30.60 | 35.16 | 40.29 | 47.22 | 69.02 | ||||||||||||||||||||||||||||||||||||||||||||||||
64 |
4.59 | S.88 | 10.04 | 12.43 | 14.50 | 16.29 | 18.52 | 20.91 | 23.56 | 26.17 | 29.85 | 33.67 | 38.70 | 44.72 | 51.64 | 75.60 | ||||||||||||||||||||||||||||||||||||||||||||||||
65 |
5.08 | 7.66 | 10.96 | 13.82 | 16.29 | 18.27 | 20.82 | 23.41 | 26.17 | 29.29 | 33.67 | 36.95 | 42.60 | 49.60 | 56.42 | 82.69 | ||||||||||||||||||||||||||||||||||||||||||||||||
66 |
5.63 | 8.53 | 11.96 | 15.34 | 18.27 | 20.62 | 23.35 | 26.17 | 29.29 | 33.67 | 36.18 | 40.63 | 46.88 | 54.95 | 61.55 | 90.24 | ||||||||||||||||||||||||||||||||||||||||||||||||
67 |
6.23 | 9.50 | 13.04 | 17.02 | 20.62 | 22.82 | 26.17 | 29.29 | 33.67 | 35.69 | 39.85 | 44.66 | 51.53 | 60.78 | 66.99 | 98.24 | ||||||||||||||||||||||||||||||||||||||||||||||||
68 |
6.86 | 10.46 | 14.34 | 18.67 | 22.58 | 24.98 | 28.66 | 32.11 | 35.69 | 39.16 | 43.70 | 48.92 | 56.36 | 66.33 | 72.93 | 106.88 | ||||||||||||||||||||||||||||||||||||||||||||||||
69 |
7.55 | 11.50 | 15.73 | 20.45 | 24.72 | 27.36 | 31.42 | 35.21 | 39.16 | 42.94 | 47.87 | 53.51 | 61.51 | 72.21 | 79.34 | 116.36 | ||||||||||||||||||||||||||||||||||||||||||||||||
70 |
8.31 | 12.61 | 17.23 | 22.38 | 27.08 | 29.99 | 34.46 | 38.63 | 42.94 | 47.03 | 52.35 | 58.39 | 66.96 | 78.56 | 86.38 | 126.68 | ||||||||||||||||||||||||||||||||||||||||||||||||
71 |
9.12 | 13.81 | 18.86 | 24.51 | 29.68 | 32.89 | 37.81 | 42.36 | 47.03 | 51.90 | 57.13 | 63.57 | 72.85 | 85.53 | 99.48 | 137.84 | ||||||||||||||||||||||||||||||||||||||||||||||||
75-80 Basic Table
Male ALB
Male ALB
| Duration | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Age | 1 | 2 | 3 | 4 | 5 | 6 | 7 | 8 | 9 | 10 | 11 | 12 | 13 | 14 | 15 | 16+ | ||||||||||||||||||||||||||||||||||||||||||||||||
72 |
9.98 | 15.12 | 20.66 | 26.87 | 32.56 | 36.08 | 41.46 | 46.40 | 51.44 | 56.64 | 62.19 | 69.16 | 79.31 | 97.91 | 114.16 | 149.84 | ||||||||||||||||||||||||||||||||||||||||||||||||
73 |
10.93 | 16.56 | 22.65 | 29.47 | 35.72 | 39.57 | 45.41 | 50.75 | 56.14 | 61.66 | 67.66 | 75.29 | 86.34 | 111.75 | 130.54 | 162.59 | ||||||||||||||||||||||||||||||||||||||||||||||||
74 |
11.97 | 18.15 | 24.84 | 32.33 | 39.17 | 43.34 | 49.67 | 55.39 | 61.12 | 67.08 | 73.67 | 81.97 | 100.22 | 127.15 | 148.63 | 175.87 | ||||||||||||||||||||||||||||||||||||||||||||||||
75 |
13.12 | 19.91 | 27.25 | 35.45 | 42.90 | 47.41 | 54.20 | 60.30 | 66.49 | 73.03 | 80.20 | 95.27 | 115.76 | 144.13 | 168.32 | 189.57 | ||||||||||||||||||||||||||||||||||||||||||||||||
76 |
14.39 | 21.84 | 29.88 | 38.83 | 46.92 | 51.74 | 59.01 | 65.60 | 72.39 | 79.51 | 92.88 | 110.18 | 133.00 | 162.56 | 189.57 | 203.69 | ||||||||||||||||||||||||||||||||||||||||||||||||
77 |
15.79 | 23.95 | 32.73 | 42.47 | 51.21 | 56.32 | 64.20 | 71.42 | 78.81 | 86.51 | 107.08 | 126.73 | 151.87 | 182.39 | 203.69 | 218.23 | ||||||||||||||||||||||||||||||||||||||||||||||||
78 |
17.31 | 26.23 | 35.80 | 46.35 | 55.75 | 61.28 | 69.89 | 77.75 | 85.76 | 100.24 | 122.82 | 144.83 | 172.32 | 203.69 | 218.23 | 233.19 | ||||||||||||||||||||||||||||||||||||||||||||||||
79 |
18.96 | 28.69 | 39.07 | 50.46 | 60.65 | 66.71 | 76.09 | 84.60 | 98.89 | 115.50 | 140.02 | 164.48 | 194.42 | 218.23 | 233.19 | 248.57 | ||||||||||||||||||||||||||||||||||||||||||||||||
80 |
20.74 | 31.31 | 42.53 | 54.90 | 66.03 | 72.63 | 84.26 | 97.23 | 113.44 | 132.21 | 158.66 | 185.72 | 218.23 | 233.19 | 248.57 | 264.37 | ||||||||||||||||||||||||||||||||||||||||||||||||
81 |
22.63 | 34.09 | 46.27 | 59.77 | 71.89 | 83.93 | 96.90 | 111.21 | 129.36 | 150.35 | 178.78 | 208.60 | 233.19 | 248.57 | 264.37 | 280.59 | ||||||||||||||||||||||||||||||||||||||||||||||||
82 |
24.64 | 37.09 | 50.37 | 69.81 | 83.19 | 96.56 | 110.88 | 126.47 | 146.59 | 169.98 | 200.44 | 233.19 | 248.57 | 264.37 | 280.59 | 297.23 | ||||||||||||||||||||||||||||||||||||||||||||||||
83 |
26.81 | 45.81 | 60.36 | 81.12 | 95.83 | 110.56 | 126.16 | 142.98 | 165.21 | 191.14 | 223.68 | 248.57 | 264.37 | 280.59 | 297.23 | 314.29 | ||||||||||||||||||||||||||||||||||||||||||||||||
84 |
35.41 | 55.78 | 71.69 | 93.78 | 109.85 | 125.84 | 142.68 | 160.78 | 185.25 | 213.89 | 248.57 | 264.37 | 280.59 | 297.23 | 314.29 | 331.77 | ||||||||||||||||||||||||||||||||||||||||||||||||
85 |
45.33 | 67.12 | 84.47 | 107.85 | 125.16 | 142.39 | 160.51 | 179.92 | 206.76 | 238.29 | 264.37 | 280.59 | 297.23 | 314.29 | 331.77 | 347.75 | ||||||||||||||||||||||||||||||||||||||||||||||||
86 |
56.70 | 79.95 | 98.75 | 123.24 | 141.74 | 160.24 | 179.67 | 200.44 | 229.79 | 264.37 | 280.59 | 297.23 | 314.29 | 331.77 | 347.75 | 370.11 | ||||||||||||||||||||||||||||||||||||||||||||||||
87 |
69.66 | 94.34 | 114.49 | 139.93 | 159.64 | 179.43 | 200.23 | 222.39 | 254.38 | 280.59 | 297.23 | 314.29 | 331.77 | 347.75 | 370.11 | 397.87 | ||||||||||||||||||||||||||||||||||||||||||||||||
88 |
84.29 | 110.25 | 131.68 | 157.97 | 178.90 | 200.03 | 222.22 | 245.80 | 280.59 | 297.23 | 314.29 | 331.77 | 347.75 | 370.11 | 397.87 | 431.97 | ||||||||||||||||||||||||||||||||||||||||||||||||
89 |
100.58 | 127.68 | 150.37 | 177.41 | 199.57 | 222.06 | 245.69 | 270.74 | 297.23 | 314.29 | 331.77 | 347.75 | 370.11 | 397.87 | 431.97 | 473.61 | ||||||||||||||||||||||||||||||||||||||||||||||||
90 |
118.56 | 146.69 | 170.63 | 198.30 | 221.69 | 245.57 | 270.68 | 297.23 | 314.29 | 331.77 | 347.75 | 370.11 | 397.87 | 431.97 | 473.61 | 524.33 | ||||||||||||||||||||||||||||||||||||||||||||||||
91 |
138.29 | 167.34 | 192.50 | 220.67 | 245.31 | 270.61 | 297.23 | 314.29 | 331.77 | 347.75 | 370.11 | 397.87 | 431.97 | 473.61 | 524.33 | 586.10 | ||||||||||||||||||||||||||||||||||||||||||||||||
92 |
159.84 | 189.69 | 216.04 | 244.59 | 270.48 | 297.23 | 314.29 | 331.77 | 347.75 | 370.11 | 397.87 | 431.97 | 473.61 | 524.33 | 586.10 | 661.41 | ||||||||||||||||||||||||||||||||||||||||||||||||
93 |
183.28 | 213.79 | 241.30 | 270.09 | 297.23 | 314.29 | 331.77 | 347.75 | 370.11 | 397.87 | 431.97 | 473.61 | 524.33 | 586.10 | 661.41 | 753.48 | ||||||||||||||||||||||||||||||||||||||||||||||||
94 |
208.67 | 239.71 | 268.35 | 297.23 | 314.29 | 331.77 | 347.75 | 370.11 | 397.87 | 431.97 | 473.61 | 524.33 | 586.10 | 661.41 | 753.48 | 866.43 | ||||||||||||||||||||||||||||||||||||||||||||||||
95 |
236.08 | 267.50 | 297.23 | 314.29 | 331.77 | 347.75 | 370.11 | 397.87 | 431.97 | 473.61 | 524.33 | 586.10 | 661.41 | 753.48 | 866.43 | 999.99 | ||||||||||||||||||||||||||||||||||||||||||||||||
96 |
265.58 | 297.23 | 314.29 | 331.77 | 347.75 | 370.11 | 397.87 | 431.97 | 473.61 | 524.33 | 586.10 | 661.41 | 753.48 | 866.43 | 999.99 | 999.99 | ||||||||||||||||||||||||||||||||||||||||||||||||
97 |
297.23 | 314.29 | 331.77 | 347.75 | 370.11 | 397.87 | 431.97 | 473.61 | 524.33 | 586.10 | 661.41 | 753.48 | 866.43 | 999.99 | 999.99 | 999.99 | ||||||||||||||||||||||||||||||||||||||||||||||||
98 |
314.29 | 331.77 | 347.75 | 370.11 | 397.87 | 431.97 | 473.61 | 524.33 | 586.10 | 661.41 | 753.48 | 866.43 | 999.99 | 999.99 | 999.99 | 999.99 | ||||||||||||||||||||||||||||||||||||||||||||||||
99 |
331.77 | 347.75 | 370.11 | 397.87 | 431.97 | 473.61 | 524.33 | 586.10 | 661.41 | 753.48 | 866.43 | 999.99 | 999.99 | 999.99 | 999.99 | 999.99 | ||||||||||||||||||||||||||||||||||||||||||||||||
75-80 Basic Table
Female ALB
Female ALB
| Duration | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Age | 1 | 2 | 3 | 4 | 5 | 6 | 7 | 8 | 9 | 10 | 11 | 12 | 13 | 14 | 15 | 16+ | ||||||||||||||||||||||||||||||||||||||||||||||||
0 |
0.84 | 0.33 | 0.30 | 0.27 | 0.24 | 0.22 | 0.20 | 0.18 | 0.19 | 0.19 | 0.21 | 0.23 | 0.26 | 0.29 | 0.34 | 0.38 | ||||||||||||||||||||||||||||||||||||||||||||||||
1 |
0.32 | 0.29 | 0.26 | 0.23 | 0.22 | 0.20 | 0.18 | 0.19 | 0.19 | 0.21 | 0.23 | 0.26 | 0.29 | 0.34 | 0.38 | 0.42 | ||||||||||||||||||||||||||||||||||||||||||||||||
2 |
0.27 | 0.26 | 0.23 | 0.22 | 0.20 | 0.18 | 0.19 | 0.19 | 0.21 | 0.23 | 0.26 | 0.29 | 0.34 | 0.38 | 0.42 | 0.46 | ||||||||||||||||||||||||||||||||||||||||||||||||
3 |
0.23 | 0.23 | 0.22 | 0.20 | 0.18 | 0.19 | 0.19 | 0.21 | 0.23 | 0.26 | 0.29 | 0.34 | 0.38 | 0.41 | 0.45 | 0.48 | ||||||||||||||||||||||||||||||||||||||||||||||||
4 |
0.21 | 0.21 | 0.20 | 0.18 | 0.19 | 0.19 | 0.21 | 0.23 | 0.26 | 0.29 | 0.34 | 0.38 | 0.41 | 0.45 | 0.48 | 0.50 | ||||||||||||||||||||||||||||||||||||||||||||||||
5 |
0.20 | 0.20 | 0.18 | 0.19 | 0.19 | 0.21 | 0.23 | 0.26 | 0.29 | 0.34 | 0.38 | 0.41 | 0.45 | 0.48 | 0.49 | 0.52 | ||||||||||||||||||||||||||||||||||||||||||||||||
6 |
0.18 | 0.18 | 0.19 | 0.19 | 0.21 | 0.23 | 0.26 | 0.29 | 0.34 | 0.38 | 0.41 | 0.45 | 0.48 | 0.49 | 0.51 | 0.53 | ||||||||||||||||||||||||||||||||||||||||||||||||
7 |
0.17 | 0.19 | 0.19 | 0.21 | 0.23 | 0.26 | 0.29 | 0.34 | 0.38 | 0.41 | 0.45 | 0.48 | 0.49 | 0.51 | 0.52 | 0.53 | ||||||||||||||||||||||||||||||||||||||||||||||||
8 |
0.17 | 0.19 | 0.21 | 0.23 | 0.26 | 0.29 | 0.34 | 0.38 | 0.41 | 0.45 | 0.47 | 0.49 | 0.51 | 0.52 | 0.53 | 0.53 | ||||||||||||||||||||||||||||||||||||||||||||||||
9 |
0.17 | 0.21 | 0.23 | 0.25 | 0.28 | 0.33 | 0.38 | 0.41 | 0.45 | 0.47 | 0.49 | 0.51 | 0.52 | 0.53 | 0.53 | 0.53 | ||||||||||||||||||||||||||||||||||||||||||||||||
10 |
0.18 | 0.23 | 0.25 | 0.28 | 0.33 | 0.37 | 0.41 | 0.45 | 0.47 | 0.49 | 0.51 | 0.52 | 0.53 | 0.53 | 0.53 | 0.53 | ||||||||||||||||||||||||||||||||||||||||||||||||
11 |
0.18 | 0.25 | 0.28 | 0.33 | 0.37 | 0.41 | 0.45 | 0.47 | 0.49 | 0.51 | 0.52 | 0.53 | 0.53 | 0.53 | 0.53 | 0.53 | ||||||||||||||||||||||||||||||||||||||||||||||||
12 |
0.20 | 0.28 | 0.33 | 0.36 | 0.40 | 0.44 | 0.47 | 0.49 | 0.51 | 0.52 | 0.53 | 0.53 | 0.53 | 0.53 | 0.54 | 0.53 | ||||||||||||||||||||||||||||||||||||||||||||||||
13 |
0.22 | 0.32 | 0.35 | 0.38 | 0.42 | 0.44 | 0.47 | 0.49 | 0.52 | 0.52 | 0.53 | 0.53 | 0.53 | 0.53 | 0.54 | 0.54 | ||||||||||||||||||||||||||||||||||||||||||||||||
14 |
0.26 | 0.34 | 0.38 | 0.40 | 0.42 | 0.45 | 0.47 | 0.49 | 0.52 | 0.52 | 0.53 | 0.53 | 0.53 | 0.54 | 0.54 | 0.55 | ||||||||||||||||||||||||||||||||||||||||||||||||
15 |
0.30 | 0.36 | 0.39 | 0.40 | 0.42 | 0.45 | 0.47 | 0.47 | 0.52 | 0.53 | 0.53 | 0.53 | 0.54 | 0.54 | 0.56 | 0.57 | ||||||||||||||||||||||||||||||||||||||||||||||||
16 |
0.33 | 0.37 | 0.39 | 0.40 | 0.42 | 0.44 | 0.45 | 0.46 | 0.52 | 0.53 | 0.53 | 0.54 | 0.54 | 0.56 | 0.57 | 0.60 | ||||||||||||||||||||||||||||||||||||||||||||||||
17 |
0.36 | 0.37 | 0.39 | 0.40 | 0.41 | 0.42 | 0.43 | 0.44 | 0.52 | 0.53 | 0.54 | 0.54 | 0.56 | 0.57 | 0.61 | 0.63 | ||||||||||||||||||||||||||||||||||||||||||||||||
18 |
0.36 | 0.37 | 0.40 | 0.40 | 0.41 | 0.42 | 0.43 | 0.44 | 0.51 | 0.52 | 0.54 | 0.55 | 0.57 | 0.60 | 0.64 | 0.68 | ||||||||||||||||||||||||||||||||||||||||||||||||
19 |
0.36 | 0.37 | 0.40 | 0.40 | 0.41 | 0.42 | 0.43 | 0.45 | 0.49 | 0.51 | 0.55 | 0.57 | 0.60 | 0.64 | 0.69 | 0.74 | ||||||||||||||||||||||||||||||||||||||||||||||||
20 |
0.35 | 0.37 | 0.39 | 0.40 | 0.41 | 0.42 | 0.44 | 0.45 | 0.48 | 0.51 | 0.57 | 0.60 | 0.64 | 0.69 | 0.75 | 0.81 | ||||||||||||||||||||||||||||||||||||||||||||||||
21 |
0.34 | 0.35 | 0.38 | 0.39 | 0.41 | 0.42 | 0.44 | 0.46 | 0.48 | 0.52 | 0.60 | 0.64 | 0.69 | 0.75 | 0.82 | 0.89 | ||||||||||||||||||||||||||||||||||||||||||||||||
22 |
0.32 | 0.34 | 0.37 | 0.39 | 0.41 | 0.42 | 0.45 | 0.47 | 0.48 | 0.53 | 0.64 | 0.69 | 0.75 | 0.82 | 0.90 | 0.98 | ||||||||||||||||||||||||||||||||||||||||||||||||
23 |
0.32 | 0.34 | 0.38 | 0.40 | 0.42 | 0.44 | 0.47 | 0.48 | 0.53 | 0.58 | 0.69 | 0.75 | 0.82 | 0.90 | 1.00 | 1.09 | ||||||||||||||||||||||||||||||||||||||||||||||||
24 |
0.32 | 0.35 | 0.38 | 0.41 | 0.44 | 0.46 | 0.48 | 0.53 | 0.58 | 0.63 | 0.75 | 0.82 | 0.90 | 1.00 | 1.11 | 1.22 | ||||||||||||||||||||||||||||||||||||||||||||||||
25 |
0.31 | 0.35 | 0.39 | 0.43 | 0.46 | 0.48 | 0.53 | 0.58 | 0.63 | 0.68 | 0.82 | 0.90 | 1.00 | 1.11 | 1.23 | 1.37 | ||||||||||||||||||||||||||||||||||||||||||||||||
26 |
0.31 | 0.35 | 0.41 | 0.44 | 0.48 | 0.53 | 0.58 | 0.63 | 0.68 | 0.74 | 0.90 | 1.00 | 1.11 | 1.23 | 1.38 | 1.54 | ||||||||||||||||||||||||||||||||||||||||||||||||
27 |
0.31 | 0.36 | 0.42 | 0.47 | 0.53 | 0.58 | 0.63 | 0.68 | 0.71 | 0.82 | 1.00 | 1.11 | 1.23 | 1.38 | 1.54 | 1.71 | ||||||||||||||||||||||||||||||||||||||||||||||||
28 |
0.32 | 0.37 | 0.43 | 0.50 | 0.56 | 0.63 | 0.68 | 0.71 | 0.80 | 0.91 | 1.11 | 1.23 | 1.38 | 1.54 | 1.71 | 1.88 | ||||||||||||||||||||||||||||||||||||||||||||||||
29 |
0.33 | 0.38 | 0.46 | 0.52 | 0.60 | 0.68 | 0.71 | 0.80 | 0.91 | 1.03 | 1.23 | 1.38 | 1.54 | 1.71 | 1.88 | 2.05 | ||||||||||||||||||||||||||||||||||||||||||||||||
30 |
0.35 | 0.40 | 0.48 | 0.57 | 0.66 | 0.71 | 0.80 | 0.91 | 1.03 | 1.15 | 1.38 | 1.54 | 1.71 | 1.88 | 2.05 | 2.24 | ||||||||||||||||||||||||||||||||||||||||||||||||
31 |
0.37 | 0.42 | 0.52 | 0.62 | 0.71 | 0.80 | 0.91 | 1.03 | 1.15 | 1.27 | 1.54 | 1.71 | 1.88 | 2.05 | 2.24 | 2.43 | ||||||||||||||||||||||||||||||||||||||||||||||||
32 |
0.39 | 0.45 | 0.56 | 0.68 | 0.80 | 0.91 | 1.03 | 1.15 | 1.27 | 1.40 | 1.70 | 1.87 | 2.05 | 2.24 | 2.44 | 2.62 | ||||||||||||||||||||||||||||||||||||||||||||||||
33 |
0.41 | 0.48 | 0.59 | 0.73 | 0.86 | 0.99 | 1.14 | 1.27 | 1.40 | 1.56 | 1.85 | 2.02 | 2.22 | 2.43 | 2.62 | 2.83 | ||||||||||||||||||||||||||||||||||||||||||||||||
34 |
0.43 | 0.51 | 0.63 | 0.77 | 0.93 | 1.09 | 1.25 | 1.40 | 1.56 | 1.73 | 2.00 | 2.19 | 2.39 | 2.62 | 2.83 | 3.05 | ||||||||||||||||||||||||||||||||||||||||||||||||
35 |
0.45 | 0.54 | 0.66 | 0.83 | 1.01 | 1.20 | 1.39 | 1.56 | 1.73 | 1.90 | 2.17 | 2.36 | 2.56 | 2.82 | 3.05 | 3.30 | ||||||||||||||||||||||||||||||||||||||||||||||||
75-80 Basic Table
Female ALB
Female ALB
| Duration | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Age | 1 | 2 | 3 | 4 | 5 | 6 | 7 | 8 | 9 | 10 | 11 | 12 | 13 | 14 | 15 | 16+ | ||||||||||||||||||||||||||||||||||||||||||||||||
36 |
0.47 | 0.58 | 0.71 | 0.90 | 1.10 | 1.32 | 1.52 | 1.71 | 1.90 | 2.09 | 2.33 | 2.53 | 2.75 | 3.04 | 3.30 | 3.57 | ||||||||||||||||||||||||||||||||||||||||||||||||
37 |
0.50 | 0.62 | 0.76 | 0.98 | 1.20 | 1.43 | 1.64 | 1.85 | 2.07 | 2.28 | 2.49 | 2.71 | 2.94 | 3.29 | 3.57 | 3.88 | ||||||||||||||||||||||||||||||||||||||||||||||||
38 |
0.54 | 0.69 | 0.85 | 1.10 | 1.33 | 1.57 | 1.78 | 2.01 | 2.23 | 2.44 | 2.67 | 2.89 | 3.15 | 3.53 | 3.84 | 4.22 | ||||||||||||||||||||||||||||||||||||||||||||||||
39 |
0.58 | 0.76 | 0.95 | 1.22 | 1.45 | 1.70 | 1.93 | 2.17 | 2.39 | 2.62 | 2.85 | 3.10 | 3.37 | 3.80 | 4.13 | 4.60 | ||||||||||||||||||||||||||||||||||||||||||||||||
40 |
0.63 | 0.85 | 1.05 | 1.33 | 1.58 | 1.86 | 2.08 | 2.32 | 2.56 | 2.80 | 3.06 | 3.33 | 3.62 | 4.10 | 4.46 | 5.02 | ||||||||||||||||||||||||||||||||||||||||||||||||
41 |
0.68 | 0.94 | 1.15 | 1.45 | 1.71 | 2.01 | 2.23 | 2.49 | 2.74 | 3.01 | 3.28 | 3.58 | 3.90 | 4.44 | 4.81 | 5.47 | ||||||||||||||||||||||||||||||||||||||||||||||||
42 |
0.73 | 1.02 | 1.25 | 1.58 | 1.85 | 2.16 | 2.40 | 2.67 | 2.94 | 3.23 | 3.53 | 3.86 | 4.20 | 4.80 | 5.19 | 5.96 | ||||||||||||||||||||||||||||||||||||||||||||||||
43 |
0.78 | 1.09 | 1.35 | 1.67 | 1.95 | 2.27 | 2.53 | 2.83 | 3.13 | 3.46 | 3.79 | 4.16 | 4.54 | 5.19 | 5.62 | 6.50 | ||||||||||||||||||||||||||||||||||||||||||||||||
44 |
0.83 | 1.16 | 1.44 | 1.74 | 2.06 | 2.37 | 2.67 | 3.01 | 3.34 | 3.70 | 4.08 | 4.49 | 4.89 | 5.61 | 6.09 | 7.08 | ||||||||||||||||||||||||||||||||||||||||||||||||
45 |
0.89 | 1.23 | 1.53 | 1.83 | 2.16 | 2.49 | 2.83 | 3.20 | 3.57 | 3.97 | 4.39 | 4.83 | 5.28 | 6.07 | 6.60 | 7.69 | ||||||||||||||||||||||||||||||||||||||||||||||||
46 |
0.93 | 1.30 | 1.62 | 1.91 | 2.28 | 2.61 | 3.00 | 3.41 | 3.82 | 4.26 | 4.72 | 5.20 | 5.70 | 6.55 | 7.12 | 8.34 | ||||||||||||||||||||||||||||||||||||||||||||||||
47 |
0.98 | 1.37 | 1.72 | 2.00 | 2.41 | 2.75 | 3.18 | 3.64 | 4.09 | 4.57 | 5.07 | 5.60 | 6.14 | 7.06 | 7.68 | 9.03 | ||||||||||||||||||||||||||||||||||||||||||||||||
48 |
1.03 | 1.43 | 1.80 | 2.10 | 2.54 | 2.92 | 3.40 | 3.91 | 4.36 | 4.87 | 5.41 | 5.97 | 6.53 | 7.50 | 8.14 | 9.77 | ||||||||||||||||||||||||||||||||||||||||||||||||
49 |
1.07 | 1.50 | 1.88 | 2.21 | 2.68 | 3.11 | 3.64 | 4.20 | 4.65 | 5.20 | 5.77 | 6.35 | 6.94 | 7.94 | 8.61 | 10.57 | ||||||||||||||||||||||||||||||||||||||||||||||||
50 |
1.12 | 1.56 | 1.97 | 2.32 | 2.82 | 3.32 | 3.89 | 4.51 | 4.96 | 5.54 | 6.13 | 6.74 | 7.36 | 8.41 | 9.10 | 11.45 | ||||||||||||||||||||||||||||||||||||||||||||||||
51 |
1.17 | 1.64 | 2.07 | 2.44 | 2.98 | 3.53 | 4.15 | 4.84 | 5.28 | 5.88 | 6.50 | 7.14 | 7.79 | 8.89 | 9.63 | 12.42 | ||||||||||||||||||||||||||||||||||||||||||||||||
52 |
1.23 | 1.72 | 2.17 | 2.57 | 3.13 | 3.75 | 4.43 | 5.19 | 5.60 | 6.23 | 6.88 | 7.55 | 8.24 | 9.41 | 10.20 | 13.48 | ||||||||||||||||||||||||||||||||||||||||||||||||
53 |
1.29 | 1.81 | 2.30 | 2.76 | 3.36 | 4.02 | 4.73 | 5.51 | 5.98 | 6.63 | 7.33 | 8.06 | 8.84 | 10.14 | 11.03 | 14.64 | ||||||||||||||||||||||||||||||||||||||||||||||||
54 |
1.36 | 1.91 | 2.44 | 2.96 | 3.61 | 4.31 | 5.04 | 5.83 | 6.37 | 7.06 | 7.81 | 8.62 | 9.49 | 10.93 | 11.94 | 15.94 | ||||||||||||||||||||||||||||||||||||||||||||||||
55 |
1.43 | 2.01 | 2.58 | 3.18 | 3.87 | 4.60 | 5.36 | 6.16 | 6.78 | 7.50 | 8.33 | 9.23 | 10.20 | 11.80 | 12.96 | 17.42 | ||||||||||||||||||||||||||||||||||||||||||||||||
56 |
1.50 | 2.11 | 2.74 | 3.41 | 4.13 | 4.90 | 5.69 | 6.51 | 7.22 | 7.99 | 8.89 | 9.88 | 10.96 | 12.76 | 14.12 | 19.13 | ||||||||||||||||||||||||||||||||||||||||||||||||
57 |
1.57 | 2.21 | 2.89 | 3.64 | 4.41 | 5.21 | 6.03 | 6.86 | 7.69 | 8.51 | 9.49 | 10.59 | 11.81 | 13.85 | 15.45 | 21.11 | ||||||||||||||||||||||||||||||||||||||||||||||||
58 |
1.69 | 2.39 | 3.12 | 3.91 | 4.71 | 5.54 | 6.40 | 7.28 | 8.17 | 9.05 | 10.28 | 11.45 | 12.76 | 14.97 | 16.71 | 23.41 | ||||||||||||||||||||||||||||||||||||||||||||||||
59 |
1.82 | 2.58 | 3.36 | 4.19 | 5.02 | 5.88 | 6.79 | 7.74 | 8.69 | 9.63 | 11.16 | 12.42 | 13.85 | 16.25 | 18.16 | 26.09 | ||||||||||||||||||||||||||||||||||||||||||||||||
60 |
1.94 | 2.77 | 3.61 | 4.48 | 5.35 | 6.25 | 7.21 | 8.22 | 9.24 | 10.27 | 12.16 | 13.55 | 15.11 | 17.72 | 19.83 | 29.20 | ||||||||||||||||||||||||||||||||||||||||||||||||
61 |
2.08 | 2.98 | 3.88 | 4.80 | 5.70 | 6.65 | 7.67 | 8.74 | 9.84 | 10.99 | 13.31 | 14.84 | 16.55 | 19.42 | 21.73 | 32.78 | ||||||||||||||||||||||||||||||||||||||||||||||||
62 |
2.22 | 3.20 | 4.17 | 5.14 | 6.09 | 7.08 | 8.15 | 9.31 | 10.52 | 11.81 | 14.65 | 16.34 | 18.23 | 21.37 | 23.87 | 36.88 | ||||||||||||||||||||||||||||||||||||||||||||||||
63 |
2.36 | 3.38 | 4.40 | 5.42 | 6.42 | 7.47 | 8.61 | 9.88 | 11.24 | 12.74 | 15.86 | 17.73 | 19.83 | 23.30 | 26.11 | 41.54 | ||||||||||||||||||||||||||||||||||||||||||||||||
64 |
2.51 | 3.58 | 4.65 | 5.72 | 6.77 | 7.89 | 9.12 | 10.52 | 12.06 | 13.80 | 17.25 | 19.31 | 21.63 | 25.45 | 28.57 | 46.74 | ||||||||||||||||||||||||||||||||||||||||||||||||
65 |
2.67 | 3.79 | 4.91 | 6.03 | 7.15 | 8.35 | 9.70 | 11.24 | 13.00 | 15.01 | 18.83 | 21.08 | 23.62 | 27.79 | 31.21 | 52.50 | ||||||||||||||||||||||||||||||||||||||||||||||||
66 |
2.84 | 4.01 | 5.19 | 6.37 | 7.57 | 8.88 | 10.36 | 12.07 | 14.06 | 16.40 | 20.61 | 23.04 | 25.79 | 30.30 | 34.00 | 58.80 | ||||||||||||||||||||||||||||||||||||||||||||||||
67 |
3.03 | 4.24 | 5.49 | 6.75 | 8.04 | 9.48 | 11.10 | 13.00 | 15.26 | 17.95 | 22.58 | 25.19 | 28.11 | 32.93 | 36.89 | 65.66 | ||||||||||||||||||||||||||||||||||||||||||||||||
68 |
3.29 | 4.62 | 6.00 | 7.41 | 8.87 | 10.51 | 12.37 | 14.55 | 17.13 | 20.20 | 25.19 | 28.11 | 31.57 | 36.88 | 41.19 | 73.06 | ||||||||||||||||||||||||||||||||||||||||||||||||
69 |
3.58 | 5.05 | 6.59 | 8.18 | 9.84 | 11.72 | 13.85 | 16.33 | 19.27 | 22.75 | 28.11 | 31.57 | 35.36 | 41.18 | 45.84 | 81.02 | ||||||||||||||||||||||||||||||||||||||||||||||||
70 |
3.92 | 5.54 | 7.27 | 9.07 | 10.97 | 13.11 | 15.54 | 18.38 | 21.71 | 25.59 | 31.57 | 35.36 | 39.49 | 45.83 | 50.83 | 89.52 | ||||||||||||||||||||||||||||||||||||||||||||||||
71 |
4.30 | 6.11 | 8.06 | 10.11 | 12.28 | 14.72 | 17.48 | 20.70 | 24.43 | 28.74 | 35.36 | 39.49 | 43.94 | 50.82 | 61.72 | 98.58 | ||||||||||||||||||||||||||||||||||||||||||||||||
75-80 Basic Table
Female ALB
Female ALB
| Duration | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Age | 1 | 2 | 3 | 4 | 5 | 6 | 7 | 8 | 9 | 10 | 11 | 12 | 13 | 14 | 15 | 16+ | ||||||||||||||||||||||||||||||||||||||||||||||||
72 |
4.75 | 6.78 | 8.99 | 11.31 | 13.78 | 16.56 | 19.69 | 23.29 | 27.44 | 32.19 | 39.48 | 43.94 | 48.73 | 60.92 | 74.09 | 108.18 | ||||||||||||||||||||||||||||||||||||||||||||||||
73 |
5.27 | 7.56 | 10.06 | 12.70 | 15.51 | 18.65 | 22.16 | 26.16 | 30.73 | 35.95 | 43.93 | 48.72 | 53.84 | 72.33 | 88.02 | 118.34 | ||||||||||||||||||||||||||||||||||||||||||||||||
74 |
5.87 | 8.46 | 11.29 | 14.29 | 17.47 | 20.98 | 24.89 | 29.30 | 34.32 | 40.00 | 48.72 | 53.83 | 64.90 | 85.14 | 103.64 | 129.04 | ||||||||||||||||||||||||||||||||||||||||||||||||
75 |
6.57 | 9.49 | 12.70 | 16.09 | 19.65 | 23.57 | 27.88 | 32.72 | 38.18 | 44.36 | 53.83 | 64.19 | 77.38 | 99.44 | 121.03 | 140.30 | ||||||||||||||||||||||||||||||||||||||||||||||||
76 |
7.38 | 10.68 | 14.31 | 18.11 | 22.07 | 26.40 | 31.13 | 36.41 | 42.34 | 49.01 | 63.64 | 75.83 | 91.39 | 115.30 | 140.30 | 152.10 | ||||||||||||||||||||||||||||||||||||||||||||||||
77 |
8.30 | 12.03 | 16.10 | 20.34 | 24.72 | 29.48 | 34.64 | 40.38 | 46.79 | 53.97 | 74.63 | 88.85 | 107.00 | 132.83 | 152.10 | 164.46 | ||||||||||||||||||||||||||||||||||||||||||||||||
78 |
9.35 | 13.54 | 18.08 | 22.78 | 27.61 | 32.80 | 38.41 | 44.61 | 51.52 | 64.67 | 86.89 | 103.32 | 124.32 | 152.10 | 164.46 | 177.36 | ||||||||||||||||||||||||||||||||||||||||||||||||
79 |
10.52 | 15.20 | 20.25 | 25.44 | 30.72 | 36.38 | 42.44 | 49.13 | 61.70 | 76.69 | 100.46 | 119.32 | 143.44 | 164.46 | 177.36 | 190.82 | ||||||||||||||||||||||||||||||||||||||||||||||||
80 |
11.81 | 17.03 | 22.61 | 28.31 | 34.07 | 40.19 | 48.96 | 58.85 | 73.15 | 90.11 | 115.44 | 136.94 | 164.46 | 177.36 | 190.82 | 204.82 | ||||||||||||||||||||||||||||||||||||||||||||||||
81 |
13.23 | 19.01 | 25.16 | 31.39 | 39.55 | 48.78 | 58.68 | 69.77 | 85.92 | 105.03 | 131.89 | 156.26 | 177.36 | 190.82 | 204.82 | 219.38 | ||||||||||||||||||||||||||||||||||||||||||||||||
82 |
14.78 | 21.16 | 27.90 | 38.90 | 48.13 | 58.50 | 69.60 | 81.96 | 100.11 | 121.51 | 149.89 | 177.36 | 190.82 | 204.82 | 219.38 | 234.48 | ||||||||||||||||||||||||||||||||||||||||||||||||
83 |
16.44 | 27.58 | 35.34 | 47.48 | 57.85 | 69.43 | 81.80 | 95.51 | 115.80 | 139.65 | 169.50 | 190.82 | 204.82 | 219.38 | 234.48 | 250.14 | ||||||||||||||||||||||||||||||||||||||||||||||||
84 |
22.72 | 35.01 | 43.89 | 57.21 | 68.79 | 81.64 | 95.36 | 110.48 | 133.06 | 159.52 | 190.82 | 204.82 | 219.38 | 234.48 | 250.14 | 266.34 | ||||||||||||||||||||||||||||||||||||||||||||||||
85 |
30.05 | 43.56 | 53.62 | 68.15 | 81.02 | 95.20 | 110.34 | 126.96 | 151.96 | 181.23 | 204.82 | 219.38 | 234.48 | 250.14 | 266.34 | 281.72 | ||||||||||||||||||||||||||||||||||||||||||||||||
86 |
38.55 | 53.29 | 64.62 | 80.40 | 94.61 | 110.19 | 126.83 | 145.01 | 172.60 | 204.82 | 219.38 | 234.48 | 250.14 | 266.34 | 281.72 | 303.10 | ||||||||||||||||||||||||||||||||||||||||||||||||
87 |
48.30 | 64.30 | 76.98 | 94.02 | 109.65 | 126.70 | 144.89 | 164.71 | 195.04 | 219.38 | 234.48 | 250.14 | 266.34 | 281.72 | 303.10 | 330.14 | ||||||||||||||||||||||||||||||||||||||||||||||||
88 |
59.38 | 76.66 | 90.77 | 109.10 | 126.21 | 144.78 | 164.62 | 186.14 | 219.38 | 234.48 | 250.14 | 266.34 | 281.72 | 303.10 | 330.14 | 363.98 | ||||||||||||||||||||||||||||||||||||||||||||||||
89 |
71.90 | 90.47 | 106.07 | 125.71 | 144.36 | 164.53 | 186.07 | 209.38 | 234.48 | 250.14 | 266.34 | 281.72 | 303.10 | 330.14 | 363.98 | 406.13 | ||||||||||||||||||||||||||||||||||||||||||||||||
90 |
85.94 | 105.79 | 122.99 | 143.93 | 164.19 | 186.01 | 209.34 | 234.48 | 250.14 | 266.34 | 281.72 | 303.10 | 330.14 | 363.98 | 406.13 | 458.56 | ||||||||||||||||||||||||||||||||||||||||||||||||
91 |
101.58 | 122.74 | 141.58 | 163.85 | 185.76 | 209.31 | 234.48 | 250.14 | 266.34 | 281.72 | 303.10 | 330.14 | 363.98 | 406.13 | 458.56 | 523.86 | ||||||||||||||||||||||||||||||||||||||||||||||||
92 |
118.94 | 141.36 | 161.95 | 185.52 | 209.17 | 234.48 | 250.14 | 266.34 | 281.72 | 303.10 | 330.14 | 363.98 | 406.13 | 458.56 | 523.86 | 605.42 | ||||||||||||||||||||||||||||||||||||||||||||||||
93 |
138.09 | 161.77 | 184.16 | 209.04 | 234.48 | 250.14 | 266.34 | 281.72 | 303.10 | 330.14 | 363.98 | 406.13 | 458.56 | 523.86 | 605.42 | 707.74 | ||||||||||||||||||||||||||||||||||||||||||||||||
94 |
159.13 | 184.03 | 208.32 | 234.48 | 250.14 | 266.34 | 281.72 | 303.10 | 330.14 | 363.98 | 406.13 | 458.56 | 523.86 | 605.42 | 707.74 | 836.76 | ||||||||||||||||||||||||||||||||||||||||||||||||
95 |
182.14 | 208.25 | 234.48 | 250.14 | 266.34 | 281.72 | 303.10 | 330.14 | 363.98 | 406.13 | 458.56 | 523.86 | 605.42 | 707.74 | 836.76 | 999.99 | ||||||||||||||||||||||||||||||||||||||||||||||||
96 |
207.24 | 234.48 | 250.14 | 266.34 | 281.72 | 303.10 | 330.14 | 363.98 | 406.13 | 458.56 | 523.86 | 605.42 | 707.74 | 836.76 | 999.99 | 999.99 | ||||||||||||||||||||||||||||||||||||||||||||||||
97 |
234.48 | 250.14 | 266.34 | 281.72 | 303.10 | 330.14 | 363.98 | 406.13 | 458.56 | 523.86 | 605.42 | 707.74 | 836.76 | 999.99 | 999.99 | 999.99 | ||||||||||||||||||||||||||||||||||||||||||||||||
98 |
250.14 | 266.34 | 281.72 | 303.10 | 330.14 | 363.98 | 406.13 | 458.56 | 523.86 | 605.42 | 707.74 | 836.76 | 999.99 | 999.99 | 999.99 | 999.99 | ||||||||||||||||||||||||||||||||||||||||||||||||
99 |
266.34 | 281.72 | 303.10 | 330.14 | 363.98 | 406.13 | 458.56 | 523.86 | 605.42 | 707.74 | 836.76 | 999.99 | 999.99 | 999.99 | 999.99 | 999.99 | ||||||||||||||||||||||||||||||||||||||||||||||||
ARBITRATION SCHEDULE
(Effective as of January 1, 2000)
to
Agreement Number 12
(Effective as of January 1, 2000)
to
Agreement Number 12
To initiate arbitration, either SAFECO or Lincoln agrees to notify the other party in writing of
its desire to arbitrate, stating the nature of its dispute and the remedy sought. The party to
which the notice is sent agrees to respond in writing to the notification, within ten (10) days of
its receipt.
The arbitration hearing shall be before a panel of three (3) arbitrators, each of whom must be a
present or former officer of a life insurance company. An arbitrator may not be a present or former
officer, attorney or consultant of SAFECO or Lincoln, or either’s affiliates.
SAFECO and Lincoln agree to each name five (5) candidates to serve as an arbitrator. Each agree to
choose one (1) candidate from the other’s list, and these two (2) candidates shall serve as the
first two (2) arbitrators. If one (1) or more candidates so chosen decline to serve as an
arbitrator, the party that named the candidate shall add an additional candidate to its list, and
the other party agrees to again choose one (1) candidate from the list. This process shall continue
until two (2) arbitrators have been chosen and have accepted. SAFECO and Lincoln agree to present
their initial lists of five (5) candidates by written notification to the other party within
twenty-five (25) days of the date of the mailing of the notification initiating the arbitration.
Any subsequent additions to the list which shall be presented within ten (10) days of the date the
naming party receives notice that a candidate who has been chosen declines to serve.
The two (2) arbitrators shall select the third arbitrator from the eight (8) candidates remaining
on the lists of SAFECO and Lincoln within fourteen (14) days of the acceptance of their positions
as arbitrators. If the two (2) arbitrators cannot agree on the choice of a third, then this choice
shall be referred back to SAFECO and Lincoln. SAFECO and Lincoln agree to take turns striking the
names of the remaining candidates from the initial eight (8) candidates until only one (1)
candidate remains. If the candidate so chosen shall decline to serve as the third arbitrator, the
candidate whose name was stricken last shall be nominated as third arbitrator. This process shall
continue until a candidate has been chosen and accepted. This candidate shall serve as the third
arbitrator. The first turn at striking the name of a candidate shall belong to the party that is
responding to the other party’s initiation of arbitration. Once chosen, the arbitrators are
empowered to decide all substantive and procedural issues by a majority of votes.
Page 26
It is
agreed that each of the three (3) arbitrators should be impartial regarding the dispute and
should resolve the dispute on the basis described in the “Arbitration” article. At no time will
either SAFECO of Lincoln contact or otherwise communicate with any person who is to be or has been
designated as a candidate to serve as an arbitrator concerning the dispute, except upon the basis
of jointly drafted communications provided by both SAFECO and Lincoln to inform those candidates
actually chosen as arbitrators of the nature and facts of the dispute. Likewise, any written or
oral arguments provided to the arbitrators concerning the dispute shall be coordinated with the
other party and shall be provided simultaneously to the other party or shall take place in the
presence of the other party. Further, at no time shall any arbitrator be informed that he or she
has been named or chosen by one party or the other.
The arbitration hearing shall be held on the date and in the location set by the arbitrators. In no
event shall this date be later than six (6) months after the appointment of the third arbitrator. As
soon as possible, the arbitrators shall establish prearbitration procedures as warranted by the
facts and issues of the particular case. At least ten (10) days prior to the arbitration hearing,
each party agrees to provide the other party and the arbitrators with a detailed statement of the
facts and arguments it will present at the arbitration hearing. The arbitrators may consider any
relevant evidence and agree to give the evidence such weight as they deem appropriate after
consideration of any objections raised concerning it. The party initiating the arbitration shall
have the burden, of proving its case by a preponderance of the evidence. Each party may examine any
witnesses who testify at the arbitration hearing. Within twenty (20) days after the end of the
arbitration hearing, the arbitrators shall issue a written decision that sets forth their findings
and any award to be paid as a result of the arbitration, except that the arbitrators may not award
punitive or exemplary damages. In their decision, the arbitrators shall apportion the costs of
arbitration, which shall include, but not be limited to, their own fees and expenses.
