OAR 836-027-0160: Transactions Subject to Prior Notice — Notice Filing

(1) An insurer required to give notice of a proposed transaction pursuant to ORS 732.574 shall furnish the required information on Form D. Form D is set forth on the website of the Department of Consumer and Business Services at dfr.oregon.gov. (2) Agreements for cost sharing services and management services shall at a minimum and as applicable: (a) Identify the person providing services and the nature of such services; (b) Set forth the methods to allocate costs; (c) Require timely settlement, not less frequently than on a quarterly basis, and compliance with the requirements in the Accounting Practices and Procedures Manual; (d) Prohibit advancement of funds by the insurer to the affiliate except to pay for services defined in the agreement; (e) State that the insurer will maintain oversight for functions provided to the insurer by the affiliate and that the insurer will monitor services annually for quality assurance; (f) Define records and data of the insurer to include all records and data developed or maintained under or related to the agreement that are otherwise the property of the insurer, in whatever form maintained, including, but not limited to, claims and claim files, policyholder lists, application files, litigation files, premium records, rate books, underwriting manuals, personnel records, financial records or similar records within the possession, custody or control of the affiliate; (g) Specify that all records and data of the insurer are and remain the property of the insurer, and: (A) Are subject to the control of the insurer; (B) Are identifiable; and (C) Are segregated from all other persons’ records and data or are readily capable of segregation at no additional cost to the insurer; (h) State that all funds and invested assets of the insurer are the exclusive property of the insurer, held for the benefit of the insurer and are subject to the control of the insurer; (i) Include standards for termination of the agreement with and without cause; (j) Include provisions for indemnification of the insurer in the event of gross negligence or willful misconduct on the part of the affiliate providing the services and for any actions by the affiliate that violate provisions of the agreement required in subsections (k) to (o) of this section; (k) Specify that, if the insurer is placed in supervision, seizure, conservatorship, or receivership pursuant to ORS chapter 734: (A) All of the rights of the insurer under the agreement extend to the receiver or the director to the extent permitted by ORS chapter 734; (B) All records and data of the insurer shall be identifiable, and segregated from all other persons’ records and data or readily capable of segregation at no additional cost to the receiver or the director; (C) A complete set of records and data of the insurer will immediately be made available to the receiver or the director, shall be made available in a usable format and shall be turned over to the receiver or the director immediately upon the receiver or the director’s request, and the cost to transfer the data to the receiver or the director shall be fair and reasonable; and (D) The affiliated persons will make available all employees essential to the operations of the insurer and the services associated therewith for the immediate continued performance of the essential services ordered or directed by the receiver or director; (l) Specify that the affiliate has no automatic right to terminate the agreement if the insurer is placed into supervision, seizure, conservatorship or receivership pursuant to ORS chapter 734; (m) Specify that the affiliate will provide the essential services for a minimum period of time, specified in the agreement, after termination of the agreement, if the insurer is placed into supervision, seizure, conservatorship or receivership pursuant to ORS chapter 734, as ordered or directed by the receiver or director. Performance of the essential services will continue to be provided without regard to pre-receivership unpaid fees, so long as the affiliate continues to receive timely payment for post-receivership services rendered, and unless released by the receiver, director or supervising court; (n) Specify that the affiliate will continue to maintain any systems, programs, or other infrastructure notwithstanding supervision, seizure, conservatorship or receivership pursuant to ORS chapter 734, and will make them available to the receiver or director as ordered or directed by the receiver or director for so long as the affiliate continues to receive timely payment for post-receivership services rendered, and unless released by the receiver, director or supervising court; and (o) Specify that, in furtherance of the cooperation between the receiver and the affected guaranty association(s) and subject to the receiver’s authority over the insurer, if the insurer is placed into supervision, seizure, conservatorship or receivership pursuant to ORS chapter 734, and portions of the insurer’s policies or contracts are eligible for coverage by one or more guaranty associations, the affiliate's commitments under subsections (k) to (n) of this section will extend to such guaranty association(s).