Page 27
WAIVER OF PREMIUM BENEFIT ADDENDUM
(Effective as of January 1, 2000)
to
Agreement Number 12
(Effective as of January 1, 2000)
to
Agreement Number 12
The provisions of the Agreement shall apply in all respects to reinsurance of the Waiver of Premium
Benefit provided by the Policies except as otherwise set forth in this Addendum.
This Addendum is referred to as “WP” in the “Applicable Addendum” column of the Policies Reinsured
section of the Life Benefits Schedule.
1. Definitions
1.1. Lincoln’s Proportionate Share — the face amount of the Waiver of Premium Benefit less SAFECO’S Waiver of Premium Retention divided by the face amount of the Waiver of Premium Benefit.
1.2. Policy Premiums — the insurance premiums, cost of insurance rates or other specified amounts
due for the life insurance benefit of a Policy.
1.3. Waiver of Premium Benefit — a benefit provided pursuant to a Policy wherein SAFECO agrees to
relinquish its right to Policy Premiums in the event of the Policy owner’s disability until such
disability is ended.
2. Reinsurance Terms
2.1. SAFECO agrees to cede, and Lincoln agrees to accept, Lincoln’s Proportionate Share of the
Waiver of Premium Benefit if the following conditions are met:
| 2.1.1. | SAFECO retains the following amounts of Waiver of Premium Benefit on a life: |
An amount equal to its Retention of individual life insurance of the insured person.
Page 28
| 2.1.2. | The sum of Waiver of Premium Benefit issued by SAFECO then in force on the insured life and the amount of Waiver of Premium Benefit then being applied for from SAFECO does not exceed the sum of SAFECO’S Waiver of Premium Retention and the following amounts: |
| Ages | Standard-Table F | |
0-44 |
$3,000,000 | |
45-65 |
1,500,000 | |
Over 65 |
None |
| 2.1.3. | The sum of the amount of Waiver of Premium Benefit then in force on the insured life in all companies and the amount of Waiver of Premium Benefit then being applied for on the insured life from all companies does not exceed the following amounts: |
| Ages | Standard-Table F | |
0-65 |
$5,000,000 | |
Over
65 |
None |
2.2. SAFECO agrees to place Waiver of Premium reinsurance into effect by following the procedures
for placing life reinsurance into effect as set forth in the Administrative Schedule of the
Agreement.
2.3. Waiver of Premium Benefits shall be coinsured with Lincoln. Reinsurance shall follow the forms
of SAFECO. SAFECO agrees to pay Lincoln reinsurance premiums for Waiver of Premium reinsurance
equal to Lincoln’s Proportionate Share of the appropriate premium rates as specified in the Premium
and Allowance Schedule less an allowance of
[***] of such premium in the first year and [***] in renewal years.
Waiver of Premium reinsurance premiums are payable with the same frequency as, and due with, the
associated life reinsurance premium. Waiver of Premium reinsurance premiums shall not be due while
a Waiver of Premium Benefit is being paid. However, while a Waiver of Premium Benefit is being
paid, SAFECO agrees to continue to pay Lincoln premiums for reinsurance of other benefits provided
by the Policy in accordance with the Agreement or applicable addenda.
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
Page 29
2.4. SAFECO agrees to give Lincoln prompt notice of any Waiver of Premium claim, and upon request,
agrees to provide proof of the insured person’s continuing disability. Lincoln’s reinsurance
liability for Waiver of Premium claims shall equal Lincoln’s Proportionate Share of Policy premiums
waived by SAFECO under the Policy. SAFECO agrees to notify Lincoln upon the termination of a Waiver
of Premium claim and agrees to resume paying Waiver of Premium reinsurance premiums starting with
the beginning of the first month following the date the person is no longer eligible for such
Waiver of Premium Benefit.
2.5. SAFECO may elect to recapture reinsurance of in force Waiver of Premium reinsurance in
accordance with the procedures set forth in the Agreement. If SAFECO elects to recapture such
reinsurance but an insured person is subject to a Waiver of Premium claim when an increase of its
Waiver of Premium Retention would otherwise become effective, Waiver of Premium reinsurance shall
remain at the current Retention until the Policy returns to a premium-paying status. After such
time, the intended recapture shall occur.
Page 30
ACCIDENTAL DEATH BENEFIT ADDENDUM
(Effective as of January 1, 2000)
to
Agreement Number 12
(Effective as of January 1, 2000)
to
Agreement Number 12
The provisions of the Agreement shall apply in all respects to reinsurance of the Bulk Accidental
Death Benefit provided by the Policies except as otherwise set forth in this Addendum.
This Addendum is referred to as “ADB” in the “Applicable Addendum” column of the Policies Reinsured
section of the Life Benefits Schedule.
1. Definitions
1.1. ADB — life insurance provided by the Policies which is payable in the event of the accidental
death of the insured.
1.2. ADB Reinsurance Amount — the face amount of ADB provided by a Policy less SAFECO’S ADB
Retention.
1.3. Reinsurance Term — from 12:00 a.m. on January 1 of the calendar year during which this
Addendum is effective until 11:59 p.m. on December 31 of the same calendar year, and each calendar
year thereafter.
2. Reinsurance Terms
2.1. SAFECO agrees to cede, and Lincoln agrees to accept, the ADB Reinsurance Amount as Automatic
Reinsurance if
| 2.1.1. | SAFECO retains the following amounts of ADB on a life: |
SAFECO’S life insurance Retention less the amount of life insurance then retained on the life by
SAFECO
Page 31
| 2.1.2. | the sum of ADB issued by SAFECO then in force on the insured life and the amount of ADB then being applied for from SAFECO does not exceed the sum of SAFECO’S ADB Retention and the following amounts: |
| Ages | Standard-Table F | |
0-65 |
$250,000 | |
Over
65 |
None |
| 2.1.3. | the sum of the amount of ADB then in force on the insured life in all companies and the amount of ADB then being applied for on the insured life from all companies does not exceed the following amounts: |
| Ages | Standard-Table F | |
0-65 |
$500,000 | |
Over 65 |
None |
2.2. Lincoln’s liability for ADB shall begin simultaneously with SAFECO. To place ADB reinsurance
into effect, SAFECO need only report ADB reinsurance on a bulk basis within sixty (60) days
following the end of each reinsurance term. The report shall provide a listing of Policies subject
to ADB reinsurance, show the average amount of ADB reinsurance in force during the reinsurance
term, and calculate the amount of reinsurance premiums due for such reinsurance.
2.3. ADB reinsurance premiums shall equal the average ADB Reinsurance Amount in force during the
Reinsurance Term times the appropriate rate shown below.
Rate For All Ages At All Durations
$[***] per $1,000
Reinsurance premiums are payable in arrears and due with the bulk ADB report. ADB reinsurance
premiums shall be due even if a Policy is subject to a waiver of premium claim.
2.4. Lincoln shall pay the ADB Reinsurance Amount of all ADB claims incurred during the reinsurance
term. Claims shall be reported and paid as incurred.
Portions
marked [***] have been omitted pursuant to a Confidential
Treatment Request by Symetra Financial Corp., this information has
been filed separately with the Securities and Exchange Commission.
Page 32
2.5. If SAFECO increases its ADB Retention on new Policies, it agrees to notify Lincoln in writing
within sixty (60) days of such increase. In force ADB reinsurance shall not be eligible for
recapture without Lincoln’s express written consent, which Lincoln agrees not to unreasonably
withhold.
Either SAFECO or Lincoln may terminate ADB reinsurance as of the end of a reinsurance term for
Policies issued after the end of such reinsurance term by giving ninety (90) days’ advance written
notice to the other party.
Page 33
ACCELERATED BENEFITS RIDER ADDENDUM
(Effective as of January 1, 2000)
to
Agreement Number 12
(Effective as of January 1, 2000)
to
Agreement Number 12
The provisions of the Agreement shall apply in all respects to reinsurance of an Accelerated
Benefits Rider except as otherwise set forth in this Addendum.
This Addendum is referred to as “ABR” in the “Applicable Addendum” column of the Policies Reinsured
section of the Life Benefits Schedule.
1. Definitions
ABR — provides a benefit whereby, if certain specified conditions are met and in lieu of the death
benefit under the Base Policy, Lincoln shall pay a portion of the face amount of the Base Policy
prior to the insured’s death (the “accelerated benefit”).
2. Reinsurance Terms
2.1. There shall be no additional reinsurance premium paid by SAFECO to Lincoln for ABR.
2.2. Lincoln shall reinsure the accelerated benefit only if the following conditions are met:
| 2.2.1. | SAFECO receives written evidence which would lead it to reasonably conclude that the insured is expected to live for twelve (12) months or less; and | ||
| 2.2.2. | The amount accelerated does not exceed two hundred fifty thousand dollars or fifty percent (50%) of the death benefit. |
2.3. Lincoln shall reimburse SAFECO for a portion of the accelerated benefit equal to the portion
of the Base Policy reinsured with Lincoln as of the date of the payment of the accelerated
benefit, except that if the accelerated benefit is calculated using a feature of the Base Policy
which is not reinsured with Lincoln (such as, but not limited to dividends, dividend additions and
Policy loans), Lincoln’s portion of the accelerated benefit shall be calculated only on those
features of the Base Policy that are reinsured with Lincoln.
Page 34
2.4. To receive reimbursement from Lincoln for Lincoln’s portion of the accelerated benefit, SAFECO
shall provide Lincoln with written evidence in a form mutually acceptable to both parties which
indicates that it has paid an accelerated benefit. SAFECO shall also notify Lincoln upon the death
of the insured in accordance with the terms of the Agreement.
2.5. In consideration of Lincoln’s reimbursement of the accelerated benefit, the reinsured face
amount of the Base Policy shall be reduced proportionately to the reduction in the Base Policy upon
payment of the accelerated benefit.
2.6. If SAFECO collects interest on the ABR, SAFECO shall pay Lincoln its Proportionate Share of
such interest.
2.7. If insurance reduces on a life reinsured under a Base Policy with an ABR attached, then
| 2.7.1. | if an accelerated benefit has been paid hereunder, the portion of the Base Policy being reinsured shall be recalculated as if the original amount of insurance, less the amount of the reduction, had been in place on the date the Base Policy was issued. The amount of reinsurance as of the date of the calculation shall equal this revised portion times the current Policy face amount; and | ||
| 2.7.2. | if no accelerated benefit amount has been paid hereunder, then reinsurance of the Base Policy shall be reduced as provided in the Agreement. |
2.8. If SAFECO elects to increase its Retention in accordance with the Agreement, and also elects
to have the increased Retention apply to existing reinsurance, then
| 2.8.1. | if an accelerated benefit has been paid hereunder, the portion of the Base Policy being reinsured shall be recalculated as if the new Retention had been in place on the date the Base Policy was issued. The amount of reinsurance as of the date of the calculation shall be this revised portion times the current Policy face amount; and | ||
| 2.8.2. | if no accelerated benefit amount, has been paid hereunder, then reinsurance of the Base Policy shall be recaptured as provided in the Agreement. |
Page 35
GUARANTEED PURCHASE OPTION ADDENDUM
(Effective as of January l, 2000)
to
Agreement Number 12
(Effective as of January l, 2000)
to
Agreement Number 12
The provisions of the Agreement shall apply in all respects to reinsurance of Guaranteed Purchase
Options and Opted Policies issued in connection with Guaranteed Purchase Options.
This Addendum is referred to as “GP” in the “Applicable Addendum” column of the Policies Reinsured
section of the Life Benefits Schedule.
1. Definitions
1.1. Base Policy — a Policy which provides a Guaranteed Purchase Option for an Opted Policy.
1.2. GPO — an option to purchase additional insurance triggered by the insured reaching predefined
ages or a specified event without providing evidence of insurability.
1.3. Maximum Face Amount — the sum of the Base Policy and the total face amount on the insured life
which may be purchased without evidence of insurability under the Guaranteed Purchase Options, if
all options are elected.
1.4. Opted Policy — an individual life insurance Policy, or an increase to the face amount of an
existing Policy, issued as the result of a Guaranteed Purchase Option triggered by the insured
reaching predefined ages or a specified event.
2. Reinsurance of Opted Policies
2.1. Lincoln agrees to accept reinsurance of an Opted Policy only
| 2.1.1. | when such reinsurance would otherwise fall within the automatic provisions of the Agreement in effect between SAFECO and Lincoln on the effective date of the Opted Policy that gives rise for such reinsurance; |
Page 36
| 2.1.2. | when the Base Policy to which the Guaranteed Purchase Option rider is attached was issued on a standard basis with no extra premiums or exclusion riders of any kind; | ||
| 2.1.3. | when, in the underwriting opinion given on a facultative submission at the time of issue of the Guaranteed Purchase Option rider, Lincoln has not stated that the risk is not eligible for such a rider or had not stated that the case should be rated or issued with an exclusion rider of any kind; and | ||
| 2.1.4. | when the Maximum Face Amount does not exceed the sum of SAFECO’S Retention and the Automatic Limits specified in the Life Benefits Schedule of me Agreement. |
2.2. SAFECO agrees to place reinsurance into effect on the Opted Policy by following the procedures
for placing reinsurance into effect as set forth in the Administrative Schedule of the Agreement.
2.3. SAFECO agrees to pay Lincoln an extra single premium at the time of issue of the Opted Policy
equal to the Reinsured Net Amount at Risk times the appropriate attached rates on diskette labeled
“SAFECO, January 1, 2000, Term Rates,” and based on the option age last of the insured and the
attained duration of the Base Policy.
2.4. Additionally, from the issue date of the Opted Policy and annually thereafter, SAFECO agrees
to pay Lincoln a reinsurance premium equal to the Reinsured Net Amount at Risk times the
appropriate rate set forth in the Premium and Allowance Schedule based on the original issue age of
the insured and the attained duration of the Base Policy. Any reinsurance premium adjustments
payable on the Base Policy shall be payable under the Opted Policy.
2.5. Lincoln shall reimburse SAFECO for SAFECO’S Net Amount at Risk of benefits paid
pursuant to Opted Policies.
2.6. SAFECO, may increase, its Retention, and elect to recapture reinsurance of Opted Policies, in
accordance with the procedures set-forth in the Agreement.
Page 37
SAFECO TERM PREMIUM RATES PER $1,000
High Band = $400,000+
High Band = $400,000+
| 10 YEAR HIGH BAND | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Male | Female | Unisex | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Age | Pref+ | Pref NS | Stnd NS | Pref SM | Stnd SM | Pref+ | Pref NS | Stnd NS | Pref SM | Stnd SM | Pref+ | Pref NS | Stnd NS | Pref SM | Stnd SM | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
15 |
0.86 | 1.95 | 0.67 | 1.71 | 0.82 | 1.90 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
16 |
0.86 | 1.95 | 0.67 | 1.71 | 0.82 | 1.90 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
17 |
0.86 | 1.95 | 0.67 | 1.71 | 0.82 | 1.90 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
18 |
0.86 | 1.95 | 0.67 | 1.71 | 0.82 | 1.90 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
19 |
0.86 | 1.95 | 0.67 | 1.71 | 0.82 | 1.90 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
20 |
0.46 | 0.57 | 0.86 | 1.14 | 1.95 | 0.35 | 0.47 | 0.67 | 0.98 | 1.71 | 0.44 | 0.55 | 0.82 | 1.11 | 1.90 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
21 |
0.46 | 0.57 | 0.86 | 1.14 | 1.95 | 0.35 | 0.47 | 0.67 | 0.98 | 1.71 | 0.44 | 0.55 | 0.82 | 1.11 | 1.90 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
22 |
0.46 | 0.57 | 0.86 | 1.14 | 1.95 | 0.35 | 0.47 | 0.67 | 0.98 | 1.71 | 0.44 | 0.55 | 0.82 | 1.11 | 1.90 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
23 |
0.46 | 0.57 | 0.86 | 1.14 | 1.95 | 0.35 | 0.47 | 0.67 | 0.98 | 1.71 | 0.44 | 0.55 | 0.82 | 1.11 | 1.90 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
24 |
0.46 | 0.57 | 0.86 | 1.14 | 1.95 | 0.35 | 0.47 | 0.67 | 0.98 | 1.71 | 0.44 | 0.55 | 0.82 | 1.11 | 1.90 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
25 |
0.46 | 0.57 | 0.86 | 1.14 | 1.95 | 0.35 | 0.47 | 0.67 | 0.98 | 1.72 | 0.44 | 0.55 | 0.82 | 1.11 | 1.90 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
26 |
0.46 | 0.57 | 0.86 | 1.15 | 1.97 | 0.35 | 0.47 | 0.68 | 0.98 | 1.74 | 0.44 | 0.55 | 0.82 | 1.12 | 1.92 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
27 |
0.46 | 0.57 | 0.86 | 1.16 | 1.99 | 0.35 | 0.47 | 0.69 | 0.98 | 1.75 | 0.44 | 0.55 | 0.83 | 1.12 | 1.94 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
28 |
0.46 | 0.57 | 0.86 | 1.17 | 2.01 | 0.35 | 0.47 | 0.69 | 0.98 | 1.76 | 0.44 | 0.55 | 0.83 | 1.13 | 1.96 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
29 |
0.46 | 0.57 | 0.86 | 1.18 | 2.02 | 0.35 | 0.47 | 0.70 | 0.99 | 1.77 | 0.44 | 0.55 | 0.83 | 1.14 | 1.97 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
30 |
0.46 | 0.57 | 0.86 | 1.20 | 2.03 | 0.35 | 0.47 | 0.70 | 1.00 | 1.77 | 0.44 | 0.55 | 0.83 | 1.16 | 1.98 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
31 |
0.46 | 0.57 | 0.86 | 1.22 | 2.03 | 0.35 | 0.47 | 0.70 | 1.01 | 1.77 | 0.44 | 0.55 | 0.83 | 1.18 | 1.98 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
32 |
0.46 | 0.57 | 0.86 | 1.24 | 2.03 | 0.35 | 0.47 | 0.71 | 1.03 | 1.77 | 0.44 | 0.55 | 0.83 | 1.20 | 1.98 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
33 |
0.46 | 0.57 | 0.87 | 1.29 | 2.05 | 0.35 | 0.47 | 0.71 | 1.06 | 1.77 | 0.44 | 0.55 | 0.84 | 1.24 | 1.99 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
34 |
0.46 | 0.57 | 0.88 | 1.35 | 2.09 | 0.35 | 0.47 | 0.72 | 1.11 | 1.80 | 0.44 | 0.55 | 0.85 | 1.30 | 2.03 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
35 |
0.46 | 0.57 | 0.88 | 1.43 | 2.16 | 0.35 | 0.47 | 0.72 | 1.18 | 1.87 | 0.44 | 0.55 | 0.85 | 1.38 | 2.10 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
36 |
0.50 | 0.63 | 0.95 | 1.54 | 2.26 | 0.39 | 0.52 | 0.76 | 1.27 | 2.00 | 0.48 | 0.61 | 0.91 | 1.49 | 2.21 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
37 |
0.54 | 0.69 | 1.03 | 1.67 | 2.40 | 0.44 | 0.57 | 0.81 | 1.38 | 2.15 | 0.52 | 0.67 | 0.99 | 1.61 | 2.35 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
38 |
0.59 | 0.76 | 1.12 | 1.82 | 2.57 | 0.49 | 0.62 | 0.87 | 1.50 | 2.31 | 0.57 | 0.73 | 1.07 | 1.76 | 2.52 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
39 |
0.64 | 0.83 | 1.22 | 1.98 | 2.79 | 0.54 | 0.68 | 0.94 | 1.62 | 2.49 | 0.62 | 0.80 | 1.16 | 1.91 | 2.73 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
40 |
0.70 | 0.91 | 1.32 | 2.16 | 3.05 | 0.59 | 0.73 | 1.01 | 1.76 | 2.68 | 0.68 | 0.87 | 1.26 | 2.08 | 2.98 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
41 |
0.76 | 0.98 | 1.41 | 2.35 | 3.37 | 0.62 | 0.77 | 1.08 | 1.90 | 2.86 | 0.73 | 0.94 | 1.34 | 2.26 | 3.27 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
42 |
0.83 | 1.05 | 1.52 | 2.56 | 3.73 | 0.66 | 0.82 | 1.16 | 2.06 | 3.06 | 0.80 | 1.00 | 1.45 | 2.46 | 3.60 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
43 |
0.90 | 1.13 | 1.65 | 2.79 | 4.12 | 0.70 | 0.87 | 1.25 | 2.22 | 3.28 | 0.86 | 1.08 | 1.57 | 2.68 | 3.95 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
44 |
0.97 | 1.22 | 1.79 | 3.05 | 4.54 | 0.75 | 0.93 | 1.35 | 2.38 | 3.52 | 0.93 | 1.16 | 1.70 | 2.92 | 4.34 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
45 |
1.05 | 1.33 | 1.96 | 3.34 | 4.99 | 0.81 | 0.99 | 1.46 | 2.56 | 3.79 | 1.00 | 1.26 | 1.86 | 3.18 | 4.75 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
46 |
1.12 | 1.46 | 2.19 | 3.65 | 5.45 | 0.90 | 1.07 | 1.60 | 2.74 | 4.11 | 1.08 | 1.38 | 2.07 | 3.47 | 5.18 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
47 |
1.21 | 1.60 | 2.41 | 3.99 | 5.95 | 0.99 | 1.16 | 1.74 | 2.93 | 4.45 | 1.17 | 1.51 | 2.28 | 3.78 | 5.65 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
48 |
1.31 | 1.75 | 2.64 | 4.37 | 6.49 | 1.08 | 1.25 | 1.87 | 3.14 | 4.79 | 1.26 | 1.65 | 2.49 | 4.12 | 6.15 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
49 |
1.43 | 1.90 | 2.86 | 4.79 | 7.08 | 1.17 | 1.34 | 2.00 | 3.36 | 5.14 | 1.38 | 1.79 | 2.69 | 4.50 | 6.69 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
50 |
1.57 | 2.07 | 3.07 | 5.24 | 7.71 | 1.26 | 1.44 | 2.12 | 3.60 | 5.50 | 1.51 | 1.94 | 2.88 | 4.91 | 7.27 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
51 |
1.76 | 2.25 | 3.23 | 5.82 | 8.50 | 1.34 | 1.54 | 2.19 | 3.89 | 5.86 | 1.68 | 2.11 | 3.02 | 5.43 | 7.97 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
52 |
1.95 | 2.44 | 3.42 | 6.40 | 9.29 | 1.42 | 1.65 | 2.29 | 4.18 | 6.23 | 1.84 | 2.28 | 3.19 | 5.96 | 8.68 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
53 |
2.17 | 2.65 | 3.66 | 6.95 | 10.09 | 1.52 | 1.77 | 2.41 | 4.48 | 6.62 | 2.04 | 2.47 | 3.41 | 6.46 | 9.40 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 10 YEAR HIGH BAND | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Male | Female | Unisex | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Age | Pref+ | Pref NS | Stnd NS | Pref SM | Stnd SM | Pref+ | Pref NS | Stnd NS | Pref SM | Stnd SM | Pref+ | Pref NS | Stnd NS | Pref SM | Stnd SM | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
54 |
2.39 | 2.88 | 3.95 | 7.48 | 10.88 | 1.63 | 1.90 | 2.58 | 4.78 | 7.04 | 2.24 | 2.68 | 3.68 | 6.94 | 10.11 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
55 |
2.63 | 3.14 | 4.32 | 7.99 | 11.69 | 1.76 | 2.05 | 2.80 | 5.09 | 7.50 | 2.46 | 2.92 | 4.02 | 7.41 | 10.85 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
56 |
2.85 | 3.44 | 4.84 | 8.32 | 12.38 | 1.92 | 2.22 | 3.11 | 5.38 | 8.01 | 2.66 | 3.20 | 4.49 | 7.73 | 11.51 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
57 |
3.11 | 3.77 | 5.41 | 8.75 | 13.21 | 2.09 | 2.40 | 3.46 | 5.70 | 8.58 | 2.91 | 3.50 | 5.02 | 8.14 | 12.28 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
58 |
3.43 | 4.14 | 6.05 | 9.34 | 14.26 | 2.29 | 2.62 | 3.83 | 6.07 | 9.21 | 3.20 | 3.84 | 5.61 | 8.69 | 13.25 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
59 |
3.79 | 4.57 | 6.74 | 10.13 | 15.57 | 2.49 | 2.85 | 4.23 | 6.50 | 9.93 | 3.53 | 4.23 | 6.24 | 9.40 | 14.44 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
60 |
4.23 | 5.05 | 7.51 | 11.15 | 17.21 | 2.72 | 3.12 | 4.65 | 7.00 | 10.74 | 3.93 | 4.66 | 6.94 | 10.32 | 15.92 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
61 |
4.76 | 5.53 | 8.23 | 12.45 | 19.04 | 2.97 | 3.44 | 5.11 | 7.57 | 11.60 | 4.40 | 5.11 | 7.61 | 11.47 | 17.55 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
62 |
5.36 | 6.13 | 9.10 | 14.03 | 21.35 | 3.24 | 3.78 | 5.58 | 8.24 | 12.63 | 4.94 | 5.66 | 8.40 | 12.87 | 19.61 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
63 |
6.01 | 6.86 | 10.17 | 15.89 | 24.21 | 3.54 | 4.15 | 6.06 | 9.04 | 13.86 | 5.52 | 6.32 | 9.35 | 14.52 | 22.14 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
64 |
6.74 | 7.74 | 11.45 | 18.03 | 27.64 | 3.86 | 4.54 | 6.56 | 9.97 | 15.31 | 6.16 | 7.10 | 10.47 | 16.42 | 25.17 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
65 |
7.52 | 8.78 | 12.97 | 20.44 | 31.64 | 4.21 | 4.97 | 7.08 | 11.04 | 17.00 | 6.86 | 8.02 | 11.79 | 18.56 | 28.71 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
66 |
8.37 | 9.98 | 14.73 | 23.11 | 36.18 | 4.60 | 5.44 | 7.64 | 12.26 | 18.95 | 7.62 | 9.07 | 13.31 | 20.94 | 32.73 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
67 |
9.29 | 11.34 | 16.73 | 26.00 | 41.22 | 5.03 | 5.95 | 8.25 | 13.64 | 21.17 | 8.44 | 10.26 | 15.03 | 23.53 | 37.21 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
68 |
10.28 | 12.85 | 18.97 | 29.08 | 46.66 | 5.52 | 6.52 | 8.93 | 15.18 | 23.65 | 9.33 | 11.58 | 16.96 | 26.30 | 42.06 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
69 |
11.34 | 14.49 | 21.40 | 32.32 | 52.42 | 6.08 | 7.17 | 9.72 | 16.89 | 26.40 | 10.29 | 13.03 | 19.06 | 29.23 | 47.22 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
70 |
12.49 | 16.25 | 24.01 | 35.65 | 58.35 | 6.71 | 7.90 | 10.62 | 18.75 | 29.40 | 11.33 | 14.58 | 21.33 | 32.27 | 52.56 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
71 |
13.72 | 18.10 | 26.75 | 39.02 | 64.30 | 7.43 | 8.74 | 11.68 | 20.77 | 32.64 | 12.46 | 16.23 | 23.74 | 35.37 | 57.97 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
72 |
15.05 | 20.00 | 29.57 | 42.37 | 70.09 | 8.26 | 9.70 | 12.93 | 22.95 | 36.11 | 13.69 | 17.94 | 26.24 | 38.49 | 63.29 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
73 |
16.49 | 21.92 | 32.42 | 45.61 | 75.50 | 9.21 | 10.81 | 14.41 | 25.27 | 39.77 | 15.03 | 19.70 | 28.82 | 41.54 | 68.35 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
74 |
18.03 | 23.81 | 35.21 | 48.67 | 80.30 | 10.29 | 12.10 | 16.17 | 27.73 | 43.60 | 16.48 | 21.47 | 31.40 | 44.48 | 72.96 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
75 |
19.70 | 25.62 | 37.87 | 51.45 | 84.22 | 11.53 | 13.58 | 18.25 | 30.32 | 47.55 | 18.07 | 23.21 | 33.95 | 47.22 | 76.89 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 15 YEAR HIGH BAND | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Male | Female | Unisex | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Age | Pref+ | Pref NS | Stnd NS | Pref SM | Stnd SM | Pref+ | Pref NS | Stnd NS | Pref SM | Stnd SM | Pref+ | Pref NS | Stnd NS | Pref SM | Stnd SM | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
15 |
0.89 | 2.29 | 0.73 | 1.74 | 0.86 | 2.18 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
16 |
0.89 | 2.29 | 0.73 | 1.74 | 0.47 | 0.86 | 2.18 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
17 |
0.89 | 2.29 | 0.73 | 1.74 | 0.47 | 0.86 | 2.18 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
18 |
0.89 | 2.29 | 0.73 | 1.74 | 0.466 | 0.86 | 2.18 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
19 |
0.89 | 2.29 | 0.73 | 1.74 | 0.86 | 2.18 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
20 |
0.49 | 0.58 | 0.89 | 1.33 | 2.29 | 0.37 | 0.51 | 0.73 | 1.06 | 1.74 | 0.47 | 0.57 | 0.86 | 1.28 | 2.18 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
21 |
0.49 | 0.58 | 0.89 | 1.33 | 2.29 | 0.37 | 0.51 | 0.73 | 1.06 | 1.74 | 0.47 | 0.57 | 0.86 | 1.28 | 2.18 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
22 |
0.49 | 0.58 | 0.90 | 1.33 | 2.29 | 0.37 | 0.51 | 0.73 | 1.06 | 1.74 | 0.47 | 0.57 | 0.87 | 1.28 | 2.18 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
23 |
0.49 | 0.58 | 0.90 | 1.33 | 2.29 | 0.37 | 0.51 | 0.73 | 1.06 | 1.74 | 0.47 | 0.57 | 0.87 | 1.28 | 2.18 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
24 |
0.49 | 0.58 | 0.90 | 1.33 | 2.29 | 0.37 | 0.51 | 0.73 | 1.06 | 1.74 | 0.47 | 0.57 | 0.87 | 1.28 | 2.18 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
25 |
0.49 | 0.58 | 0.90 | 1.33 | 2.29 | 0.37 | 0.51 | 0.74 | 1.07 | 1.76 | 0.47 | 0.57 | 0.87 | 1.28 | 2.18 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
26 |
0.49 | 0.58 | 0.90 | 1.35 | 2.30 | 0.37 | 0.51 | 0.75 | 1.09 | 1.81 | 0.47 | 0.57 | 0.87 | 1.30 | 2.20 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
27 |
0.49 | 0.58 | 0.90 | 1.38 | 2.31 | 0.38 | 0.51 | 0.76 | 1.12 | 1.85 | 0.47 | 0.57 | 0.87 | 1.33 | 2.22 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
28 |
0.49 | 0.58 | 0.90 | 1.41 | 2.33 | 0.38 | 0.51 | 0.77 | 1.14 | 1.89 | 0.47 | 0.57 | 0.87 | 1.36 | 2.24 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
29 |
0.49 | 0.59 | 0.90 | 1.44 | 2.35 | 0.38 | 0.51 | 0.78 | 1.16 | 1.93 | 0.47 | 0.57 | 0.88 | 1.38 | 2.27 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
30 |
0.49 | 0.59 | 0.91 | 1.48 | 2.38 | 0.38 | 0.51 | 0.78 | 1.18 | 1.97 | 0.47 | 0.57 | 0.88 | 1.42 | 2.30 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
31 |
0.50 | 0.59 | 0.93 | 1.53 | 2.44 | 0.38 | 0.51 | 0.78 | 1.18 | 1.98 | 0.48 | 0.57 | 0.90 | 1.46 | 2.35 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
32 |
0.50 | 0.60 | 0.95 | 1.58 | 2.49 | 0.38 | 0.51 | 0.79 | 1.20 | 1.99 | 0.48 | 0.58 | 0.92 | 1.50 | 2.39 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
33 |
0.50 | 0.62 | 0.97 | 1.63 | 2.54 | 0.39 | 0.52 | 0.79 | 1.23 | 2.03 | 0.48 | 0.60 | 0.93 | 1.55 | 2.44 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
34 |
0.51 | 0.64 | 1.00 | 1.67 | 2.59 | 0.39 | 0.53 | 0.80 | 1.28 | 2.10 | 0.49 | 0.62 | 0.96 | 1.59 | 2.49 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 15 YEAR HIGH BAND | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Male | Female | Unisex | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Age | Pref+ | Pref NS | Stnd NS | Pref SM | Stnd SM | Pref+ | Pref NS | Stnd NS | Pref SM | Stnd SM | Pref+ | Pref NS | Stnd NS | Pref SM | Stnd SM | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
35 |
0.51 | 0.67 | 1.03 | 1.72 | 2.64 | 0.40 | 0.55 | 0.80 | 1.35 | 2.19 | 0.49 | 0.65 | 0.98 | 1.65 | 2.55 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
36 |
0.54 | 0.71 | 1.05 | 1.72 | 2.64 | 0.44 | 0.58 | 0.83 | 1.46 | 2.34 | 0.52 | 0.68 | 1.01 | 1.67 | 2.58 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
37 |
0.58 | 0.76 | 1.09 | 1.76 | 2.67 | 0.48 | 0.61 | 0.88 | 1.58 | 2.51 | 0.56 | 0.73 | 1.05 | 1.72 | 2.64 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
38 |
0.62 | 0.82 | 1.15 | 1.84 | 2.78 | 0.52 | 0.65 | 0.94 | 1.72 | 2.71 | 0.60 | 0.79 | 1.11 | 1.82 | 2.77 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
39 |
0.68 | 0.89 | 1.24 | 2.00 | 2.98 | 0.57 | 0.70 | 1.01 | 1.87 | 2.92 | 0.66 | 0.85 | 1.19 | 1.97 | 2.97 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
40 |
0.75 | 0.96 | 1.35 | 2.22 | 3.26 | 0.62 | 0.75 | 1.10 | 2.03 | 3.14 | 0.72 | 0.92 | 1.30 | 2.18 | 3.24 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
41 |
0.83 | 1.04 | 1.49 | 2.59 | 3.72 | 0.67 | 0.81 | 1.20 | 2.20 | 3.37 | 0.80 | 0.99 | 1.43 | 2.51 | 3.65 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
42 |
0.93 | 1.13 | 1.68 | 2.99 | 4.23 | 0.72 | 0.88 | 1.32 | 2.38 | 3.62 | 0.89 | 1.08 | 1.61 | 2.87 | 4.11 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
43 |
1.02 | 1.23 | 1.88 | 3.42 | 4.80 | 0.77 | 0.95 | 1.43 | 2.57 | 3.89 | 0.97 | 1.17 | 1.79 | 3.25 | 4.62 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
44 |
1.13 | 1.35 | 2.09 | 3.85 | 5.41 | 0.83 | 1.03 | 1.56 | 2.77 | 4.18 | 1.07 | 1.29 | 1.98 | 3.63 | 5.16 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
45 |
1.24 | 1.47 | 2.32 | 4.28 | 6.05 | 0.89 | 1.11 | 1.68 | 2.98 | 4.50 | 1.17 | 1.40 | 2.19 | 4.02 | 5.74 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
46 |
1.35 | 1.61 | 2.58 | 4.66 | 6.69 | 0.95 | 1.20 | 1.82 | 3.20 | 4.88 | 1.27 | 1.53 | 2.43 | 4.37 | 6.33 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
47 |
1.48 | 1.76 | 2.84 | 5.06 | 7.38 | 1.02 | 1.30 | 1.95 | 3.43 | 5.27 | 1.39 | 1.67 | 2.66 | 4.73 | 6.96 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
48 |
1.61 | 1.93 | 3.11 | 5.49 | 8.10 | 1.10 | 1.40 | 2.08 | 3.69 | 5.68 | 1.51 | 1.82 | 2.90 | 5.13 | 7.62 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
49 |
1.76 | 2.12 | 3.39 | 5.97 | 8.87 | 1.19 | 1.50 | 2.20 | 3.96 | 6.11 | 1.65 | 2.00 | 3.15 | 5.57 | 8.32 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
50 |
1.92 | 2.33 | 3.68 | 6.49 | 9.70 | 1.29 | 1.61 | 2.32 | 4.26 | 6.55 | 1.79 | 2.19 | 3.41 | 6.04 | 9.07 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
51 |
2.11 | 2.58 | 3.98 | 7.14 | 10.66 | 1.40 | 1.72 | 2.43 | 4.62 | 6.94 | 1.97 | 2.41 | 3.67 | 6.64 | 9.92 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
52 |
2.32 | 2.84 | 4.30 | 7.82 | 11.66 | 1.52 | 1.84 | 2.55 | 4.99 | 7.41 | 2.16 | 2.64 | 3.95 | 7.25 | 10.81 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
53 |
2.53 | 3.12 | 4.65 | 8.53 | 12.69 | 1.66 | 1.96 | 2.69 | 5.36 | 7.96 | 2.36 | 2.89 | 4.26 | 7.90 | 11.74 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
54 |
2.75 | 3.42 | 5.03 | 9.27 | 13.77 | 1.82 | 2.10 | 2.86 | 5.75 | 8.62 | 2.56 | 3.16 | 4.60 | 8.57 | 12.74 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
55 |
2.99 | 3.74 | 5.47 | 10.05 | 14.91 | 2.00 | 2.26 | 3.07 | 6.15 | 9.40 | 2.79 | 3.44 | 4.99 | 9.27 | 13.81 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
56 |
3.25 | 4.10 | 5.97 | 10.88 | 16.14 | 2.20 | 2.44 | 3.33 | 6.57 | 10.30 | 3.04 | 3.77 | 5.44 | 10.02 | 14.97 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
57 |
3.53 | 4.49 | 6.55 | 11.79 | 17.49 | 2.41 | 2.64 | 3.63 | 7.02 | 11.33 | 3.31 | 4.12 | 5.97 | 10.84 | 16.26 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
58 |
3.85 | 4.94 | 7.23 | 12.80 | 19.01 | 2.65 | 2.87 | 4.00 | 7.52 | 12.49 | 3.61 | 4.53 | 6.58 | 11.74 | 17.71 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
59 |
4.22 | 5.45 | 8.03 | 13.94 | 20.76 | 2.90 | 3.14 | 4.43 | 8.09 | 13.75 | 3.96 | 4.99 | 7.31 | 12.77 | 19.36 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
60 |
4.65 | 6.05 | 8.98 | 15.25 | 22.79 | 3.16 | 3.45 | 4.94 | 8.75 | 15.11 | 4.35 | 5.53 | 8.17 | 13.95 | 21.25 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
61 |
5.15 | 6.74 | 10.09 | 16.78 | 25.18 | 3.44 | 3.81 | 5.53 | 9.52 | 16.55 | 4.81 | 6.15 | 9.18 | 15.33 | 23.45 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
62 |
5.75 | 7.56 | 11.40 | 18.58 | 28.02 | 3.72 | 4.23 | 6.20 | 10.44 | 18.04 | 5.34 | 6.89 | 10.36 | 16.95 | 26.02 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
63 |
6.46 | 8.51 | 12.93 | 20.70 | 31.39 | 4.01 | 4.71 | 6.96 | 11.53 | 19.56 | 5.97 | 7.75 | 11.74 | 18.87 | 29.02 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
64 |
7.30 | 9.63 | 14.72 | 23.21 | 35.39 | 4.30 | 5.26 | 7.81 | 12.84 | 21.06 | 6.70 | 8.76 | 13.34 | 21.14 | 32.52 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
65 |
8.30 | 10.94 | 16.80 | 26.18 | 40.13 | 4.58 | 5.90 | 8.77 | 14.41 | 22.51 | 7.56 | 9.93 | 15.19 | 23.83 | 36.61 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 20 YEAR HIGH BAND | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Male | Female | Unisex | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Age | Pref+ | Pref NS | Stnd NS | Pref SM | Stnd SM | Pref+ | Pref NS | Stnd NS | Pref SM | Stnd SM | Pref+ | Pref NS | Stnd NS | Pref SM | Stnd SM | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
15 |
1.09 | 2.76 | 0.80 | 1.92 | 1.03 | 2.59 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
16 |
1.09 | 2.76 | 0.80 | 1.92 | 1.03 | 2.59 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
17 |
1.09 | 2.76 | 0.80 | 1.92 | 1.03 | 2.59 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
18 |
1.09 | 2.76 | 0.80 | 1.92 | 1.03 | 2.59 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
19 |
1.09 | 2.76 | 0.80 | 1.92 | 1.03 | 2.59 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
20 |
0.63 | 0.77 | 1.09 | 1.66 | 2.76 | 0.43 | 0.63 | 0.80 | 1.19 | 1.92 | 0.59 | 0.74 | 1.03 | 1.57 | 2.59 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
21 |
0.63 | 0.77 | 1.09 | 1.66 | 2.76 | 0.43 | 0.63 | 0.80 | 1.19 | 1.92 | 0.59 | 0.74 | 1.03 | 1.57 | 2.59 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
22 |
0.63 | 0.77 | 1.09 | 1.66 | 2.76 | 0.43 | 0.63 | 0.80 | 1.19 | 1.92 | 0.59 | 0.74 | 1.03 | 1.57 | 2.59 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
23 |
0.63 | 0.77 | 1.09 | 1.66 | 2.76 | 0.43 | 0.63 | 0.80 | 1.19 | 1.92 | 0.59 | 0.74 | 1.03 | 1.57 | 2.59 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
24 |
0.63 | 0.77 | 1.09 | 1.66 | 2.76 | 0.43 | 0.64 | 0.80 | 1.19 | 1.92 | 0.59 | 0.74 | 1.03 | 1.57 | 2.59 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
25 |
0.63 | 0.77 | 1.09 | 1.66 | 2.76 | 0.44 | 0.64 | 0.80 | 1.19 | 1.95 | 0.59 | 0.74 | 1.03 | 1.57 | 2.60 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 20 YEAR HIGH BAND | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Male | Female | Unisex | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Age | Pref+ | Pref NS | Stnd NS | Pref SM | Stnd SM | Pref+ | Pref NS | Stnd NS | Pref SM | Stnd SM | Pref+ | Pref NS | Stnd NS | Pref SM | Stnd SM | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
26 |
0.64 | 0.79 | 1.11 | 1.68 | 2.76 | 0.45 | 0.64 | 0.82 | 1.23 | 2.02 | 0.60 | 0.76 | 1.05 | 1.59 | 2.61 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
27 |
0.64 | 0.82 | 1.13 | 1.70 | 2.76 | 0.46 | 0.65 | 0.84 | 1.27 | 2.08 | 0.60 | 0.79 | 1.07 | 1.61 | 2.62 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
28 |
0.65 | 0.84 | 1.16 | 1.73 | 2.76 | 0.47 | 0.65 | 0.87 | 1.32 | 2.15 | 0.61 | 0.80 | 1.10 | 1.65 | 2.64 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
29 |
0.65 | 0.86 | 1.19 | 1.76 | 2.77 | 0.49 | 0.66 | 0.90 | 1.37 | 2.22 | 0.62 | 0.82 | 1.13 | 1.68 | 2.66 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
30 |
0.65 | 0.88 | 1.22 | 1.80 | 2.83 | 0.51 | 0.67 | 0.94 | 1.42 | 2.28 | 0.62 | 0.84 | 1.16 | 1.72 | 2.72 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
31 |
0.66 | 0.90 | 1.23 | 1.84 | 2.94 | 0.51 | 0.68 | 0.95 | 1.46 | 2.31 | 0.63 | 0.86 | 1.17 | 1.76 | 2.81 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
32 |
0.66 | 0.92 | 1.25 | 1.90 | 3.07 | 0.51 | 0.69 | 0.96 | 1.50 | 2.35 | 0.63 | 0.87 | 1.19 | 1.82 | 2.93 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
33 |
0.66 | 0.94 | 1.27 | 1.97 | 3.22 | 0.52 | 0.71 | 0.97 | 1.56 | 2.42 | 0.63 | 0.89 | 1.21 | 1.89 | 3.06 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
34 |
0.67 | 0.96 | 1.29 | 2.07 | 3.39 | 0.52 | 0.74 | 0.98 | 1.64 | 2.53 | 0.64 | 0.92 | 1.23 | 1.98 | 3.22 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
35 |
0.67 | 0.98 | 1.31 | 2.20 | 3.59 | 0.52 | 0.78 | 1.00 | 1.73 | 2.68 | 0.64 | 0.94 | 1.25 | 2.11 | 3.41 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
36 |
0.72 | 1.05 | 1.38 | 2.35 | 3.78 | 0.57 | 0.84 | 1.10 | 1.85 | 2.91 | 0.69 | 1.01 | 1.32 | 2.25 | 3.61 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
37 |
0.78 | 1.14 | 1.46 | 2.54 | 4.01 | 0.62 | 0.90 | 1.20 | 1.99 | 3.16 | 0.75 | 1.09 | 1.41 | 2.43 | 3.84 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
38 |
0.85 | 1.22 | 1.58 | 2.78 | 4.30 | 0.67 | 0.97 | 1.32 | 2.14 | 3.44 | 0.81 | 1.17 | 1.53 | 2.65 | 4.13 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
39 |
0.93 | 1.30 | 1.72 | 3.06 | 4.66 | 0.72 | 1.05 | 1.44 | 2.32 | 3.73 | 0.89 | 1.25 | 1.66 | 2.91 | 4.47 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
40 |
1.02 | 1.39 | 1.88 | 3.39 | 5.09 | 0.78 | 1.12 | 1.56 | 2.51 | 4.04 | 0.97 | 1.34 | 1.82 | 3.21 | 4.88 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
41 |
1.12 | 1.45 | 2.08 | 3.80 | 5.64 | 0.82 | 1.19 | 1.66 | 2.73 | 4.34 | 1.06 | 1.40 | 2.00 | 3.59 | 5.38 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
42 |
1.23 | 1.53 | 2.30 | 4.24 | 6.24 | 0.87 | 1.26 | 1.77 | 2.95 | 4.67 | 1.16 | 1.48 | 2.19 | 3.98 | 5.93 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
43 |
1.36 | 1.63 | 2.55 | 4.71 | 6.89 | 0.93 | 1.34 | 1.89 | 3.20 | 5.02 | 1.27 | 1.57 | 2.42 | 4.41 | 6.52 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
44 |
1.50 | 1.76 | 2.80 | 5.21 | 7.59 | 1.01 | 1.43 | 2.03 | 3.45 | 5.40 | 1.40 | 1.69 | 2.65 | 4.86 | 7.15 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
45 |
1.66 | 1.92 | 3.08 | 5.74 | 8.33 | 1.10 | 1.53 | 2.18 | 3.72 | 5.81 | 1.55 | 1.84 | 2.90 | 5.34 | 7.83 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
46 |
1.88 | 2.14 | 3.38 | 6.28 | 9.07 | 1.23 | 1.66 | 2.39 | 3.99 | 6.27 | 1.75 | 2.04 | 3.18 | 5.82 | 8.51 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
47 |
2.10 | 2.38 | 3.69 | 6.85 | 9.88 | 1.37 | 1.79 | 2.59 | 4.29 | 6.76 | 1.95 | 2.26 | 3.47 | 6.34 | 9.26 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
48 |
2.30 | 2.64 | 4.02 | 7.46 | 10.76 | 1.51 | 1.92 | 2.78 | 4.60 | 7.27 | 2.14 | 2.50 | 3.77 | 6.89 | 10.06 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
49 |
2.51 | 2.90 | 4.37 | 8.12 | 11.74 | 1.66 | 2.06 | 2.96 | 4.93 | 7.81 | 2.34 | 2.73 | 4.09 | 7.48 | 10.95 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
50 |
2.70 | 3.18 | 4.73 | 8.83 | 12.80 | 1.80 | 2.19 | 3.13 | 5.29 | 8.38 | 2.52 | 2.98 | 4.41 | 8.12 | 11.92 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
51 |
2.89 | 3.47 | 5.12 | 9.59 | 13.96 | 1.95 | 2.33 | 3.29 | 5.67 | 8.98 | 2.70 | 3.24 | 4.75 | 8.81 | 12.96 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
52 |
3.10 | 3.78 | 5.54 | 10.42 | 15.22 | 2.10 | 2.47 | 3.45 | 6.09 | 9.60 | 2.90 | 3.52 | 5.12 | 9.55 | 14.10 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
53 |
3.33 | 4.11 | 6.00 | 11.31 | 16.57 | 2.25 | 2.63 | 3.62 | 6.53 | 10.27 | 3.11 | 3.81 | 5.52 | 10.35 | 15.31 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
54 |
3.61 | 4.47 | 6.52 | 12.26 | 18.02 | 2.42 | 2.80 | 3.81 | 7.01 | 10.98 | 3.37 | 4.14 | 5.98 | 11.21 | 16.61 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
55 |
3.95 | 4.87 | 7.09 | 13.29 | 19.56 | 2.60 | 2.99 | 4.05 | 7.53 | 11.73 | 3.68 | 4.49 | 6.48 | 12.14 | 17.99 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
56 |
4.39 | 5.32 | 7.74 | 14.40 | 21.18 | 2.81 | 3.22 | 4.36 | 8.08 | 12.54 | 4.07 | 4.90 | 7.06 | 13.14 | 19.45 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
57 |
4.95 | 5.84 | 8.48 | 15.58 | 22.87 | 3.05 | 3.48 | 4.75 | 8.68 | 13.41 | 4.57 | 5.37 | 7.73 | 14.20 | 20.98 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
58 |
5.67 | 6.44 | 9.33 | 16.85 | 24.61 | 3.33 | 3.81 | 5.27 | 9.32 | 14.36 | 5.20 | 5.91 | 8.52 | 15.34 | 22.56 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
59 |
6.58 | 7.15 | 10.30 | 18.21 | 26.40 | 3.67 | 4.19 | 5.94 | 10.00 | 15.39 | 6.00 | 6.56 | 9.43 | 16.57 | 24.20 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
60 |
7.74 | 7.97 | 11.41 | 19.66 | 28.22 | 4.07 | 4.66 | 6.80 | 10.73 | 16.52 | 7.01 | 7.31 | 10.49 | 17.87 | 25.88 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Additional Term Rider Rates - All Bands | Additional Term Rider Rates - All Bands | Additional Term Rider Rates - All Bands | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| SAFECO-Term 5 | SAFECO-Term 5 | SAFECO-Term 5 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Guaranteed Premium Rates - Males - Years 1-5 | Guaranteed Premium Rates - Females - Years 1-5 | Guaranteed Premium Rates - Unisex - Years 1-5 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Issue | Select | Preferred | Standard | Preferred | Standard | Select | Preferred | Standard | Preferred | Standard | Select | Preferred | Standard | Preferred | Standard | |||||||||||||||||||||||||||||||||||||||||||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||||||||||||||||||||||||||||||||||||||||||
15 |
0.00 | 0.00 | 1.20 | 0.00 | 2.35 | 0.00 | 0.00 | 1.09 | 0.00 | 2.10 | 0.00 | 0.00 | 1.18 | 0.00 | 2.30 | |||||||||||||||||||||||||||||||||||||||||||||
16 |
0.00 | 0.00 | 1.20 | 0.00 | 2.35 | 0.00 | 0.00 | 1.09 | 0.00 | 2.10 | 0.00 | 0.00 | 1.18 | 0.00 | 2.30 | |||||||||||||||||||||||||||||||||||||||||||||
17 |
0.00 | 0.00 | 1.20 | 0.00 | 2.35 | 0.00 | 0.00 | 1.09 | 0.00 | 2.10 | 0.00 | 0.00 | 1.18 | 0.00 | 2.30 | |||||||||||||||||||||||||||||||||||||||||||||
18 |
0.00 | 0.00 | 1.20 | 0.00 | 2.35 | 0.00 | 0.00 | 1.09 | 0.00 | 2.10 | 0.00 | 0.00 | 1.18 | 0.00 | 2.30 | |||||||||||||||||||||||||||||||||||||||||||||
19 |
0.00 | 0.00 | 1.20 | 0.00 | 2.35 | 0.00 | 0.00 | 1.09 | 0.00 | 2.10 | 0.00 | 0.00 | 1.18 | 0.00 | 2.30 | |||||||||||||||||||||||||||||||||||||||||||||
20 |
0.89 | 0.99 | 1.20 | 1.53 | 2.35 | 0.81 | 0.90 | 1.09 | 1.36 | 2.10 | 0.87 | 0.97 | 1.18 | 1.50 | 2.30 | |||||||||||||||||||||||||||||||||||||||||||||
21 |
0.89 | 0.99 | 1.20 | 1.53 | 2.35 | 0.81 | 0.90 | 1.09 | 1.36 | 2.10 | 0.87 | 0.97 | 1.18 | 1.50 | 2.30 | |||||||||||||||||||||||||||||||||||||||||||||
22 |
0.89 | 0.99 | 1.20 | 1.53 | 2.35 | 0.81 | 0.90 | 1.09 | 1.36 | 2.10 | 0.87 | 0.97 | 1.18 | 1.50 | 2.30 | |||||||||||||||||||||||||||||||||||||||||||||
23 |
0.89 | 0.99 | 1.20 | 1.53 | 2.35 | 0.81 | 0.90 | 1.09 | 1.36 | 2.10 | 0.87 | 0.97 | 1.18 | 1.50 | 2.30 | |||||||||||||||||||||||||||||||||||||||||||||
24 |
0.89 | 0.99 | 1.20 | 1.53 | 2.35 | 0.81 | 0.90 | 1.09 | 1.36 | 2.10 | 0.87 | 0.97 | 1.18 | 1.50 | 2.30 | |||||||||||||||||||||||||||||||||||||||||||||
25 |
0.89 | 0.99 | 1.20 | 1.53 | 2.35 | 0.81 | 0.90 | 1.09 | 1.36 | 2.11 | 0.87 | 0.97 | 1.18 | 1.50 | 2.30 | |||||||||||||||||||||||||||||||||||||||||||||
26 |
0.89 | 0.99 | 1.20 | 1.54 | 2.36 | 0.81 | 0.90 | 1.09 | 1.36 | 2.11 | 0.87 | 0.97 | 1.18 | 1.50 | 2.31 | |||||||||||||||||||||||||||||||||||||||||||||
27 |
0.89 | 0.99 | 1.20 | 1.54 | 2.38 | 0.81 | 0.90 | 1.09 | 1.36 | 2.11 | 0.87 | 0.97 | 1.18 | 1.50 | 2.33 | |||||||||||||||||||||||||||||||||||||||||||||
28 |
0.89 | 0.99 | 1.20 | 1.56 | 2.39 | 0.81 | 0.90 | 1.09 | 1.36 | 2.11 | 0.87 | 0.97 | 1.18 | 1.52 | 2.33 | |||||||||||||||||||||||||||||||||||||||||||||
29 |
0.89 | 0.99 | 1.20 | 1.57 | 2.41 | 0.81 | 0.90 | 1.09 | 1.36 | 2.11 | 0.87 | 0.97 | 1.18 | 1.53 | 2.35 | |||||||||||||||||||||||||||||||||||||||||||||
30 |
0.89 | 0.99 | 1.20 | 1.60 | 2.43 | 0.81 | 0.90 | 1.09 | 1.36 | 2.11 | 0.87 | 0.97 | 1.18 | 1.55 | 2.37 | |||||||||||||||||||||||||||||||||||||||||||||
31 |
0.89 | 0.99 | 1.20 | 1.63 | 2.43 | 0.81 | 0.90 | 1.09 | 1.38 | 2.11 | 0.87 | 0.97 | 1.18 | 1.58 | 2.37 | |||||||||||||||||||||||||||||||||||||||||||||
32 |
0.89 | 0.99 | 1.20 | 1.66 | 2.43 | 0.81 | 0.90 | 1.09 | 1.40 | 2.11 | 0.87 | 0.97 | 1.18 | 1.61 | 2.37 | |||||||||||||||||||||||||||||||||||||||||||||
33 |
0.89 | 0.99 | 1.20 | 1.72 | 2.44 | 0.81 | 0.90 | 1.09 | 1.43 | 2.12 | 0.87 | 0.97 | 1.18 | 1.66 | 2.38 | |||||||||||||||||||||||||||||||||||||||||||||
34 |
0.89 | 0.99 | 1.20 | 1.78 | 2.47 | 0.81 | 0.90 | 1.09 | 1.48 | 2.15 | 0.87 | 0.97 | 1.18 | 1.72 | 2.41 | |||||||||||||||||||||||||||||||||||||||||||||
35 |
0.89 | 0.99 | 1.20 | 1.85 | 2.52 | 0.81 | 0.90 | 1.09 | 1.55 | 2.20 | 0.87 | 0.97 | 1.18 | 1.79 | 2.46 | |||||||||||||||||||||||||||||||||||||||||||||
36 |
0.90 | 1.01 | 1.24 | 1.94 | 2.60 | 0.82 | 0.91 | 1.11 | 1.64 | 2.28 | 0.88 | 0.99 | 1.21 | 1.88 | 2.54 | |||||||||||||||||||||||||||||||||||||||||||||
37 |
0.92 | 1.03 | 1.31 | 2.04 | 2.72 | 0.83 | 0.94 | 1.15 | 1.75 | 2.39 | 0.90 | 1.01 | 1.28 | 1.98 | 2.65 | |||||||||||||||||||||||||||||||||||||||||||||
38 |
0.94 | 1.07 | 1.39 | 2.16 | 2.86 | 0.85 | 0.96 | 1.20 | 1.87 | 2.51 | 0.92 | 1.05 | 1.35 | 2.10 | 2.79 | |||||||||||||||||||||||||||||||||||||||||||||
39 |
0.97 | 1.11 | 1.48 | 2.31 | 3.04 | 0.87 | 0.99 | 1.25 | 2.00 | 2.65 | 0.95 | 1.09 | 1.43 | 2.25 | 2.96 | |||||||||||||||||||||||||||||||||||||||||||||
40 |
1.01 | 1.17 | 1.57 | 2.48 | 3.26 | 0.90 | 1.03 | 1.30 | 2.14 | 2.80 | 0.99 | 1.14 | 1.52 | 2.41 | 3.17 | |||||||||||||||||||||||||||||||||||||||||||||
41 |
1.06 | 1.24 | 1.67 | 2.69 | 3.52 | 0.93 | 1.07 | 1.36 | 2.29 | 2.95 | 1.03 | 1.21 | 1.61 | 2.61 | 3.41 | |||||||||||||||||||||||||||||||||||||||||||||
42 |
1.13 | 1.32 | 1.77 | 2.93 | 3.81 | 0.97 | 1.12 | 1.42 | 2.45 | 3.11 | 1.10 | 1.28 | 1.70 | 2.83 | 3.67 | |||||||||||||||||||||||||||||||||||||||||||||
43 |
1.20 | 1.41 | 1.89 | 3.19 | 4.15 | 1.01 | 1.17 | 1.49 | 2.61 | 3.28 | 1.16 | 1.36 | 1.81 | 3.07 | 3.98 | |||||||||||||||||||||||||||||||||||||||||||||
44 |
1.28 | 1.51 | 2.02 | 3.48 | 4.52 | 1.05 | 1.23 | 1.57 | 2.76 | 3.47 | 1.23 | 1.45 | 1.93 | 3.34 | 4.31 | |||||||||||||||||||||||||||||||||||||||||||||
45 |
1.37 | 1.62 | 2.16 | 3.78 | 4.93 | 1.10 | 1.29 | 1.66 | 2.90 | 3.70 | 1.32 | 1.55 | 2.06 | 3.60 | 4.68 | |||||||||||||||||||||||||||||||||||||||||||||
46 |
1.46 | 1.73 | 2.32 | 4.09 | 5.37 | 1.16 | 1.36 | 1.77 | 3.00 | 3.97 | 1.40 | 1.66 | 2.21 | 3.87 | 5.09 | |||||||||||||||||||||||||||||||||||||||||||||
47 |
1.56 | 1.86 | 2.50 | 4.43 | 5.85 | 1.22 | 1.44 | 1.89 | 3.09 | 4.26 | 1.49 | 1.78 | 2.38 | 4.16 | 5.53 | |||||||||||||||||||||||||||||||||||||||||||||
48 |
1.67 | 1.99 | 2.70 | 4.78 | 6.38 | 1.29 | 1.52 | 2.02 | 3.18 | 4.59 | 1.59 | 1.90 | 2.56 | 4.46 | 6.02 | |||||||||||||||||||||||||||||||||||||||||||||
49 |
1.79 | 2.14 | 2.91 | 5.16 | 6.94 | 1.36 | 1.61 | 2.15 | 3.31 | 4.92 | 1.70 | 2.03 | 2.76 | 4.79 | 6.54 | |||||||||||||||||||||||||||||||||||||||||||||
50 |
1.92 | 2.30 | 3.14 | 5.57 | 7.54 | 1.43 | 1.70 | 2.29 | 3.49 | 5.25 | 1.82 | 2.18 | 2.97 | 5.15 | 7.08 | |||||||||||||||||||||||||||||||||||||||||||||
51 |
2.06 | 2.48 | 3.37 | 6.01 | 8.18 | 1.50 | 1.79 | 2.42 | 3.75 | 5.56 | 1.95 | 2.34 | 3.18 | 5.56 | 7.66 | |||||||||||||||||||||||||||||||||||||||||||||
52 |
2.21 | 2.67 | 3.63 | 6.49 | 8.88 | 1.58 | 1.88 | 2.56 | 4.08 | 5.88 | 2.08 | 2.51 | 3.42 | 6.01 | 8.28 | |||||||||||||||||||||||||||||||||||||||||||||
53 |
2.38 | 2.89 | 3.91 | 7.00 | 9.63 | 1.66 | 1.98 | 2.71 | 4.45 | 6.22 | 2.24 | 2.71 | 3.67 | 6.49 | 8.95 | |||||||||||||||||||||||||||||||||||||||||||||
54 |
2.57 | 3.13 | 4.23 | 7.55 | 10.43 | 1.76 | 2.10 | 2.87 | 4.83 | 6.61 | 2.41 | 2.92 | 3.96 | 7.01 | 9.67 | |||||||||||||||||||||||||||||||||||||||||||||
55 |
2.77 | 3.37 | 4.58 | 8.09 | 11.25 | 1.88 | 2.25 | 3.07 | 5.19 | 7.06 | 2.59 | 3.15 | 4.28 | 7.51 | 10.41 | |||||||||||||||||||||||||||||||||||||||||||||
56 |
2.98 | 3.62 | 4.96 | 8.62 | 12.06 | 2.02 | 2.43 | 3.30 | 5.51 | 7.59 | 2.79 | 3.38 | 4.63 | 8.00 | 11.17 | |||||||||||||||||||||||||||||||||||||||||||||
57 |
3.22 | 3.89 | 5.39 | 9.18 | 12.93 | 2.18 | 2.63 | 3.56 | 5.83 | 8.19 | 3.01 | 3.64 | 5.02 | 8.51 | 11.98 | |||||||||||||||||||||||||||||||||||||||||||||
58 |
3.50 | 4.20 | 5.88 | 9.83 | 13.93 | 2.36 | 2.86 | 3.85 | 6.18 | 8.86 | 3.27 | 3.93 | 5.47 | 9.10 | 12.92 | |||||||||||||||||||||||||||||||||||||||||||||
59 |
3.83 | 4.57 | 6.47 | 10.62 | 15.16 | 2.55 | 3.11 | 4.18 | 6.58 | 9.60 | 3.57 | 4.28 | 6.01 | 9.81 | 14.05 | |||||||||||||||||||||||||||||||||||||||||||||
60 |
4.22 | 5.03 | 7.17 | 11.59 | 16.69 | 2.76 | 3.36 | 4.54 | 7.05 | 10.41 | 3.93 | 4.70 | 6.64 | 10.68 | 15.43 | |||||||||||||||||||||||||||||||||||||||||||||
61 |
4.69 | 5.59 | 8.01 | 12.79 | 18.59 | 2.98 | 3.62 | 4.93 | 7.60 | 11.29 | 4.35 | 5.20 | 7.39 | 11.75 | 17.13 | |||||||||||||||||||||||||||||||||||||||||||||
62 |
5.24 | 6.25 | 8.98 | 14.20 | 20.83 | 3.22 | 3.90 | 5.37 | 8.23 | 12.26 | 4.84 | 5.78 | 8.26 | 13.01 | 19.12 | |||||||||||||||||||||||||||||||||||||||||||||
63 |
5.86 | 6.99 | 10.07 | 15.82 | 23.37 | 3.49 | 4.21 | 5.86 | 8.97 | 13.33 | 5.39 | 6.43 | 9.23 | 14.45 | 21.36 | |||||||||||||||||||||||||||||||||||||||||||||
64 |
6.55 | 7.80 | 11.28 | 17.69 | 26.20 | 3.78 | 4.53 | 6.38 | 9.84 | 14.48 | 6.00 | 7.15 | 10.30 | 16.12 | 23.86 | |||||||||||||||||||||||||||||||||||||||||||||
65 |
7.30 | 8.67 | 12.60 | 19.83 | 29.33 | 4.09 | 4.87 | 6.93 | 10.90 | 15.68 | 6.66 | 7.91 | 11.47 | 18.04 | 26.60 | |||||||||||||||||||||||||||||||||||||||||||||
66 |
8.11 | 9.59 | 14.03 | 22.28 | 32.78 | 4.41 | 5.22 | 7.49 | 12.20 | 16.89 | 7.37 | 8.72 | 12.72 | 20.26 | 29.60 | |||||||||||||||||||||||||||||||||||||||||||||
67 |
8.99 | 10.60 | 15.60 | 25.03 | 36.52 | 4.76 | 5.60 | 8.10 | 13.71 | 18.18 | 8.14 | 9.60 | 14.10 | 22.77 | 32.85 | |||||||||||||||||||||||||||||||||||||||||||||
68 |
9.95 | 11.69 | 17.31 | 28.01 | 40.54 | 5.17 | 6.05 | 8.82 | 15.36 | 19.67 | 8.99 | 10.56 | 15.61 | 25.48 | 36.37 | |||||||||||||||||||||||||||||||||||||||||||||
69 |
11.01 | 12.85 | 19.17 | 31.18 | 44.83 | 5.66 | 6.57 | 9.66 | 17.04 | 21.50 | 9.94 | 11.59 | 17.27 | 28.35 | 40.16 | |||||||||||||||||||||||||||||||||||||||||||||
70 |
12.18 | 14.06 | 21.16 | 34.49 | 49.40 | 6.25 | 7.16 | 10.63 | 18.57 | 23.79 | 10.99 | 12.68 | 19.05 | 31.31 | 44.28 | |||||||||||||||||||||||||||||||||||||||||||||
71 |
13.47 | 15.27 | 23.27 | 37.91 | 54.29 | 6.96 | 7.80 | 11.74 | 19.83 | 26.67 | 12.17 | 13.78 | 20.96 | 34.29 | 48.77 | |||||||||||||||||||||||||||||||||||||||||||||
72 |
14.90 | 16.56 | 25.55 | 41.52 | 59.50 | 7.78 | 8.55 | 13.03 | 21.01 | 30.07 | 13.48 | 14.96 | 23.05 | 37.42 | 53.61 | |||||||||||||||||||||||||||||||||||||||||||||
73 |
16.45 | 18.04 | 28.06 | 45.34 | 64.93 | 8.74 | 9.47 | 14.58 | 22.39 | 33.88 | 14.91 | 16.33 | 25.36 | 40.75 | 58.72 | |||||||||||||||||||||||||||||||||||||||||||||
74 |
18.11 | 19.83 | 30.86 | 49.37 | 70.39 | 9.84 | 10.68 | 16.48 | 24.26 | 37.95 | 16.46 | 18.00 | 27.98 | 44.35 | 63.90 | |||||||||||||||||||||||||||||||||||||||||||||
75 |
19.84 | 22.07 | 33.99 | 53.52 | 75.55 | 11.10 | 12.29 | 18.85 | 26.92 | 42.13 | 18.09 | 20.11 | 30.96 | 48.20 | 68.87 | |||||||||||||||||||||||||||||||||||||||||||||
| SAFECO-Term 5 | SAFECO-Term 5 | SAFECO-Term 5 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Guaranteed Premium Rates - Males - Years 6-10 | Guaranteed Premium Rates - Females - Years 6-10 | Guaranteed Premium Rates - Unisex - Years 6-10 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Issue | Select | Preferred | Standard | Preferred | Standard | Select | Preferred | Standard | Preferred | Standard | Select | Preferred | Standard | Preferred | Standard | |||||||||||||||||||||||||||||||||||||||||||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||||||||||||||||||||||||||||||||||||||||||
15 |
0.00 | 0.00 | 1.20 | 0.00 | 2.35 | 0.00 | 0.00 | 1.09 | 0.00 | 2.11 | 0.00 | 0.00 | 1.18 | 0.00 | 2.30 | |||||||||||||||||||||||||||||||||||||||||||||
16 |
0.00 | 0.00 | 1.20 | 0.00 | 2.35 | 0.00 | 0.00 | 1.09 | 0.00 | 2.11 | 0.00 | 0.00 | 1.18 | 0.00 | 2.30 | |||||||||||||||||||||||||||||||||||||||||||||
17 |
0.00 | 0.00 | 1.20 | 0.00 | 2.35 | 0.00 | 0.00 | 1.09 | 0.00 | 2.11 | 0.00 | 0.00 | 1.18 | 0.00 | 2.30 | |||||||||||||||||||||||||||||||||||||||||||||
18 |
0.00 | 0.00 | 1.20 | 0.00 | 2.35 | 0.00 | 0.00 | 1.09 | 0.00 | 2.11 | 0.00 | 0.00 | 1.18 | 0.00 | 2.30 | |||||||||||||||||||||||||||||||||||||||||||||
19 |
0.00 | 0.00 | 1.20 | 0.00 | 2.35 | 0.00 | 0.00 | 1.09 | 0.00 | 2.11 | 0.00 | 0.00 | 1.18 | 0.00 | 2.30 | |||||||||||||||||||||||||||||||||||||||||||||
20 |
0.89 | 0.99 | 1.20 | 1.53 | 2.35 | 0.81 | 0.90 | 1.09 | 1.36 | 2.11 | 0.87 | 0.97 | 1.18 | 1.50 | 2.30 | |||||||||||||||||||||||||||||||||||||||||||||
21 |
0.89 | 0.99 | 1.20 | 1.54 | 2.36 | 0.81 | 0.90 | 1.09 | 1.36 | 2.11 | 0.87 | 0.97 | 1.18 | 1.50 | 2.31 | |||||||||||||||||||||||||||||||||||||||||||||
22 |
0.89 | 0.99 | 1.20 | 1.54 | 2.38 | 0.81 | 0.90 | 1.09 | 1.36 | 2.11 | 0.87 | 0.97 | 1.18 | 1.50 | 2.33 | |||||||||||||||||||||||||||||||||||||||||||||
23 |
0.89 | 0.99 | 1.20 | 1.56 | 2.39 | 0.81 | 0.90 | 1.09 | 1.36 | 2.11 | 0.87 | 0.97 | 1.18 | 1.52 | 2.33 | |||||||||||||||||||||||||||||||||||||||||||||
24 |
0.89 | 0.99 | 1.20 | 1.57 | 2.41 | 0.81 | 0.90 | 1.09 | 1.36 | 2.11 | 0.87 | 0.97 | 1.18 | 1.53 | 2.35 | |||||||||||||||||||||||||||||||||||||||||||||
25 |
0.89 | 0.99 | 1.20 | 1.60 | 2.43 | 0.81 | 0.90 | 1.09 | 1.36 | 2.11 | 0.87 | 0.97 | 1.18 | 1.55 | 2.37 | |||||||||||||||||||||||||||||||||||||||||||||
26 |
0.89 | 0.99 | 1.20 | 1.63 | 2.43 | 0.81 | 0.90 | 1.09 | 1.38 | 2.11 | 0.87 | 0.97 | 1.18 | 1.58 | 2.37 | |||||||||||||||||||||||||||||||||||||||||||||
27 |
0.89 | 0.99 | 1.20 | 1.66 | 2.43 | 0.81 | 0.90 | 1.09 | 1.40 | 2.11 | 0.87 | 0.97 | 1.18 | 1.61 | 2.37 | |||||||||||||||||||||||||||||||||||||||||||||
28 |
0.89 | 0.99 | 1.20 | 1.72 | 2.44 | 0.81 | 0.90 | 1.09 | 1.43 | 2.12 | 0.87 | 0.97 | 1.18 | 1.66 | 2.38 | |||||||||||||||||||||||||||||||||||||||||||||
29 |
0.89 | 0.99 | 1.20 | 1.78 | 2.47 | 0.81 | 0.90 | 1.09 | 1.48 | 2.15 | 0.87 | 0.97 | 1.18 | 1.72 | 2.41 | |||||||||||||||||||||||||||||||||||||||||||||
30 |
0.89 | 0.99 | 1.20 | 1.85 | 2.52 | 0.81 | 0.90 | 1.09 | 1.55 | 2.20 | 0.87 | 0.97 | 1.18 | 1.79 | 2.46 | |||||||||||||||||||||||||||||||||||||||||||||
31 |
0.90 | 1.01 | 1.24 | 1.94 | 2.60 | 0.82 | 0.91 | 1.11 | 1.64 | 2.28 | 0.88 | 0.99 | 1.21 | 1.88 | 2.54 | |||||||||||||||||||||||||||||||||||||||||||||
32 |
0.92 | 1.03 | 1.31 | 2.04 | 2.72 | 0.83 | 0.94 | 1.15 | 1.75 | 2.39 | 0.90 | 1.01 | 1.28 | 1.98 | 2.65 | |||||||||||||||||||||||||||||||||||||||||||||
33 |
0.94 | 1.07 | 1.39 | 2.16 | 2.86 | 0.85 | 0.96 | 1.20 | 1.87 | 2.51 | 0.92 | 1.05 | 1.35 | 2.10 | 2.79 | |||||||||||||||||||||||||||||||||||||||||||||
34 |
0.97 | 1.11 | 1.48 | 2.31 | 3.04 | 0.87 | 0.99 | 1.25 | 2.00 | 2.65 | 0.95 | 1.09 | 1.43 | 2.25 | 2.96 | |||||||||||||||||||||||||||||||||||||||||||||
35 |
1.01 | 1.17 | 1.57 | 2.48 | 3.26 | 0.90 | 1.03 | 1.30 | 2.14 | 2.80 | 0.99 | 1.14 | 1.52 | 2.41 | 3.17 | |||||||||||||||||||||||||||||||||||||||||||||
36 |
1.06 | 1.24 | 1.67 | 2.69 | 3.52 | 0.93 | 1.07 | 1.36 | 2.29 | 2.95 | 1.03 | 1.21 | 1.61 | 2.61 | 3.41 | |||||||||||||||||||||||||||||||||||||||||||||
37 |
1.13 | 1.32 | 1.77 | 2.93 | 3.81 | 0.97 | 1.12 | 1.42 | 2.45 | 3.11 | 1.10 | 1.28 | 1.70 | 2.83 | 3.67 | |||||||||||||||||||||||||||||||||||||||||||||
38 |
1.20 | 1.41 | 1.89 | 3.19 | 4.15 | 1.01 | 1.17 | 1.49 | 2.61 | 3.28 | 1.16 | 1.36 | 1.81 | 3.07 | 3.98 | |||||||||||||||||||||||||||||||||||||||||||||
39 |
1.28 | 1.51 | 2.02 | 3.48 | 4.52 | 1.05 | 1.23 | 1.57 | 2.76 | 3.47 | 1.23 | 1.45 | 1.93 | 3.34 | 4.31 | |||||||||||||||||||||||||||||||||||||||||||||
40 |
1.37 | 1.62 | 2.16 | 3.78 | 4.93 | 1.10 | 1.29 | 1.66 | 2.90 | 3.70 | 1.32 | 1.55 | 2.06 | 3.60 | 4.68 | |||||||||||||||||||||||||||||||||||||||||||||
41 |
1.46 | 1.73 | 2.32 | 4.09 | 5.37 | 1.16 | 1.36 | 1.77 | 3.00 | 3.97 | 1.40 | 1.66 | 2.21 | 3.87 | 5.09 | |||||||||||||||||||||||||||||||||||||||||||||
42 |
1.56 | 1.86 | 2.50 | 4.43 | 5.85 | 1.22 | 1.44 | 1.89 | 3.09 | 4.26 | 1.49 | 1.78 | 2.38 | 4.16 | 5.53 | |||||||||||||||||||||||||||||||||||||||||||||
43 |
1.67 | 1.99 | 2.70 | 4.78 | 6.38 | 1.29 | 1.52 | 2.02 | 3.18 | 4.59 | 1.59 | 1.90 | 2.56 | 4.46 | 6.02 | |||||||||||||||||||||||||||||||||||||||||||||
44 |
1.79 | 2.14 | 2.91 | 5.16 | 6.94 | 1.36 | 1.61 | 2.15 | 3.31 | 4.92 | 1.70 | 2.03 | 2.76 | 4.79 | 6.54 | |||||||||||||||||||||||||||||||||||||||||||||
45 |
1.92 | 2.30 | 3.14 | 5.57 | 7.54 | 1.43 | 1.70 | 2.29 | 3.49 | 5.25 | 1.82 | 2.18 | 2.97 | 5.15 | 7.08 | |||||||||||||||||||||||||||||||||||||||||||||
46 |
2.06 | 2.48 | 3.37 | 6.01 | 8.18 | 1.50 | 1.79 | 2.42 | 3.75 | 5.56 | 1.95 | 2.34 | 3.18 | 5.56 | 7.66 | |||||||||||||||||||||||||||||||||||||||||||||
47 |
2.21 | 2.67 | 3.63 | 6.49 | 8.88 | 1.58 | 1.88 | 2.56 | 4.08 | 5.88 | 2.08 | 2.51 | 3.42 | 6.01 | 8.28 | |||||||||||||||||||||||||||||||||||||||||||||
48 |
2.38 | 2.89 | 3.91 | 7.00 | 9.63 | 1.66 | 1.98 | 2.71 | 4.45 | 6.22 | 2.24 | 2.71 | 3.67 | 6.49 | 8.95 | |||||||||||||||||||||||||||||||||||||||||||||
49 |
2.57 | 3.13 | 4.23 | 7.55 | 10.43 | 1.76 | 2.10 | 2.87 | 4.83 | 6.61 | 2.41 | 2.92 | 3.96 | 7.01 | 9.67 | |||||||||||||||||||||||||||||||||||||||||||||
50 |
2.77 | 3.37 | 4.58 | 8.09 | 11.25 | 1.88 | 2.25 | 3.07 | 5.19 | 7.06 | 2.59 | 3.15 | 4.28 | 7.51 | 10.41 | |||||||||||||||||||||||||||||||||||||||||||||
51 |
2.98 | 3.62 | 4.96 | 8.62 | 12.06 | 2.02 | 2.43 | 3.30 | 5.51 | 7.59 | 2.79 | 3.38 | 4.63 | 8.00 | 11.17 | |||||||||||||||||||||||||||||||||||||||||||||
52 |
3.22 | 3.89 | 5.39 | 9.18 | 12.93 | 2.18 | 2.63 | 3.56 | 5.83 | 8.19 | 3.01 | 3.64 | 5.02 | 8.51 | 11.98 | |||||||||||||||||||||||||||||||||||||||||||||
53 |
3.50 | 4.20 | 5.88 | 9.83 | 13.93 | 2.36 | 2.86 | 3.85 | 6.18 | 8.86 | 3.27 | 3.93 | 5.47 | 9.10 | 12.92 | |||||||||||||||||||||||||||||||||||||||||||||
54 |
3.83 | 4.57 | 6.47 | 10.62 | 15.16 | 2.55 | 3.11 | 4.18 | 6.58 | 9.60 | 3.57 | 4.28 | 6.01 | 9.81 | 14.05 | |||||||||||||||||||||||||||||||||||||||||||||
55 |
4.22 | 5.03 | 7.17 | 11.59 | 16.69 | 2.76 | 3.36 | 4.54 | 7.05 | 10.41 | 3.93 | 4.70 | 6.64 | 10.68 | 15.43 | |||||||||||||||||||||||||||||||||||||||||||||
56 |
4.69 | 5.59 | 8.01 | 12.79 | 18.59 | 2.98 | 3.62 | 4.93 | 7.60 | 11.29 | 4.35 | 5.20 | 7.39 | 11.75 | 17.13 | |||||||||||||||||||||||||||||||||||||||||||||
57 |
5.24 | 6.25 | 8.98 | 14.20 | 20.83 | 3.22 | 3.90 | 5.37 | 8.23 | 12.26 | 4.84 | 5.78 | 8.26 | 13.01 | 19.12 | |||||||||||||||||||||||||||||||||||||||||||||
58 |
5.86 | 6.99 | 10.07 | 15.82 | 23.37 | 3.49 | 4.21 | 5.86 | 8.97 | 13.33 | 5.39 | 6.43 | 9.23 | 14.45 | 21.36 | |||||||||||||||||||||||||||||||||||||||||||||
59 |
6.55 | 7.80 | 11.28 | 17.69 | 26.20 | 3.78 | 4.53 | 6.38 | 9.84 | 14.48 | 6.00 | 7.15 | 10.30 | 16.12 | 23.86 | |||||||||||||||||||||||||||||||||||||||||||||
60 |
7.30 | 8.67 | 12.60 | 19.83 | 29.33 | 4.09 | 4.87 | 6.93 | 10.90 | 15.68 | 6.66 | 7.91 | 11.47 | 18.04 | 26.60 | |||||||||||||||||||||||||||||||||||||||||||||
61 |
8.11 | 9.59 | 14.03 | 22.28 | 32.78 | 4.41 | 5.22 | 7.49 | 12.20 | 16.89 | 7.37 | 8.72 | 12.72 | 20.26 | 29.60 | |||||||||||||||||||||||||||||||||||||||||||||
62 |
8.99 | 10.60 | 15.60 | 25.03 | 36.52 | 4.76 | 5.60 | 8.10 | 13.71 | 18.18 | 8.14 | 9.60 | 14.10 | 22.77 | 32.85 | |||||||||||||||||||||||||||||||||||||||||||||
63 |
9.95 | 11.69 | 17.31 | 28.01 | 40.54 | 5.17 | 6.05 | 8.82 | 15.36 | 19.67 | 8.99 | 10.56 | 15.61 | 25.48 | 36.37 | |||||||||||||||||||||||||||||||||||||||||||||
64 |
11.01 | 12.85 | 19.17 | 31.18 | 44.83 | 5.66 | 6.57 | 9.66 | 17.04 | 21.50 | 9.94 | 11.59 | 17.27 | 28.35 | 40.16 | |||||||||||||||||||||||||||||||||||||||||||||
65 |
12.18 | 14.06 | 21.16 | 34.49 | 49.40 | 6.25 | 7.16 | 10.63 | 18.57 | 23.79 | 10.99 | 12.68 | 19.05 | 31.31 | 44.28 | |||||||||||||||||||||||||||||||||||||||||||||
66 |
13.47 | 15.27 | 23.27 | 37.91 | 54.29 | 6.96 | 7.80 | 11.74 | 19.83 | 26.67 | 12.17 | 13.78 | 20.96 | 34.29 | 48.77 | |||||||||||||||||||||||||||||||||||||||||||||
67 |
14.90 | 16.56 | 25.55 | 41.52 | 59.50 | 7.78 | 8.55 | 13.03 | 21.01 | 30.07 | 13.48 | 14.96 | 23.05 | 37.42 | 53.61 | |||||||||||||||||||||||||||||||||||||||||||||
68 |
16.45 | 18.04 | 28.06 | 45.34 | 64.93 | 8.74 | 9.47 | 14.58 | 22.39 | 33.88 | 14.91 | 16.33 | 25.36 | 40.75 | 58.72 | |||||||||||||||||||||||||||||||||||||||||||||
69 |
18.11 | 19.83 | 30.86 | 49.37 | 70.39 | 9.84 | 10.68 | 16.48 | 24.26 | 37.95 | 16.46 | 18.00 | 27.98 | 44.35 | 63.90 | |||||||||||||||||||||||||||||||||||||||||||||
70 |
19.84 | 22.07 | 33.99 | 53.52 | 75.55 | 11.10 | 12.29 | 18.85 | 26.92 | 42.13 | 18.09 | 20.11 | 30.96 | 48.20 | 68.87 | |||||||||||||||||||||||||||||||||||||||||||||
71 |
21.67 | 24.89 | 37.56 | 57.88 | 80.39 | 12.54 | 14.41 | 21.81 | 30.66 | 46.39 | 19.84 | 22.79 | 34.41 | 52.44 | 73.59 | |||||||||||||||||||||||||||||||||||||||||||||
72 |
23.53 | 28.15 | 41.43 | 62.25 | 84.74 | 14.13 | 16.93 | 25.24 | 35.17 | 50.71 | 21.65 | 25.91 | 38.19 | 56.83 | 77.93 | |||||||||||||||||||||||||||||||||||||||||||||
73 |
25.57 | 31.77 | 45.68 | 67.02 | 89.41 | 15.90 | 19.77 | 29.06 | 40.28 | 55.40 | 23.64 | 29.37 | 42.36 | 61.67 | 82.61 | |||||||||||||||||||||||||||||||||||||||||||||
74 |
27.92 | 35.68 | 50.39 | 72.59 | 95.24 | 17.86 | 22.82 | 33.19 | 45.83 | 60.76 | 25.91 | 33.11 | 46.95 | 67.24 | 88.34 | |||||||||||||||||||||||||||||||||||||||||||||
75 |
30.70 | 39.82 | 55.63 | 79.34 | 103.05 | 20.06 | 25.99 | 37.55 | 51.68 | 67.09 | 28.57 | 37.05 | 52.01 | 73.81 | 95.86 | |||||||||||||||||||||||||||||||||||||||||||||
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| Issue | Select | Preferred | Standard | Preferred | Standard | Select | Preferred | Standard | Preferred | Standard | Select | Preferred | Standard | Preferred | Standard | |||||||||||||||||||||||||||||||||||||||||||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||||||||||||||||||||||||||||||||||||||||||
15 |
0.00 | 0.00 | 1.20 | 0.00 | 2.35 | 0.00 | 0.00 | 1.09 | 0.00 | 2.10 | 0.00 | 0.00 | 1.18 | 0.00 | 2.30 | |||||||||||||||||||||||||||||||||||||||||||||
16 |
0.00 | 0.00 | 1.20 | 0.00 | 2.35 | 0.00 | 0.00 | 1.09 | 0.00 | 2.10 | 0.00 | 0.00 | 1.18 | 0.00 | 2.30 | |||||||||||||||||||||||||||||||||||||||||||||
17 |
0.00 | 0.00 | 1.20 | 0.00 | 2.35 | 0.00 | 0.00 | 1.09 | 0.00 | 2.10 | 0.00 | 0.00 | 1.18 | 0.00 | 2.30 | |||||||||||||||||||||||||||||||||||||||||||||
18 |
0.00 | 0.00 | 1.20 | 0.00 | 2.35 | 0.00 | 0.00 | 1.09 | 0.00 | 2.10 | 0.00 | 0.00 | 1.18 | 0.00 | 2.30 | |||||||||||||||||||||||||||||||||||||||||||||
19 |
0.00 | 0.00 | 1.20 | 0.00 | 2.35 | 0.00 | 0.00 | 1.09 | 0.00 | 2.10 | 0.00 | 0.00 | 1.18 | 0.00 | 2.30 | |||||||||||||||||||||||||||||||||||||||||||||
20 |
0.89 | 0.99 | 1.20 | 1.53 | 2.35 | 0.81 | 0.90 | 1.09 | 1.36 | 2.10 | 0.87 | 0.97 | 1.18 | 1.50 | 2.30 | |||||||||||||||||||||||||||||||||||||||||||||
21 |
0.89 | 0.99 | 1.20 | 1.53 | 2.35 | 0.81 | 0.90 | 1.09 | 1.36 | 2.10 | 0.87 | 0.97 | 1.18 | 1.50 | 2.30 | |||||||||||||||||||||||||||||||||||||||||||||
22 |
0.89 | 0.99 | 1.20 | 1.53 | 2.35 | 0.81 | 0.90 | 1.09 | 1.36 | 2.10 | 0.87 | 0.97 | 1.18 | 1.50 | 2.30 | |||||||||||||||||||||||||||||||||||||||||||||
23 |
0.89 | 0.99 | 1.20 | 1.53 | 2.35 | 0.81 | 0.90 | 1.09 | 1.36 | 2.10 | 0.87 | 0.97 | 1.18 | 1.50 | 2.30 | |||||||||||||||||||||||||||||||||||||||||||||
24 |
0.89 | 0.99 | 1.20 | 1.53 | 2.35 | 0.81 | 0.90 | 1.09 | 1.36 | 2.10 | 0.87 | 0.97 | 1.18 | 1.50 | 2.30 | |||||||||||||||||||||||||||||||||||||||||||||
25 |
0.89 | 0.99 | 1.20 | 1.53 | 2.35 | 0.81 | 0.90 | 1.09 | 1.36 | 2.11 | 0.87 | 0.97 | 1.18 | 1.50 | 2.30 | |||||||||||||||||||||||||||||||||||||||||||||
26 |
0.89 | 0.99 | 1.20 | 1.54 | 2.36 | 0.81 | 0.90 | 1.09 | 1.36 | 2.12 | 0.87 | 0.97 | 1.18 | 1.50 | 2.31 | |||||||||||||||||||||||||||||||||||||||||||||
27 |
0.89 | 0.99 | 1.20 | 1.54 | 2.38 | 0.81 | 0.90 | 1.09 | 1.36 | 2.12 | 0.87 | 0.97 | 1.18 | 1.50 | 2.33 | |||||||||||||||||||||||||||||||||||||||||||||
28 |
0.89 | 0.99 | 1.20 | 1.56 | 2.40 | 0.81 | 0.90 | 1.09 | 1.36 | 2.13 | 0.87 | 0.97 | 1.18 | 1.52 | 2.35 | |||||||||||||||||||||||||||||||||||||||||||||
29 |
0.89 | 0.99 | 1.20 | 1.57 | 2.42 | 0.81 | 0.90 | 1.10 | 1.36 | 2.15 | 0.87 | 0.97 | 1.18 | 1.53 | 2.37 | |||||||||||||||||||||||||||||||||||||||||||||
30 |
0.89 | 0.99 | 1.20 | 1.60 | 2.44 | 0.81 | 0.90 | 1.10 | 1.38 | 2.16 | 0.87 | 0.97 | 1.18 | 1.56 | 2.38 | |||||||||||||||||||||||||||||||||||||||||||||
31 |
0.89 | 0.99 | 1.20 | 1.63 | 2.44 | 0.81 | 0.90 | 1.10 | 1.40 | 2.16 | 0.87 | 0.97 | 1.18 | 1.58 | 2.38 | |||||||||||||||||||||||||||||||||||||||||||||
32 |
0.89 | 0.99 | 1.20 | 1.66 | 2.45 | 0.81 | 0.90 | 1.10 | 1.42 | 2.16 | 0.87 | 0.97 | 1.18 | 1.61 | 2.39 | |||||||||||||||||||||||||||||||||||||||||||||
33 |
0.90 | 0.99 | 1.21 | 1.72 | 2.46 | 0.81 | 0.90 | 1.10 | 1.46 | 2.17 | 0.88 | 0.97 | 1.19 | 1.67 | 2.40 | |||||||||||||||||||||||||||||||||||||||||||||
34 |
0.91 | 0.99 | 1.23 | 1.78 | 2.50 | 0.81 | 0.91 | 1.11 | 1.51 | 2.20 | 0.89 | 0.97 | 1.21 | 1.73 | 2.44 | |||||||||||||||||||||||||||||||||||||||||||||
35 |
0.93 | 1.00 | 1.27 | 1.85 | 2.57 | 0.82 | 0.93 | 1.13 | 1.58 | 2.27 | 0.91 | 0.99 | 1.24 | 1.80 | 2.51 | |||||||||||||||||||||||||||||||||||||||||||||
36 |
0.96 | 1.04 | 1.33 | 1.96 | 2.68 | 0.85 | 0.96 | 1.17 | 1.67 | 2.39 | 0.94 | 1.02 | 1.30 | 1.90 | 2.62 | |||||||||||||||||||||||||||||||||||||||||||||
37 |
0.99 | 1.10 | 1.40 | 2.10 | 2.83 | 0.89 | 1.01 | 1.23 | 1.78 | 2.54 | 0.97 | 1.08 | 1.37 | 2.04 | 2.77 | |||||||||||||||||||||||||||||||||||||||||||||
38 |
1.04 | 1.17 | 1.49 | 2.26 | 3.01 | 0.93 | 1.06 | 1.30 | 1.91 | 2.72 | 1.02 | 1.15 | 1.45 | 2.19 | 2.95 | |||||||||||||||||||||||||||||||||||||||||||||
39 |
1.09 | 1.24 | 1.59 | 2.44 | 3.24 | 0.98 | 1.11 | 1.38 | 2.05 | 2.92 | 1.07 | 1.21 | 1.55 | 2.36 | 3.18 | |||||||||||||||||||||||||||||||||||||||||||||
40 |
1.15 | 1.32 | 1.69 | 2.63 | 3.51 | 1.03 | 1.17 | 1.46 | 2.20 | 3.12 | 1.13 | 1.29 | 1.64 | 2.54 | 3.43 | |||||||||||||||||||||||||||||||||||||||||||||
41 |
1.22 | 1.40 | 1.80 | 2.84 | 3.83 | 1.08 | 1.22 | 1.55 | 2.36 | 3.32 | 1.19 | 1.36 | 1.75 | 2.74 | 3.73 | |||||||||||||||||||||||||||||||||||||||||||||
42 |
1.30 | 1.48 | 1.92 | 3.07 | 4.21 | 1.13 | 1.28 | 1.64 | 2.52 | 3.54 | 1.27 | 1.44 | 1.86 | 2.96 | 4.08 | |||||||||||||||||||||||||||||||||||||||||||||
43 |
1.39 | 1.58 | 2.05 | 3.32 | 4.62 | 1.18 | 1.34 | 1.74 | 2.69 | 3.76 | 1.35 | 1.53 | 1.99 | 3.19 | 4.45 | |||||||||||||||||||||||||||||||||||||||||||||
44 |
1.48 | 1.68 | 2.19 | 3.60 | 5.07 | 1.24 | 1.41 | 1.85 | 2.88 | 4.01 | 1.43 | 1.63 | 2.12 | 3.46 | 4.86 | |||||||||||||||||||||||||||||||||||||||||||||
45 |
1.58 | 1.80 | 2.36 | 3.91 | 5.55 | 1.30 | 1.48 | 1.97 | 3.07 | 4.29 | 1.52 | 1.74 | 2.28 | 3.74 | 5.30 | |||||||||||||||||||||||||||||||||||||||||||||
46 |
1.68 | 1.93 | 2.55 | 4.25 | 6.05 | 1.37 | 1.56 | 2.10 | 3.27 | 4.61 | 1.62 | 1.86 | 2.46 | 4.05 | 5.76 | |||||||||||||||||||||||||||||||||||||||||||||
47 |
1.79 | 2.08 | 2.76 | 4.63 | 6.58 | 1.45 | 1.65 | 2.25 | 3.48 | 4.95 | 1.72 | 1.99 | 2.66 | 4.40 | 6.25 | |||||||||||||||||||||||||||||||||||||||||||||
48 |
1.91 | 2.25 | 3.00 | 5.03 | 7.14 | 1.54 | 1.75 | 2.41 | 3.70 | 5.32 | 1.84 | 2.15 | 2.88 | 4.76 | 6.78 | |||||||||||||||||||||||||||||||||||||||||||||
49 |
2.05 | 2.43 | 3.26 | 5.48 | 7.76 | 1.63 | 1.86 | 2.57 | 3.93 | 5.71 | 1.97 | 2.32 | 3.12 | 5.17 | 7.35 | |||||||||||||||||||||||||||||||||||||||||||||
50 |
2.21 | 2.63 | 3.53 | 5.96 | 8.42 | 1.72 | 1.97 | 2.74 | 4.19 | 6.09 | 2.11 | 2.50 | 3.37 | 5.61 | 7.95 | |||||||||||||||||||||||||||||||||||||||||||||
51 |
2.40 | 2.84 | 3.82 | 6.50 | 9.14 | 1.81 | 2.09 | 2.91 | 4.47 | 6.47 | 2.28 | 2.69 | 3.64 | 6.09 | 8.61 | |||||||||||||||||||||||||||||||||||||||||||||
52 |
2.61 | 3.07 | 4.13 | 7.09 | 9.94 | 1.91 | 2.22 | 3.09 | 4.78 | 6.85 | 2.47 | 2.90 | 3.92 | 6.63 | 9.32 | |||||||||||||||||||||||||||||||||||||||||||||
53 |
2.84 | 3.33 | 4.48 | 7.71 | 10.80 | 2.02 | 2.36 | 3.29 | 5.11 | 7.26 | 2.68 | 3.14 | 4.24 | 7.19 | 10.09 | |||||||||||||||||||||||||||||||||||||||||||||
54 |
3.09 | 3.61 | 4.86 | 8.35 | 11.71 | 2.14 | 2.51 | 3.50 | 5.46 | 7.70 | 2.90 | 3.39 | 4.59 | 7.77 | 10.91 | |||||||||||||||||||||||||||||||||||||||||||||
55 |
3.35 | 3.90 | 5.28 | 8.94 | 12.60 | 2.28 | 2.67 | 3.75 | 5.80 | 8.19 | 3.14 | 3.65 | 4.97 | 8.31 | 11.72 | |||||||||||||||||||||||||||||||||||||||||||||
56 |
3.60 | 4.21 | 5.73 | 9.44 | 13.45 | 2.44 | 2.84 | 4.03 | 6.13 | 8.72 | 3.37 | 3.94 | 5.39 | 8.78 | 12.50 | |||||||||||||||||||||||||||||||||||||||||||||
57 |
3.87 | 4.55 | 6.23 | 9.93 | 14.34 | 2.63 | 3.03 | 4.34 | 6.48 | 9.31 | 3.62 | 4.25 | 5.85 | 9.24 | 13.33 | |||||||||||||||||||||||||||||||||||||||||||||
58 |
4.18 | 4.94 | 6.81 | 10.51 | 15.39 | 2.84 | 3.25 | 4.68 | 6.87 | 9.98 | 3.91 | 4.60 | 6.38 | 9.78 | 14.31 | |||||||||||||||||||||||||||||||||||||||||||||
59 |
4.54 | 5.39 | 7.46 | 11.28 | 16.72 | 3.07 | 3.49 | 5.06 | 7.33 | 10.75 | 4.25 | 5.01 | 6.98 | 10.49 | 15.53 | |||||||||||||||||||||||||||||||||||||||||||||
60 |
5.00 | 5.91 | 8.21 | 12.35 | 18.42 | 3.32 | 3.77 | 5.47 | 7.87 | 11.61 | 4.66 | 5.48 | 7.66 | 11.45 | 17.06 | |||||||||||||||||||||||||||||||||||||||||||||
61 |
5.56 | 6.51 | 9.05 | 13.78 | 20.54 | 3.59 | 4.10 | 5.93 | 8.51 | 12.58 | 5.17 | 6.03 | 8.43 | 12.73 | 18.95 | |||||||||||||||||||||||||||||||||||||||||||||
62 |
6.22 | 7.19 | 10.00 | 15.54 | 23.06 | 3.89 | 4.48 | 6.45 | 9.26 | 13.67 | 5.75 | 6.65 | 9.29 | 14.28 | 21.18 | |||||||||||||||||||||||||||||||||||||||||||||
63 |
6.97 | 8.00 | 11.10 | 17.58 | 25.98 | 4.23 | 4.91 | 7.03 | 10.13 | 14.94 | 6.42 | 7.38 | 10.29 | 16.09 | 23.77 | |||||||||||||||||||||||||||||||||||||||||||||
64 |
7.78 | 8.94 | 12.40 | 19.87 | 29.42 | 4.60 | 5.37 | 7.63 | 11.13 | 16.43 | 7.14 | 8.23 | 11.45 | 18.12 | 26.82 | |||||||||||||||||||||||||||||||||||||||||||||
65 |
8.65 | 10.05 | 13.95 | 22.40 | 33.61 | 4.98 | 5.82 | 8.17 | 12.23 | 18.19 | 7.92 | 9.20 | 12.79 | 20.37 | 30.53 | |||||||||||||||||||||||||||||||||||||||||||||
66 |
9.55 | 11.36 | 15.78 | 25.19 | 38.74 | 5.36 | 6.23 | 8.59 | 13.43 | 20.28 | 8.71 | 10.33 | 14.34 | 22.84 | 35.05 | |||||||||||||||||||||||||||||||||||||||||||||
67 |
10.52 | 12.85 | 17.87 | 28.23 | 44.58 | 5.77 | 6.66 | 9.00 | 14.78 | 22.68 | 9.57 | 11.61 | 16.10 | 25.54 | 40.20 | |||||||||||||||||||||||||||||||||||||||||||||
68 |
11.58 | 14.52 | 20.21 | 31.53 | 50.71 | 6.27 | 7.20 | 9.58 | 16.35 | 25.35 | 10.52 | 13.06 | 18.08 | 28.49 | 45.64 | |||||||||||||||||||||||||||||||||||||||||||||
69 |
12.79 | 16.35 | 22.77 | 35.07 | 56.63 | 6.91 | 7.97 | 10.53 | 18.25 | 28.23 | 11.61 | 14.67 | 20.32 | 31.71 | 50.95 | |||||||||||||||||||||||||||||||||||||||||||||
70 |
14.18 | 18.35 | 25.57 | 38.84 | 61.72 | 7.75 | 9.08 | 12.10 | 20.57 | 31.25 | 12.89 | 16.50 | 22.88 | 35.19 | 55.63 | |||||||||||||||||||||||||||||||||||||||||||||
71 |
15.55 | 20.13 | 28.06 | 41.89 | 66.57 | 8.60 | 10.09 | 13.45 | 22.68 | 34.39 | 14.16 | 18.12 | 25.14 | 38.05 | 60.13 | |||||||||||||||||||||||||||||||||||||||||||||
72 |
17.04 | 22.06 | 30.77 | 45.13 | 71.74 | 9.56 | 11.22 | 14.97 | 24.90 | 37.87 | 15.54 | 19.89 | 27.61 | 41.08 | 64.97 | |||||||||||||||||||||||||||||||||||||||||||||
73 |
18.64 | 24.14 | 33.68 | 48.56 | 77.21 | 10.63 | 12.47 | 16.66 | 27.40 | 41.68 | 17.04 | 21.81 | 30.28 | 44.33 | 70.10 | |||||||||||||||||||||||||||||||||||||||||||||
74 |
20.35 | 26.38 | 36.81 | 52.16 | 82.95 | 11.81 | 13.86 | 18.53 | 30.12 | 45.84 | 18.64 | 23.88 | 33.15 | 47.75 | 75.53 | |||||||||||||||||||||||||||||||||||||||||||||
75 |
22.19 | 28.77 | 40.16 | 55.92 | 88.95 | 13.11 | 15.39 | 20.58 | 33.08 | 50.35 | 20.37 | 26.09 | 36.24 | 51.35 | 81.23 | |||||||||||||||||||||||||||||||||||||||||||||
| SAFECO-Term 15 | SAFECO-Term 15 | SAFECO-Term 15 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Guaranteed Premium Rates - Male Riders | Guaranteed Premium Rates - Female Riders | Guaranteed Premium Rates - Unisex Riders | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Issue | Select | Preferred | Standard | Preferred | Standard | Select | Preferred | Standard | Preferred | Standard | Select | Preferred | Standard | Preferred | Standard | |||||||||||||||||||||||||||||||||||||||||||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||||||||||||||||||||||||||||||||||||||||||
15 |
0.00 | 0.00 | 1.28 | 0.00 | 2.71 | 0.00 | 0.00 | 1.09 | 0.00 | 2.13 | 0.00 | 0.00 | 1.24 | 0.00 | 2.59 | |||||||||||||||||||||||||||||||||||||||||||||
16 |
0.00 | 0.00 | 1.28 | 0.00 | 2.71 | 0.00 | 0.00 | 1.09 | 0.00 | 2.13 | 0.00 | 0.00 | 1.24 | 0.00 | 2.59 | |||||||||||||||||||||||||||||||||||||||||||||
17 |
0.00 | 0.00 | 1.28 | 0.00 | 2.71 | 0.00 | 0.00 | 1.09 | 0.00 | 2.13 | 0.00 | 0.00 | 1.24 | 0.00 | 2.59 | |||||||||||||||||||||||||||||||||||||||||||||
18 |
0.00 | 0.00 | 1.28 | 0.00 | 2.71 | 0.00 | 0.00 | 1.09 | 0.00 | 2.13 | 0.00 | 0.00 | 1.24 | 0.00 | 2.59 | |||||||||||||||||||||||||||||||||||||||||||||
19 |
0.00 | 0.00 | 1.28 | 0.00 | 2.71 | 0.00 | 0.00 | 1.09 | 0.00 | 2.13 | 0.00 | 0.00 | 1.24 | 0.00 | 2.59 | |||||||||||||||||||||||||||||||||||||||||||||
20 |
0.90 | 1.00 | 1.28 | 1.74 | 2.71 | 0.83 | 0.92 | 1.09 | 1.45 | 2.13 | 0.89 | 0.98 | 1.24 | 1.68 | 2.59 | |||||||||||||||||||||||||||||||||||||||||||||
21 |
0.90 | 1.00 | 1.28 | 1.74 | 2.71 | 0.83 | 0.92 | 1.09 | 1.45 | 2.13 | 0.89 | 0.98 | 1.24 | 1.68 | 2.59 | |||||||||||||||||||||||||||||||||||||||||||||
22 |
0.90 | 1.00 | 1.28 | 1.74 | 2.71 | 0.83 | 0.92 | 1.09 | 1.45 | 2.13 | 0.89 | 0.98 | 1.24 | 1.68 | 2.59 | |||||||||||||||||||||||||||||||||||||||||||||
23 |
0.90 | 1.00 | 1.28 | 1.74 | 2.71 | 0.83 | 0.92 | 1.09 | 1.45 | 2.13 | 0.89 | 0.98 | 1.24 | 1.68 | 2.59 | |||||||||||||||||||||||||||||||||||||||||||||
24 |
0.90 | 1.00 | 1.28 | 1.74 | 2.71 | 0.83 | 0.92 | 1.09 | 1.45 | 2.13 | 0.89 | 0.98 | 1.24 | 1.68 | 2.59 | |||||||||||||||||||||||||||||||||||||||||||||
25 |
0.90 | 1.00 | 1.28 | 1.74 | 2.71 | 0.83 | 0.92 | 1.10 | 1.46 | 2.15 | 0.89 | 0.98 | 1.24 | 1.68 | 2.60 | |||||||||||||||||||||||||||||||||||||||||||||
26 |
0.90 | 1.00 | 1.28 | 1.76 | 2.72 | 0.83 | 0.92 | 1.11 | 1.48 | 2.18 | 0.89 | 0.98 | 1.25 | 1.70 | 2.61 | |||||||||||||||||||||||||||||||||||||||||||||
27 |
0.90 | 1.00 | 1.28 | 1.79 | 2.73 | 0.83 | 0.92 | 1.11 | 1.50 | 2.22 | 0.89 | 0.98 | 1.25 | 1.73 | 2.63 | |||||||||||||||||||||||||||||||||||||||||||||
28 |
0.90 | 1.00 | 1.28 | 1.82 | 2.75 | 0.84 | 0.92 | 1.12 | 1.52 | 2.27 | 0.89 | 0.98 | 1.25 | 1.76 | 2.65 | |||||||||||||||||||||||||||||||||||||||||||||
29 |
0.90 | 1.00 | 1.29 | 1.86 | 2.77 | 0.84 | 0.92 | 1.13 | 1.55 | 2.32 | 0.89 | 0.98 | 1.26 | 1.80 | 2.68 | |||||||||||||||||||||||||||||||||||||||||||||
30 |
0.90 | 1.01 | 1.30 | 1.90 | 2.80 | 0.84 | 0.92 | 1.14 | 1.58 | 2.37 | 0.89 | 0.99 | 1.27 | 1.84 | 2.71 | |||||||||||||||||||||||||||||||||||||||||||||
31 |
0.90 | 1.02 | 1.32 | 1.94 | 2.84 | 0.84 | 0.92 | 1.15 | 1.60 | 2.40 | 0.89 | 1.00 | 1.29 | 1.87 | 2.75 | |||||||||||||||||||||||||||||||||||||||||||||
32 |
0.90 | 1.03 | 1.34 | 1.99 | 2.89 | 0.84 | 0.92 | 1.16 | 1.62 | 2.43 | 0.89 | 1.01 | 1.30 | 1.92 | 2.80 | |||||||||||||||||||||||||||||||||||||||||||||
33 |
0.91 | 1.04 | 1.37 | 2.04 | 2.95 | 0.84 | 0.93 | 1.17 | 1.65 | 2.46 | 0.90 | 1.02 | 1.33 | 1.96 | 2.85 | |||||||||||||||||||||||||||||||||||||||||||||
34 |
0.92 | 1.05 | 1.40 | 2.10 | 3.02 | 0.84 | 0.95 | 1.20 | 1.69 | 2.52 | 0.90 | 1.03 | 1.36 | 2.02 | 2.92 | |||||||||||||||||||||||||||||||||||||||||||||
35 |
0.95 | 1.07 | 1.43 | 2.16 | 3.08 | 0.85 | 0.97 | 1.23 | 1.76 | 2.61 | 0.93 | 1.05 | 1.39 | 2.08 | 2.99 | |||||||||||||||||||||||||||||||||||||||||||||
36 |
0.98 | 1.09 | 1.45 | 2.21 | 3.13 | 0.87 | 1.00 | 1.28 | 1.86 | 2.75 | 0.96 | 1.07 | 1.42 | 2.14 | 3.05 | |||||||||||||||||||||||||||||||||||||||||||||
37 |
1.01 | 1.12 | 1.47 | 2.25 | 3.19 | 0.91 | 1.05 | 1.34 | 2.00 | 2.93 | 0.99 | 1.11 | 1.44 | 2.20 | 3.14 | |||||||||||||||||||||||||||||||||||||||||||||
38 |
1.06 | 1.19 | 1.51 | 2.33 | 3.28 | 0.96 | 1.10 | 1.41 | 2.15 | 3.13 | 1.04 | 1.17 | 1.49 | 2.29 | 3.25 | |||||||||||||||||||||||||||||||||||||||||||||
39 |
1.10 | 1.26 | 1.62 | 2.50 | 3.45 | 1.01 | 1.15 | 1.49 | 2.31 | 3.36 | 1.08 | 1.24 | 1.55 | 2.43 | 3.43 | |||||||||||||||||||||||||||||||||||||||||||||
40 |
1.16 | 1.34 | 1.72 | 2.70 | 3.73 | 1.06 | 1.22 | 1.58 | 2.49 | 3.60 | 1.14 | 1.32 | 1.65 | 2.64 | 3.70 | |||||||||||||||||||||||||||||||||||||||||||||
41 |
1.24 | 1.42 | 1.83 | 3.02 | 4.15 | 1.12 | 1.27 | 1.68 | 2.67 | 3.85 | 1.22 | 1.39 | 1.80 | 2.95 | 4.09 | |||||||||||||||||||||||||||||||||||||||||||||
42 |
1.32 | 1.51 | 2.03 | 3.45 | 4.69 | 1.17 | 1.33 | 1.78 | 2.87 | 4.11 | 1.29 | 1.47 | 1.98 | 3.33 | 4.57 | |||||||||||||||||||||||||||||||||||||||||||||
43 |
1.44 | 1.64 | 2.26 | 3.94 | 5.31 | 1.23 | 1.39 | 1.90 | 3.07 | 4.39 | 1.40 | 1.59 | 2.19 | 3.77 | 5.13 | |||||||||||||||||||||||||||||||||||||||||||||
44 |
1.58 | 1.81 | 2.50 | 4.44 | 5.98 | 1.30 | 1.47 | 2.02 | 3.29 | 4.70 | 1.52 | 1.74 | 2.40 | 4.21 | 5.72 | |||||||||||||||||||||||||||||||||||||||||||||
45 |
1.73 | 1.98 | 2.76 | 4.93 | 6.67 | 1.37 | 1.56 | 2.14 | 3.52 | 5.04 | 1.66 | 1.90 | 2.64 | 4.65 | 6.34 | |||||||||||||||||||||||||||||||||||||||||||||
46 |
1.87 | 2.15 | 3.02 | 5.38 | 7.36 | 1.45 | 1.66 | 2.26 | 3.76 | 5.41 | 1.79 | 2.05 | 2.87 | 5.06 | 6.97 | |||||||||||||||||||||||||||||||||||||||||||||
47 |
2.01 | 2.33 | 3.28 | 5.81 | 8.07 | 1.54 | 1.77 | 2.39 | 4.01 | 5.81 | 1.92 | 2.22 | 3.10 | 5.45 | 7.62 | |||||||||||||||||||||||||||||||||||||||||||||
48 |
2.16 | 2.52 | 3.57 | 6.26 | 8.83 | 1.63 | 1.89 | 2.53 | 4.28 | 6.25 | 2.05 | 2.39 | 3.36 | 5.86 | 8.31 | |||||||||||||||||||||||||||||||||||||||||||||
49 |
2.33 | 2.73 | 3.88 | 6.76 | 9.64 | 1.74 | 2.01 | 2.68 | 4.58 | 6.71 | 2.21 | 2.59 | 3.64 | 6.32 | 9.05 | |||||||||||||||||||||||||||||||||||||||||||||
50 |
2.51 | 2.96 | 4.21 | 7.32 | 10.51 | 1.84 | 2.14 | 2.84 | 4.90 | 7.19 | 2.38 | 2.80 | 3.94 | 6.84 | 9.85 | |||||||||||||||||||||||||||||||||||||||||||||
51 |
2.72 | 3.21 | 4.56 | 7.96 | 11.44 | 1.95 | 2.27 | 3.01 | 5.25 | 7.67 | 2.57 | 3.02 | 4.25 | 7.42 | 10.69 | |||||||||||||||||||||||||||||||||||||||||||||
52 |
2.94 | 3.48 | 4.94 | 8.67 | 12.46 | 2.06 | 2.41 | 3.20 | 5.64 | 8.17 | 2.76 | 3.27 | 4.59 | 8.06 | 11.60 | |||||||||||||||||||||||||||||||||||||||||||||
53 |
3.20 | 3.79 | 5.37 | 9.46 | 13.57 | 2.18 | 2.55 | 3.41 | 6.06 | 8.73 | 3.00 | 3.54 | 4.98 | 8.78 | 12.60 | |||||||||||||||||||||||||||||||||||||||||||||
54 |
3.47 | 4.13 | 5.85 | 10.30 | 14.76 | 2.33 | 2.72 | 3.66 | 6.50 | 9.39 | 3.24 | 3.85 | 5.41 | 9.54 | 13.69 | |||||||||||||||||||||||||||||||||||||||||||||
55 |
3.76 | 4.49 | 6.38 | 11.17 | 15.99 | 2.50 | 2.91 | 3.95 | 6.95 | 10.19 | 3.51 | 4.17 | 5.89 | 10.33 | 14.83 | |||||||||||||||||||||||||||||||||||||||||||||
56 |
4.06 | 4.88 | 6.96 | 12.04 | 17.23 | 2.71 | 3.12 | 4.29 | 7.39 | 11.16 | 3.79 | 4.53 | 6.43 | 11.11 | 16.02 | |||||||||||||||||||||||||||||||||||||||||||||
57 |
4.38 | 5.30 | 7.61 | 12.95 | 18.53 | 2.95 | 3.36 | 4.68 | 7.85 | 12.28 | 4.09 | 4.91 | 7.02 | 11.93 | 17.28 | |||||||||||||||||||||||||||||||||||||||||||||
58 |
4.75 | 5.79 | 8.35 | 13.97 | 20.00 | 3.22 | 3.64 | 5.13 | 8.36 | 13.50 | 4.44 | 5.36 | 7.71 | 12.85 | 18.70 | |||||||||||||||||||||||||||||||||||||||||||||
59 |
5.17 | 6.37 | 9.23 | 15.21 | 21.83 | 3.50 | 3.95 | 5.63 | 8.99 | 14.82 | 4.84 | 5.89 | 8.51 | 13.97 | 20.43 | |||||||||||||||||||||||||||||||||||||||||||||
60 |
5.68 | 7.08 | 10.28 | 16.79 | 24.29 | 3.77 | 4.29 | 6.18 | 9.76 | 16.21 | 5.30 | 6.52 | 9.46 | 15.38 | 22.67 | |||||||||||||||||||||||||||||||||||||||||||||
61 |
6.29 | 7.94 | 11.55 | 18.81 | 27.59 | 4.02 | 4.66 | 6.78 | 10.72 | 17.69 | 5.84 | 7.28 | 10.60 | 17.19 | 25.61 | |||||||||||||||||||||||||||||||||||||||||||||
62 |
6.99 | 8.95 | 13.02 | 21.19 | 31.51 | 4.27 | 5.09 | 7.45 | 11.86 | 19.27 | 6.45 | 8.18 | 11.91 | 19.32 | 29.06 | |||||||||||||||||||||||||||||||||||||||||||||
63 |
7.77 | 10.06 | 14.62 | 23.76 | 35.65 | 4.56 | 5.58 | 8.21 | 13.14 | 20.91 | 7.13 | 9.16 | 13.34 | 21.64 | 32.70 | |||||||||||||||||||||||||||||||||||||||||||||
64 |
8.62 | 11.24 | 16.30 | 26.30 | 39.52 | 4.92 | 6.17 | 9.07 | 14.50 | 22.53 | 7.88 | 10.23 | 14.85 | 23.94 | 36.12 | |||||||||||||||||||||||||||||||||||||||||||||
65 |
9.52 | 12.46 | 17.98 | 28.60 | 42.54 | 5.39 | 6.86 | 10.04 | 15.88 | 23.99 | 8.69 | 11.34 | 16.39 | 26.06 | 38.83 | |||||||||||||||||||||||||||||||||||||||||||||
66 |
0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | ||||||||||||||||||||||||||||||||||||||||||||||||||
67 |
0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | ||||||||||||||||||||||||||||||||||||||||||||||||||
68 |
0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | ||||||||||||||||||||||||||||||||||||||||||||||||||
69 |
0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | ||||||||||||||||||||||||||||||||||||||||||||||||||
70 |
0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | ||||||||||||||||||||||||||||||||||||||||||||||||||
71 |
0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | ||||||||||||||||||||||||||||||||||||||||||||||||||
72 |
0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | ||||||||||||||||||||||||||||||||||||||||||||||||||
73 |
0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | ||||||||||||||||||||||||||||||||||||||||||||||||||
74 |
0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | ||||||||||||||||||||||||||||||||||||||||||||||||||
75 |
0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| SAFECO-Term 20 | SAFECO-Term 20 | SAFECO-Term 20 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Guaranteed Premium Rates - Male Riders | Guaranteed Premium Rates - Female Riders | Guaranteed Premium Rates - Unisex Riders | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Issue | Select | Preferred | Standard | Preferred | Standard | Select | Preferred | Standard | Preferred | Standard | Select | Preferred | Standard | Preferred | Standard | |||||||||||||||||||||||||||||||||||||||||||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||||||||||||||||||||||||||||||||||||||||||
15 |
0.00 | 0.00 | 1.55 | 0.00 | 3.20 | 0.00 | 0.00 | 1.33 | 0.00 | 2.32 | 0.00 | 0.00 | 1.51 | 0.00 | 3.02 | |||||||||||||||||||||||||||||||||||||||||||||
16 |
0.00 | 0.00 | 1.55 | 0.00 | 3.20 | 0.00 | 0.00 | 1.33 | 0.00 | 2.32 | 0.00 | 0.00 | 1.51 | 0.00 | 3.02 | |||||||||||||||||||||||||||||||||||||||||||||
17 |
0.00 | 0.00 | 1.55 | 0.00 | 3.20 | 0.00 | 0.00 | 1.33 | 0.00 | 2.32 | 0.00 | 0.00 | 1.51 | 0.00 | 3.02 | |||||||||||||||||||||||||||||||||||||||||||||
18 |
0.00 | 0.00 | 1.55 | 0.00 | 3.20 | 0.00 | 0.00 | 1.33 | 0.00 | 2.32 | 0.00 | 0.00 | 1.51 | 0.00 | 3.02 | |||||||||||||||||||||||||||||||||||||||||||||
19 |
0.00 | 0.00 | 1.55 | 0.00 | 3.20 | 0.00 | 0.00 | 1.33 | 0.00 | 2.32 | 0.00 | 0.00 | 1.51 | 0.00 | 3.02 | |||||||||||||||||||||||||||||||||||||||||||||
20 |
1.04 | 1.22 | 1.55 | 2.09 | 3.20 | 0.91 | 1.04 | 1.33 | 1.59 | 2.32 | 1.01 | 1.18 | 1.51 | 1.99 | 3.02 | |||||||||||||||||||||||||||||||||||||||||||||
21 |
1.04 | 1.22 | 1.55 | 2.09 | 3.20 | 0.91 | 1.04 | 1.33 | 1.59 | 2.32 | 1.01 | 1.18 | 1.51 | 1.99 | 3.02 | |||||||||||||||||||||||||||||||||||||||||||||
22 |
1.04 | 1.22 | 1.55 | 2.09 | 3.20 | 0.91 | 1.04 | 1.33 | 1.59 | 2.32 | 1.01 | 1.18 | 1.51 | 1.99 | 3.02 | |||||||||||||||||||||||||||||||||||||||||||||
23 |
1.04 | 1.22 | 1.55 | 2.09 | 3.20 | 0.91 | 1.04 | 1.33 | 1.59 | 2.32 | 1.01 | 1.18 | 1.51 | 1.99 | 3.02 | |||||||||||||||||||||||||||||||||||||||||||||
24 |
1.04 | 1.22 | 1.55 | 2.09 | 3.20 | 0.91 | 1.04 | 1.33 | 1.59 | 2.32 | 1.01 | 1.18 | 1.51 | 1.99 | 3.02 | |||||||||||||||||||||||||||||||||||||||||||||
25 |
1.04 | 1.22 | 1.55 | 2.09 | 3.20 | 0.92 | 1.05 | 1.33 | 1.59 | 2.35 | 1.02 | 1.19 | 1.51 | 1.99 | 3.03 | |||||||||||||||||||||||||||||||||||||||||||||
26 |
1.04 | 1.22 | 1.56 | 2.11 | 3.20 | 0.93 | 1.05 | 1.34 | 1.62 | 2.40 | 1.02 | 1.19 | 1.52 | 2.01 | 3.04 | |||||||||||||||||||||||||||||||||||||||||||||
27 |
1.05 | 1.23 | 1.58 | 2.13 | 3.20 | 0.94 | 1.05 | 1.35 | 1.66 | 2.46 | 1.03 | 1.19 | 1.53 | 2.04 | 3.05 | |||||||||||||||||||||||||||||||||||||||||||||
28 |
1.05 | 1.24 | 1.59 | 2.16 | 3.20 | 0.94 | 1.05 | 1.37 | 1.72 | 2.54 | 1.03 | 1.20 | 1.55 | 2.07 | 3.07 | |||||||||||||||||||||||||||||||||||||||||||||
29 |
1.05 | 1.25 | 1.61 | 2.20 | 3.22 | 0.95 | 1.05 | 1.38 | 1.77 | 2.62 | 1.03 | 1.21 | 1.56 | 2.11 | 3.10 | |||||||||||||||||||||||||||||||||||||||||||||
30 |
1.06 | 1.26 | 1.63 | 2.25 | 3.28 | 0.96 | 1.05 | 1.40 | 1.83 | 2.70 | 1.04 | 1.22 | 1.58 | 2.17 | 3.16 | |||||||||||||||||||||||||||||||||||||||||||||
31 |
1.06 | 1.27 | 1.64 | 2.30 | 3.38 | 0.96 | 1.06 | 1.41 | 1.88 | 2.76 | 1.04 | 1.23 | 1.59 | 2.22 | 3.26 | |||||||||||||||||||||||||||||||||||||||||||||
32 |
1.06 | 1.28 | 1.64 | 2.36 | 3.51 | 0.96 | 1.08 | 1.42 | 1.93 | 2.81 | 1.04 | 1.24 | 1.59 | 2.27 | 3.37 | |||||||||||||||||||||||||||||||||||||||||||||
33 |
1.07 | 1.30 | 1.66 | 2.44 | 3.68 | 0.96 | 1.11 | 1.43 | 2.00 | 2.88 | 1.05 | 1.26 | 1.61 | 2.35 | 3.52 | |||||||||||||||||||||||||||||||||||||||||||||
34 |
1.08 | 1.33 | 1.68 | 2.54 | 3.87 | 0.96 | 1.14 | 1.45 | 2.07 | 2.97 | 1.06 | 1.29 | 1.63 | 2.45 | 3.69 | |||||||||||||||||||||||||||||||||||||||||||||
35 |
1.10 | 1.37 | 1.73 | 2.68 | 4.08 | 0.97 | 1.18 | 1.47 | 2.17 | 3.12 | 1.07 | 1.33 | 1.68 | 2.58 | 3.89 | |||||||||||||||||||||||||||||||||||||||||||||
36 |
1.14 | 1.43 | 1.80 | 2.85 | 4.31 | 1.00 | 1.23 | 1.53 | 2.30 | 3.33 | 1.11 | 1.39 | 1.75 | 2.74 | 4.11 | |||||||||||||||||||||||||||||||||||||||||||||
37 |
1.18 | 1.51 | 1.89 | 3.07 | 4.56 | 1.04 | 1.30 | 1.61 | 2.44 | 3.59 | 1.15 | 1.47 | 1.83 | 2.94 | 4.37 | |||||||||||||||||||||||||||||||||||||||||||||
38 |
1.24 | 1.60 | 2.01 | 3.32 | 4.86 | 1.09 | 1.37 | 1.71 | 2.61 | 3.90 | 1.21 | 1.55 | 1.95 | 3.18 | 4.67 | |||||||||||||||||||||||||||||||||||||||||||||
39 |
1.32 | 1.70 | 2.15 | 3.62 | 5.22 | 1.15 | 1.44 | 1.81 | 2.80 | 4.22 | 1.29 | 1.65 | 2.08 | 3.46 | 5.02 | |||||||||||||||||||||||||||||||||||||||||||||
40 |
1.41 | 1.81 | 2.32 | 3.97 | 5.66 | 1.21 | 1.52 | 1.92 | 3.01 | 4.55 | 1.37 | 1.75 | 2.24 | 3.78 | 5.44 | |||||||||||||||||||||||||||||||||||||||||||||
41 |
1.52 | 1.92 | 2.52 | 4.39 | 6.20 | 1.27 | 1.60 | 2.03 | 3.24 | 4.88 | 1.47 | 1.86 | 2.42 | 4.16 | 5.94 | |||||||||||||||||||||||||||||||||||||||||||||
42 |
1.64 | 2.04 | 2.76 | 4.86 | 6.83 | 1.33 | 1.68 | 2.15 | 3.48 | 5.23 | 1.58 | 1.97 | 2.64 | 4.58 | 6.51 | |||||||||||||||||||||||||||||||||||||||||||||
43 |
1.78 | 2.18 | 3.02 | 5.38 | 7.53 | 1.41 | 1.77 | 2.28 | 3.75 | 5.59 | 1.71 | 2.10 | 2.87 | 5.05 | 7.14 | |||||||||||||||||||||||||||||||||||||||||||||
44 |
1.94 | 2.33 | 3.30 | 5.93 | 8.28 | 1.49 | 1.86 | 2.43 | 4.03 | 5.99 | 1.85 | 2.24 | 3.13 | 5.55 | 7.82 | |||||||||||||||||||||||||||||||||||||||||||||
45 |
2.11 | 2.51 | 3.60 | 6.51 | 9.07 | 1.58 | 1.97 | 2.58 | 4.32 | 6.42 | 2.00 | 2.40 | 3.40 | 6.07 | 8.54 | |||||||||||||||||||||||||||||||||||||||||||||
46 |
2.30 | 2.72 | 3.91 | 7.10 | 9.88 | 1.69 | 2.09 | 2.75 | 4.62 | 6.89 | 2.18 | 2.59 | 3.68 | 6.60 | 9.28 | |||||||||||||||||||||||||||||||||||||||||||||
47 |
2.51 | 2.95 | 4.25 | 7.72 | 10.74 | 1.81 | 2.22 | 2.93 | 4.94 | 7.40 | 2.37 | 2.80 | 3.99 | 7.16 | 10.07 | |||||||||||||||||||||||||||||||||||||||||||||
48 |
2.74 | 3.22 | 4.61 | 8.38 | 11.66 | 1.95 | 2.36 | 3.13 | 5.27 | 7.94 | 2.58 | 3.05 | 4.31 | 7.76 | 10.92 | |||||||||||||||||||||||||||||||||||||||||||||
49 |
2.98 | 3.50 | 4.99 | 9.09 | 12.66 | 2.09 | 2.51 | 3.34 | 5.63 | 8.52 | 2.80 | 3.30 | 4.66 | 8.40 | 11.83 | |||||||||||||||||||||||||||||||||||||||||||||
50 |
3.23 | 3.79 | 5.39 | 9.85 | 13.77 | 2.24 | 2.68 | 3.56 | 6.02 | 9.12 | 3.03 | 3.57 | 5.02 | 9.08 | 12.84 | |||||||||||||||||||||||||||||||||||||||||||||
51 |
3.47 | 4.09 | 5.80 | 10.67 | 15.00 | 2.38 | 2.86 | 3.79 | 6.44 | 9.74 | 3.25 | 3.84 | 5.40 | 9.82 | 13.95 | |||||||||||||||||||||||||||||||||||||||||||||
52 |
3.70 | 4.39 | 6.23 | 11.55 | 16.32 | 2.53 | 3.05 | 4.03 | 6.88 | 10.38 | 3.47 | 4.12 | 5.79 | 10.62 | 15.13 | |||||||||||||||||||||||||||||||||||||||||||||
53 |
3.98 | 4.74 | 6.70 | 12.50 | 17.73 | 2.69 | 3.26 | 4.30 | 7.36 | 11.06 | 3.72 | 4.44 | 6.22 | 11.47 | 16.40 | |||||||||||||||||||||||||||||||||||||||||||||
54 |
4.34 | 5.14 | 7.24 | 13.52 | 19.24 | 2.87 | 3.49 | 4.61 | 7.87 | 11.80 | 4.05 | 4.81 | 6.71 | 12.39 | 17.75 | |||||||||||||||||||||||||||||||||||||||||||||
55 |
4.86 | 5.63 | 7.90 | 14.67 | 20.89 | 3.09 | 3.75 | 4.96 | 8.44 | 12.65 | 4.51 | 5.25 | 7.31 | 13.42 | 19.24 | |||||||||||||||||||||||||||||||||||||||||||||
56 |
5.60 | 6.24 | 8.70 | 15.97 | 22.72 | 3.35 | 4.05 | 5.38 | 9.07 | 13.64 | 5.15 | 5.80 | 8.04 | 14.59 | 20.90 | |||||||||||||||||||||||||||||||||||||||||||||
57 |
6.49 | 6.94 | 9.62 | 17.40 | 24.70 | 3.65 | 4.38 | 5.86 | 9.77 | 14.75 | 5.92 | 6.43 | 8.87 | 15.87 | 22.71 | |||||||||||||||||||||||||||||||||||||||||||||
58 |
7.44 | 7.70 | 10.62 | 18.89 | 26.70 | 3.98 | 4.74 | 6.39 | 10.51 | 15.89 | 6.75 | 7.11 | 9.77 | 17.21 | 24.54 | |||||||||||||||||||||||||||||||||||||||||||||
59 |
8.29 | 8.47 | 11.63 | 20.33 | 28.56 | 4.30 | 5.12 | 6.93 | 11.25 | 16.93 | 7.49 | 7.80 | 10.69 | 18.51 | 26.23 | |||||||||||||||||||||||||||||||||||||||||||||
60 |
8.90 | 9.16 | 12.57 | 21.55 | 30.00 | 4.58 | 5.48 | 7.46 | 11.90 | 17.69 | 8.04 | 8.42 | 11.55 | 19.62 | 27.54 | |||||||||||||||||||||||||||||||||||||||||||||
| Ultimate Premium Rates - Males - All Bands | Ultimate Premium Rates - Females - All Bands | Ultimate Premium Rates - Unisex - All Bands | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Attained | Select | Preferred | Standard | Preferred | Standard | Select | Preferred | Standard | Preferred | Standard | Select | Preferred | Standard | Preferred | Standard | |||||||||||||||||||||||||||||||||||||||||||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||||||||||||||||||||||||||||||||||||||||||
25 |
1.72 | 1.81 | 1.92 | 2.70 | 2.81 | 1.40 | 1.48 | 1.57 | 1.68 | 1.75 | 1.66 | 1.75 | 1.85 | 2.49 | 2.59 | |||||||||||||||||||||||||||||||||||||||||||||
26 |
1.74 | 1.84 | 1.95 | 2.80 | 2.91 | 1.44 | 1.52 | 1.61 | 1.74 | 1.81 | 1.68 | 1.78 | 1.88 | 2.59 | 2.69 | |||||||||||||||||||||||||||||||||||||||||||||
27 |
1.76 | 1.85 | 1.96 | 2.82 | 2.93 | 1.46 | 1.55 | 1.64 | 1.79 | 1.86 | 1.70 | 1.79 | 1.90 | 2.61 | 2.72 | |||||||||||||||||||||||||||||||||||||||||||||
28 |
1.78 | 1.88 | 1.99 | 2.86 | 2.98 | 1.50 | 1.58 | 1.68 | 1.86 | 1.93 | 1.72 | 1.82 | 1.93 | 2.66 | 2.77 | |||||||||||||||||||||||||||||||||||||||||||||
29 |
1.82 | 1.92 | 2.03 | 2.91 | 3.02 | 1.55 | 1.64 | 1.73 | 1.94 | 2.01 | 1.76 | 1.86 | 1.97 | 2.71 | 2.82 | |||||||||||||||||||||||||||||||||||||||||||||
30 |
1.85 | 1.96 | 2.07 | 2.97 | 3.09 | 1.60 | 1.69 | 1.79 | 2.02 | 2.10 | 1.80 | 1.90 | 2.01 | 2.78 | 2.90 | |||||||||||||||||||||||||||||||||||||||||||||
31 |
1.89 | 1.99 | 2.11 | 3.07 | 3.20 | 1.65 | 1.74 | 1.84 | 2.10 | 2.19 | 1.84 | 1.94 | 2.06 | 2.88 | 2.99 | |||||||||||||||||||||||||||||||||||||||||||||
32 |
1.94 | 2.04 | 2.16 | 3.20 | 3.32 | 1.69 | 1.79 | 1.89 | 2.19 | 2.28 | 1.89 | 1.99 | 2.11 | 2.99 | 3.11 | |||||||||||||||||||||||||||||||||||||||||||||
33 |
2.01 | 2.12 | 2.25 | 3.36 | 3.50 | 1.76 | 1.85 | 1.96 | 2.30 | 2.39 | 1.96 | 2.07 | 2.19 | 3.15 | 3.28 | |||||||||||||||||||||||||||||||||||||||||||||
34 |
2.11 | 2.22 | 2.35 | 3.56 | 3.70 | 1.84 | 1.94 | 2.06 | 2.43 | 2.53 | 2.05 | 2.17 | 2.29 | 3.34 | 3.47 | |||||||||||||||||||||||||||||||||||||||||||||
35 |
2.20 | 2.33 | 2.46 | 3.80 | 3.96 | 1.92 | 2.03 | 2.15 | 2.58 | 2.68 | 2.15 | 2.27 | 2.40 | 3.56 | 3.70 | |||||||||||||||||||||||||||||||||||||||||||||
36 |
2.32 | 2.45 | 2.60 | 4.08 | 4.24 | 2.05 | 2.16 | 2.29 | 2.79 | 2.90 | 2.27 | 2.39 | 2.54 | 3.82 | 3.97 | |||||||||||||||||||||||||||||||||||||||||||||
37 |
2.47 | 2.61 | 2.76 | 4.42 | 4.60 | 2.20 | 2.33 | 2.46 | 3.05 | 3.17 | 2.42 | 2.55 | 2.70 | 4.15 | 4.31 | |||||||||||||||||||||||||||||||||||||||||||||
38 |
2.64 | 2.79 | 2.95 | 4.82 | 5.01 | 2.37 | 2.50 | 2.65 | 3.34 | 3.47 | 2.59 | 2.73 | 2.89 | 4.52 | 4.71 | |||||||||||||||||||||||||||||||||||||||||||||
39 |
2.82 | 2.98 | 3.15 | 5.26 | 5.47 | 2.55 | 2.70 | 2.85 | 3.66 | 3.81 | 2.77 | 2.92 | 3.09 | 4.94 | 5.14 | |||||||||||||||||||||||||||||||||||||||||||||
40 |
3.04 | 3.21 | 3.40 | 5.78 | 6.01 | 2.76 | 2.91 | 3.08 | 4.05 | 4.21 | 2.98 | 3.15 | 3.33 | 5.44 | 5.65 | |||||||||||||||||||||||||||||||||||||||||||||
41 |
3.26 | 3.44 | 3.64 | 6.34 | 6.59 | 2.99 | 3.16 | 3.34 | 4.46 | 4.63 | 3.20 | 3.38 | 3.58 | 5.96 | 6.20 | |||||||||||||||||||||||||||||||||||||||||||||
42 |
3.50 | 3.69 | 3.91 | 6.96 | 7.23 | 3.22 | 3.40 | 3.60 | 4.87 | 5.06 | 3.44 | 3.63 | 3.85 | 6.54 | 6.80 | |||||||||||||||||||||||||||||||||||||||||||||
43 |
3.78 | 3.99 | 4.22 | 7.63 | 7.94 | 3.45 | 3.64 | 3.86 | 5.27 | 5.49 | 3.71 | 3.92 | 4.15 | 7.16 | 7.45 | |||||||||||||||||||||||||||||||||||||||||||||
44 |
4.07 | 4.29 | 4.55 | 8.37 | 8.71 | 3.68 | 3.88 | 4.11 | 5.68 | 5.91 | 3.99 | 4.21 | 4.46 | 7.83 | 8.15 | |||||||||||||||||||||||||||||||||||||||||||||
45 |
4.39 | 4.64 | 4.91 | 9.14 | 9.51 | 3.93 | 4.15 | 4.40 | 6.11 | 6.36 | 4.30 | 4.54 | 4.81 | 8.54 | 8.88 | |||||||||||||||||||||||||||||||||||||||||||||
46 |
4.76 | 5.02 | 5.32 | 9.96 | 10.36 | 4.20 | 4.43 | 4.69 | 6.57 | 6.83 | 4.65 | 4.90 | 5.19 | 9.28 | 9.66 | |||||||||||||||||||||||||||||||||||||||||||||
47 |
5.13 | 5.42 | 5.74 | 10.84 | 11.27 | 4.50 | 4.75 | 5.03 | 7.03 | 7.31 | 5.01 | 5.28 | 5.60 | 10.08 | 10.48 | |||||||||||||||||||||||||||||||||||||||||||||
48 |
5.56 | 5.87 | 6.21 | 11.79 | 12.26 | 4.81 | 5.07 | 5.37 | 7.53 | 7.83 | 5.41 | 5.71 | 6.04 | 10.94 | 11.37 | |||||||||||||||||||||||||||||||||||||||||||||
49 |
6.02 | 6.35 | 6.72 | 12.83 | 13.34 | 5.14 | 5.43 | 5.75 | 8.08 | 8.41 | 5.84 | 6.17 | 6.53 | 11.88 | 12.35 | |||||||||||||||||||||||||||||||||||||||||||||
50 |
6.54 | 6.90 | 7.31 | 13.97 | 14.52 | 5.53 | 5.84 | 6.18 | 8.67 | 9.02 | 6.34 | 6.69 | 7.08 | 12.91 | 13.42 | |||||||||||||||||||||||||||||||||||||||||||||
51 |
7.13 | 7.53 | 7.97 | 15.27 | 15.88 | 5.96 | 6.29 | 6.66 | 9.30 | 9.67 | 6.90 | 7.28 | 7.71 | 14.08 | 14.64 | |||||||||||||||||||||||||||||||||||||||||||||
52 |
7.82 | 8.25 | 8.74 | 16.73 | 17.40 | 6.44 | 6.80 | 7.20 | 10.01 | 10.41 | 7.54 | 7.96 | 8.43 | 15.39 | 16.00 | |||||||||||||||||||||||||||||||||||||||||||||
53 |
8.62 | 9.10 | 9.63 | 18.40 | 19.14 | 6.97 | 7.36 | 7.79 | 10.80 | 11.24 | 8.29 | 8.75 | 9.26 | 16.88 | 17.56 | |||||||||||||||||||||||||||||||||||||||||||||
54 |
9.49 | 10.02 | 10.61 | 20.21 | 21.02 | 7.52 | 7.94 | 8.40 | 11.61 | 12.08 | 9.10 | 9.60 | 10.17 | 18.49 | 19.23 | |||||||||||||||||||||||||||||||||||||||||||||
55 |
10.47 | 11.05 | 11.70 | 22.15 | 23.03 | 8.10 | 8.55 | 9.05 | 12.44 | 12.94 | 10.00 | 10.55 | 11.17 | 20.21 | 21.02 | |||||||||||||||||||||||||||||||||||||||||||||
56 |
11.55 | 12.19 | 12.91 | 24.21 | 25.17 | 8.69 | 9.17 | 9.71 | 13.27 | 13.80 | 10.98 | 11.59 | 12.27 | 22.02 | 22.90 | |||||||||||||||||||||||||||||||||||||||||||||
57 |
12.67 | 13.38 | 14.17 | 26.37 | 27.43 | 9.26 | 9.78 | 10.35 | 14.03 | 14.59 | 11.99 | 12.66 | 13.40 | 23.90 | 24.86 | |||||||||||||||||||||||||||||||||||||||||||||
58 |
13.95 | 14.72 | 15.59 | 28.65 | 29.80 | 9.84 | 10.39 | 11.00 | 14.78 | 15.38 | 13.12 | 13.85 | 14.67 | 25.88 | 26.91 | |||||||||||||||||||||||||||||||||||||||||||||
59 |
15.35 | 16.20 | 17.16 | 31.09 | 32.34 | 10.48 | 11.07 | 11.72 | 15.59 | 16.22 | 14.38 | 15.17 | 16.07 | 27.99 | 29.11 | |||||||||||||||||||||||||||||||||||||||||||||
60 |
16.94 | 17.88 | 18.93 | 33.81 | 35.17 | 11.25 | 11.87 | 12.57 | 16.55 | 17.22 | 15.80 | 16.68 | 17.66 | 30.36 | 31.58 | |||||||||||||||||||||||||||||||||||||||||||||
61 |
18.69 | 19.73 | 20.89 | 36.89 | 38.36 | 12.19 | 12.87 | 13.62 | 17.76 | 18.47 | 17.39 | 18.36 | 19.44 | 33.06 | 34.39 | |||||||||||||||||||||||||||||||||||||||||||||
62 |
20.72 | 21.88 | 23.16 | 40.35 | 41.96 | 13.36 | 14.11 | 14.94 | 19.31 | 20.08 | 19.25 | 20.32 | 21.52 | 36.14 | 37.59 | |||||||||||||||||||||||||||||||||||||||||||||
63 |
23.01 | 24.29 | 25.72 | 44.22 | 45.99 | 14.80 | 15.63 | 16.55 | 21.19 | 22.03 | 21.37 | 22.56 | 23.88 | 39.61 | 41.20 | |||||||||||||||||||||||||||||||||||||||||||||
64 |
25.57 | 26.99 | 28.57 | 48.45 | 50.39 | 16.43 | 17.34 | 18.36 | 23.29 | 24.22 | 23.74 | 25.06 | 26.53 | 43.42 | 45.16 | |||||||||||||||||||||||||||||||||||||||||||||
65 |
28.35 | 29.93 | 31.69 | 52.93 | 55.05 | 18.17 | 19.18 | 20.31 | 25.51 | 26.53 | 26.31 | 27.78 | 29.41 | 47.45 | 49.35 | |||||||||||||||||||||||||||||||||||||||||||||
66 |
31.38 | 33.12 | 35.07 | 57.63 | 59.94 | 19.99 | 21.10 | 22.34 | 27.75 | 28.87 | 29.10 | 30.72 | 32.52 | 51.66 | 53.72 | |||||||||||||||||||||||||||||||||||||||||||||
67 |
34.61 | 36.53 | 38.68 | 62.49 | 64.99 | 21.83 | 23.04 | 24.39 | 29.93 | 31.13 | 32.05 | 33.83 | 35.82 | 55.98 | 58.22 | |||||||||||||||||||||||||||||||||||||||||||||
68 |
38.12 | 40.24 | 42.60 | 67.58 | 70.29 | 23.74 | 25.06 | 26.53 | 32.13 | 33.42 | 35.24 | 37.20 | 39.39 | 60.49 | 62.91 | |||||||||||||||||||||||||||||||||||||||||||||
69 |
42.03 | 44.36 | 46.97 | 73.12 | 76.05 | 25.87 | 27.31 | 28.91 | 34.53 | 35.91 | 38.80 | 40.95 | 43.36 | 65.41 | 68.02 | |||||||||||||||||||||||||||||||||||||||||||||
70 |
49.53 | 52.29 | 55.36 | 84.50 | 87.88 | 30.25 | 31.93 | 33.81 | 39.85 | 41.45 | 45.68 | 48.22 | 51.05 | 75.57 | 78.60 | |||||||||||||||||||||||||||||||||||||||||||||
71 |
56.62 | 59.76 | 63.28 | 94.69 | 98.47 | 34.55 | 36.47 | 38.61 | 45.04 | 46.84 | 52.20 | 55.10 | 58.34 | 84.76 | 88.15 | |||||||||||||||||||||||||||||||||||||||||||||
72 |
64.91 | 68.51 | 72.54 | 106.34 | 110.60 | 39.83 | 42.04 | 44.51 | 51.39 | 53.44 | 59.89 | 63.22 | 66.94 | 95.35 | 99.16 | |||||||||||||||||||||||||||||||||||||||||||||
73 |
74.50 | 78.63 | 83.26 | 119.50 | 124.28 | 46.22 | 48.79 | 51.66 | 58.99 | 61.35 | 68.84 | 72.66 | 76.94 | 107.40 | 111.69 | |||||||||||||||||||||||||||||||||||||||||||||
74 |
85.29 | 90.03 | 95.33 | 134.21 | 139.58 | 53.71 | 56.70 | 60.03 | 67.82 | 70.53 | 78.98 | 83.36 | 88.27 | 120.93 | 125.77 | |||||||||||||||||||||||||||||||||||||||||||||
75 |
99.81 | 105.35 | 111.55 | 154.40 | 160.57 | 63.98 | 67.53 | 71.50 | 79.83 | 83.02 | 92.64 | 97.79 | 103.54 | 139.48 | 145.06 | |||||||||||||||||||||||||||||||||||||||||||||
76 |
113.04 | 119.32 | 126.34 | 171.83 | 178.70 | 73.75 | 77.84 | 82.42 | 90.92 | 94.55 | 105.18 | 111.02 | 117.55 | 155.64 | 161.87 | |||||||||||||||||||||||||||||||||||||||||||||
77 |
127.30 | 134.37 | 142.28 | 189.99 | 197.59 | 84.52 | 89.21 | 94.46 | 102.87 | 106.98 | 118.74 | 125.34 | 132.71 | 172.57 | 179.47 | |||||||||||||||||||||||||||||||||||||||||||||
78 |
142.71 | 150.64 | 159.50 | 209.00 | 217.36 | 96.49 | 101.85 | 107.84 | 115.87 | 120.51 | 133.47 | 140.88 | 149.17 | 190.38 | 197.99 | |||||||||||||||||||||||||||||||||||||||||||||
79 |
159.69 | 168.56 | 178.48 | 229.38 | 238.56 | 110.04 | 116.15 | 122.98 | 130.34 | 135.55 | 149.76 | 158.08 | 167.38 | 209.57 | 217.95 | |||||||||||||||||||||||||||||||||||||||||||||
80 |
182.92 | 193.09 | 204.44 | 257.52 | 267.82 | 128.59 | 135.74 | 143.72 | 150.20 | 156.20 | 172.06 | 181.62 | 192.30 | 236.06 | 245.50 | |||||||||||||||||||||||||||||||||||||||||||||
81 |
204.99 | 216.38 | 229.11 | 282.76 | 294.07 | 147.19 | 155.37 | 164.50 | 169.45 | 176.23 | 193.43 | 204.18 | 216.19 | 260.09 | 270.50 | |||||||||||||||||||||||||||||||||||||||||||||
82 |
230.21 | 243.00 | 257.29 | 311.00 | 323.44 | 168.93 | 178.31 | 188.80 | 191.63 | 199.30 | 217.95 | 230.06 | 243.59 | 287.12 | 298.61 | |||||||||||||||||||||||||||||||||||||||||||||
83 |
258.60 | 272.97 | 289.03 | 342.00 | 355.68 | 193.88 | 204.65 | 216.69 | 217.52 | 226.22 | 245.66 | 259.31 | 274.56 | 317.11 | 329.79 | |||||||||||||||||||||||||||||||||||||||||||||
84 |
289.87 | 305.98 | 323.98 | 375.07 | 390.07 | 221.96 | 234.29 | 248.08 | 246.20 | 256.05 | 276.29 | 291.64 | 308.80 | 349.29 | 363.26 | |||||||||||||||||||||||||||||||||||||||||||||
85 |
330.13 | 348.48 | 368.97 | 417.73 | 434.44 | 258.21 | 272.55 | 288.58 | 285.64 | 297.07 | 315.75 | 333.29 | 352.90 | 391.31 | 406.96 | |||||||||||||||||||||||||||||||||||||||||||||
86 |
366.47 | 386.83 | 409.59 | 453.14 | 471.27 | 292.79 | 309.06 | 327.24 | 323.01 | 335.93 | 351.74 | 371.28 | 393.12 | 427.12 | 444.20 | |||||||||||||||||||||||||||||||||||||||||||||
87 |
404.55 | 427.02 | 452.14 | 490.36 | 509.98 | 330.40 | 348.76 | 369.27 | 363.29 | 377.82 | 389.72 | 411.37 | 435.57 | 464.95 | 483.55 | |||||||||||||||||||||||||||||||||||||||||||||
88 |
444.21 | 468.89 | 496.48 | 529.87 | 551.07 | 371.17 | 391.79 | 414.84 | 406.77 | 423.04 | 429.61 | 453.47 | 480.15 | 505.25 | 525.46 | |||||||||||||||||||||||||||||||||||||||||||||
89 |
486.00 | 513.00 | 543.18 | 570.34 | 593.16 | 415.49 | 438.57 | 464.37 | 453.58 | 471.72 | 471.90 | 498.12 | 527.42 | 546.99 | 568.87 | |||||||||||||||||||||||||||||||||||||||||||||
90 |
540.05 | 570.06 | 603.59 | 623.36 | 648.29 | 472.21 | 498.45 | 527.77 | 515.62 | 536.25 | 526.48 | 555.73 | 588.42 | 601.81 | 625.88 | |||||||||||||||||||||||||||||||||||||||||||||
91 |
588.70 | 621.41 | 657.96 | 668.24 | 694.97 | 526.39 | 555.63 | 588.31 | 574.83 | 597.83 | 576.24 | 608.25 | 644.03 | 649.56 | 675.54 | |||||||||||||||||||||||||||||||||||||||||||||
92 |
642.54 | 678.23 | 718.13 | 719.79 | 748.58 | 587.63 | 620.27 | 656.76 | 641.70 | 667.37 | 631.55 | 666.64 | 705.85 | 704.17 | 732.34 | |||||||||||||||||||||||||||||||||||||||||||||
93 |
706.06 | 745.29 | 789.13 | 784.18 | 815.55 | 659.95 | 696.62 | 737.60 | 720.69 | 749.51 | 696.84 | 735.56 | 778.82 | 771.48 | 802.34 | |||||||||||||||||||||||||||||||||||||||||||||
94 |
789.59 | 833.46 | 882.48 | 869.54 | 904.33 | 752.39 | 794.19 | 840.91 | 824.73 | 857.72 | 782.15 | 825.60 | 874.17 | 860.58 | 895.00 | |||||||||||||||||||||||||||||||||||||||||||||
| Ultimate Premium Rates - Male Riders - All Bands | Ultimate Premium Rates - Female Riders - All Bands | Ultimate Premium Rates - Unisex Riders - All Bands | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Attained | Select | Preferred | Standard | Preferred | Standard | Select | Preferred | Standard | Preferred | Standard | Select | Preferred | Standard | Preferred | Standard | |||||||||||||||||||||||||||||||||||||||||||||
| Age | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | Nonsmoker | Nonsmoker | Nonsmoker | Smoker | Smoker | |||||||||||||||||||||||||||||||||||||||||||||
25 |
2.02 | 2.11 | 2.22 | 3.00 | 3.11 | 1.70 | 1.78 | 1.87 | 1.98 | 2.05 | 1.96 | 2.05 | 2.15 | 2.79 | 2.89 | |||||||||||||||||||||||||||||||||||||||||||||
26 |
2.04 | 2.14 | 2.25 | 3.10 | 3.21 | 1.74 | 1.82 | 1.91 | 2.04 | 2.11 | 1.98 | 2.08 | 2.18 | 2.89 | 2.99 | |||||||||||||||||||||||||||||||||||||||||||||
27 |
2.06 | 2.15 | 2.26 | 3.12 | 3.23 | 1.76 | 1.85 | 1.94 | 2.09 | 2.16 | 2.00 | 2.09 | 2.20 | 2.91 | 3.02 | |||||||||||||||||||||||||||||||||||||||||||||
28 |
2.08 | 2.18 | 2.29 | 3.16 | 3.28 | 1.80 | 1.88 | 1.98 | 2.16 | 2.23 | 2.02 | 2.12 | 2.23 | 2.96 | 3.07 | |||||||||||||||||||||||||||||||||||||||||||||
29 |
2.12 | 2.22 | 2.33 | 3.21 | 3.32 | 1.85 | 1.94 | 2.03 | 2.24 | 2.31 | 2.06 | 2.16 | 2.27 | 3.01 | 3.12 | |||||||||||||||||||||||||||||||||||||||||||||
30 |
2.15 | 2.26 | 2.37 | 3.27 | 3.39 | 1.90 | 1.99 | 2.09 | 2.32 | 2.40 | 2.10 | 2.20 | 2.31 | 3.08 | 3.20 | |||||||||||||||||||||||||||||||||||||||||||||
31 |
2.19 | 2.29 | 2.41 | 3.37 | 3.50 | 1.95 | 2.04 | 2.14 | 2.40 | 2.49 | 2.14 | 2.24 | 2.36 | 3.18 | 3.29 | |||||||||||||||||||||||||||||||||||||||||||||
32 |
2.24 | 2.34 | 2.46 | 3.50 | 3.62 | 1.99 | 2.09 | 2.19 | 2.49 | 2.58 | 2.19 | 2.29 | 2.41 | 3.29 | 3.41 | |||||||||||||||||||||||||||||||||||||||||||||
33 |
2.31 | 2.42 | 2.55 | 3.66 | 3.80 | 2.06 | 2.15 | 2.26 | 2.60 | 2.69 | 2.26 | 2.37 | 2.49 | 3.45 | 3.58 | |||||||||||||||||||||||||||||||||||||||||||||
34 |
2.41 | 2.52 | 2.65 | 3.86 | 4.00 | 2.14 | 2.24 | 2.36 | 2.73 | 2.83 | 2.35 | 2.47 | 2.59 | 3.64 | 3.77 | |||||||||||||||||||||||||||||||||||||||||||||
35 |
2.50 | 2.63 | 2.76 | 4.10 | 4.26 | 2.22 | 2.33 | 2.45 | 2.88 | 2.98 | 2.45 | 2.57 | 2.70 | 3.86 | 4.00 | |||||||||||||||||||||||||||||||||||||||||||||
36 |
2.62 | 2.75 | 2.90 | 4.38 | 4.54 | 2.35 | 2.46 | 2.59 | 3.09 | 3.20 | 2.57 | 2.69 | 2.84 | 4.12 | 4.27 | |||||||||||||||||||||||||||||||||||||||||||||
37 |
2.77 | 2.91 | 3.06 | 4.72 | 4.90 | 2.50 | 2.63 | 2.76 | 3.35 | 3.47 | 2.72 | 2.85 | 3.00 | 4.45 | 4.61 | |||||||||||||||||||||||||||||||||||||||||||||
38 |
2.94 | 3.09 | 3.25 | 5.12 | 5.31 | 2.67 | 2.80 | 2.95 | 3.64 | 3.77 | 2.89 | 3.03 | 3.19 | 4.82 | 5.01 | |||||||||||||||||||||||||||||||||||||||||||||
39 |
3.12 | 3.28 | 3.45 | 5.56 | 5.77 | 2.85 | 3.00 | 3.15 | 3.96 | 4.11 | 3.07 | 3.22 | 3.39 | 5.24 | 5.44 | |||||||||||||||||||||||||||||||||||||||||||||
40 |
3.34 | 3.51 | 3.70 | 6.08 | 6.31 | 3.06 | 3.21 | 3.38 | 4.35 | 4.51 | 3.28 | 3.45 | 3.63 | 5.74 | 5.95 | |||||||||||||||||||||||||||||||||||||||||||||
41 |
3.56 | 3.74 | 3.94 | 6.64 | 6.89 | 3.29 | 3.46 | 3.64 | 4.76 | 4.93 | 3.50 | 3.68 | 3.88 | 6.26 | 6.50 | |||||||||||||||||||||||||||||||||||||||||||||
42 |
3.80 | 3.99 | 4.21 | 7.26 | 7.53 | 3.52 | 3.70 | 3.90 | 5.17 | 5.36 | 3.74 | 3.93 | 4.15 | 6.84 | 7.10 | |||||||||||||||||||||||||||||||||||||||||||||
43 |
4.08 | 4.29 | 4.52 | 7.93 | 8.24 | 3.75 | 3.94 | 4.16 | 5.57 | 5.79 | 4.01 | 4.22 | 4.45 | 7.46 | 7.75 | |||||||||||||||||||||||||||||||||||||||||||||
44 |
4.37 | 4.59 | 4.85 | 8.67 | 9.01 | 3.98 | 4.18 | 4.41 | 5.98 | 6.21 | 4.29 | 4.51 | 4.76 | 8.13 | 8.45 | |||||||||||||||||||||||||||||||||||||||||||||
45 |
4.69 | 4.94 | 5.21 | 9.44 | 9.81 | 4.23 | 4.45 | 4.70 | 6.41 | 6.66 | 4.60 | 4.84 | 5.11 | 8.84 | 9.18 | |||||||||||||||||||||||||||||||||||||||||||||
46 |
5.06 | 5.32 | 5.62 | 10.26 | 10.66 | 4.50 | 4.73 | 4.99 | 6.87 | 7.13 | 4.95 | 5.20 | 5.49 | 9.58 | 9.96 | |||||||||||||||||||||||||||||||||||||||||||||
47 |
5.43 | 5.72 | 6.04 | 11.14 | 11.57 | 4.80 | 5.05 | 5.33 | 7.33 | 7.61 | 5.31 | 5.58 | 5.90 | 10.38 | 10.78 | |||||||||||||||||||||||||||||||||||||||||||||
48 |
5.86 | 6.17 | 6.51 | 12.09 | 12.56 | 5.11 | 5.37 | 5.67 | 7.83 | 8.13 | 5.71 | 6.01 | 6.34 | 11.24 | 11.67 | |||||||||||||||||||||||||||||||||||||||||||||
49 |
6.32 | 6.65 | 7.02 | 13.13 | 13.64 | 5.44 | 5.73 | 6.05 | 8.38 | 8.71 | 6.14 | 6.47 | 6.83 | 12.18 | 12.65 | |||||||||||||||||||||||||||||||||||||||||||||
50 |
6.84 | 7.20 | 7.61 | 14.27 | 14.82 | 5.83 | 6.14 | 6.48 | 8.97 | 9.32 | 6.64 | 6.99 | 7.38 | 13.21 | 13.72 | |||||||||||||||||||||||||||||||||||||||||||||
51 |
7.43 | 7.83 | 8.27 | 15.57 | 16.18 | 6.26 | 6.59 | 6.96 | 9.60 | 9.97 | 7.20 | 7.58 | 8.01 | 14.38 | 14.94 | |||||||||||||||||||||||||||||||||||||||||||||
52 |
8.12 | 8.55 | 9.04 | 17.03 | 17.70 | 6.74 | 7.10 | 7.50 | 10.31 | 10.71 | 7.84 | 8.26 | 8.73 | 15.69 | 16.30 | |||||||||||||||||||||||||||||||||||||||||||||
53 |
8.92 | 9.40 | 9.93 | 18.70 | 19.44 | 7.27 | 7.66 | 8.09 | 11.10 | 11.54 | 8.59 | 9.05 | 9.56 | 17.18 | 17.86 | |||||||||||||||||||||||||||||||||||||||||||||
54 |
9.79 | 10.32 | 10.91 | 20.51 | 21.32 | 7.82 | 8.24 | 8.70 | 11.91 | 12.38 | 9.40 | 9.90 | 10.47 | 18.79 | 19.53 | |||||||||||||||||||||||||||||||||||||||||||||
55 |
10.77 | 11.35 | 12.00 | 22.45 | 23.33 | 8.40 | 8.85 | 9.35 | 12.74 | 13.24 | 10.30 | 10.85 | 11.47 | 20.51 | 21.32 | |||||||||||||||||||||||||||||||||||||||||||||
56 |
11.85 | 12.49 | 13.21 | 24.51 | 25.47 | 8.99 | 9.47 | 10.01 | 13.57 | 14.10 | 11.28 | 11.89 | 12.57 | 22.32 | 23.20 | |||||||||||||||||||||||||||||||||||||||||||||
57 |
12.97 | 13.68 | 14.47 | 26.67 | 27.73 | 9.56 | 10.08 | 10.65 | 14.33 | 14.89 | 12.29 | 12.96 | 13.70 | 24.20 | 25.16 | |||||||||||||||||||||||||||||||||||||||||||||
58 |
14.25 | 15.02 | 15.89 | 28.95 | 30.10 | 10.14 | 10.69 | 11.30 | 15.08 | 15.68 | 13.42 | 14.15 | 14.97 | 26.18 | 27.21 | |||||||||||||||||||||||||||||||||||||||||||||
59 |
15.65 | 16.50 | 17.46 | 31.39 | 32.64 | 10.78 | 11.37 | 12.02 | 15.89 | 16.52 | 14.68 | 15.47 | 16.37 | 28.29 | 29.41 | |||||||||||||||||||||||||||||||||||||||||||||
60 |
17.24 | 18.18 | 19.23 | 34.11 | 35.47 | 11.55 | 12.17 | 12.87 | 16.85 | 17.52 | 16.10 | 16.98 | 17.96 | 30.66 | 31.88 | |||||||||||||||||||||||||||||||||||||||||||||
61 |
18.99 | 20.03 | 21.19 | 37.19 | 38.66 | 12.49 | 13.17 | 13.92 | 18.06 | 18.77 | 17.69 | 18.66 | 19.74 | 33.36 | 34.69 | |||||||||||||||||||||||||||||||||||||||||||||
62 |
21.02 | 22.18 | 23.46 | 40.65 | 42.26 | 13.66 | 14.41 | 15.24 | 19.61 | 20.38 | 19.55 | 20.62 | 21.82 | 36.44 | 37.89 | |||||||||||||||||||||||||||||||||||||||||||||
63 |
23.31 | 24.59 | 26.02 | 44.52 | 46.29 | 15.10 | 15.93 | 16.85 | 21.49 | 22.33 | 21.67 | 22.86 | 24.18 | 39.91 | 41.50 | |||||||||||||||||||||||||||||||||||||||||||||
64 |
25.87 | 27.29 | 28.87 | 48.75 | 50.69 | 16.73 | 17.64 | 18.66 | 23.59 | 24.52 | 24.04 | 25.36 | 26.83 | 43.72 | 45.46 | |||||||||||||||||||||||||||||||||||||||||||||
65 |
28.65 | 30.23 | 31.99 | 53.23 | 55.35 | 18.47 | 19.48 | 20.61 | 25.81 | 26.83 | 26.61 | 28.08 | 29.71 | 47.75 | 49.65 | |||||||||||||||||||||||||||||||||||||||||||||
66 |
31.68 | 33.42 | 35.37 | 57.93 | 60.24 | 20.29 | 21.40 | 22.64 | 28.05 | 29.17 | 29.40 | 31.02 | 32.82 | 51.96 | 54.02 | |||||||||||||||||||||||||||||||||||||||||||||
67 |
34.91 | 36.83 | 38.98 | 62.79 | 65.29 | 22.13 | 23.34 | 24.69 | 30.23 | 31.43 | 32.35 | 34.13 | 36.12 | 56.28 | 58.52 | |||||||||||||||||||||||||||||||||||||||||||||
68 |
38.42 | 40.54 | 42.90 | 67.88 | 70.59 | 24.04 | 25.36 | 26.83 | 32.43 | 33.72 | 35.54 | 37.50 | 39.69 | 60.79 | 63.21 | |||||||||||||||||||||||||||||||||||||||||||||
69 |
42.33 | 44.66 | 47.27 | 73.42 | 76.35 | 26.17 | 27.61 | 29.21 | 34.83 | 36.21 | 39.10 | 41.25 | 43.66 | 65.71 | 68.32 | |||||||||||||||||||||||||||||||||||||||||||||
70 |
49.83 | 52.59 | 55.66 | 84.80 | 88.18 | 30.55 | 32.23 | 34.11 | 40.15 | 41.75 | 45.98 | 48.52 | 51.35 | 75.87 | 78.90 | |||||||||||||||||||||||||||||||||||||||||||||
71 |
56.92 | 60.06 | 63.58 | 94.99 | 98.77 | 34.85 | 36.77 | 38.91 | 45.34 | 47.14 | 52.50 | 55.40 | 58.64 | 85.06 | 88.45 | |||||||||||||||||||||||||||||||||||||||||||||
72 |
65.21 | 68.81 | 72.84 | 106.64 | 110.90 | 40.13 | 42.34 | 44.81 | 51.69 | 53.74 | 60.19 | 63.52 | 67.24 | 95.65 | 99.46 | |||||||||||||||||||||||||||||||||||||||||||||
73 |
74.80 | 78.93 | 83.56 | 119.80 | 124.58 | 46.52 | 49.09 | 51.96 | 59.29 | 61.65 | 69.14 | 72.96 | 77.24 | 107.70 | 111.99 | |||||||||||||||||||||||||||||||||||||||||||||
74 |
85.59 | 90.33 | 95.63 | 134.51 | 139.88 | 54.01 | 57.00 | 60.33 | 68.12 | 70.83 | 79.28 | 83.66 | 88.57 | 121.23 | 126.07 | |||||||||||||||||||||||||||||||||||||||||||||
75 |
100.11 | 105.65 | 111.85 | 154.70 | 160.87 | 64.28 | 67.83 | 71.80 | 80.13 | 83.32 | 92.94 | 98.09 | 103.84 | 139.78 | 145.36 | |||||||||||||||||||||||||||||||||||||||||||||
76 |
113.34 | 119.62 | 126.64 | 172.13 | 179.00 | 74.05 | 78.14 | 82.72 | 91.22 | 94.85 | 105.48 | 111.32 | 117.85 | 155.94 | 162.17 | |||||||||||||||||||||||||||||||||||||||||||||
77 |
127.60 | 134.67 | 142.58 | 190.29 | 197.89 | 84.82 | 89.51 | 94.76 | 103.17 | 107.28 | 119.04 | 125.64 | 133.01 | 172.87 | 179.77 | |||||||||||||||||||||||||||||||||||||||||||||
78 |
143.01 | 150.94 | 159.80 | 209.30 | 217.66 | 96.79 | 102.15 | 108.14 | 116.17 | 120.81 | 133.77 | 141.18 | 149.47 | 190.68 | 198.29 | |||||||||||||||||||||||||||||||||||||||||||||
79 |
159.99 | 168.86 | 178.78 | 229.68 | 238.86 | 110.34 | 116.45 | 123.28 | 130.64 | 135.85 | 150.06 | 158.38 | 167.68 | 209.87 | 218.25 | |||||||||||||||||||||||||||||||||||||||||||||
80 |
183.22 | 193.39 | 204.74 | 257.82 | 268.12 | 128.89 | 136.04 | 144.02 | 150.50 | 156.50 | 172.36 | 181.92 | 192.60 | 236.36 | 245.80 | |||||||||||||||||||||||||||||||||||||||||||||
81 |
205.29 | 216.68 | 229.41 | 283.06 | 294.37 | 147.49 | 155.67 | 164.80 | 169.75 | 176.53 | 193.73 | 204.48 | 216.49 | 260.39 | 270.80 | |||||||||||||||||||||||||||||||||||||||||||||
82 |
230.51 | 243.30 | 257.59 | 311.30 | 323.74 | 169.23 | 178.61 | 189.10 | 191.93 | 199.60 | 218.25 | 230.36 | 243.89 | 287.42 | 298.91 | |||||||||||||||||||||||||||||||||||||||||||||
83 |
258.90 | 273.27 | 289.33 | 342.30 | 355.98 | 194.18 | 204.95 | 216.99 | 217.82 | 226.52 | 245.96 | 259.61 | 274.86 | 317.41 | 330.09 | |||||||||||||||||||||||||||||||||||||||||||||
84 |
290.17 | 306.28 | 324.28 | 375.37 | 390.37 | 222.26 | 234.59 | 248.38 | 246.50 | 256.35 | 276.59 | 291.94 | 309.10 | 349.59 | 363.56 | |||||||||||||||||||||||||||||||||||||||||||||
85 |
330.43 | 348.78 | 369.27 | 418.03 | 434.74 | 258.51 | 272.85 | 288.88 | 285.94 | 297.37 | 316.05 | 333.59 | 353.20 | 391.61 | 407.26 | |||||||||||||||||||||||||||||||||||||||||||||
86 |
366.77 | 387.13 | 409.89 | 453.44 | 471.57 | 293.09 | 309.36 | 327.54 | 323.31 | 336.23 | 352.04 | 371.58 | 393.42 | 427.42 | 444.50 | |||||||||||||||||||||||||||||||||||||||||||||
87 |
404.85 | 427.32 | 452.44 | 490.66 | 510.28 | 330.70 | 349.06 | 369.57 | 363.59 | 378.12 | 390.02 | 411.67 | 435.87 | 465.25 | 483.85 | |||||||||||||||||||||||||||||||||||||||||||||
88 |
444.51 | 469.19 | 496.78 | 530.17 | 551.37 | 371.47 | 392.09 | 415.14 | 407.07 | 423.34 | 429.91 | 453.77 | 480.45 | 505.55 | 525.76 | |||||||||||||||||||||||||||||||||||||||||||||
89 |
486.30 | 513.30 | 543.48 | 570.64 | 593.46 | 415.79 | 438.87 | 464.67 | 453.88 | 472.02 | 472.20 | 498.42 | 527.72 | 547.29 | 569.17 | |||||||||||||||||||||||||||||||||||||||||||||
90 |
540.35 | 570.36 | 603.89 | 623.66 | 648.59 | 472.51 | 498.75 | 528.07 | 515.92 | 536.55 | 526.78 | 556.03 | 588.72 | 602.11 | 626.18 | |||||||||||||||||||||||||||||||||||||||||||||
91 |
589.00 | 621.71 | 658.26 | 668.54 | 695.27 | 526.69 | 555.93 | 588.61 | 575.13 | 598.13 | 576.54 | 608.55 | 644.33 | 649.86 | 675.84 | |||||||||||||||||||||||||||||||||||||||||||||
92 |
642.84 | 678.53 | 718.43 | 720.09 | 748.88 | 587.93 | 620.57 | 657.06 | 642.00 | 667.67 | 631.85 | 666.94 | 706.15 | 704.47 | 732.64 | |||||||||||||||||||||||||||||||||||||||||||||
93 |
706.36 | 745.59 | 789.43 | 784.48 | 815.85 | 660.25 | 696.92 | 737.90 | 720.99 | 749.81 | 697.14 | 735.86 | 779.12 | 771.78 | 802.64 | |||||||||||||||||||||||||||||||||||||||||||||
94 |
789.89 | 833.76 | 882.78 | 869.84 | 904.63 | 752.69 | 794.49 | 841.21 | 825.03 | 858.02 | 782.45 | 825.90 | 874.47 | 860.88 | 895.30 | |||||||||||||||||||||||||||||||||||||||||||||
Term 98 Benefit Rates
| Age | Waiver of Premium | Accidental Death Benefit | Guaranteed Insurability Option | BNO | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| ART | 5 & 10 | 15 | 20 | ART | 5 & 10 | 15 | 20 | ART | 5 & 10 | 15 | 20 | NS | SM | |||||||||||||||||||||||||||||||||||||||||||
15 |
0.06 | 0.06 | 0.06 | 0.06 | 1.00 | 1.00 | 1.00 | 1.00 | 1.05 | 1.20 | 1.26 | 1.31 | 0.00 | 0.00 | ||||||||||||||||||||||||||||||||||||||||||
16 |
0.06 | 0.06 | 0.06 | 0.07 | 1.00 | 1.00 | 1.00 | 1.00 | 1.09 | 1.24 | 1.30 | 1.35 | 0.00 | 0.00 | ||||||||||||||||||||||||||||||||||||||||||
17 |
0.06 | 0.06 | 0.06 | 0.07 | 1.00 | 1.00 | 1.00 | 1.00 | 1.13 | 1.28 | 1.34 | 1.39 | 0.00 | 0.00 | ||||||||||||||||||||||||||||||||||||||||||
18 |
0.06 | 0.06 | 0.06 | 0.07 | 1.00 | 1.00 | 1.00 | 1.00 | 1.17 | 1.32 | 1.38 | 1.43 | 0.00 | 0.00 | ||||||||||||||||||||||||||||||||||||||||||
19 |
0.06 | 0.06 | 0.07 | 0.07 | 1.00 | 1.00 | 1.00 | 1.00 | 1.21 | 1.36 | 1.42 | 1.47 | 0.00 | 0.00 | ||||||||||||||||||||||||||||||||||||||||||
20 |
0.06 | 0.06 | 0.07 | 0.07 | 1.00 | 1.00 | 1.00 | 1.00 | 1.25 | 1.40 | 1.46 | 1.51 | 0.00 | 0.00 | ||||||||||||||||||||||||||||||||||||||||||
21 |
0.06 | 0.06 | 0.07 | 0.08 | 1.00 | 1.00 | 1.00 | 1.00 | 1.29 | 1.44 | 1.50 | 1.54 | 0.00 | 0.00 | ||||||||||||||||||||||||||||||||||||||||||
22 |
0.06 | 0.07 | 0.07 | 0.08 | 1.00 | 1.00 | 1.00 | 1.00 | 1.33 | 1.48 | 1.54 | 1.57 | 0.00 | 0.00 | ||||||||||||||||||||||||||||||||||||||||||
23 |
0.06 | 0.07 | 0.07 | 0.08 | 1.00 | 1.00 | 1.00 | 1.01 | 1.37 | 1.52 | 1.59 | 1.61 | 0.00 | 0.00 | ||||||||||||||||||||||||||||||||||||||||||
24 |
0.06 | 0.07 | 0.08 | 0.09 | 1.00 | 1.00 | 1.00 | 1.01 | 1.41 | 1.56 | 1.63 | 1.64 | 0.00 | 0.00 | ||||||||||||||||||||||||||||||||||||||||||
25 |
0.06 | 0.07 | 0.08 | 0.09 | 1.00 | 1.00 | 1.00 | 1.01 | 1.45 | 1.60 | 1.67 | 1.67 | 0.00 | 0.00 | ||||||||||||||||||||||||||||||||||||||||||
26 |
0.06 | 0.08 | 0.09 | 0.10 | 1.00 | 1.00 | 1.01 | 1.01 | 1.49 | 1.64 | 1.69 | 1.69 | 0.00 | 0.00 | ||||||||||||||||||||||||||||||||||||||||||
27 |
0.07 | 0.08 | 0.09 | 0.11 | 1.00 | 1.00 | 1.01 | 1.02 | 1.53 | 1.69 | 1.72 | 1.72 | 0.00 | 0.00 | ||||||||||||||||||||||||||||||||||||||||||
28 |
0.07 | 0.09 | 0.10 | 0.12 | 1.00 | 1.00 | 1.01 | 1.02 | 1.57 | 1.73 | 1.75 | 1.75 | 0.00 | 0.00 | ||||||||||||||||||||||||||||||||||||||||||
29 |
0.08 | 0.09 | 0.11 | 0.13 | 1.00 | 1.00 | 1.01 | 1.02 | 1.61 | 1.77 | 1.78 | 1.78 | 0.00 | 0.00 | ||||||||||||||||||||||||||||||||||||||||||
30 |
0.08 | 0.10 | 0.11 | 0.14 | 1.00 | 1.01 | 1.02 | 1.03 | 1.65 | 1.81 | 1.81 | 1.81 | 0.36 | 0.36 | ||||||||||||||||||||||||||||||||||||||||||
31 |
0.08 | 0.10 | 0.12 | 0.16 | 1.00 | 1.01 | 1.02 | 1.03 | 1.69 | 1.83 | 1.83 | 1.83 | 0.36 | 0.36 | ||||||||||||||||||||||||||||||||||||||||||
32 |
0.09 | 0.11 | 0.14 | 0.18 | 1.00 | 1.02 | 1.03 | 1.04 | 1.73 | 1.86 | 1.86 | 1.86 | 0.36 | 0.48 | ||||||||||||||||||||||||||||||||||||||||||
33 |
0.09 | 0.12 | 0.15 | 0.21 | 1.00 | 1.02 | 1.04 | 1.05 | 1.78 | 1.89 | 1.89 | 1.89 | 0.36 | 0.48 | ||||||||||||||||||||||||||||||||||||||||||
34 |
0.09 | 0.13 | 0.17 | 0.25 | 1.00 | 1.03 | 1.04 | 1.06 | 1.82 | 1.91 | 1.91 | 1.91 | 0.36 | 0.48 | ||||||||||||||||||||||||||||||||||||||||||
35 |
0.10 | 0.14 | 0.19 | 0.30 | 1.00 | 1.04 | 1.05 | 1.06 | 1.87 | 1.94 | 1.94 | 1.94 | 0.36 | 0.48 | ||||||||||||||||||||||||||||||||||||||||||
36 |
0.11 | 0.16 | 0.22 | 0.36 | 1.01 | 1.05 | 1.06 | 1.07 | 1.96 | 1.96 | 1.96 | 1.96 | 0.36 | 0.48 | ||||||||||||||||||||||||||||||||||||||||||
37 |
0.12 | 0.18 | 0.26 | 0.42 | 1.02 | 1.06 | 1.07 | 1.08 | 1.96 | 0.00 | 0.00 | 0.00 | 0.36 | 0.48 | ||||||||||||||||||||||||||||||||||||||||||
38 |
0.13 | 0.20 | 0.30 | 0.49 | 1.03 | 1.07 | 1.08 | 1.10 | 1.96 | 0.00 | 0.00 | 0.00 | 0.36 | 0.48 | ||||||||||||||||||||||||||||||||||||||||||
39 |
0.13 | 0.22 | 0.37 | 0.57 | 1.04 | 1.08 | 1.09 | 1.11 | 1.96 | 0.00 | 0.00 | 0.00 | 0.36 | 0.60 | ||||||||||||||||||||||||||||||||||||||||||
40 |
0.15 | 0.26 | 0.45 | 0.67 | 1.05 | 1.09 | 1.10 | 1.12 | 0.00 | 0.00 | 0.00 | 0.00 | 0.48 | 0.60 | ||||||||||||||||||||||||||||||||||||||||||
41 |
0.17 | 0.31 | 0.54 | 0.73 | 1.06 | 1.10 | 1.11 | 1.13 | 0.00 | 0.00 | 0.00 | 0.00 | 0.48 | 0.60 | ||||||||||||||||||||||||||||||||||||||||||
42 |
0.18 | 0.37 | 0.65 | 0.80 | 1.07 | 1.11 | 1.12 | 1.15 | 0.00 | 0.00 | 0.00 | 0.00 | 0.48 | 0.60 | ||||||||||||||||||||||||||||||||||||||||||
43 |
0.20 | 0.46 | 0.77 | 0.87 | 1.08 | 1.12 | 1.13 | 1.16 | 0.00 | 0.00 | 0.00 | 0.00 | 0.48 | 0.72 | ||||||||||||||||||||||||||||||||||||||||||
44 |
0.23 | 0.57 | 0.90 | 0.96 | 1.09 | 1.13 | 1.15 | 1.18 | 0.00 | 0.00 | 0.00 | 0.00 | 0.48 | 0.72 | ||||||||||||||||||||||||||||||||||||||||||
45 |
0.27 | 0.71 | 1.06 | 1.06 | 1.10 | 1.14 | 1.16 | 1.19 | 0.00 | 0.00 | 0.00 | 0.00 | 0.48 | 0.72 | ||||||||||||||||||||||||||||||||||||||||||
46 |
0.33 | 0.87 | 1.16 | 1.16 | 1.11 | 1.14 | 1.18 | 1.21 | 0.00 | 0.00 | 0.00 | 0.00 | 0.48 | 0.84 | ||||||||||||||||||||||||||||||||||||||||||
47 |
0.38 | 1.06 | 1.28 | 1.28 | 1.12 | 1.16 | 1.19 | 1.22 | 0.00 | 0.00 | 0.00 | 0.00 | 0.48 | 0.84 | ||||||||||||||||||||||||||||||||||||||||||
48 |
0.46 | 1.26 | 1.41 | 1.41 | 1.13 | 1.17 | 1.21 | 1.23 | 0.00 | 0.00 | 0.00 | 0.00 | 0.60 | 0.96 | ||||||||||||||||||||||||||||||||||||||||||
49 |
0.57 | 1.48 | 1.56 | 1.56 | 1.14 | 1.18 | 1.23 | 1.24 | 0.00 | 0.00 | 0.00 | 0.00 | 0.60 | 1.08 | ||||||||||||||||||||||||||||||||||||||||||
50 |
0.73 | 1.72 | 1.72 | 1.72 | 1.15 | 1.20 | 1.26 | 1.26 | 0.00 | 0.00 | 0.00 | 0.00 | 0.72 | 1.08 | ||||||||||||||||||||||||||||||||||||||||||
51 |
0.96 | 1.89 | 1.89 | 1.89 | 1.16 | 1.22 | 1.27 | 1.27 | 0.00 | 0.00 | 0.00 | 0.00 | 0.72 | 1.20 | ||||||||||||||||||||||||||||||||||||||||||
52 |
1.25 | 2.06 | 2.06 | 2.06 | 1.16 | 1.25 | 1.29 | 1.29 | 0.00 | 0.00 | 0.00 | 0.00 | 0.84 | 1.32 | ||||||||||||||||||||||||||||||||||||||||||
53 |
1.59 | 2.23 | 2.23 | 2.23 | 1.17 | 1.28 | 1.30 | 1.30 | 0.00 | 0.00 | 0.00 | 0.00 | 0.96 | 1.44 | ||||||||||||||||||||||||||||||||||||||||||
54 |
1.90 | 2.38 | 2.38 | 2.38 | 1.18 | 1.31 | 1.32 | 1.32 | 0.00 | 0.00 | 0.00 | 0.00 | 0.96 | 1.56 | ||||||||||||||||||||||||||||||||||||||||||
55 |
2.18 | 2.51 | 2.51 | 2.51 | 1.20 | 1.35 | 1.35 | 1.35 | 0.00 | 0.00 | 0.00 | 0.00 | 1.08 | 1.68 | ||||||||||||||||||||||||||||||||||||||||||
56 |
2.38 | 2.73 | 2.73 | 2.73 | 1.23 | 1.37 | 1.37 | 1.37 | 0.00 | 0.00 | 0.00 | 0.00 | 1.08 | 1.80 | ||||||||||||||||||||||||||||||||||||||||||
57 |
2.55 | 2.88 | 2.88 | 2.88 | 1.27 | 1.40 | 1.40 | 1.40 | 0.00 | 0.00 | 0.00 | 0.00 | 1.20 | 1.92 | ||||||||||||||||||||||||||||||||||||||||||
58 |
2.70 | 2.88 | 2.88 | 2.88 | 1.31 | 1.43 | 1.43 | 1.43 | 0.00 | 0.00 | 0.00 | 0.00 | 1.20 | 2.04 | ||||||||||||||||||||||||||||||||||||||||||
59 |
2.88 | 2.88 | 2.88 | 2.88 | 1.35 | 1.45 | 1.45 | 1.45 | 0.00 | 0.00 | 0.00 | 0.00 | 1.20 | 2.16 | ||||||||||||||||||||||||||||||||||||||||||
60 |
2.88 | 2.88 | 2.88 | 2.88 | 1.40 | 1.48 | 1.48 | 1.48 | 0.00 | 0.00 | 0.00 | 0.00 | 1.32 | 2.28 | ||||||||||||||||||||||||||||||||||||||||||
| Age | Waiver of Premium | Accidental Death Benefit | Guaranteed Insurability Option | BNO | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| ART | 5 & 10 | 15 | 20 | ART | 5 & 10 | 15 | 20 | ART | 5 & 10 | 15 | 20 | NS | SM | |||||||||||||||||||||||||||||||||||||||||||
61 |
2.88 | 2.88 | 2.88 | 2.88 | 1.44 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | ||||||||||||||||||||||||||||||||||||||||||
62 |
2.88 | 2.88 | 2.88 | 2.88 | 1.48 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | ||||||||||||||||||||||||||||||||||||||||||
63 |
2.88 | 2.88 | 2.88 | 2.88 | 1.54 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | ||||||||||||||||||||||||||||||||||||||||||
64 |
2.88 | 2.88 | 2.88 | 2.88 | 1.59 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | ||||||||||||||||||||||||||||||||||||||||||
65 |
2.88 | 2.88 | 2.88 | 2.88 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
66 |
2.88 | 2.88 | 2.88 | 2.88 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
67 |
2.88 | 2.88 | 2.88 | 2.88 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
68 |
2.88 | 2.88 | 2.88 | 2.88 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
69 |
2.88 | 2.88 | 2.88 | 2.88 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
70 |
2.88 | 2.88 | 2.88 | 2.88 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
71 |
2.88 | 2.88 | 2.88 | 2.88 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
72 |
2.88 | 2.88 | 2.88 | 2.88 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
73 |
2.88 | 2.88 | 2.88 | 2.88 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
74 |
2.88 | 2.88 | 2.88 | 2.88 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
75 |
2.88 | 2.88 | 2.88 | 2.88 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
76 |
2.88 | 2.88 | 2.88 | 2.88 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
77 |
2.88 | 2.88 | 2.88 | 2.88 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
78 |
2.88 | 2.88 | 2.88 | 2.88 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
79 |
2.88 | 2.88 | 2.88 | 2.88 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
80 |
2.88 | 2.88 | 2.88 | 2.88 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
81 |
2.88 | 2.88 | 2.88 | 2.88 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
82 |
2.88 | 2.88 | 2.88 | 2.88 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
83 |
2.88 | 2.88 | 2.88 | 2.88 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
84 |
2.88 | 2.88 | 2.88 | 2.88 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
85 |
2.88 | 2.88 | 2.88 | 2.88 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
86 |
2.88 | 2.88 | 2.88 | 2.88 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
87 |
2.88 | 2.88 | 2.88 | 2.88 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
88 |
2.88 | 2.88 | 2.88 | 2.88 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
89 |
2.88 | 2.88 | 2.88 | 2.88 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
90 |
2.88 | 2.88 | 2.88 | 2.88 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
91 |
2.88 | 2.88 | 2.88 | 2.88 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
92 |
2.88 | 2.88 | 2.88 | 2.88 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
93 |
2.88 | 2.88 | 2.88 | 2.88 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
94 |
2.88 | 2.88 | 2.88 | 2.88 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Exhibit 10.6
COINSURANCE FUNDS WITHHELD
REINSURANCE AGREEMENT
REINSURANCE AGREEMENT
No. 001
Between
Transamerica Insurance Company
of Cedar Rapids, IA
(Reinsured)
of Cedar Rapids, IA
(Reinsured)
And
SAFECO Life Insurance Company
of Redmond, WA
(Reinsurer)
of Redmond, WA
(Reinsurer)
Effective December 1, 2001
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
Table of Contents
| Articles | ||||
| 1 | Preamble |
|||
| 2 | Basis of Reinsurance |
|||
| 3 | Liability |
|||
| 4 | Mutual Considerations |
|||
| 5 | Funds Withheld Balance |
|||
| 6 | Reinsurance Reporting and Premium Accounting |
|||
| 7 | Reductions or Cancellations |
|||
| 8 | Terminal Accounting |
|||
| 9 | Insolvency |
|||
| 10 | Arbitration |
|||
| 11 | Entire Agreement |
|||
| 12 | Service of Suit |
|||
| 13 | General Provisions |
|||
| 14 | Letter of Credit |
|||
| 15 | Commencement and Termination |
|||
Schedules |
||||
| A | Specifications |
|||
Exhibits |
||||
| I | Underlying Policies |
|||
| II | Letter of Credit Form |
Article 1
Preamble
1.01 This Agreement is made and entered into by and between Transamerica Life Insurance
Company (hereinafter referred to as the “Reinsured”) and SAFECO Life Insurance Company
(hereinafter referred to as the “Reinsurer”).
1.02 The Reinsured and the Reinsurer mutually agree to reinsure on the terms and conditions stated
herein. This Agreement is an indemnity reinsurance agreement and the performance of the obligations
of each party under this Agreement shall be rendered solely to the other party.
Article 2
Basis of Reinsurance
2.01 Basis. The Reinsured shall cede to the Reinsurer certain Bank Owned Life Insurance
policies (the “Underlying Policies”) as described in Schedule A and listed in Exhibit I on a quota
share original terms basis.
2.02 Reinsurer’s Share. The Reinsurer shall accept the quota share specified in Schedule A.
2.03 Net Retained Lines. This Agreement applies only to that portion of any insurance which the
Reinsured 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 Agreement attaches, only loss or
losses in respect of that portion of any insurance which the Reinsured retains net for its own
account shall be included. 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 Reinsured 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 3
Liability
3.01 Inception. The Reinsurer’s liability shall begin on the effective date of this Agreement.
3.02 Termination. The Reinsurer’s liability shall terminate when the Reinsured’s liability
terminates.
3.03 Follow the Fortunes. The Reinsurer shall be liable to the Reinsured in the same manner
as the Reinsured is liable on the particular policy form(s) reinsured under this Agreement to the
extent such terms and conditions are not contrary to the terms and conditions of this Agreement.
Article 4
Mutual Considerations
4.01 Premium. On the Effective Date of the addition of any business to this agreement, the
Reinsured agrees to pay the Reinsurer a premium equal to the Quota Share percentage shown in
Exhibit I times the Total Initial Premium applicable that business. This amount may be withheld by
the Reinsured in accordance with Article 5.
4.02 Expense Allowance. Expense Allowances are shown in Exhibit I.
4.03 Ongoing Payments. The Reinsured shall credit the Reinsurer with its share of all premiums and
shall debit the Reinsurer with its share of all losses, allowances and loss adjustment expenses
paid by the Reinsured under the Underlying Policies for the business reinsured under this
Agreement.
Article 5
Funds Withheld Balance
5.01 Funds Withheld. Subject to the terms hereof, the Reinsured shall retain as fiduciary of
the Reinsurer the reinsurance premium due hereunder on a funds withheld basis. The amount of such
reinsurance premium so retained shall be called “Funds Withheld”. In consideration of the
Reinsurer agreeing to allow the Reinsured to retain the reinsurance premium on funds withheld
basis, the Reinsured agrees that the Funds Withheld Balance (as defined in Section 5.02) may be
offset by the Reinsurer against liabilities of the Reinsurer for payments under this Agreement.
The Funds Withheld Balance shall be maintained by the Reinsured in a segregated asset portfolio.
5.02 Calculation of the Funds Withheld Balance. As of the effective date of this
Agreement, the Reinsured shall maintain an accounting of all amounts deducted from or added to the
Funds Withheld (the “Funds Withheld Balance”) and shall report the status of the Funds Withheld
Balance calculated in accordance with this provision with each quarterly accounting statement.
5.03 Initial Funds Withheld Balance. The Funds Withheld balance shall equal:
| a) | The total of the reinsurance premiums due and payable to the Reinsurer in accordance with Sections 4.01 and 4.03; less | ||
| b) | the total of any benefits or losses or loss adjustment expenses payable by the Reinsurer in accordance with Section 4.03; less | ||
| c) | any expense allowances payable by the Reinsurer in accordance with Section 4.02; plus | ||
| d) | the Funds Withheld Investment Credit (as defined in Section 5.05); less | ||
| e) | any difference between the Funds Withheld Balance after taking into account adjustments, if applicable, in Sections 5.03(a) through 5.03(d) and the amount of statutory reserves on the business reinsured. |
5.04 Calculation of Funds Withheld Balance after the Effective Date. After the First
Settlement Date, the Funds Withheld Balance shall be calculated on a quarterly basis. The Funds
Withheld Balance shall be calculated in the same manner as for the Initial Funds Withheld Balance
on each subsequent Settlement Date, beginning with the Funds Withheld Balance determined on the
immediately preceding Settlement Date being carried forward, making each adjustment, if
applicable, in Sections 5.03(a) through 5.03(e) for the current settlement period.
5.05 Funds Withheld Investment Credit. For each period from the immediately preceding Settlement
Date until the relevant Settlement Date, the Reinsured shall calculate the Funds Withheld
Investment Credit as of the relevant Settlement Date (except for the First Settlement Date). The
“Funds Withheld Investment Credit” shall be an amount equal to the product of (x) the Funds
Withheld Balance as of the immediately preceding Settlement Date and (y) the Interest Credit Rate.
5.06 The Interest Credit Rate. The Interest Credit Rate shall mean the ratio of the investment
income earned by the assets in the segregated asset portfolio since the immediately preceding
Settlement Date to the book value of the assets in the segregated asset portfolio.
5.07 Funds Withheld Balance at End of Settlement Period. Should the Funds Withheld
Balance be positive at the end of any Settlement Period, then any positive balance shall be
withheld by the Reinsured in accordance with the provisions of this Article. Should the Funds
Withheld Balance be negative at the end of any Settlement Period, then any negative balance shall
be payable in cash to the Reinsured within 30 (thirty) days after rendering of the periodic
settlement statement by the Reinsured.
Article 6
Reinsurance Reporting and Premium Accounting
6.01 Reporting. Within sixty (60) days following the close of each calendar quarter, the
Reinsured will send the Reinsurer a statement and a list of changes and terminations.
6.02 Settlements. Within thirty (30) days after the end of each accounting period, the Reinsured
shall pay, subject to Article 5, Funds Withheld Balance, to the Reinsurer a settlement for the
accounting period of the preceding calendar quarter computed in accordance with Section 5.03(e).
If the amount computed is positive, then the Reinsured shall pay such amount to the Reinsurer. If
the amount computed is negative, then the Reinsurer shall pay the absolute value of such amount to
the Reinsured. If, at any time subsequent to the settlement just described, the computation is
found to be in error, a recomputation will be performed and payments will be made to reimburse the
Reinsured or Reinsurer as necessary.
6.03 Payment of Balances. The Reinsured will pay, subject to Article 5, Funds Withheld Balance,
any balance due the Reinsurer, at the same time as the account is rendered, but in all cases, by
the Accounting and Premium Due frequency as shown in Section 6.02. The Reinsurer will pay, subject
to Article 5, any balance due the Reinsured, at the same time as the account is confirmed,
however, at the latest, within thirty (30) days after receipt of the statement of account. Should
the Reinsurer be unable to confirm the account in its entirety, the confirmed portion of the
balance will be paid immediately. As soon as the account has been fully confirmed, the debtor will
pay the difference immediately. All balances not paid within thirty (30) days of the due date
shown on the statement will be in default.
6.04
Termination Because of Non-Payment of Premium.
| a) | When reinsurance premiums are delinquent, the Reinsurer has the right to terminate the risks on the statement by giving the Reinsured thirty (30) days’ written notice. As of the close of this thirty-day period, all of the Reinsurer’s liability shall terminate for: |
| i) | The risks described in the preceding sentence and | ||
| ii) | The risks where the reinsurance premiums became delinquent during the thirty-day period. |
| b) | Regardless of these terminations, the Reinsured shall continue to be liable to the Reinsurer for all unpaid reinsurance premiums earned by the Reinsurer. |
6.05 Reinstatement of a Delinquent Statement. The Reinsured may reinstate the terminated
risks within sixty (60) days after the effective date of termination by paying the unpaid
reinsurance premiums for the risks in force prior to the termination. The effective date of
reinstatement shall be the day the Reinsured notifies the Reinsurer of its intention to pay all of
the required back premiums.
6.06 Currency. The reinsurance premiums and benefits payable under this Agreement shall be payable
in the lawful money of the United States.
Article 7
Reductions or Cancellations
7.01 Reductions or Cancellations. Should this Agreement be terminated or the share of the
Reinsurer reduced while the underlying contract remains in force, the Reinsurer shall return to the
Reinsured the unearned premium, if any, as of the date of cancellation or reduction, less the
applicable allowances. If the Reinsured’s liability in the underlying contract is reduced or
canceled, the Reinsurer shall follow the Reinsured’s liability in all respects.
Article 8
Terminal Accounting
8.01 Terminal Accounting. In the event that all of the reinsurance under this Agreement is
terminated in accordance with Article 15, Commencement and Termination, a terminal accounting and
settlement shall take place, subject to Article 5, Funds Withheld Balance.
8.02 Date of Termination. The effective date of termination shall be the end of the
accounting period in which termination is effective. The terminal accounting date shall be the
effective date of termination or such other date as shall be mutually agreed to in writing.
8.03 Settlement. The terminal accounting and settlement shall consist of the settlements as
provided in Article 6, Reinsurance Reporting and Premium Accounting, computed as of the terminal
accounting date. If the calculation of the terminal accounting settlement produces an amount due
the Reinsured, such amount shall be paid by the Reinsurer to the Reinsured. If the calculation of
the terminal accounting and settlement produces an amount due the Reinsurer, the Reinsured shall
pay such amount to the Reinsurer. Such amounts shall be payable within thirty (30) days after the
terminal accounting and settlement is calculated.
8.04 Supplementary Accounting and Settlement. In the event that, subsequent to the
terminal accounting and settlement as provided above, a change is made with respect to any amount
taken into account pursuant to Article 6, Reinsurance Reporting and Premium Accounting, a
supplementary accounting shall take place. Any amount owed to the Reinsurer or to the Reinsured by
reason of such supplementary accounting shall be paid promptly upon the completion thereof.
Article 9
Insolvency
9.01 In the event of the insolvency of either party and the appointment of a conservator,
liquidator, or statutory successor, any payment due to the insolvent party shall be payable to the
conservator, liquidator, or statutory successor on the basis of claims allowed against the
insolvent party by any court of competent jurisdiction or by any conservator, liquidator, or
statutory successor of the company having authority to allow such claims, without diminution
because of that insolvency, or because the conservator, liquidator, or statutory successor has
failed to pay all or a portion of any claims. Payments by the solvent party as set forth in this
Section shall be made directly to the insolvent party or to its conservator, liquidator, or
statutory successor, except where the contract of insurance specifically provides another payee of
such insurance in the event of insolvency.
9.02 In the event of the Reinsured’s insolvency, the conservator, liquidator, or statutory
successor shall give written notice of the pendency of a claim against the Reinsured on any
policies reinsured within a reasonable time after such claim is filed. The Reinsurer may
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 the Reinsured or its conservator, liquidator,
or statutory successor.
9.03 The expenses incurred by the Reinsurer shall be chargeable, subject to court approval, against
the Reinsured as part of the expense of conservation or liquidation to the extent of a
proportionate share of the benefit which may accrue to the Reinsured in conservation or
liquidation, solely as a result of the defense undertaken by the Reinsurer. Where two or more
Reinsurers are involved in the same claim and a majority in interest elect to interpose a defense
or defenses to this claim, the expense shall be shared as though such expense had been incurred by
the Reinsured.
Article 10
Arbitration
10.01 As a condition precedent to any right of action hereunder, any dispute or difference
between the Reinsured and the Reinsurer relating to the interpretation or performance of this
Agreement, including its formation or validity, or any transaction under this Agreement, whether
arising before or after termination, shall be submitted to arbitration. Arbitration shall be the
method of dispute resolution, regardless of the insolvency of either party, unless the
conservator, receiver, liquidator or statutory successor is specifically exempted from arbitration
proceeding by applicable state law of the insolvency.
10.02 Arbitration shall be initiated by the delivery of written notice of demand for arbitration by
one party to another. Such written notice shall contain a brief statement of the issue(s), the
failure on behalf of the parties to reach amicable agreement and the date of demand for
arbitration.
10.03 The arbitrators and umpire shall be present or former disinterested officers of life
reinsurance or insurance companies other than the two parties to the Agreement or any company
owned by, or affiliated with, either party. Each party shall appoint an individual as arbitrator
and the two so appointed shall then appoint the umpire. If either party refuses or neglects to
appoint an arbitrator within thirty (30) days, the other party may appoint the second arbitrator.
If the two arbitrators do not agree on an umpire within sixty (60) days of the appointment of the
second appointed arbitrator, each of the two arbitrators shall nominate three individuals. Each
arbitrator shall then decline two of the nominations presented by the other arbitrator. The umpire
shall be chosen from the remaining two nominations by drawing lots.
10.04 The arbitration hearings shall be held in the city in which the Reinsured’s head office is
located or any such other place as may be mutually agreed. Each party shall submit its case to the
arbitrators and umpire within one hundred and eighty (180) days of the selection of the umpire or
within such longer period as may be agreed.
10.05 The arbitration panel shall make its decision with regard to the custom and usage of the
insurance and reinsurance business. The arbitration panel shall interpret this Agreement as an
honorable engagement; they are relieved of all judicial formalities and may abstain from following
strict rules of law. The arbitration panel shall be solely responsible for determining what shall
be considered and what procedure they deem appropriate and necessary in the gathering of such facts
or data to decide the dispute.
10.06 The decision in writing of the majority of the arbitration panel shall be final and binding
upon the parties. Judgment may be entered upon the final decision of the arbitration panel in any
court having jurisdiction.
10.07 The jointly incurred costs of the arbitration are to be borne equally by both parties.
Jointly incurred costs are specifically defined as any costs that are not solely incurred by one
of the parties (e.g., attorney’s fees, expert witness fees, travel to the hearing site, etc.).
Costs incurred solely by one of the parties shall be borne by that party. Once the panel has been
selected, the panel shall agree on one billable rate for each of the arbitrators and umpire and
that sole cost shall be disclosed to the parties and become payable as a jointly incurred cost as
described above.
10.08 If more than one Reinsurer is involved in the same dispute, all such Reinsurers shall
constitute and act as one party for the purposes of this Arbitration Article, provided however,
that nothing herein shall impair the rights of such Reinsurers to assert several, rather than
joint, defenses or claims, nor be construed as changing the liability under the terms of the
Agreement from several to joint.
Article 11
Entire Agreement
11.01 This Agreement supersedes any and all prior discussions and understandings between the
parties and, upon its execution, constitutes the sole and entire Agreement with respect to the
reinsurance provided hereunder. There are no understandings between the parties other than as
expressed in this Agreement. Any change or modification to the Agreement shall be null and void
unless effected by a writing subscribed by both the Reinsured and the Reinsurer. Any waiver shall
constitute a waiver only in the circumstances for which it was given and shall not be a waiver of
any future circumstance.
Article 12
Service of Suit
12.01 It is agreed that in the event the obligations under this Agreement are not performed by
the Reinsurer, at the request of the Reinsured, the Reinsurer shall submit to the jurisdiction of
any court of competent jurisdiction within the United States and shall comply with all the requirements necessary to give
that court jurisdiction. All matters arising under this Agreement shall be determined in accordance
with the law and practice of such court. Nothing in this clause 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. Service of process, in any such suit, may be made upon any then duly
elected officer of the Reinsurer (agent for service of process) at [enter address of Reinsurer].
The Reinsurer shall abide by the final decision of such court or of any appellate court in the
event of an appeal, for any suit instituted against the Reinsurer under this Agreement.
12.02 The agent for service of process is authorized and directed to accept service of process on
behalf of the Reinsurer in any such suit and/or upon the request of the Reinsured, give a written
undertaking to the Reinsured that the agent will enter a general appearance on behalf of the
Reinsurer in the event such a suit is instituted.
12.03 The Reinsurer hereby designates the Superintendent, Commissioner or Director of Insurance or
his successor or successors in office, for the State of Iowa, as its true and lawful agent for
service of process (in addition to the above named agent), who may be served any lawful process in
any action, suit or proceeding instituted by or on behalf of the Reinsured or any beneficiary
arising out of this Agreement, and hereby designates the above named as the person to whom the
Reinsured is authorized to mail such process or a true copy thereof.
Article 13
General Provisions
13.01 Statutory Reserves. The term “statutory reserve(s)” or “gross statutory reserve(s)”,
whenever used for the purpose of this Agreement, shall mean the total reserves that would have
been required under the underlying agreements in accordance with the regulatory requirements of
the original issuing companies’ respective state of domicile had this agreement not have been
placed in effect.
13.02 Inspection of Records. Either company, their respective employees or authorized
representatives, may audit, inspect and examine, during regular business hours, at the home office
of either company, any and all books, records, statements, correspondence, reports, trust accounts
and their related documents or other documents that relate to the policies covered hereunder. The
audited party agrees to provide a reasonable work space for such audit, inspection or examination
and to cooperate fully and to faithfully disclose the existence of and produce any and all
necessary and reasonable materials requested by such auditors, investigators, or examiners. The
company performing a routine audit shall
provide five (5) working days advance notice to the other party. The expense of the
respective party’s employee(s) or authorized
representative(s) engaged in such activities will be borne solely by such party.
representative(s) engaged in such activities will be borne solely by such party.
13.03 Severability. If any term or provision under this Agreement shall be held or made invalid,
illegal or unenforceable by a court decision, statute, rule or otherwise, such term or provision
shall be amended to the extent necessary to conform with the law and all of the other terms and
provisions of this Agreement shall remain in full force and effect. If the term or provision held
to be invalid, illegal or unenforceable is also held to be a material part of this Agreement, such
that the party in whose favor the material term or provision was stipulated herein would not have
entered into this Agreement without such term or provision, then the party in whose favor the
material term or provision was stipulated shall have the right, upon such holding, to terminate
this Agreement.
13.04 Parties to Agreement. This Agreement is solely between the Reinsured and the Reinsurer.
There is no third party to this Agreement. Reinsurance under this Agreement shall not create any
right or legal relationship between the Reinsurer and any other person, for example, any insured,
policy owner, agent, beneficiary or assignee.
13.05 Offset. All monies due either company under this Agreement may be offset against each other,
dollar for dollar, regardless of any insolvency of either party unless otherwise prohibited by
law. If the Reinsurer advances payment through offset of any claim it is contesting and prevails
in the contest, the Reinsured shall return such payment.
13.06 Governing Law. In the event of litigation, the parties shall submit to the competent
jurisdiction of a court in the State of Iowa and shall abide by the final decision of such court.
This Agreement shall be governed as to performance, administration and interpretation by the laws
of the State of Iowa exclusive of the rules with respect to conflicts of law. In all cases, the
State of Iowa applies with respect to rules for credit for reinsurance.
13.07 Errors and Omissions. Unintentional clerical errors, omissions or misunderstandings in the
administration of this Agreement by either the Reinsured or the Reinsurer shall not invalidate the
reinsurance hereunder provided the error, omission or misunderstanding is corrected promptly after
discovery. Both companies shall be restored, to the extent possible, to the position they would
have occupied had the error, omission or misunderstanding not occurred, but the liability of the
Reinsurer under this Agreement shall in no event exceed the limits specified herein.
13.08 Schedules, Exhibits and Section Headings. Schedules and Exhibits attached hereto are made a
part of this Agreement. Section headings are provided for reference purposes only and are not made
a part of this Agreement.
Article 14
Letter of Credit
14.01 Statutory Reserve Credit. The Reinsurer will take all necessary steps to enable the
Reinsured to secure statutory reserve credit (the “Statutory Reserve Credit”) in all applicable
United States jurisdictions. Statutory Reserve Credit shall mean the amount of statutory reserves
required by the applicable United States jurisdiction on the risks ceded to the Reinsurer under
this agreement.
14.02 This Article shall set forth the terms and conditions under which any letter of credit
required hereunder shall be held.
14.03 Letter of Credit. If a jurisdiction of the United States will not permit the Reinsured, in
the statements required to be filed with its regulatory authorities, to receive full credit as
admitted reinsurance for the Reinsurer’s share of losses and reserves for premiums unearned, the
Reinsured will provide the Reinsurer with a statement showing the Reinsurer’s share of such losses
and unearned premiums. Upon receipt of such statement, the Reinsurer shall promptly provide the
Reinsured with a clean, unconditional and irrevocable letter of credit, in the amount specified in
the statement. The terms and bank shall be acceptable to the regulatory authority(ies) having
jurisdiction and the letter of credit shall follow the format attached hereto as Exhibit II.
14.04 Losses. “Losses”, as used in this section, shall be defined as the sum of all losses paid and
allocated loss adjustment expenses paid by the Reinsured but not yet recovered from the Reinsurer,
plus reserves for losses and allocated loss adjustment expenses outstanding, plus reserves for
losses incurred but not reported as determined by the Reinsured.
14.05 Expiration. The Reinsurer hereby agrees that the letter of credit will provide for automatic
extension of the letter of credit without amendment for one year from the date of expiration of
said letter or any future expiration date, unless thirty (30) days prior to any expiration the
issuing bank notifies the Reinsured by Registered Mail that the issuing bank elects not to
consider the letter of credit renewed for any additional period. An issuing bank that is not a
member of the Federal Reserve system shall provide sixty (60) days notice to the Reinsured prior
to any expiration.
14.06 Drawing Upon Letter of Credit. Notwithstanding any other provision of this
Agreement, the Reinsured or its successors in interest may draw upon such credit at any time for
one or more of the following purposes only:
| a) | To pay or reimburse the Reinsured for the Reinsurer’s share of any losses and unearned premiums as stipulated in the statement submitted by the Reinsured to the Reinsurer; | ||
| b) | To make refund of any sum which is in excess of the actual amount required to pay the Reinsurer’s share of any losses and unearned premiums as stipulated in the statement submitted by the Reinsured to the Reinsurer; | ||
| c) | To pay or reimburse the Reinsured for any other amounts necessary to secure the credit or reduction from liability for reinsurance taken by the Reinsured; | ||
| d) | To withdraw the balance of such credit if the Reinsured has received effective notice of non-renewal of the letter of credit and the Reinsurer’s liability remains unliquidated and undischarged thirty (30) days prior to the expiration date of the letter of credit; and | ||
| e) | To pay or reimburse the Reinsured for the Reinsurer’s share of any other amounts the Reinsured claims are due under this Agreement. |
14.07 Amendment to Letter of Credit. At semi-annual intervals, or more frequently as
determined by the Reinsured but never more frequently than quarterly, the Reinsured shall prepare
a specific statement, for the sole purpose of amending the letter of credit, of the Reinsurer’s
share of any losses and unearned premiums. If the statement shows that the Reinsurer’s share of
losses plus unearned premiums exceeds the balance of credit as of the statement date, the
Reinsurer shall, within thirty (30) days after receipt of notice of such excess, secure delivery
to the Reinsured of an amendment to the letter of credit or an
additional letter of credit increasing the amount of credit by the amount of such
difference. If the statement shows, however, that the Reinsurer’s share of losses plus unearned
premiums is less than the balance of credit as of the statement date, the Reinsured shall, within
thirty (30) days after receipt of written request from the Reinsurer, release such excess credit
by agreeing to secure an amendment to the letter of credit reducing the amount of credit available
by the amount of such excess credit.
14.08
Insolvency. The rights and obligations of the Reinsurer and the Reinsured, as set
forth in this Article, shall not be diminished in any manner whatsoever by the insolvency of the
Reinsured or the Reinsurer.
Article 15
Commencement and Termination
15.01 This Agreement shall be effective as of December 1, 2001 and shall remain in force for
an indefinite period.
15.02 In the event the underlying agreements are terminated, this Agreement will also be terminated.
15.03 The Reinsurer shall only be allowed to terminate this Agreement, other than for reasons of a
breach, fraud or misrepresentation as provided for and limited by this Agreement, should the
Reinsured, or its successor, fail to pay the reinsurance premiums or other considerations due the
Reinsurer as provided for in this Agreement. In the event of termination by the Reinsurer,
Terminal Accounting in accordance with Article 8 will apply and a payment in accordance with
Section 8.03 will be effected.
15.04 This Agreement may be executed simultaneously in any number of counterparts, each of which
shall be deemed an original, but all of which shall constitute one and the same instrument.
Executed in duplicate by
|
Executed in duplicate by | |||
Transamerica Life
|
SAFECO Life | |||
Insurance Companv
|
Insurance Company | |||
on
July 30, 2002.
|
on July 15, 2002. | |||
| By: |
/s/ James R. Trefz
|
By: | /s/ Michael J. Kinzer | |
Title VP
|
Title V.P. & Chief actuary | |||
| By: |
/s/ Ken Turnquist
|
By: | /s/ Jon David Parker | |
Title AVP
|
Title Actuary | |||
Schedule A
Specifications
| 1. | Type of Business: Bank Owned Life Insurance | |
| 2. | Plans of Insurance: Policy Form number WL760 136 86 1098, including state variations. | |
| 3. | Quota Share: See Exhibit I |
Exhibit I
Underlying Policies
| 1) The 1997 Citizens Revocable Insurance Trust | ||||
| Policy Numbers: | 26xxxxxxx-26xxxxxxx | |||
| Effective Date: | 12/20/2001 | |||
| Total Initial Premium: | $175,000,000 | |||
| Quota Share: | 28.57143% | |||
| Expense Allowances: | [***] of premium and [***] of the Statutory Reserve on each Settlement Date. | |||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp.,this information has been filed separately with the Securities and
Exchange Commission.
Exhibit II
Letter of Credit Form
(Name of Bank)
(Address)
(Address)
FOR INTERNAL IDENTIFICATION PURPOSES ONLY
Does Not Affect Terms of Letter of Credit or Bank’s Obligations Thereunder
Does Not Affect Terms of Letter of Credit or Bank’s Obligations Thereunder
Our No.
|
Other | |||||||||
| Accountholder/Applicant | ||||||||||
| (Reinsurer) | ||||||||||
| Beneficiary’s State of Domicile | ||||||||||
Irrevocable
|
Issue Date: | |||||||
Letter of Credit No. |
||||||||
To: Beneficiary:
|
(Name) | |
| (Address) |
We hereby establish this irrevocable Letter of Credit in favor of the aforesaid addressee
(“Beneficiary”) for drawings up to United States $ , effective immediately. This
Letter of Credit is issued, presentable and payable at our office at (issuing bank’s address) and
expires with our close of business on , 20 .
The term “Beneficiary” includes any successor by operation of law of the named Beneficiary
including, without limitation, any liquidator, rehabilitator, receiver or conservator. (Insurers
incorporated under the laws of California must use the language in Note 1 below in lieu of this
paragraph.)
We hereby undertake to promptly honor your sight draft(s) drawn on us, indicating our Credit
No. , for all or any part of this Credit if presented at our office specified in paragraph one on
or before the expiration date or any automatically extended expiry date.
Except as expressly stated herein, this undertaking is not subject to any agreement, condition
or qualification. The obligation of (issuing bank) under this Letter of Credit is the individual
obligation of (issuing bank), and is in no way contingent upon reimbursement with respect thereto.
It is a condition of this Letter of Credit that it is deemed to be automatically extended
without amendment for one year from the expiration date hereof, or any future expiration date,
unless thirty days prior to such expiration date we notify you by registered mail that we elect not
to consider this Letter of Credit renewed for any such additional period.
This Letter of Credit is subject to and governed by the Laws of the State of (see note 2
below) and the 1993 Revision of the Uniform Customs and Practice for Documentary Credits of the
International Chamber of Commerce (Publication 500) and, in the event of any conflict, the Laws
of the State of (see note 2 below) will control. If this Credit expires during an interruption of
business as described in Article 17 of said Publication 500, the bank hereby specifically agrees
to effect payment if this Credit is drawn against within thirty days after the resumption of
business.
Very truly yours,
(Issuing Bank)
Notes:
| 1. | In lieu of paragraph two above, insurers incorporated under the laws of California must use the following paragraph: |
“The term “Beneficiary” includes any successor by operation of law of the named
Beneficiary. If a court of law appoints a successor in interest to the named Beneficiary, then
the named Beneficiary includes and is limited to the court appointed domiciliary receiver
(including conservator, rehabilitator or liquidator).”
2. Insurers incorporated under the laws of California insert California, insurers incorporated
under the laws of New York, insert New York, other insurers insert state of incorporation or New York.
United States branches of alien insurers insert state of entry or New York.
EXHIBIT
10.9
STAT #: 19-17-9121
SSN/TAX ID #: 33-0339296
DOC CODE: AAG
NAME: Agency Agreement
# OF PGS: 14 pgs total
SSN/TAX ID #: 33-0339296
DOC CODE: AAG
NAME: Agency Agreement
# OF PGS: 14 pgs total
Agency Agreement
Symetra Life Insurance Company
This agency agreement (“Agreement”) is executed by the undersigned party(ies) (hereinafter
collectively called “Agency”) and Symetra Life Insurance Company (hereinafter called “Company”). If
more than one agency is listed below, any reference in this Agreement to “Agency” shall be deemed
to refer to the appropriate Agency as the context requires. It shall consist of this page and the
pages identified by the following form numbers:
LSA-900
This Agreement applies to life and health insurance products issued by the Company (collectively
“contracts”) written by Agency on or after the effective date of this Agreement.
Agency is responsible for ensuring that no business is solicited until the effective date of this Agreement.
Signature 
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(Agency Principal or Authorised Officer)
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Pat McCormick | |
Doug Jackson
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Senior Vice President | |
Senior Vice President
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Symetra Life Insurance Company | |
Date Signed: March 10, 2006
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For Symetra Life Insurance Company | |
Contracted Servicing Agency or Agent Name:
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Effective Date: March 10, 2006 | |
| (To be filled in by Symetra Personnel) |
WM Financial Services, Inc.
WMFS Insurance Services, Inc.
WMFS Insurance Services, Inc.
19-17-9121
Symetra Stat Number
P.O. Box 34920
Seattle, WA 98124-1920
P.O. Box 34920
Seattle, WA 98124-1920
LSA-399 03/2006 WAMU
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
Symetra
Life Insurance Company
Terms and Conditions
Terms and Conditions
General
| 1. | Values Statement | |
| The Company has a history, tradition and reputation for high ethical standards. Company and Agency agree to adhere to the Values Statement, avoid conflicts of interest, and comply with all applicable laws. The Company represents that the contracts and any material, supplies, advertising, sales proposals or other printed matter mentioning the Company by name or intending to generate an interest in the Company or its products provided or approved by the Company shall comply, and shall be in continuing compliance with, all applicable federal and state laws and regulations, and shall be filed with and approved by all governmental agencies if and as required by law. | ||
| Both parties shall: |
| a. | Act with integrity, which includes being honest with customers and with each other. |
||
| b. | Take appropriate actions, including having adequate supervision, to comply with applicable laws. |
| 2. | Confidentiality | |
| “Confidential Information” of any party shall mean ideas, expressions, trade secrets, customer lists, products, policies, forms, business methods, business plans, software and information from third parties (such as software and its related documentation) for which such party has a duty of confidentiality, as well as information which from all relevant circumstances should reasonably be assumed by a party to be confidential information, whether any of which is marked “Confidential Information” or not. Each party will make reasonable effort to advise the other party when information disclosed to the other party is Confidential Information. Confidential Information relating to a party shall be held in confidence by the other party to the same extent and in at least the same manner as such party protects its own Confidential Information, but in no case to a lesser extent or manner than a reasonable degree of care under the circumstances. Confidential Information shall not be disclosed to third parties without specific written permission of the protected party. Each party shall, however, be permitted to disclose relevant aspects of the other party’s Confidential Information to its officers, agents, subcontractors and employees to the extent that such disclosure is reasonably necessary for the performance of its duties and obligations under this Agreement; provided, however, that such party shall take all reasonable measures (including in the case of any disclosure to third parties receipt of a valid, executed non-disclosure agreement with such third party consistent with this Agreement) to ensure that Confidential Information of the other party is not disclosed or duplicated in contravention of the provisions of the Agreement by such officers, agents, sub contractors, and employees. | ||
| The obligations in this Section 2 shall not restrict any disclosure by either party pursuant to any applicable state or federal laws, or by order of any court or government agency (provided that the disclosing party shall give prompt notice to the non-disclosing party of such order) and shall not apply with respect to information which (1) is independently developed by the other party without violating the disclosing party’s proprietary rights, (2) is or becomes publicly known (other than through unauthorized disclosure), (3) is intentionally disclosed by the owner of such information to a third party free of any obligation of confidentiality, (4) is already known by such party without an obligation of confidentiality other than pursuant to this Agreement or of any confidentiality agreements entered into before the effective date of this Agreement as evidenced by the written records of such party, or (5) is rightfully received by a party free of any obligation of confidentiality. | ||
| The parties agree that they shall abide by the provisions of the Gramm-Leach-Bliley Act (“GLB”) and other applicable privacy laws and shall each establish commercially reasonable controls to ensure the confidentiality of the Confidential Information and to ensure that the Confidential Information is not disclosed contrary to the provisions of this Agreement, GLB or any other applicable privacy laws and regulations. Without limiting the foregoing, each party shall implement such physical and other security measures as are necessary to (i) ensure the security and confidentiality of the Confidential Information (ii) protect against any threats or hazards to the security and integrity of the Confidential Information and (iii) protect against any unauthorized access to or use of the Confidential Information. Each party shall have the right, during regular office hours and upon reasonable notice, to audit the other party to ensure compliance with the terms of this Agreement, GLB and other privacy laws and regulations. | ||
| 3. | Company agrees that during the term of this Agreement and following its termination, Company shall not solicit any customer of Agency who purchases any product from the Company under this Agreement or under any previous agreement between Company and Agency or affiliates of Agency for any additional product or service without |
| LSA-900 03/2006 | Page 1 of 13 |
| Agency’s prior written consent; provided, however, that Company may offer additional products or services to any such customers who become a customer of the Company through another agency relationship. | ||
| 4. | Status and Authority of Agency |
| a. | Agency is an independent contractor, not an employee of Company, and has retained its right to exercise exclusive and independent control of its time, energy and skill in the conduct of its business. | ||
| b. | Agency is authorized to solicit applications for those life and health insurance products issued by the Company that are listed on the attached Schedule pages; and to collect initial policy premiums and account deposits, and such other premiums as may be specifically authorized by the Company. |
| 5. | Agency has no authority to: |
| a. | Make, alter or discharge any policy; | ||
| b. | Extend the time for payment of premiums; | ||
| c. | Waive or extend any policy provision; | ||
| d. | Incur any liability or expense on behalf of Company; | ||
| e. | Receive any money due or to become due to Company except initial policy premiums and account deposits and other such premiums as may be specifically authorized by the Company. |
| 6. | Agency shall promptly submit applications and remit premiums and deposits to Company at its Home Office. | |
| Agency shall be responsible to Company for the fidelity and acts of Agency representatives. Agency is responsible for ensuring that no business is solicited by any representative until that representative is authorized to represent the Company according to the applicable state regulations and after the Agreement effective date. Compensation is earned on premiums received after the Agency is appointed with the Company. | ||
| 7. | Agency shall not pay or allow, or offer to allow, as an inducement to any person to insure or enroll, any illegal rebate of premium or other consideration due, or any other inducement not specified in the policy; nor make any misrepresentations or incomplete comparison for the purpose of inducing a policyholder in any other company to lapse, forfeit or surrender insurance. | |
| 8. | Agency shall not use any sales material, illustrations or advertisement in which Company or its products is identified, unless it is provided to Agency by Company or the written consent of Company is obtained. Neither party shall use the other party’s name or mark in any advertising, written sales promotion, press releases or other publicity matters relating to this Agreement without the other party’s written consent. | |
| 9. | The parties shall cooperate with each other to resolve customers’ complaints and disputes fairly and promptly. Each party shall promptly notify the other party, in writing, if it receives notice of any written customer complaint or any threatened or pending regulatory investigation or any judicial or administrative proceeding, civil action or arbitration (each a “Proceeding”) involving any policy marketed under this Agreement or any activity in connection with any such policy. Each party shall furnish such other information relating to the Proceeding as the other party reasonably requests. | |
| 10. | Without liability to the Agency, the Company may withdraw from doing business in any jurisdiction, and may at its discretion withdraw, substitute, add or change rates on any plan or plans. | |
| 11. | Except as expressly provided herein, this Agreement may only be amended by a writing signed by all parties. | |
| 12. | Each party shall indemnify, defend and hold harmless the other party, its affiliates and their respective directors, officers, employees and agents (collectively “Indemnified Parties”) against any and all claims, suits hearings, actions, damages of any kind, liability, fines, penalties, costs, losses or expenses, including reasonable attorney’s fees, caused by or resulting from: (i) any negligence, error, omission, misconduct or other unauthorized act by the indemnifying party or its employees or representatives, including but not limited to independent contractors engaged by the indemnifying party to perform any of its duties under this Agreement, and (ii) any breach by the indemnifying party of any of its representations, or obligations under this Agreement. | |
| After receipt by an indemnified party of notice of the commencement of any action with respect to which a claim will be made against an indemnifying party, such indemnified party shall notify the indemnifying party promptly in writing of the commencement of the action. The failure to so notify the indemnifying party shall not relieve the indemnifying party from any liability which it may otherwise have to any indemnified party except, and to the extent the indemnifying party is prejudiced thereby. In any such action where the indemnified party has given the notice described in this Section 12, the indemnifying party shall be entitled to participate in and, at its option, to assume defense of the action. After notice to such indemnified party that the indemnifying party has elected to assume defense of the action, the indemnifying party shall not be liable to such indemnified party for any legal or other expenses subsequently incurred by such indemnified party in connection with the defense other than reasonable costs of investigation. | ||
| 13. | This Agreement shall be governed by and construed in accordance with the laws of the state of Washington. |
| LSA-900 03/2006 | Page 2 of 13 |
Compensation/Assignment
| 1. | The Company may establish a reasonable minimum amount for compensation payments. If the amount due is less than such sum, the balance will be carried forward to the next payment date until the minimum amount is reached. | |
| 2. | Undistributed compensation in the hands of Company and its affiliates may be applied at any time to and as an offset on any due and unpaid obligations of Agency to Company and its affiliates. If compensation owed by Agency to company exceeds compensation payable to Agency, then Agency will immediately repay Company compensation owed to Company upon notice to Agency by Company. | |
| 3. | Neither this Agreement, nor any of the benefits to accrue hereunder, shall be assigned or transferred, either in whole or in part by Agency, without prior written consent of the Company, except in the case of an assignment or transfer to a property licensed affiliate Agency. To the extent that any duties and responsibilities under this Agreement are delegated to an agent or other subcontractor of either party, the delegating party shall remain responsible for all acts or omissions of any delegate and shall take reasonable steps to ensure that such agents and subcontractors adhere to the provisions of this Agreement. | |
| 4. | Company at any time, by written notice to Agency may change the compensation allowed under this Agreement as to new business effective on or after the date of such notice. | |
| 5. | If Company returns any portion of the premiums on a policy previously issued, Agency will pay to Company the compensation previously received with respect to the returned premiums, not to exceed the amount paid to Agency. In addition, Agency will refund to Company compensation on canceled insurance, and on reductions in premiums, at the same rate as those on which compensation was originally received. | |
| 6. | Company will pay Agency both Base Commissions and Special Marketing Allowance (SMA) in accordance with the usual payment cycle for compensation payments. |
Termination
| 1. | Commissions, sales fees, service fees, trails and any other compensation shall be payable after this Agreement has been terminated on contracts sold by Agency prior to such termination in accordance with the applicable schedules subject to any offset on any due and unpaid obligation to the Company and affiliates. Payment of any compensation will be subject to all terms and conditions of the Schedule(s) in effect at the time a contract was issued and provided Agency maintains its continuing status as the servicing Agency.. | |
| 2. | Except as otherwise provided, this Agreement may be terminated without cause by either of the parties hereto by giving thirty (30) days’ prior written notice to the other party. | |
| 2. | This Agreement shall terminate immediately and the Agency shall forfeit any and all compensation accruing hereunder, if any of the following acts are committed by the Agency representatives (but not including acts committed by individual Agency representatives acting without the knowledge and approval of Agency): |
| a. | Withholding any property belonging to the Company after demand for its relinquishment has been made by the company; | ||
| b. | Willfully misappropriating funds belonging to the Company; | ||
| c. | Committing any other fraudulent act against the Company or its policyholders; | ||
| d. | Doing any act which results in having the required license to act as an insurance agent or broker canceled by any state insurance department; | ||
| e. | Encouraging Company customers to replace their Company products through systematic campaigns of replacement evidenced by written memoranda, instructions, sales guides, or incentive compensation designed to encourage such replacement; and | ||
| f. | Making any representation or doing any act injuring the business or reputation of the Company. |
THE FAILURE OF EITHER PARTY TO ENFORCE ANY PROVISION OF THIS AGREEMENT SHALL NOT CONSTITUTE A
WAIVER BY EITHER PARTY OF ANY SUCH PROVISION. THE PAST WAIVER OF A PROVISION BY EITHER PARTY SHALL
NOT CONSTITUTE A COURSE OF CONDUCT OR A WAIVER IN THE FUTURE OF THAT SAME PROVISION.
| LSA-900 03/2006 | Page 3 of 13 |
Symetra Life Insurance Company
Annuity Base Commission Schedule Terms
Annuity Base Commission Schedule Terms
Terms
| 1. | Commissions | |
| Base commissions for premiums will be paid in accordance with the Schedule(s) in effect at the time the business is approved by the Company. | ||
| Unless pre-approved by the Company, premium is limited to a maximum deposit of $1 million per product and per policyowner, in any one policy or combination of policies within a 12 month period for the Symetra Annuities products offered in the commission schedule(s). A policy with joint owners is considered to have only one policyowner for purposes of this provision. Company reserves the right to decline any premium submitted without pre-approval. Commission will be paid at the stated commission rate in Payment Schedule, and may be reduced on premium submissions of $1 million or more. | ||
| 2. | Change of Servicing Agent | |
| Requests for change of servicing agent submitted by a Contractholder may be granted if it appears to be in the best interest of the Contractholder and the Company. A change will transfer the right to receive commissions to the new servicing agent. Contracts, for which an agent cannot be located, within a reasonable amount of time, will be converted to Agency accounts. |
Definitions
| 1. | Premiums | |
| Continuing premiums are ongoing premiums expected to be paid Contract year. Single sum premiums are premiums which are not ongoing in nature. They may be transfers from another contract or insurance carrier, including trustee-to-trustee transfers, rollovers, and exchanges, but they do not include internal transfers between Company products. | ||
| 2. | Attained Age | |
| Attained age is determined as of the date Company receives premium. For products with joint owners, attained age will be determined using the birth date of the older owner. For annuity contracts that are owned by a non-natural person, attained age will be determined using the birth date of the annuitant, or using the birth date of the older annuitant in the case of joint annuitants. | ||
| 3. | Distribution Charge Period (DCP) | |
| DCP is the time during which distribution charges apply as described in the Contract | ||
| 4. | Trail | |
| Trail commission is compensation based on Contract value. Trail will discontinue when Contract value is zero. |
Page 4 of 13
Symetra Life Insurance Company
Annuity Base Commission Schedule
Annuity Base Commission Schedule
Symetra Advantage Income
| • | Qualified and Non-qualified contracts | ||
| • | Single premium, fixed immediate annuity | ||
| • | $10,000 minimum purchase payment | ||
| • | Withdrawals from Symetra Advantage Income are not allowed |
Payment Schedule
Subject to the applicable conditions specified below, base commissions as a percentage of premiums
will be paid as follows:
All premiums — [***]
Repayment of Commissions
Agency will repay Company commissions, not to exceed amount paid to Agency, under the following
condition.
Premiums returned to the Contractholder
If benefits have been paid, the amount returned to the Contractholder will be premium minus
benefits paid. Agency will repay commissions paid on the premiums returned.
Repayments under this schedule will be netted against any commissions owed to Agency by Company
under other product Schedules.
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
Page 5 of 13
Symetra Life Insurance Company
Annuity Base Commission Schedule
Annuity Base Commission Schedule
Symetra Select Annuity
| • | Qualified and Non-qualified contracts | ||
| • | Modified single premium, fixed deferred annuity | ||
| • | Minimum initial premium of $10,000 with additional optional minimum premiums of $250 within first twelve months of contract |
Payment Schedule
Subject to the applicable conditions specified below, base commissions as a percentage of premiums
will be paid as follows:
All premiums for individuals age 85 and under — [***]
Trail commission will be paid monthly, at an annual rate of [***] basis points of contract value
beginning immediately.
Repayment of Commissions
Agency will repay Company commissions, not to exceed amount paid to Agency, under the following
conditions.
| 1. | Premiums returned to the Contractholder or Certificateholder | |
| If premiums are returned to the Contractholder, not including premiums which are considered to be withdrawn as part of a withdrawal or annuitization, Agency will repay commissions paid on the premiums returned. | ||
| 2. | Withdrawals from the Symetra Select Annuity |
If withdrawals are taken during the first Contract year, Agency will repay commissions paid on the
amount withdrawn.
Provision 2 will not apply to:
| 1. | Non-commissionable transfers between Company products; | ||
| 2. | Withdrawals where no surrender penalties were applied, such as under a free-withdrawal provision (excluding the bailout) or after all surrender penalties have expired; | ||
| 3. | Death benefit payments or hospital and nursing home waiver payments; or | ||
| 4. | Payments made under a settlement option which are payable for life, or a period of at least five years. |
Repayments under this schedule will be netted against any commissions owned to Agency by Company
under other product Schedules. For purposes of processing repayments, withdrawals will be
considered deducted from the Contract in the following order:
| 1. | First from first-year continuing premiums and increases; | ||
| 2. | Second from single sum premiums; and | ||
| 3. | Third from commissionable transfers and rollovers. |
The repayment provisions under this provision will not apply to trail commissions.
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
Page 6 of 13
Symetra Life Insurance Company
Annuity Base Commission Schedule
Annuity Base Commission Schedule
Symetra Secure Annuity
| • | Qualified and Non-qualified contracts | ||
| • | Modified single premium, fixed deferred annuity | ||
| • | Minimum initial premium of $10,000 with additional optional minimum premiums of $250 within first twelve months of contract |
Payment Schedule
Subject to the applicable conditions specified below, base commissions as a percentage of premiums
will be paid as follows:
All premiums for individuals age 85 and under — [***]
Trail commission will be paid monthly, at an annual rate of [***] basis points of contract value
beginning immediately.
Repayment of Commissions
Agency will repay Company commissions, not to exceed amount paid to Agency, under the following
conditions.
| 1. | Premiums returned to the Contractholder or Certificateholder | |
| If premiums are returned to the Contractholder, not including premiums which are considered to be withdrawn as part of a withdrawal or annuitization, Agency will repay commissions paid on the premiums returned. | ||
| 2. | Withdrawals from the Symetra Secure Annuity | |
| If withdrawals are taken during the first Contract year, Agency will repay commissions paid on the amount withdrawn. |
Provision 2 will not apply to:
| 1. | Non-commissionable transfers between Company products; | ||
| 2. | Withdrawals where no surrender penalties were applied, such as under a free-withdrawal provision (excluding the bailout) or after all surrender penalties have expired; | ||
| 3. | Death benefit payments or hospital and nursing home waiver payments; or | ||
| 4. | Payments made under a settlement option which are payable for life, or a period of at least five years. |
Repayments under this schedule will be netted against any commissions owned to Agency by Company
under other product Schedules. For purposes of processing repayments, withdrawals will be
considered deducted from the Contract in the following order:
| 1. | First from first-year continuing premiums and increases; | ||
| 2. | Second from single sum premiums; and | ||
| 3. | Third from commissionable transfers and rollovers. |
The repayment provisions under this provision will not apply to trail commissions.
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
Page 7 of 13
Symetra Life Insurance Company
Annuity Base Commission Schedule
Annuity Base Commission Schedule
Symetra Custom Fixed Annuity
| • | Qualified and Non-qualified contracts | ||
| • | Modified single premium, fixed deferred annuity | ||
| • | Minimum initial premium $10,000 with optional subsequent minimum premiums of $1,000 within first twelve months of contract |
Payments Schedule
Subject to the applicable conditions specified below, base commission as a percentage of premiums
will be paid as follows:
All premiums for individuals age:
85 and under — [***]
85 through 90 — [***]
Trail commission will be paid monthly, at an annual rate of [***] basis points of contract value
beginning immediately.
Repayment of Commissions
Agency will repay Company commissions, not to exceed amount paid to Agency, under the following
conditions.
| 1. | Premiums returned to the Contractholder or Certificateholder | |
| If premiums are returned to the Contractholder, not including premiums which are considered to be withdrawn as part of a withdrawal or annuitization, Agency will repay commissions paid on the premiums returned. | ||
| 2. | Withdrawals from the Symetra Custom Fixed Annuity | |
| If withdrawals are taken during the first Contract year, Agency will repay commissions paid on the amount withdrawn. |
Provision 2 will not apply to:
| 1. | Non-commissionable transfers between Company products; | ||
| 2. | Withdrawals where no surrender penalties were applied, such as under a free-withdrawal provision (excluding the bailout) or after all surrender penalties have expired; | ||
| 3. | Death benefit payments or hospital and nursing home waiver payments; or | ||
| 4. | Payments made under a settlement option which are payable for life, or a period of at least five years. |
Repayments under this schedule will be netted against any commissions owned to Agency by Company
under other product Schedules. For purposes of processing repayments, withdrawals will be
considered deducted from the Contract in the following order:
| 1. | First from first-year continuing premiums and increases; | ||
| 2. | Second from single sum premiums; and | ||
| 3. | Third from commissionable transfers and rollovers. |
The repayment provisions under this provision will not apply to trail commissions.
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
Page 8 of 13
Symetra Life Insurance Company
Annuity Special Marketing Allowance (SMA) Schedule
Annuity Special Marketing Allowance (SMA) Schedule
Symetra Advantage Income
| • | Qualified and Non-qualified contracts | ||
| • | Single premium, fixed immediate annuity | ||
| • | $10,000 minimum purchase payment | ||
| • | Withdrawals from Symetra Advantage income are not allowed |
Payment Schedule
Subject to the applicable conditions specified below, SMA as a percentage of new premiums will be
paid as follows:
All premiums — [***]
Repayment of SMA
Agency will repay Company the SMA, not to exceed amount paid to Agency, under the following
condition.
Premiums returned to the Contractholder
If benefits have been paid, the amount returned to the Contractholder will be premium minus
benefits paid. Agency will repay the SMA on the premiums returned.
Repayments under this schedule will be netted against any commissions owed to Agency by Company
under other product Schedules.
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
Page 9 of 13
Symetra Life Insurance Company
Annuity Social Marketing Allowance (SMA) Schedule
Annuity Social Marketing Allowance (SMA) Schedule
Symetra Select Annuity
| • | Qualified and Non-qualified contracts | ||
| • | Modified single premium, fixed deferred annuity | ||
| • | Minimum initial premium of $10,000 with additional optional minimum premiums of $250 within first twelve months of contract |
Payment Schedule
Subject to the applicable conditions specified below, SMA as a percentage of new premiums will be
paid as follows:
All premiums for individuals age 85 and under — [***]
Repayment of SMA
Agency will repay CompanySMA, not to exceed amount paid to Agency, under the following conditions.
| 1. | Premiums returned to the Contractholder or Certificateholder | |
| If premiums are returned to the Contractholder, not including premiums which are considered to be withdrawn as part of a withdrawal or annuitizaiton, Agency will repay the SMA paid on the premiums returned. | ||
| 2. | Withdrawals from the Symetra Select Annuity | |
| If withdrawals are taken during the first Contract year, Agency will repay the SMA paid on the amount withdrawn. |
Provision 2 will not apply to:
| 1. | Non-commissionable transfers between Company products; | ||
| 2. | Withdrawals where no surrender penalties were applied, such as under a free-withdrawal provision (excluding the bailout) or after all surrender penalties have expired; | ||
| 3. | Death benefit payments or hospital and nursing home waiver payments; or | ||
| 4. | Payments made under a settlement option which are payable for life, or a period of at least five years. |
Repayments under this schedule will be netted against any commissions owned to Agency by Company
under other product Schedules. For purposes of processing repayments, withdrawals will be
considered deducted from the Contract in the following order:
| 1. | First from first-year continuing premiums and increases; | ||
| 2. | Second from single sum premiums; and | ||
| 3. | Third from commissionable transfers and rollovers. |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
Page 10 of 13
Symetra Life Insurance Company
Annuity Special Marketing Allowance (SMA) Schedule
Annuity Special Marketing Allowance (SMA) Schedule
Symetra Secure Annuity
| • | Qualified and Non-qualified contracts | ||
| • | Modified single premium, fixed deferred annuity | ||
| • | Minimum initial premium of $10,000 with additional optional minimum premiums of $250 within first twelve months of contract |
Payment Schedule
Subject to the applicable conditions specified below, SMA as a percentage of new premiums
will be paid as follows:
All premiums for individuals age 85 and under — [***]
Repayment of SMA
Agency will repay Company the SMA, not to exceed amount paid to Agency, under the following
conditions.
| 1. | Premiums returned to the Contractholder or Certificateholder | |
| If premiums are returned to the Contractholder, not including premiums which are considered to be withdrawn as part of a withdrawal or annuitization, Agency will repay the SMA paid on the premiums returned. | ||
| 2. | Withdrawals from the Symetra Secure Annuity | |
| If withdrawals are taken during the first Contract year, Agency will repay the SMA paid on the amount withdrawn. |
Provision 2 will not apply to:
| 1. | Non-commissionable transfers between Company products; | ||
| 2. | Withdrawals where no surrender penalties were applied, such as under a free-withdrawal provision (excluding the bailout) or after all surrender penalties have expired; | ||
| 3. | Death benefit payments or hospital and nursing home waiver payments; or | ||
| 4. | Payments made under a settlement option which are payable for life, or a period of at least five years. |
Repayments under this schedule will be netted against any commissions owned to Agency by Company
under other product Schedules. For purposes of processing repayments, withdrawals will be
considered deducted from the Contract in the following order:
| 1. | First from first-year continuing premiums and increases; | ||
| 2. | Second from single sum premiums; and | ||
| 3. | Third from commissionable transfers and rollovers. |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
Page 11 of 13
Symetra Life Insurance Company
Annuity Special Marketing Allowance (SMA) Schedule
Annuity Special Marketing Allowance (SMA) Schedule
Symetra Custom Fixed Annuity
| • | Qualified and Non-qualified contracts | ||
| • | Modified single premium, fixed deferred annuity | ||
| • | Minimum initial premium of $10,000 with optional subsequent minimum premiums of $1,000 within first twelve months of contract |
Payment Schedule
Subject to the applicable conditions specified below, SMA as a percentage of new premiums will be
paid as follows:
All premiums for individuals age 90 and under — [***]
Repayment of SMA
Agency will repay Company commissions, not to exceed amount paid to Agency, under the following
conditions.
| 1. | Premiums returned to the Contractholder or Certificateholder | |
| If premiums are returned to the Contractholder, not including premiums which are considered to be withdrawn as part of a withdrawal or annuitization, Agency will repay commissions paid on the premiums returned. | ||
| 2. | Withdrawals from the Symetra Custom Fixed Annuity | |
| If withdrawals are taken during the first Contract year, Agency will repay commissions paid on the amount withdrawn. |
Provision 2 will not apply to:
| 1. | Non-commissionable transfers between Company products; | ||
| 2. | Withdrawals where no surrender penalties were applied, such as under a free-withdrawal provision (excluding the bailout) or after all surrender penalties have expired; | ||
| 3. | Death benefit payments or hospital and nursing home waiver payments; or | ||
| 4. | Payments made under a settlement option which are payable for life, or a period of at least five years. |
Repayments under this schedule will be netted against any commissions owned to Agency by Company
under other product Schedules. For purposes of processing repayments, withdrawals will be
considered deducted from the Contract in the following order:
| 1. | First from first-year continuing premiums and increases; | ||
| 2. | Second from single sum premiums; and | ||
| 3. | Third from commissionable transfers and rollovers. |
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
Page 12 of 13
Symetra Life Insurance Company
Annuity Base Commission Schedule
Annuity Base Commission Schedule
Payment Schedule
Subject to the applicable conditions specified below, commission will be paid as follows on
internal transfers:
Transfer from: Advantage I, Advantage II, Advantage III, Custom, Mainsall, Preference, Preference
FP, QPA I, QPA II, Resource A, Resource B, Secure, Select, Spinnaker Advisor, Spinnaker Choice, Spinnaker Plus,
Spinnaker Q/NQ, and Symetra Group Variable Annuity:
Product must be out of CDSC.
Transfer to Symetra Custom Fixed Annuity, Symetra Secure Fixed Annuity, Symetra Select Fixed
Annuity, or Preference FP:
Trail commission will be paid monthly, at an annual rate of [***] basis points of contract value
beginning immediately if the “from” product is less than 10 years old.
Trail commission will be paid monthly, at an annual rate of [***] basis points of contract value
beginning immediately if the “from” product is over than 10 years old.
New product will start a new CDSC schedule. No like for like product transfer are allowed.
Transfer from: American States Annuities, ERA, PAR, Preference EIA, QPA III, QPA III Plus, QPA IV,
QPA V, QPA V Plus, QPA VI, Safekey EIA, Safekey I, Safekey II, Safekey III, TAP, and WAMU
Annuities:
Product must be out of CDSC.
Transfer to: Symetra Custom Fixed Annuity, Symetra Secure Fixed Annuity, Symetra Select Fixed Annuity, or Preference FP:
Full compensation will be paid according to the terms and conditions of the current base annuity
schedule for that product.
New product will start a new CDSC schedule. No like for like product transfers are allowed.
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
Page 13 of 13
EXHIBIT
10.10
STAT #: 21-02-2063
SSN/TAX ID #: 41-1233380
DOC CODE: AAG
NAME: Fixed Agreement
# OF PGS: 18 pgs total
SSN/TAX ID #: 41-1233380
DOC CODE: AAG
NAME: Fixed Agreement
# OF PGS: 18 pgs total
Agency Agreement
Γ Symetra Life Insurance Company
Γ American States Life Insurance Company
*Agency is contracted to sell with the selected company(ies) above.
This agreement is executed by the undersigned party (hereinafter called “Agency”), Symetra Life
Insurance Company (hereinafter called “Company” on all Symetra Life Insurance Agency Agreement
pages) and American States Life Insurance Company (hereinafter called “Company” on all American
States Agency Agreement pages). It shall consist of this page and the pages identified by the
following form numbers:
This agreement supersedes all previous agreements between Company and Agency covering the lines of
insurance referred to in this agreement.
Agency is responsible for ensuring that no business is solicited until the effective date of this
agreement.
AUTHORIZED REPRESENTATIVES OF EACH OF THE PARTIES MAY CANCEL OR MODIFY THIS AGREEMENT BY
PROVIDING AT LEAST THIRTY (30) DAYS WRITTEN NOTICE PRIOR TO THE
EFFECTIVE DATE OF SUCH CHANGE
By 
|
|
|
(Agency Principal) |
Pat McCormick | |
| Senior Vice President | ||
| Symetra Life Insurance Company | ||
Agency Signature Date: |
||
| For Symetra Life Insurance Company American States Life Insurance Company |
||
Agency Name: |
||
US Bancorp Investments Inc
|
Effective Date: 6/1/2005 | |
| (To be filled in by Symetra Personnel) |
21-02-2063
Symetra Stat Number
P.O. Box 34920
Seattle, WA 98124-1920
P.O. Box 34920
Seattle, WA 98124-1920
LSA-399 09/2004
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
Symetra Life Insurance Company
American States Life Insurance Company
American States Life Insurance Company
TERMS AND CONDITIONS
GENERAL
| 1. | Values Statement | |
| The Company has a history, tradition and reputation for high ethical standards. It is expected that the Agency will adhere to the Values Statement, will avoid conflicts of interest, and will comply with all applicable laws. | ||
| We expect our agents to: |
| a. | Act with integrity, which includes being honest with customers and Company. | ||
| b. | Understand our customers’ financial and insurance objectives and seek to satisfy those objectives with appropriate financial and insurance products and first-rate service. | ||
| c. | Provide clear and accurate advertising and sales materials to our customers. | ||
| d. | Resolve customers’ complaints and disputes fairly and promptly. | ||
| e. | Take appropriate actions, including having adequate supervision, to comply with applicable laws. | ||
| f. | Compete actively and fairly so as to provide customers with needed services and products at reasonable prices. |
| 2. | Confidentiality |
| (a) | Company and Agency acknowledge that each party (as a “Recipient”) may have access to, or (as an “Owner”) may provide to the other party, information and or documentation which the respective party regards as confidential or otherwise of a proprietary nature. Confidential Information includes, but is not limited to, the following, whether now existing or hereafter created: |
| (i) | all information marked as confidential, privileged or with similar designation or information which the Recipient should, in the exercise of its professional judgment, recognize to be confidential; | ||
| (ii) | any and all information about yours and your affiliates employees or consumer customers (“Customers”) of any nature whatsoever including, but not limited to, employees or Customer lists, employee or Customer financial information and the fact of the existence of a relationship, or potential relationship, between you or your affiliates and the respective employees or Customers; | ||
| (iii) | all business, financial or technical information of the Owner, including but not limited to information concerning intellectual property or other property protected by rights embodied in copyrights, patents or pending patent applications, “know how”, trade secrets and any intellectual property rights of the Owner; | ||
| (iv) | the Owner’s marketing philosophy and objectives, promotions, markets, materials, financial results, technological developments and other similar proprietary information and materials; and | ||
| (v) | all documents whether prepared by the Owner, Recipient or others, that contain or otherwise reflect Confidential Information. |
| Except for Customers’ information as described herein, the term “Confidential Information” shall not include any portion of such information that Recipient can establish by clear and convincing evidence to have been (i) known publicly or become public without breach of this Agreement, (ii) known by the Recipient without any obligation of confidentiality prior to disclosure of such Confidential Information or (iii) received in good faith by the Recipient from a third-party source having the right to disclose such information. | |||
| (b) | Recipient agrees now and at all times in the future that all such Confidential Information shall be held in strict confidence and disclosed only to those employees or agents whose duties reasonably require access to such information. Recipient shall protect Confidential Information using the same degree of care, but no loess than a reasonable degree of care, to prevent unauthorized use, disclosure or duplication (except as required for backup systems) of such Confidential Information as Recipient uses to protect its own confidential information. | ||
| (c) | Company shall have or establish data security policies and procedures to ensure compliance with the section and that are designed to (i) ensure the security and confidentiality of Customer(s)’ information; (ii) protect against unauthorized access to, disclosure of, or uses of such information; (iii) protect against any anticipated threats or hazards to the security or integrity of such information; and (iv) satisfy the applicable provision of the Gramm-Leach-Bliley Act, as such act is amended from time to time and regulations thereunder and of any federal, state and local privacy laws. Upon reasonable requests from Agency, Company agrees to provide Agency copies of audits and system test results of the systems used for transmitting and/or storing Customer Information. | ||
| (d) | if Recipient is required by a court or governmental agency having proper jurisdiction to disclose any Confidential Information, Recipient shall promptly notify Owner so that the Owner may seek an appropriate protection order. | ||
| (e) | In the event of any disclosure or loss of, or inability to account for, any of Owner’s Confidential Information, Recipient shall promptly notify Owner. |
| LSA-391 USB 05/2005 | Page 1 of 3 |
| (f) | Recipient may use the Confidential Information only as necessary for its performance hereunder and for no other use. Recipient’s limited right to use Confidential Information shall expire upon expiration or termination of the Agreement for any reason. Recipient’s obligations of confidentiality and non-disclosure shall survive termination or expiration of this Agreement. Upon termination or expiration of the Agreement, Recipient shall return all physical embodiments of Confidential Information to Owner, or may, with Owner’s prior permission, destroy the Confidential Information. Recipient shall provide written certification to Owner of Recipient’s compliance with this section. | ||
| (g) | If Recipient is allowed or required to disclose Confidential Information to third parties in the performance of its obligations hereunder, the Recipient shall ensure that such third parties have express obligations of confidentiality and nondisclosure substantially similar to Recipient’s obligation hereunder, with regard to the Confidential Information. Any liability arising out of disclosure by such third party shall be with the Recipient. | ||
| (h) | If Recipient, or any of its agents or employees, violates the obligations herein, the parties agree that irreparable damage may result to the Owner, that the Owner’s remedy at law for damages may be inadequate, and that the Owner will be entitled to an injunction to restrain any continuing breach with no bond required, or if a bond is required, only a nominal bond. Notwithstanding any other provision of this Agreement that may limit Recipient’s liability, the Owner shall further be entitled to recover any other rights and remedies that it may have at law or in equity. | ||
| (i) | Company agrees on behalf of itself and its affiliates that Customer lists and all nonpublic personal information related to such Customers that are the subject of this Agreement are the property of, and ownership of such shall remain with, Agency and/or its affiliates, as applicable, throughout the term of this Agreement and upon the expiration or termination of this Agreement for any reason. In no event will Company or its affiliates use such Customer information to solicit sales of products or services that Company, its affiliates or any third party may offer contrary to applicable laws and without prior written consent. |
| 3. | Company agrees that during the term of this Agreement and following it’s termination, Company shall not solicit any customer of Agency who purchases any product from the Company under this Agreement , for any additional product or service without Agency’s prior written consent; provided, however, that Company may offer additional products or services to any such customers who become a customer of the Company through another agency relationship. | |
| 4. | Status and Authority of Agency |
| a. | Agency is an independent contractor, not an employee of Company, which has retained its right to exercise exclusive and independent control of its time, energy and skill in the conduct of its business. | ||
| b. | Agency is authorized to solicit applications for those life and health insurance products issued by the Company that are listed on the attached agency agreement pages; and to collect initial policy premiums and account deposits, and such other premiums as may be specifically authorized by the Company. |
| 5. | Agency has no authority to: |
| a. | Make, alter or discharge any policy; | ||
| b. | Extend the time for payment of premiums; | ||
| c. | Waive or extend any policy provision; | ||
| d. | Incur any liability or expense on behalf of Company; | ||
| e. | Receive any money due or to become due to Company except initial policy premiums and account deposits and other such premiums as may be specifically authorized by the Company. | ||
| f. | Pay any premiums or deposits with an agency check other than initial premiums or initial deposits for products listed on forms LSA-104. |
| 6. | Agency shall promptly submit applications and remit premiums and deposits to Company at its Home Office. | |
| 7. | Agency shall be responsible to Company for the fidelity and acts of Agency representatives. Agency is responsible for ensuring that no business is solicited by any representative until that representative is authorized to represent the Company. | |
| 8. | Agency shall not pay or allow, or offer to allow, as an inducement to any person to insure or enroll, any illegal rebate of premium or other consideration due, or any other inducement not specified in the policy; nor make any misrepresentations or incomplete comparison for the purpose of inducing a policyholder in any other company to lapse, forfeit or surrender insurance. | |
| 9. | Agency shall not use any sales material, illustrations or advertisement in which Company is identified, unless the written consent of Company is obtained. | |
| 10. | Promptly upon Company’s receipt, but in any event not later than two (2) business days after receipt, of a compliant involving an allegation against any of Agency, its employees, directors, officers or affiliates, Company shall forward a copy of such complaint to the compliance department of Agency. Company shall provide Agency with a name and number of a contact person with its legal or compliance department who can be contacted for information about such complaint. Company agrees that its employees shall work only with Agency’s Compliance department to obtain information with respect to complaints. Furthermore, Company agrees that is shall not settle any complaints or claims on behalf of Agency without Agency’s express written consent. | |
| 11. | Without liability to the Agency, the Company may withdraw from doing business in any jurisdiction, and may at its discretion withdraw, substitute, add or change rates on any plan or plans, however Company shall promptly notify Agency of any such changes. |
| LSA-391 USB 05/2005 | Page 2 of 3 |
| 12. | Indemnity | |
| (a) Company agrees to indemnify and hold harmless Agency and each of its current and former directors, officers, employees and agents against any and all losses, claims, damages or liabilities joint and several (or actions in respect thereof), to which Agency or such person may become subject insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based on the failure by Company, its directors, officers, employees or agents to comply with the terms of this Agreement, including any unauthorized actions, errors or omissions by its representatives. Company agrees to reimburse Agency and any such indemnified party for any reasonable legal or other expense (including reasonable attorney’s fees) incurred by Agency and/or such indemnified party in connection with investigating or defending any such losses, claims, damages or liabilities or actions. This indemnity obligation will be in addition to any liability that Company may otherwise have. | ||
| (b) Agency agrees to indemnify and hold harmless Company and each of its current and former directors, officers, employees and agents against any and all losses, claims, damages or liabilities joint and several (or actions in respect thereof), to which Company or such person may become subject insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based on the failure by Agency, its directors, officers, employees or agents to comply with the terms of this Agreement, including any unauthorized actions, errors or omissions by its representatives. Agency agrees to reimburse Company and any such indemnified party for any reasonable legal or other expense (including reasonable attorney’s fees) incurred by Company and/or such indemnified party in connection with investigating or defending any such losses, claims, damages or liabilities or actions. This indemnity obligation will be in addition to any liability that Agency may otherwise have. |
COMPENSATION
| 1. | The Company may establish a reasonable minimum amount for compensation payments. If the amount due is less than such sum, the balance will be carried forward to the next payment date until the minimum amount is reached. | |
| 2. | Undistributed compensation in the hands of Company and its affiliates may be applied at any time to and as an offset on any due and unpaid obligations of Agency to Company and its affiliates. | |
| 3. | Neither this Agreement, nor any of the benefits to accrue hereunder, shall be assigned or transferred, either in whole or in part, without prior written consent of the Company; provided, however that Agency may assign this Agreement to a subsidiary or successor in interest without prior consent. | |
| 4. | Company at any time, by written notice to Agency may change the compensation allowed under this agreement as to new business effective no earlier than thirty (30) days after the date of such notice. | |
| 5. | If Company returns any portion of the premiums on a policy previously issued, Agency will pay to Company the compensation previously received with respect to the returned premiums. In addition, Agency will refund to Company compensation on canceled insurance, and on reductions in premiums, at the same rate as those on which compensation was originally received. |
TERMINATION
| 1. | Commissions, sales fees and service fees payable on premiums and account deposits paid after this agreement has been terminated shall be as specified in the applicable schedules, subject to any offset on any due and unpaid obligation to the Company and affiliates. | |
| 2. | This Agreement shall terminate immediately and the Agency shall forfeit any and all compensation accruing hereunder, if any of the following acts are committed by the Agency representatives: |
| a. | Withholding any property belonging to the Company after demand for its relinquishment has been made by the Company; | ||
| b. | Willfully misappropriating funds belonging to the Company; | ||
| c. | Committing any other fraudulent act against the Company or its policyholders; | ||
| d. | Doing any act which results in having the required license to act as an insurance agent or broker canceled by any state insurance department; | ||
| e. | Making any representation or doing any act injuring the business or reputation of the Company. |
The failure of either party to enforce any provision of this Agreement shall not constitute a
waiver by such party of any such provision. The past waiver of a provision by either party shall
not constitute a course of conduct or a waiver in the future of that same provision.
| LSA-391 USB 05/2005 | Page 3 of 3 |
Symetra Life Insurance Company
Annuity Base Commission Schedule Terms
Effective: September 1, 2004
Annuity Base Commission Schedule Terms
Effective: September 1, 2004
Terms
| 1. | Acceptance of Business | |
| Agency will inform all Agents that no business is to be solicited until the Agent is appointed with Symetra Life Insurance Company (“Company”) according to the applicable state regulations and after the Contract effective date. Commissions are earned on premiums received after the Agent is appointed with the Company. | ||
| 2. | Products | |
| Symetra Select Annuity, Symetra Secure Annuity, Symetra Preference FP, Symetra Custom Fixed Annuity, and Symetra Advantage Income. | ||
| 3. | Commissions | |
| Base commissions for premiums will be paid in accordance with the most current Schedule(s) in effect at the time the business is approved by the Company. The right to receive commissions is conditioned on Agency’s satisfactory service to Contractholders and on Agency’s continuing status as servicing agency, as determined by the Company. | ||
| Unless pre-approved by the Company, premium is limited to a maximum deposit of $1 million, per product and per policyowner, in any one policy or combination of policies within a 12 month period for the Symetra Annuities products offered in the commission schedule(s). A policy with joint owners is considered to have only one policyowner for purpose of this provision. Company reserves the right to decline any premium submitted without pre-approval. Commission will be paid at the stated commission rate in Payment Schedule, and may be reduced on premium submissions of $1 million or more. | ||
| 4. | Change of Servicing Agent | |
| Requests for change of servicing agent may be granted if it appears to be in the best interest of the Contractholder and the Company. A change will transfer the right to receive commissions to the new servicing agent. Contracts, for which an agent cannot be located, within a reasonable amount of time, will be converted to Company accounts. | ||
| 5. | Termination of Agency Agreement | |
| If the Agency Agreement is terminated, Company will continue to pay Agency commissions on continuing premiums paid to existing Contracts subject to the following conditions: |
| a. | Agency’s satisfactory service, as determined by Company, to Contractholders; | ||
| b. | Agency’s continuing status as servicing Agency, as determined by Company; and | ||
| c. | Agency can be readily located. |
| Payment of base commissions will be subject to all terms and conditions of the most current Schedule(s) in effect, regardless of whether such agreement was part of the Agency Agreement at the time of termination. | ||
| 6. | Availability of Products | |
| New sales to individuals over attained age 85 are not allowed for Symetra Select Annuity, Symetra Secure Annuity, and Symetra Preference FP. New sales to individuals over attained age 90 are not allowed for Symetra Custom Fixed Annuity. | ||
Definitions
| 1. | Premiums | |
| Continuing premiums are ongoing premiums expected to be paid each Contract year. Single sum premiums are premiums which are not ongoing in nature. They may be transfers from another contract or insurance carrier, including trustee-to-trustee transfers, rollovers, and exchanges, but they do not include internal transfer between Company products. | ||
| 2. | Attained Age | |
| Attained age is determined as of the date Company receives premium. For products with joint owners, attained age will be determined using the birth date of the older owner. For annuity contracts that are owned by a non-natural person, attained age will be determined using the birth date of the annuitant, or using the birth date of the older annuitant in the case of joint annuitants. | ||
| 3. | Distribution Charge Period (DCP) | |
| DCP is the time during which distribution charges apply as described in the Contract. | ||
| 4. | Trail | |
| Trail commission is compensation based on Contract value. Trail will discontinue when Contract value is zero. |
PAYMENT OF BASE COMMISSIONS WILL BE SUBJECT TO ALL TERMS AND CONDITIONS OF THE MOST CURRENT
SCHEDULE(S) IN EFFECT, REGARDLESS OF WHETHER SUCH AGREEMENT WAS PART OF THE AGENCY AGREEMENT AT THE
TIME OF TERMINATION.
Page 1 of 1
Symetra Life Insurance Company
Annuity Trail Commission Terms
Effective: January 1, 2004
Annuity Trail Commission Terms
Effective: January 1, 2004
Terms
The repayment provisions under Condition A, of the Base Schedule will not apply to trail
commissions.
Agency will forfeit all future trail commissions on all Company annuity products issued by Company
or any of its affiliates, if Agency engages in systematic replacement of inforce Company annuities
written by Agency. Company will notify Agency when it is exercising this right. Systematic
replacement has occurred under either of the following conditions:
| • | Agency encourages any of its representatives to replace Company annuities written by Agency. This encouragement can be shown by written memos, instructions, sales guides, campaigns, or incentive compensation designed to encourage such replacement; or | ||
| • | The aggregate lapse rate in any calendar year for the inforce block of Company annuities written by Agency exceeds [***]. The lapse rate will be calculated by dividing lapses during the calendar year by the average of the inforce account values at the beginning and end of the calendar year. For this purpose, lapses include cash surrenders and tax-free exchanges, but exclude the five categories listed below: |
| – | Non-commissionable transfers and rollovers between Company products; | ||
| – | Death benefit or hospital and nursing home waiver payments; | ||
| – | Systematic withdrawals from qualified plans made according to Internal Revenue Code (IRC) Sections 72(t) or 401(a)(9); | ||
| – | Systematic withdrawals from non-qualified plans made according to IRC Section 72(q), or which are calculated in the same manner as IRC Section 401(a)(9): or | ||
| – | Annuity payments. |
PAYMENT OF TRAIL COMMISSIONS WILL BE SUBJECT TO ALL TERMS AND CONDITIONS OF THE MOST
CURRENT SCHEDULE(S) IN EFFECT, REGARDLESS OF WHETHER SUCH AGREEMENT WAS PART OF THE
AGENCY AGREEMENT AT THE TIME OF TERMINATION.
CURRENT SCHEDULE(S) IN EFFECT, REGARDLESS OF WHETHER SUCH AGREEMENT WAS PART OF THE
AGENCY AGREEMENT AT THE TIME OF TERMINATION.
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
Page 1 of 1
Symetra Life Insurance Company
Annuity Base Commission Schedule
Effective: September 1, 2004
Annuity Base Commission Schedule
Effective: September 1, 2004
Symetra Advantage Income
| • | Qualified and Non-qualified contracts | ||
| • | Single premium, fixed immediate annuity | ||
| • | $10,000 minimum purchase payment | ||
| • | Withdrawals from Symetra Advantage Income are not allowed |
Payment Schedule
Subject to the applicable conditions specified below, base commissions as a percentage of premiums
will be paid as follows:
| All premiums - [***] |
Conditions
| A. | Repayment of Commissions | |
| Agency will repay Company commissions, not to exceed amount paid to Agency, under the following conditions. Repayments under this schedule will be netted against any commissions owed to Agency by Company with respect to other products offered by Company. | ||
| If the commission repayments owed by Agency to Company exceed the commissions payable to Agency, Agency will immediately pay company the commission repayments owed to Company. |
| 1. | Premiums returned to the Contractholder | ||
| If benefits have been paid, amount returned to Contractholder will be premium minus benefits paid. Commissions to be repaid to Company will be adjusted accordingly. |
THIS SCHEDULE MAY BE MODIFIED OR CANCELED BY COMPANY AT ANY TIME BY PROVIDING WRITTEN
NOTICE AT LEAST THIRTY (30) DAYS PRIOR TO THE DATE OF EFFECTIVENESS OF SUCH CHANGE. THIS
SCHEDULE SUPERSEDES ANY PREVIOUS VERSION OF THE LSA-603 SCHEDULE.
NOTICE AT LEAST THIRTY (30) DAYS PRIOR TO THE DATE OF EFFECTIVENESS OF SUCH CHANGE. THIS
SCHEDULE SUPERSEDES ANY PREVIOUS VERSION OF THE LSA-603 SCHEDULE.
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
Page 1 of 1
\
Symetra Life Insurance Company
Annuity Base Commission Schedule
Effective: April 1, 2005
Annuity Base Commission Schedule
Effective: April 1, 2005
Symetra Select Annuity
| • | Qualified and Non-qualified contracts | ||
| • | Modified single premium, fixed deferred annuity | ||
| • | Minimum initial premium of $10,000 with additional optional premiums of $250 within first twelve months of contract | ||
Payment Schedule
Subject to the applicable conditions specified below, base commissions as a percentage of premiums
will be paid as follows:
| All premiums - [***] | ||
| Trail commission will be paid monthly, at an annual rate of [***] basis points beginning immediately. | ||
Conditions
| A. | Repayment of Commissions | |
| Agency will repay Company commissions, not to exceed amount paid to Agency, under the following conditions. Repayments under this schedule will be netted against any commissions owed to Agency by Company with respect to other products offered by Company. For purposes of processing repayments, withdrawals will be considered deducted from the Contract in the following order: |
| 1. | First from first-year continuing premiums and increases; | ||
| 2. | Second from single sum premiums; and | ||
| 3. | Third from commissionable transfers and rollovers. |
| If the commission repayments owed by Agency to Company exceed the commissions payable to Agency, Agency will immediately pay company the commission repayments owed to Company. |
| 1. | Premiums returned to the Contractholder or Certificateholder | ||
| If premiums are returned to the Contractholder, not including premiums which are considered to be withdrawn as part of a withdrawal or annuitization, Agency will repay commissions paid on the premiums. | |||
| 2. | Withdrawals from the Symetra Select Annuity | ||
| If withdrawals are taken during the first Contract year, Agency will repay commissions paid on premiums, where such premiums are equal to the amount withdrawn. | |||
| Provision A.2 will not apply to: |
| • | Non-commissionable transfers between Company products; | ||
| • | Withdrawals where no surrender penalties were applied, such as under a free-withdrawal provision (excluding the bailout) or after all withdrawal penalties have expired; | ||
| • | Death benefit payments or hospital and nursing home waiver payments; or | ||
| • | Payments made under a settlement option which are payable for life, or a period of at least-five years. |
| The repayment provisions under Condition A, will not apply to trail commissions. |
| B. | Other Transactions | |
| If a Contractholder discontinues annual premiums to one or more Company annuity products and purchases the Symetra Select Annuity, premiums paid to the new product will generate commissions at the trail commission rate only. |
THIS SCHEDULE MAY BE MODIFIED OR CANCELED BY COMPANY AT ANY TIME BY PROVIDING WRITTEN
NOTICE AT LEAST THIRTY (30) DAYS PRIOR TO THE DATE OF EFFECTIVENESS OF SUCH CHANGE. THIS
SCHEDULE SUPERSEDES ANY PREVIOUS VERSION OF THE LSA-606 SCHEDULE.
NOTICE AT LEAST THIRTY (30) DAYS PRIOR TO THE DATE OF EFFECTIVENESS OF SUCH CHANGE. THIS
SCHEDULE SUPERSEDES ANY PREVIOUS VERSION OF THE LSA-606 SCHEDULE.
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by
Symetra Financial Corp., this information has been filed separately with the Securities and
Exchange Commission.
Page 1 of 1
Symetra Life Insurance Company
Annuity Base Commission Schedule
Effective: April 1, 2005
Annuity Base Commission Schedule
Effective: April 1, 2005
Symetra Secure Annuity
| • | Qualified and Non-qualified contracts | ||
| • | Modified single premium, fixed deferred annuity | ||
| • | Minimum initial premium of $10,000 with additional optional premiums of $250 within first twelve months of contract |
Payment Schedule
Subject to the applicable conditions specified below base commissions as a percentage of premiums
will be paid as follows:
All
premiums -[***]
Trail
commission will be paid once, at an annual rate of [***]
basis points in the 5th contract year.
Conditions
| A. | Repayment of Commissions |
Agency
will repay Company commissions, not to exceed amount paid to Agency, under the following
conditions. Repayments under this schedule will be netted against any commissions owed to Agency by
Company with respect to other products offered by Company. For purposes of processing repayments,
withdrawals will be considered deducted from the Contract in the
following order:
| 1. | First from first-year continuing premiums and increases; | ||
| 2. | Second from single sum premiums; and | ||
| 3. | Third from commissionable transfers and rollovers. |
If the commission repayments owed by Agency to Company exceed the commissions payable to Agency,
Agency will immediately pay company the commission repayments owed to
Company.
| 1. | Premiums returned to the Contractholder or Certificateholder | ||
| If premiums are returned to the Contractholder, not including premiums which are considered to be withdrawn as part of a withdrawal or annuitization, Agency will repay commissions paid on the premiums. | |||
| 2. | Withdrawals from the Symetra Secure Annuity | ||
| If withdrawals are taken during the first Contract year, Agency will repay commissions paid on premiums, where such premiums are equal to the amount withdrawn. |
Provision
A.2 will not apply to:
| • | Non-commissionable transfers between Company products; | ||
| • | Withdrawals where no surrender penalties were applied, such as under a free-withdrawal provision (excluding the bailout) or after all withdrawal penalties have expired; | ||
| • | Death benefit payments or hospital and nursing home waiver payments; or | ||
| • | Payments made under a settlement option which are payable for life, or a period of at least five years. |
The
repayment provisions under Condition A. will not apply to
trail commissions.
| B. | Other Transactions |
If a Contractholder discontinues annual premiums to one or more Company annuity products and
purchases the Symetra Secure Annuity, premiums paid to the new product will generate commissions at
the trail commission rate only.
THIS SCHEDULE MAY BE MODIFIED OR CANCELED BY COMPANY AT ANY TIME BY PROVIDING WRITTEN NOTICE AT
LEAST THIRTY (30) DAYS PRIOR TO THE DATE OF EFFECTIVENESS OF
SUCH CHANGE. THIS SCHEDULE SUPERSEDES
ANY PREVIOUS VERSION OF THE LSA-607 SCHEDULE.
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
Page 1 of 1
Symetra Life Insurance Company
Annuity Base Commission Schedule
Effective: April 1, 2005
Annuity Base Commission Schedule
Effective: April 1, 2005
Symetra Custom Fixed Annuity
| • | Qualified and Non-qualified contracts | ||
| • | Modified single premium, fixed deferred annuity | ||
| • | Minimum initial Premium $10,000 with optional subsequent premium of $1000 within first twelve months of contract |
Payment Schedule
Subject to the applicable conditions specified below, base commissions as a percentage of premiums
will be paid as follows:
All premiums for individuals age:
85 and under -[***]
86 through 90 -[***]
Conditions
| A. | Repayment of Commissions |
Agency will repay Company commissions, not to exceed amount paid to Agency, under the following
conditions. Repayments under this schedule will be netted against any commissions owed to Agency by
Company with respect to other products offered by Company. For purposes of processing repayments,
withdrawals will be considered deducted from the Contract in the following order:
| 1. | First from first-year continuing premiums and increases; | ||
| 2. | Second from single sum premiums; and | ||
| 3. | Third from commissionable transfers and rollovers. |
If the commission repayments owed by Agency to Company exceed the commissions payable to Agency.
Agency will immediately pay company the commission repayments owed to Company.
| 1. | Premiums returned to the Contractholder or Certificateholder | ||
| If premiums are returned to the Contractholder, not including premiums which are considered to be withdrawn as part of a withdrawal or annuitization, Agency will repay commissions paid on the premiums. | |||
| 2. | Withdrawals from the Symetra Custom Fixed Annuity | ||
| If withdrawals are taken during the first Contract year, Agency will repay commissions paid on premiums, where such premiums are equal to the amount withdrawn. | |||
| Provision A.2 will not apply to: |
| • | Non-commissionable transfers between Company products; | ||
| • | Withdrawals where no surrender penalties were applied, such as under a free-withdrawal provision (excluding the bailout) or after all withdrawal penalties have expired; | ||
| • | Death benefit payments or hospital and nursing home waiver payments; or | ||
| • | Payments made under a settlement option which are payable for life, or a period of at least five years. |
The
repayment provisions under Condition A. will not apply to trail commissions.
| B. | Other Transactions | |
| If a Contractholder discontinues annual premiums to one or more Company annuity products and purchases the Symetra Custom Fixed Annuity, premiums paid to the new product will generate commissions at the trail commission rate only. |
THIS SCHEDULE MAY BE MODIFIED OR CANCELED BY COMPANY AT ANY TIME BY PROVIDING WRITTEN NOTICE AT
LEAST THIRTY (30) DAYS PRIOR TO THE DATE OF EFFECTIVENESS OF SUCH CHANGE. THIS SCHEDULE SUPERSEDES
ANY PREVIOUS VERSION OF THE LSA-618 SCHEDULE.
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
Page 1 of 1
Symetra Life Insurance Company
Annuity Special Marketing Agreement (SMA) Schedule
Effective: April 1, 2005
Annuity Special Marketing Agreement (SMA) Schedule
Effective: April 1, 2005
Symetra Select Annuity
| • | Qualified and Non-qualified contracts | ||
| • | Modified single premium, fixed deferred annuity | ||
| • | Minimum initial premium of $10,000 with additional optional premiums of $250 within first twelve months of contract |
Payment Schedule
Subject to the applicable conditions specified below, SMA as a percentage of new premiums will be
paid as follows:
All
premiums for individuals age 85 and under -[***]
Trail commission does not apply.
Conditions
| A. | Repayment of SMA | |
| Agency will repay Company SMA, not to exceed amount paid to Agency in accordance with the repayment provisions of the most current base commission Schedule. |
THIS SCHEDULE MAY BE MODIFIED OR CANCELED BY COMPANY AT ANY TIME BY PROVIDING WRITTEN NOTICE AT
LEAST THIRTY (30) DAYS PRIOR TO THE DATE OF EFFECTIVENESS OF SUCH CHANGE. THIS SCHEDULE SUPERSEDES
ANY PREVIOUS VERSION OF THE LSA-605 SCHEDULE.
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
Page 1 of 1
Symetra Life Insurance Company
Annuity Special Marketing Agreement (SMA) Schedule
Effective: April 1, 2005
Annuity Special Marketing Agreement (SMA) Schedule
Effective: April 1, 2005
Symetra Secure Annuity
| • | Qualified and Non-qualified contracts | ||
| • | Modified single premium, fixed deferred annuity | ||
| • | Minimum initial premium of $10,000 with additional optional premiums of $250 within first twelve months of contract |
Payment Schedule
Subject to the applicable conditions specified below, SMA as a percentage of new premiums will be
paid as follows:
All
premiums for individuals age 85 and under -[***]
Trail commission does not apply.
Conditions
| A. | Repayment of SMA | |
| Agency will repay Company SMA, not to exceed amount paid to Agency in accordance with the repayment provisions of the most current base commission Schedule. |
THIS SCHEDULE MAY BE MODIFIED OR CANCELED BY COMPANY AT ANY TIME BY PROVIDING WRITTEN NOTICE AT
LEAST THIRTY (30) DAYS PRIOR TO THE DATE OF EFFECTIVENESS OF
SUCH CHANGE. THIS SCHEDULE SUPERSEDES
ANY PREVIOUS VERSION OF THE LSA-608 SCHEDULE.
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
Page 1 of 1
Symetra Life Insurance Company
Annuity Special Marketing Agreement (SMA) Schedule
Effective: April 1, 2004
Annuity Special Marketing Agreement (SMA) Schedule
Effective: April 1, 2004
Symetra Custom Fixed Annuity
| • | Qualified and Non-qualified contracts | ||
| • | Modified single premium, fixed deferred annuity | ||
| • | Minimum initial premium $10,000 with optional subsequent premiums of $1,000 within first twelve months of contract |
Payment Schedule
Subject to the applicable conditions specified below, SMA as a percentage of new premiums will be
paid as follows:
All premiums for individuals age 90 and under -[***]
Trail
commission does not apply.
Conditions
| A. | Repayment of SMA | |
| Agency will repay Company SMA, not to exceed amount paid to Agency in accordance with the repayment provisions of the most current base commission Schedule. |
THIS SCHEDULE MAY BE MODIFIED OR CANCELED BY COMPANY AT ANY TIME BY PROVIDING WRITTEN NOTICE AT
LEAST THIRTY (30) DAYS PRIOR TO THE DATE OF EFFECTIVENESS OF SUCH CHANGE. THIS SCHEDULE SUPERSEDES
ANY PREVIOUS VERSION OF THE LSA-619 SCHEDULE.
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
Page 1 of 1
Symetra Life Insurance Company
Compensation Terms and Agency Conditions Endorsement
Financial Institutions
Individual Life Policies
Effective: September 1, 2004
Compensation Terms and Agency Conditions Endorsement
Financial Institutions
Individual Life Policies
Effective: September 1, 2004
Terms
| 1. | Commissions are payable on premiums paid to the Company. Basic and Renewal commissions are vested and constitute full compensation to the designated writing agency. The writing agency will be paid all Basis and Renewal Commissions which are calculated according to the Commission Schedule Individual Life Policies Endorsement, Form Number LSA-450 included in this contract. There may be a maximum of two writing agencies per coverage. Basic and renewal commissions for any increase in coverage are paid to the writing agency of that increase. When the balance due is less than a reasonable minimum sum, established by the Company, payments may be paid only as the minimum amount is reached. | |
| 2. | To change the writing agency, written consent from the current writing agency must be submitted to the Company’s Home Office. The Company reserves the right through its Home Office to approve any such request and is not bound by such change until approved by the Company’s Home Office. The new writing agency is subject to the provisions in this agreement. The Company assumes no responsibility for the validity of the change of writing agency and the Company is held harmless with regard to any amount paid by it to the new writing agency. Any change of writing agency must comply with all applicable state laws and regulations. For those policies identified in writing as a part of the change in writing agency, the future compensation and all past, present and future obligations are transferred to the new writing agency. | |
| 3. | Service fees are payable on premiums paid to the Company. Such Service Fees constitute full compensation to the designated servicing agency. The service fee is calculated according to the Commission Schedule Individual Life Policies Endorsement, Form Number LSA-450 included in this contract. The servicing agency will be paid all the service fees. During the calendar years in which the Servicing Agency receives a minimum of $1,000.00 in first year commission for Individual Life policies service fees will be paid. When the balance due is less than a reasonable minimum sum, established by the Company, payments may be paid only as the minimum amount is reached. | |
| 4. | The servicing agency may be designated by the policyowner or by the writing agency at the time of policy issue. Changing to a new servicing agency requires written consent from the policyowner to be submitted to the Company’s Home Office. The Company reserves the right through its Home Office to approve any such request and is not bound by such change until approved by the Company’s Home Office. If the servicing agency is not specifically designated then the writing agency will be the servicing agency. | |
| 5. | The Company reserves the right to reduce compensation when the face amount exceeds the sum of the Company’s retention limit plus automatic reinsurance coverage. | |
| 6. | In addition to commission payable, the Company may award to the writing agency Annual First Year Premium (AFYP) production credit. AFYP is a measurement of production that is equal to the required first year premium on an annual payment mode. Net AFYP is the production credit Issued by the Company on business written during the calendar year minus the production credited to policies that have lapsed during the year prior to their first renewal. | |
| 7. | When a writing agency sells additional insurance riders commissions will be calculated and paid according to the Commission Schedule Individual Life Policies Endorsement, Form Number LSA-450 included in this contract. | |
| 8. | If this Agency Agreement is terminated, the commissions payable to the writing agency shall be limited to those payable as first year and renewal commissions at the rate provided in the Commission Schedule Individual Life Policies Endorsement, Form Number LSA-450 in effect on the date of termination. | |
| 9. | No Commissions or service fees will be paid with respect to: |
| a. | Premiums which are waived under the terms of a policy; | ||
| b. | Premiums for temporary extra rating for five years or less; | ||
| c. | Premiums for a policy which is a conversion of group life or health insurance coverage; and | ||
| d. | Premium paid by automatic premium loan. |
Page 1 of 2
| 10. | When a conversion privilege is exercised, and the new policy is dated as of a current date, commissions will be calculated in accordance with the rules of the Company in effect at the time of such conversion. If the Company determines a policy replaces a policy previously issued by the Company on the same insured, the commission payable for the first year of insurance for the new policy will be calculated in accordance with the rules of the Company in effect at the time of such replacement. |
Conditions
| 1. | Agency has no authority to deliver any policy unless the applicant therein is, at the time of delivery, in good health and insurable condition. | |
| 2. | Notwithstanding any other provision of this agreement, regarding any policy listed in this agreement’s Commission Schedule Individual Life Policy Endorsement, Agency shall not, to induce any person to insure with Company, pay or allow or offer any illegal rebate of premium or other consideration due and not specified in the policy. |
THIS SCHEDULE MAY BE MODIFIED OR CANCELED BY COMPANY AT ANY TIME BY PROVIDING WRITTEN NOTICE AT
LEAST THIRTY (30) DAYS PRIOR TO THE DATE OF EFFECTIVENESS OF
SUCH CHANGE. THIS SCHEDULE SUPERSEDES
ANY PREVIOUS VERSION OF THE LSA-461 SCHEDULE.
The
provisions of this endorsement supersede any provisions of prior LSA-189 endorsements.
Agency is responsible for ensuring that no business is solicited by any representatives until that
representative is authorized to represent the Company and this endorsement is in effect.
Page 2 of 2
Symetra Life Insurance Company
Commission Schedule Endorsement
Individual Life Policies
January 1, 2005
Commission Schedule Endorsement
Individual Life Policies
January 1, 2005
Box checked indicates the products to be distributed through this agreement.
o Symetra Term Life
| Commission | ||||
| Percentage | ||||
10 Yr Level Term |
[***] | |||
15 Yr Level Term |
[***] | |||
20 Yr Level Term |
[***] | |||
30 Yr Level Term |
[***] | |||
o Successor Single Premium Permanent Life
| Ages | Commission Percentage | |||
0 (15 Days) -80 Yrs |
[***] | |||
81-85 Yrs |
[***] | |||
o Symetra Accelerated Universal Life
| Life Expense Allowance | ||||||
| Age | Commission Percentage | (Over-ride) | Total Payout | |||
First year |
||||||
0-65
|
[***] premium up to 1st Annual Target | [***] of Commission | [***] up to Target | |||
0-65
|
[***] on Premium over Target | [***] of Commission | [***] of Premium over Target | |||
Renewal |
||||||
0-65
|
[***] of Premium | [***] of Commission | [***] of Premium | |||
Service Fee Period
|
Percentage of Premium | |||||
7th &
subsequent policy years |
[***] | n/a | [***] |
| • | Life Expense Allowance (over-ride): Paid on Accelerated UL first year and renewal commissions. Over-ride is equal to 50% of the base commission. | |
| • | Term Riders on Accelerated Universal Life – First Year & Renewal Commissions |
| 2nd through 6th policy years | Same Rate as Base Policy |
| SUPPLEMENTAL BENEFITS | Available With | Commission | ||
Accidental Death Benefit
|
Term Life, Accelerated Universal Life | Same First-Year Rate as Base Policy | ||
Waiver of Monthly Deduction
|
Accelerated Universal Life | Same First-Year Rate as Base Policy | ||
Waiver of Premium
|
Term Life, Accelerated Universal Life | Same First-Year Rate as Base Policy | ||
Insured Children’s Benefit
|
Term Life, Accelerated Universal Life | [***] of Premium |
Not all products are filed in all states. Contact your local SYMETRA office for further
information.
THIS SCHEDULE MAY BE MODIFIED OR CANCELED BY COMPANY AT ANY TIME BY PROVIDING WRITTEN NOTICE AT
LEAST THIRTY (30) DAYS PRIOR TO THE DATE OF EFFECTIVENESS OF SUCH CHANGE. THIS SCHEDULE SUPERSEDES
ANY PREVIOUS VERSION OF THE LSA-450b SCHEDULE.
The provisions of this endorsement supersede any provisions of prior LSA-104 and LSA-287
endorsements; and any provisions of prior LSA-350 endorsements pertaining to “Commission
Schedules”.
Agency is responsible for ensuring that no business is solicited by any representative until that
representative is authorized and appointed to represent either, or both, Company(ies).
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
Page 1 of 1
Symetra Life Insurance Company
Individual Life Policies
Life Expense Allowance Endorsement
Effective: January 1, 2005
Individual Life Policies
Life Expense Allowance Endorsement
Effective: January 1, 2005
Qualifications
| 1. | Symetra Life appointed Agencies will be paid [***] Life Expense Allowance (LEA, also referred to as override) for the remainder of the year in which they are appointed and for the next full calendar year following their appointment. | |
| 2. | Agencies appointed for more than one full calendar year will be paid a [***] override for the next full calendar year following the year in which they produce [***] or more Net AFYP as defined below. Otherwise, no override will be paid until meeting the qualification requirement. | |
| 3. | Those Agencies with 0% override at the start of a year will be paid retroactively and prospectively the [***] override starting the first of the month following the month in which they produce [***] or more Net AFYP. | |
| 4. | Net AFYP will be reviewed monthly for upward override adjustment and annually for downward override adjustment based on the prior full calendar year’s production. |
Exclusions
The following Individual Life policies are not eligible for override payment:
| 1. | Symetra Single Premium Permanent Life Policies. | |
| 2. | Flexible Premium Variable Universal Life policies. | |
| 3. | Individual Life policies issued to Qualified Pension Plans. | |
| 4. | 10-Year, 15-Year, 20-Year, and 30-Year Symetra Term Life policies. | |
| 5. | Other policies as the Company may designate. |
Payment Schedule
Override will be paid on basic first-year and renewal commissions.
Definitions
| A. | Annual First Year Premium (AFYP) is a measurement of production that is equal to the required first-year premium on an annual payment mode. Net AFYP is the production credit issued by the Company on business written during the calendar year minus the production credited to policies that have lapsed during the year prior to their first renewal. |
THIS SCHEDULE MAY BE MODIFIED OR CANCELED BY COMPANY AT ANY TIME BY PROVIDING WRITTEN NOTICE AT
LEAST THIRTY (30) DAYS PRIOR TO THE DATE OF EFFECTIVENESS OF SUCH CHANGE. THIS SCHEDULE SUPERSEDES
ANY PREVIOUS VERSION OF THE LSA-456 SCHEDULE.
The provisions of this endorsement supersede any provisions of prior LSA-107 and LSA-211
endorsements.
Agency is responsible for ensuring that no business is solicited by any representatives until that
representative is authorized to represent the Company and this endorsement is in effect.
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
Page 1 of 1
Symetra Life Insurance Company
American States Life Insurance Company
Annualized Commissions Endorsement
For Financial Institutions
Individual Life Policies
Effective: January 1, 2005
American States Life Insurance Company
Annualized Commissions Endorsement
For Financial Institutions
Individual Life Policies
Effective: January 1, 2005
Obligation
| 1. | Agency agrees to pay Company, on demand, the amount of any advances hereunder then remaining unearned by Agency and/or any sub-Agency supervised by Agency. | |
| 2. | As security for repayment, Agency grants Company a security interest in each of the following (hereafter collectively referred to as the “collateral”): |
| a. | rights to all future commissions due from Company and proceeds from the sale or other disposition of the commissions. |
Agency authorizes Company, at any time it deems itself insecure, to receive and retain all such
collateral until the advances have been repaid.
| 3. | Upon termination of Agency Agreement, the commuted value of all future Life and Health commissions, as determined by Company, may at the discretion of Company, be applied to offset advances owned by Agency and/or any sub-Agency supervised by Agency. Upon receiving written notice from Company that such action has been taken, Agency will immediately pay Company the balance of advances remaining unearned by Agency and/or any sub-Agency supervised by Agency. |
Exclusions
The
following Individual Life policies are not eligible for annualized commission advances:
| 1. | Symetra’s Flexible Premium Variable Life policies. | |
| 2. | Other policies as the Company may designate. |
Payment Schedule
Payment
Subject to Company requirements and the requirements of this endorsement, a portion of certain
basic first-year commissions may be paid in advance of the date of
receipt of premiums on which they are to be computed.
Calculations
| 1. | The following schedule shall apply in computing the amount of basic first-year commission (including advances) to be paid for eligible policies: |
| Mode of Payment of First-Year Premium | Basic First-Year Commission (Including Advances)To Be Paid | |
Semi-Annual
|
[***] Commission on Minimum Semi-Annual Premium | |
Quarterly
|
[***] Commission on Minimum Quarterly Premium | |
List Bill, Llfeco-Matic, Payroll Deduction, EFT,
|
[***] Commission on Minimum Monthly Premium | |
Credit Card & Direct |
| 2. | The Company will advance the lesser of the amount annualized according to the mode of payment listed above, or [***] of basic first-year commission per eligible policy |
THIS SCHEDULE MAY BE MODIFIED OR CANCELED BY COMPANY AT ANY TIME BY PROVIDING WRITTEN NOTICE AT
LEAST THIRTY (30) DAYS PRIOR TO THE DATE OF EFFECTIVENESS OF SUCH CHANGE. THIS SCHEDULE SUPERSEDES
ANY PREVIOUS VERSION OF THE LSA-538 SCHEDULE.
The provisions of this endorsement supersede any provisions of prior LSA-114 and LSA-289
endorsements.
Agency is responsible for ensuring that no business is solicited by any representatives until that
representative is authorized to represent the Company and this endorsement is in effect.
Endorsement Effective Date:
|
||||||||
Agency Name:
|
||||||||
| Start Number: | ||||||||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra
Financial Corp., this information has been filed separately with the Securities and Exchange
Commission.
Page 1 of 1
AMENDMENT
This Amendment of the Agency Agreement (“Amendment”) is made and entered into by Symetra Life
Insurance Company (“Company”) and US Bancorp Investments Inc. ( “Agency”), and is effective as of
May 1, 2006.
RECITALS
Company and Agency entered into an Agency Agreement, effective as of April 23, 2003, which has
subsequently been modified by various endorsements (the Agency Agreement and the endorsements
collectively referred to as the “Agency Agreement”); and
Company and Agency desire to amend the Agency Agreement as set forth below.
NOW, THEREFORE, in consideration of the mutual covenants and undertakings set forth
herein, Company and Agency agree as follows:
| 1. | Subject to the conditions contained in the Agency Agreement and in this Amendment, Company will pay, in advance, a portion of the anticipated commissions on submitted product applications for eligible policies, in which external transfer of funds to Company is pending, prior to the date of receipt by Company of premiums on which the anticipated commissions are to be calculated. | |
| 2. | The amount advanced will be based on the pending funds per applications received by Company during each month, as determined by Company at the end of each month, beginning in May, 2006. | |
| 3. | The amount of the advance will be calculated as follows: | |
| Amount pending x applicable product commission rate x [***] = advance amount. | ||
| However, Company shall have the right to reduce the [***] level to an [***] level, upon providing 30 days written notice to Agency, if Company determines in its sole discretion that there are significant issues regarding recovery of the advanced commissions based on business received or not received by Company. | ||
| 4. | The following policies are eligible for advances based on the applicable product commission rate shown: |
| • | Symetra Select: [***] | ||
| • | Symetra Secure: [***] | ||
| • | Symetra Custom: [***] | ||
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
1
| 5. | Amounts advanced will be applied to offset the earned commissions otherwise due to be paid when the actual premiums are received by Company. | |
| 6. | If premiums on a case are not received by Company within 90 days after the application has been submitted, Company shall charge back to Agency the amount advanced on such case. Such amount shall be due immediately. | |
| 7. | Amounts advanced are unearned and constitute loans by Company to Agency. It is Agency’s obligation to repay Company the amount of any advances then remaining unearned by Agency and/or any sub-agency supervised by Agency, and Agency agrees to pay Company, on demand, the amount of any such advances then remaining unearned. As security for repayment, Agency grants Company a security interest in Agency’s rights to all future compensation due from Company, until the advances have been repaid in full. | |
| 8. | Company shall have the right to terminate this Amendment in its sole discretion, upon providing 30 days written notice to Agency. Upon termination of the Agency Agreement, this Amendment will terminate immediately. | |
| 9. | Upon termination of the Agency Agreement, the commuted value of all future compensation, as determined by Company in its sole discretion may, in the sole discretion of Company, be applied to offset advances owned by Agency and/or any sub-agency supervised by Agency. Upon receiving written demand from Company, Agency will immediately pay Company the balance of advances remaining unearned by Agency and/or any sub-agency supervised by Agency. |
IN WITNESS WHEREOF, the parties hereto have caused this instrument to be duly executed on the date
indicated below.
| Symetra Life Insurance Company |
US Bancorp Investments Inc. |
||||||
| By: |  |
By: | 
|
||||
| Scott L. Bartholomaus | Sherri L. Norman | ||||||
| Vice President, Retirement Services | Group Product Manager | ||||||
| Date: 10/3/06 | Date: 8/1/06 | ||||||
2
EXHIBIT 10.11
Symetra Financial Corporation
Performance Share Plan
2007-2009
Performance Share Plan
2007-2009
The Purpose of the Plan:
| 1. | The purpose of the Plan is to advance the interest of Symetra Financial Corporation (the “Company”) and its owners by providing executive incentives and by providing for a reasonable sharing of the financial performance of the enterprise. | ||
| 2. | Summary: From time to time the Board of Directors of the Company (the “Board”) may grant to an executive of the Company an award of Performance Shares. At the time of grant, each Performance Share shall have the financial value of $100.00. Thereafter, the unit will have the financial value of $100.00 x (1 + Aggregate Percentage Growth), conditioned upon attainment of a stated Performance Goal over the Award Period specified in the Grant. At the end of the Award Period the Board will determine the degree of attainment of the Performance Goal and will assign a Harvest Percentage based on that determination. The matured Performance Shares will then be exchanged for a cash payment equal to the then financial value of the shares multiplied by the Harvest Percentage. | ||
| 3. | Administration: The Plan shall be administered by the Board. The Board shall have the authority to select the executives who shall be participants (“Participants”), to determine the size and terms of an award, to modify the terms of any award that has been granted, to determine the time when awards will be made, to determine the Award Periods applicable to an award, to determine the Harvest Percentages applicable to an award, to determine the terms of a Participant’s grant agreement (which need not be identical or uniform), to establish Performance Goals in respect of such Award Periods, to certify whether such Performance Goals were attained and to make such other determinations that are not prohibited by this plan. The Board is authorized to interpret the plan to establish amend and rescind any rules and regulations relating to the plan and to make any other determinations that it deems necessary or desirable. Any decision of the Board in the interpretation and administration of the plan shall lie within its sole and absolute discretion and shall be final conclusive and binding on all parties concerned. Determinations made by the Board under the plan need not be uniform and may be made selectively among participants regardless of whether such Participants are similarly situated. The Board shall have the right to deduct from any payment made under the plan any taxes required by law to be withheld with respect to such payment. The Board may delegate its duties hereunder to its Compensation Committee. |
February 28, 2007
- 1 -
| 4. | Eligibility and Participation: The Board shall designate those executives who shall be Participants. Participants shall be selected from among the executives who are in a position to have a material impact on the financial results of the Company. The designation of the Participants may be made individually or by groups or classifications of executives, as the Board deems appropriate. Executives shall not have a right to be designated as Participants and the designation of an executive as a Participant shall not obligate the Board to continue such executive as a participant in subsequent periods. | ||
| 5. | Grants: |
(a) Grant: In each Grant the committee shall specify, among other
matters, (i) the number of Performance Shares awarded, (ii) the Award Period, (iii)
the Performance Goal(s) to be attained within the Award Period, (iv) the method for
determining the Harvest Percentage based upon the level of achievement of the
Performance Goal(s), and (v) the maximum Award Payment.
(b) Performance measures: The performance measures for any award shall
be as determined by the Board and as stated in the grant agreement. Normally the
goal(s) will be based on some reasonable measure of growth in economic value per
share of the enterprise, or on some similar measure of financial performance.
(c) Payment: As soon as practicable after the end of the Award Period, or
such earlier date as the Board in its sole discretion may designate, the Board shall
determine (i) whether the applicable Performance Goal(s) have been attained with
respect to a given award and (ii) the Harvest Percentage applied to a given award. At
the end of the Award Period the Board shall ascertain the actual value of the award.
Unless otherwise determined by the Board or otherwise set forth in a grant agreement
the actual value of an award shall be equal to the then financial value of the shares
multiplied by the Harvest Percentage. A Participant’s actual value will be settled
through a cash payment to the Participant within 21/2 months after the
end of the Award Period.
| 6. | Termination of Employment: Except as set forth in Section 7 or otherwise set forth in a grant agreement a Participant shall immediately forfeit all outstanding awards upon any termination of employment prior to the end of the applicable Award Period. The Board may at its discretion provide that if a Participant dies, retires, is disabled, or is granted a leave of absence, or if the Participant’s employment is otherwise terminated in a manner reasonably judged to be not seriously detrimental to the company, then all or a portion of the Participant’s award, as determined by the Board, may be paid to the Participant (or beneficiary) after the end of the Award Period or at such other time as determined by the Board. | ||
| 7. | Change of Control: (a) If a termination event occurs with respect to a Participant within 24 months after a Change of Control then each award held by such Participant that was granted prior to the Change of Control shall be cancelled and such Participant shall be entitled to receive in respect of each such canceled |
February 28, 2007
- 2 -
| award a payment equal to the product of (i) the then financial value of 100% of the Performance Shares and (ii) the applicable Harvest Percentage. The applicable Harvest Percentage will be determined based on the extent to which the Performance Goal has been achieved as of the last day of the calendar quarter ending prior to the date of the applicable termination event. (b) Notwithstanding anything herein to the contrary, if, following a change in control, a Participant’s employment remains continuous through the end of an Award Period then the Participant shall be paid with respect to those awards for which he would have been paid had there not been a change in control, and the actual value shall be determined in accordance with section 5 above. | |||
| 8. | Amendments or Termination: The Board may amend alter or discontinue the Plan, but no amendment, alteration or discontinuation shall be made which would impair any of the rights or obligations under any award theretofore granted to a Participant without such Participant’s consent; provided, however, that the Board may amend the plan in such manner as it deems necessary to permit the granting of awards meeting the requirements of the Internal Revenue Code of 1986, as amended, or any successor thereto, or other applicable laws. | ||
| 9. | No Right to Employment: Neither the Plan nor any action taken hereunder shall be construed as giving any Participant or other person any right to continue to be employed by, or to continue to perform services for, the Company or any subsidiary, and the right to terminate the employment of or performance of services by any Participant at any time and for any reason is specifically reserved to the Company and its subsidiaries. | ||
| 10. | Nontransferability of Awards: An award shall not be transferable or assignable by the Participant, other than as described in Section 17 of this Plan. | ||
| 11. | Reduction of Awards: Notwithstanding anything to the contrary herein, the Board, in its sole discretion (but subject to applicable law), may reduce any amounts payable to any Participant hereunder in order to satisfy any liabilities owed to the Company or any of its subsidiaries by the Participant. | ||
| 12. | Participation of Subsidiaries: If a subsidiary wishes to participate in the Plan and its participation shall have been approved by the Board, the Board of Directors of the subsidiary shall adopt a resolution in form and substance satisfactory to the Committee authorizing participation by the subsidiary in the Plan. A subsidiary that adopts the Plan in accordance with the Section shall be permitted to rename the Plan under the name of such subsidiary. A subsidiary may cease to participate in the Plan at any time by action of the Board or by action of the Board of Directors of such subsidiary, which latter action shall be effective not earlier than the date of delivery to the Secretary of the Company of a certified copy of a resolution of the subsidiary’s Board of Directors taking such action. Termination of participation in the Plan shall not relieve a subsidiary of any obligations theretofore incurred by it under the Plan. The Board in its discretion may waive compliance with any provisions in this section. |
February 28, 2007
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| 13. | Claims Procedure: In general, any claim for benefits under the Plan shall be filed with the Board of Directors by a Participant or beneficiary. The Board will consider the claim promptly. | ||
| 14. | Miscellaneous Provisions: The Company is the sponsor and legal obligor under the Plan and shall make all payments hereunder, other than any payments to be made by any of the subsidiaries, as described below (in which case such payments shall be made by such subsidiary, as appropriate). If a subsidiary adopts the Plan in accordance with Section 12, the subsidiary shall be responsible for all payments made under the Plan for Awards granted by the Board of Directors of the subsidiary including expenses involved in administering the Plan at the subsidiary level. The Plan is unfunded. The Company shall not be required to establish any special or separate fund or to make any other segregation of assets to ensure the payment of any amounts under the Plan, and the Participant’s rights to any payment hereunder shall be no greater than the rights of the Company’s (or the applicable subsidiary’s) unsecured creditors. All references to Sections herein shall be deemed to be references to the specified sections of this Plan. | ||
| 15. | Taxes: The Company and its subsidiaries shall have the right to deduct from any payment made under the Plan any taxes required by law to be withheld with respect to such payment. | ||
| 16. | Choice of Law: The Plan shall be governed by and construed in accordance with the laws of Washington State. | ||
| 17. | Designation of Beneficiary by Participant: A Participant may name a beneficiary to receive any payment to which he/she may be entitled in respect to a Grant in the event of his/her death. A Participant may change his/her beneficiary from time to time. If the Participant has not designated a beneficiary, or if no designated beneficiary is living on the date on which any amount becomes payable, that amount shall be paid to the Participant’s estate. | ||
| 18. | Schedule of Definitions: The attached Schedule of Definitions shall be considered an integral part of this Plan. | ||
| 19. | Effective Date of the Plan: The Plan shall be effective as of January 1, 2007. |
IN WITNESS WHEREOF, Symetra Financial Corporation has caused this Plan to be
executed this day of , 2007.
| Symetra Financial Corporation | ||||||||
| By | ||||||||
| Its | ||||||||
February 28, 2007
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Symetra Financial Corporation
Performance Share Plan
2007-2009
Performance Share Plan
2007-2009
Schedule of Definitions: terms used in the Plan or in a Grant shall
have the following meanings:
Aggregate Percentage Growth: shall equal the average of the aggregate
percentage growth in the GAAP Book Value and the aggregate percentage growth in Enterprise
Value.
Change of Control: shall mean the occurrence of any of the following events:
| (i) | If any person or group (within the meaning of sections 13(d) or 14(d)2 of the Exchange Act) other than White Mountains Insurance Group, Ltd or Berkshire Hathaway, Inc or any of their subsidiary or affiliated companies, an underwriter temporarily holding securities of the Company in connection with a public issuance thereof, or an employee benefit plan of the Company or its affiliates becomes the beneficial owner (within the meaning of rule 13d-3 under the Exchange Act) of thirty-five percent or more of the then outstanding common stock of the Company. |
Enterprise Value (EV): shall mean the value of the Company
calculated as outlined below:
| 1. | Calculate enterprise value in two pieces. The first piece is the enterprise value for Income Annuities [EV(IA)] on a stand-alone basis. The second piece is the enterprise value for the entire company less the enterprise value for Income Annuities. | ||
| 2. | Calculate the enterprise value growth of Income Annuities as: |
| a. | (Ending EV(IA) — Beginning EV(1A) + Distributable Earnings)/ Beginning EV(IA). | ||
| b. | Distributable Earnings equals the after-tax net income for Income Annuities plus change in required capital. |
| 3. | Calculate the enterprise value growth of non-Income Annuities portion of the company as: |
| a. | Ending EV(non-IA)/Beginning EV(non-IA)- 1 |
| 4. | Calculate the harvest percentage for each of the enterprise value pieces. The harvest percentage is calculated using linear interpolation between the following data points: |
| a. | 0% if the enterprise value growth is less than or equal to 10% | ||
| b. | 100% if the enterprise value growth is equal to 13% | ||
| c. | 200% if the enterprise value growth is greater than or equal to 16% |
| 5. | Calculate the blended harvest percentage as: |
February 28, 2007
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| a. | 20% x harvest percentage for Income Annuities + 80% x harvest percentage for non-Income Annuities |
| 6. | Calculate a blended total company enterprise value growth using linear interpolation between the following data points: |
| a. | 10% if the blended harvest percentage is less than or equal to 0% | ||
| b. | 13% if the blended harvest percentage is equal to 100% | ||
| c. | 16% if the blended harvest percentage is greater than or equal to 200% |
The calculation of enterprise value will be adjusted for dividends and capital contributions
as needed. The regular calculation of enterprise value will be performed by management at
least annually, and estimated at interim quarters. The Board may require an audit of the
calculation by an outside actuarial or other firm, at its sole discretion. In general, the
calculation will be reasonably consistent with methodologies utilized by Milliman USA, as
adjusted by Watson Wyatt, in their actuarial appraisal of the insurance operations of the
Company which was used in the purchase of the insurance operations.
If a regularly traded public market value becomes available for the stock in the Company, the
Board, in its sole discretion, may consider that that market value be substituted for the EV,
or may use some combination thereof.
Grant: shall mean an offer by the Board to an executive to participate in the
Performance Share Plan. Such Grant will specify the number of Performance Shares being
granted, the Performance Goal(s), the Award Period, the method for judging attainment of the
goal(s) and for setting the Harvest Percentage, a maximum award value if any, and other
relevant terms.
Harvest Percentage: shall be determined by the Board at the end of the Award
Period specified in the Grant, and will represent the Board’s judgment of the degree to which
the Company’s actual financial performance has met the Performance Goal(s) specified in the
Grant. Normally the Harvest Percentage will range fiom 0% thru 200% according to a scale
specified in the Grant. This Harvest Percentage will then be multiplied by the financial value
of the Performance Shares granted, to produce the actual cash value of the Grant.
Performance Share: a unit granted to an executive under the Performance Share Plan.
The unit will have the financial value of $100.00 at the time of grant. Thereafter, the unit
will have the financial value of $100.00 x (1 + Aggregate Percentage Growth),
conditioned upon the attainment of a specified Performance Goal(s) over a specified Award
Period.
Related Employments: shall mean the employment of a participant by an employer who is
not the Company or an affiliate of the Company, provided (i) such employment is undertaken by
the participant and continued at the request of the Company; (ii) immediately prior to
undertaking such employment the participant was an employee of the Company, or any of its
affiliates or was engaged in related employment; and (iii) such employment is recognized by
the Board, in its sole discretion, as related employment.
February 28, 2007
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Termination event: shall be considered for this plan to be a Termination
Without Cause or to be a Constructive Termination.
| a. | Termination Without Cause: A termination of the Participant’s employment with the Company or a subsidiary by the Company or the subsidiary other than (i) due to the Participant’s death or disability as defined in the Performance Plan Grant, or (ii) for Cause. A transfer of a Participant’s employment to an affiliate of the Company shall not, by itself, be considered a Termination without Cause hereunder. For this purpose, “Cause” shall mean (a) an act or omission by the Participant that constitutes a felony, (b) willful gross negligence or willful gross misconduct by the Participant in connection with his employment by the Company or by a subsidiary which causes, or is likely to cause, material loss or damage to the Company. Notwithstanding anything herein to the contrary, a termination of a Participant’s employment with the Company or one of its subsidiaries due solely to the consummation of a corporate transaction described in clause (i) of the definition of Change in Control shall not be deemed to be a “Termination Without Cause” if the Participant is employed by the acquiror or one of its affiliates and the acquiror or one of its affiliates formally assumes the Company’s obligations under this Plan or places the Participant in a similar or like plan with no diminution of the value of the awards granted. | ||
| b. | Constructive Termination. A termination of employment with the Company and its affiliates at the initiative of the Participant that the Participant declares, by prior written notice delivered to the Secretary of the Company, to be a Constructive Termination by the Company or an affiliate and which follows (i) a material decrease in his/her salary or (ii) a material diminution in the authority, duties or responsibilities of his/her position as a result of which the Participant determines in good faith that he/she cannot continue to carry out his/her job in substantially the same manner as it was intended to be carried out immediately before such diminution. Notwithstanding anything herein to the contrary, a Constructive Termination shall not occur until and unless 30 days have elapsed from the date the Company receives such written notice fiom the Participant and, during that period, the Company fails to cure, or cause to be cured, the circumstance serving as the basis on which the declaration of Constructive Termination is given. |
February 28, 2007
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Symetra Financial Corporation
Performance Share Plan
2007-2009 Grant
Performance Share Plan
2007-2009 Grant
THIS GRANT (this “Grant”) is made, effective as of the 1st of January, 2007,
between Symetra Financial Corporation (the “Company”) and (the
“Participant”).
RECITALS:
WHEREAS, the Company has adopted the Performance Share Plan (“Plan”), which Plan is
incorporated herein by reference and made part of this Grant; and
WHEREAS, the Board has determined that it would be in the best interest of the Company
and its owners to grant the award provided for herein to the Participant pursuant to the Plan
and the terms set forth herein.
NOW THEREFORE, in consideration of mutual covenants the parties hereto agree as follows:
1. Grant: Subject to the terms and conditions of the Plan and the
additional terms and conditions set forth in this Grant, the Company hereby grants to the
Participant a Performance Share Award of shares.
2. Award Period: The Award Period shall be January 1, 2007 through December 31,
2009.
3. Performance Goal: The Performance Goal shall be a 13% compound annualized
growth in the intrinsic business value of the company, which shall be measured by the average
of the compound annualized growth rates during the Award Period of (a) the Enterprise Value
(EV) per share and (b) the GAAP Book Value per share, excluding unrealized gains or losses
other than unrealized gains or losses on equities held as investments.
4. Harvest Percentage: Shall be dependent on the extent to which the Performance
Goal is attained, and shall be determined as follows:
| Growth in intrinsic business value | Harvest Percentage | |||
10% or lower |
0 | % | ||
13% |
100 | % | ||
16% or higher |
200 | % | ||
For annualized percentage growth between 10% and 16%, the Harvest Percentage will be
determined on the basis of straight line interpolation.
February 28, 2007
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5. Award Payment: Subject to all terms and conditions of the Plan, the
Participant’s actual value at the end of the Award Period will be settled through a cash
payment to the Participant. Unless otherwise determined by the Board or otherwise set forth
in a Grant, a Participant’s actual value with respect to an Award shall be equal to the then
financial value of the shares multiplied by the Harvest Percentage.
6. Termination of Employment: Except as provided in Section 6 or
Section 7 of the Plan, this Award shall be canceled, and no payment shall be payable hereunder, if the
Participant’s continuous employment or Related Employment with the Company shall terminate
for any reason prior to the end of the Award Period.
7. Successor Requirement: This Grant shall inure to the benefit of
and be binding upon the Company and its successors and assigns. The Company shall request any
purchaser of a business unit in which the Participant is employed (a “Purchaser”), to fully
assume the obligations of the Company under this Grant. If a Purchaser declines to assume
such obligations, the Company shall remain obligated under the terms of this Grant and the
Board, in its sole discretion, may elect to cancel the Grant and to make an Award Payment
based on the applicable measures at the time of purchase or in accordance with Section
7 of the Plan, if the Plan’s Change in Control provisions are applicable.
8. Definitions: All terms not otherwise defined herein shall have
the same meaning as in the Plan.
9. Withholding: The Participant agrees to make appropriate arrangements with the
Company for satisfaction of any applicable income tax withholding requirements,
including the payment to the Company, at the termination of the Award Period (or such earlier
or later date as may be applicable under the Code), of all such taxes and other amounts, and
the Company shall be authorized to take such action as may be necessary, in the opinion of
the company’s counsel (including, without limitation, withholding amounts from any
compensation or other amount owing from the Company to the Participant), to satisfy all
obligations for the payment of such taxes and other amounts.
10. Reduction of the Award: Notwithstanding anything to the contrary
herein, the Board, in its sole discretion (but subject to applicable law), may reduce any
amounts payable to the Participant in order to satisfy any liabilities owed to the Company by
the Participant.
11. No Right to Continued Employment: Neither the Plan nor this Grant shall be
construed as giving the Participant the right to be retained in the employ of, or in any
consulting relationship to, the Company or any of its subsidiaries. Further, the Company may
at any time dismiss the Participant or discontinue any consulting relationship, free from any
liability or any claim under the Plan or this Grant, except as otherwise expressly provided
in the Plan and in this Grant. In addition, nothing herein shall obligate the Company to make
future Grants to the Participant.
February 28, 2007
- 2 -
12. Award Subject to Plan: By entering in this Grant the Participant
agrees and acknowledges that the Participant has received and read a copy of the Plan and
that this Award is subject to all of the terms and provisions set forth in the Plan and in
this Grant. In the event of a conflict between any term or provision contained in this Grant
and a terms or provision of the Plan, the applicable terms and provisions of the Plan will
govern and prevail.
13. Designation of Beneficiary by Participant: A Participant may name
a beneficiary to receive any payment to which he/she may be entitled in respect of this Award
in the event of his/her death, by notifying the Company. A Participant may change his/her
beneficiary from time to time in the same manner. If the Participant has not designated a
beneficiary or if no designated beneficiary is living on the date on which any amount becomes
payable to a Participant’s beneficiary, that amount shall be paid to the Participant’s
estate.
14. Notices: Any notice necessary under this Grant shall be addressed
to the Company and to the Participant at the address appearing in the personnel records of
the Company for such Participant or to either party at such other address as such party
hereto may hereafter designate in writing to the other. Any such notice shall be deemed
effective upon receipt thereof by the addressee.
15. Signature in Counterparts: This Grant may be signed in
counterparts, each of which shall be an original, with the same effect as if the signatures
thereto and hereto were upon the same instrument.
IN WITNESS WHEREOF, the parties hereto have executed this Grant as of the date(s) listed
below.
| Participant | Symetra Financial Corporation | |||||
| By | ||||||
| Name/Date | Name/Date/Title | |||||
February 28, 2007
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EXHIBIT 10.12
Annual Incentive Bonus Plan
Most salaried (non-sales) employees participate in the Annual Incentive Bonus Plan, an
incentive pay program that is intended to reward employees when the company is successful
by aligning awards with performance. Incentive awards are based on performance of the
company overall and the individual employee’s performance. The target percentage for the
majority of employees is 5% of paid salary. Individual awards can
range from 0% to 200% of
target or up to 10% of paid salary.
Non-sales senior managers and a small number of key individual contributors who occupy
positions with a high relative impact on the company’s business success participate in the
Annual Incentive Bonus Plan at various target levels.
Determination of eligibility will be made by senior leadership with the help of competitive
pay data supplied by Human Resources. The target awards for this
group ranges from 10% to
50% of paid salary. Individual awards can range from 0% to 200% of target.
To be eligible for either plan, employees must be salaried employees and do not
participate in a sales or other production-related incentive plan (Long Term Incentive
Plan excluded). Eligible employees hired January 1 through September 30 begin
participating as of their date of hire. Eligible employees hired October 1 through
December 31 begin participating on the January 1 following their hire date.
At the beginning of every year, specific overall company financial goals and target
funding are set for the plan.
Individual incentive awards are based in part on an assessment of individual performance
compared to the performance goals and/or expectations set with the individual’s manager.
Employees must be employed on December 31 of the plan year and remain continuously employed
by the company through the award payout date in order to be eligible to receive an annual
bonus award. Exceptions include death, disability, retirement or position elimination. In
these cases, the bonus will be based on the salary paid through the employee’s last day of
work within the plan year.
Annual awards (if any) are paid as a single sum, generally in March, after performance
assessments.
In addition to establishing performance goals at the beginning of the year, the
company will create a target incentive pool. The target amounts in these pools are based
on the sum of all participants’ target incentive awards.
An overall performance threshold or “funding trigger” will be established each year,
below which the plan will not be funded, and there would be no payouts under the plan.
February 21, 2005
EXHIBIT 10.13
Symetra Financial Corporation (the “Company”)
Material Terms and Conditions of the Executive Severance Pay Plan
Material Terms and Conditions of the Executive Severance Pay Plan
Set forth below are the material terms and conditions of the Company’s Executive
Severance Pay Plan (the “Plan”):
| • | Term: The Plan will be effective as of the date of adoption of the Plan (the “Effective Date”) by the Compensation Committee of the Board of Directors of the Company (the “Committee”) and will continue until the earlier of (a) one year after the Effective Date and (b) an initial public offering of the common stock of the Company (an “IPO”); provided that, in the event of a Change in Control (as defined below) prior to the normal expiration of the Plan, the Plan will instead expire on the second anniversary of such Change in Control. | ||
| • | Eligibility: Eligibility for the Plan is limited to those current employees of the Company and its subsidiaries who, as of the Effective Date, hold outstanding awards under the Company Performance Share Plan for 2007-2009 (the “Performance Share Plans” and, such employees, the “Participants”). | ||
| • | Plan Benefits: Participants who experience a Qualifying Termination (as defined below) during the term of the Plan are entitled to, subject to the release requirement described below, a lump sum cash payment within 10 business days following the date that the release agreement described below becomes irrevocable in an amount equal to (a) the applicable Multiple (as defined in Annex A hereto) times his or her annual base salary at the time of termination plus (b) one times (i) his or her target Annual Incentive Bonus established for the year in which the termination occurs or (ii) if a Participant is eligible for a Sales Incentive Bonus and not an Annual Incentive Bonus, his or her Sales Incentive Bonus earned in the year prior to the year in which termination occurs. | ||
| • | Qualifying Termination: For purposes of the Plan, the term “Qualifying Termination” with respect to any Participant means that such Participant’s active employment with the Company, its subsidiaries and the Company’s direct and indirect parents (“Parents”) is (a) involuntarily terminated at any time during the term of the Plan by the Company without Cause (as defined below) or (b) terminated during any portion of the term of the Plan following a Change in Control through a Constructive Termination (as defined below). Qualifying Terminations do not include terminations due to death or disability of a Participant. | ||
| • | Release Requirement: Notwithstanding anything to the contrary, the payment of Plan benefits to any Participant who experiences a Qualifying Termination will be conditioned on such Participant executing and delivering to the Company a customary release of claims (in form and substance satisfactory to the Company) against the Company, its affiliates and their respective directors and employees, which must be effective and irrevocable within two months following such Qualifying Termination or the Participant |
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| will forfeit all rights under the Plan. | |||
| • | Tax Withholding: Any amounts payable under the Plan are subject to any required tax withholdings or deductions. | ||
| • | Waiver of Other Severance Benefits: Amounts payable under the Plan are in lieu of, and, as a condition to payment under the Plan, Participants must waive all rights to, any other severance, retention or change in control payments or benefits from the Company, its subsidiaries or its Parents, including under the Company Senior Executive Change in Control Severance Pay Plan, other than (a) any awards under the Company Performance Share Plans and (b) the Company Retention Bonus Plan. | ||
| • | Plan Administrator: Unless delegated by the Committee, the Committee will be the administrator of the Plan. The Plan administrator is responsible for the administration of the Plan and has the authority to interpret the terms of the Plan. | ||
| • | Certain Definitions: For purposes of the Plan, the following terms will have the following meanings. |
| • | “Cause” means (a) an act or omission by a Participant that constitutes a felony, or (b) willful gross negligence or willful gross misconduct by a Participant in connection with his or her employment which causes, or is likely to cause, material loss or damage to the Company. A transfer of a Participant’s employment from the Company to a subsidiary (or any Parent) or vice versa will not, by itself, be considered a termination without “Cause”. | ||
| • | “Change in Control” means any person, corporation or other entity or group becoming, whether by merger, consolidation, stock purchase or otherwise, the beneficial owner, directly or indirectly, of securities of the Company representing 100% of the combined voting power of the Company’s outstanding voting securities. | ||
| • | “Constructive Termination” means a termination of employment with the Company, its subsidiaries and its Parents at the initiative of a Participant that the Participant declares, by prior written notice delivered to the Secretary of the Company within 30 days following the occurrence of the circumstances listed in clauses (a) through (c) below, to be a Constructive Termination by the Company and its subsidiaries and which follows (a) a material decrease in his/her base salary or target total annual compensation, (b) a material diminution in the authority, duties or responsibilities of his/her position (including a requirement that he or she report to an officer or employee instead of reporting directly to the board of directors of the Company) or (c) a relocation of the Participant’s office without his or her consent to a location that is more than 100 miles from his or her then-current office. Notwithstanding anything herein to the contrary, a Constructive Termination will not occur until and unless 30 days have |
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| elapsed from the date the Company receives such written notice from the Participant and, during that period, the Company fails to cure the circumstance serving as the basis on which the declaration of Constructive Termination is given. |
- 3 -
Annex A
The term “Multiple” means: (a) for each of the Chief Executive Officer, Chief Operating Officer and
Chief Financial Officer of the Company, two and (b) for each other Participant, 1.5.
- 4 -
Exhibit 23.1
Consent of Independent Registered Public Accounting Firm
We consent to the reference to our firm under the caption “Experts” and to the use of our reports
dated February 20, 2007, in Amendment No. 2 to the
Registration Statement (Form S-1 No. 333-144162) and related
Prospectus of Symetra Financial Corporation dated September 5, 2007.
/s/ Ernst & Young LLP
Seattle, Washington
August 29, 2007