1. (a) An insurer required to give notice of a proposed transaction pursuant to Arkansas Code § 23-63-515(a)(2) shall furnish the required information on Form D, hereby made a part of this rule.

2. (b) Agreements for cost-sharing services and management services shall at a minimum and as applicable:

   1. (1) Identify the person providing services and the nature of such services;
   2. (2) Set forth the methods to allocate costs;
   3. (3) Require timely settlement, not less frequently than on a quarterly basis, and compliance with the requirements in the Accounting Practices and Procedures Manual;
   4. (4) Prohibit advancement of funds by the insurer to the affiliate except to pay for services defined in the agreement;

   5. (5) State that:

      1. (A) The insurer will maintain oversight for functions provided to the insurer by the affiliate; and
      2. (B) The insurer will monitor services annually for quality assurance;

   6. (6) 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:

      1. (A) Claims and claim files;
      2. (B) Policyholder lists;
      3. (C) Application files;
      4. (D) Litigation files;
      5. (E) Premium records;
      6. (F) Rate books;
      7. (G) Underwriting manuals;
      8. (H) Personnel records;
      9. (I) Financial records; or
      10. (J) Similar records within the possession, custody, or control of the affiliate;

   7. (7) Specify that all records and data of the insurer are and remain the property of the insurer, and are:

      1. (A) Subject to control of the insurer;
      2. (B) Identifiable; and
      3. (C) Segregated from all other persons’ records and data, or are readily capable of segregation at no additional cost to the insurer;

   8. (8) State that all funds and invested assets of the insurer are:

      1. (A) The exclusive property of the insurer;
      2. (B) Held for the benefit of the insurer; and
      3. (C) Subject to the control of the insurer;
   9. (9) Include standards for termination of the agreement with and without cause;
   10. (10) 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 the provisions of the agreement in subdivisions (b)(11) – (15) of this section;

   11. (11) Specify that, if the insurer is placed in supervision, seizure, conservatorship, or receivership pursuant to Arkansas Code § 23-68-101 et seq.:

       1. (A) All of the rights of the insurer under the agreement extend to the receiver or Insurance Commissioner to the extent permitted by Arkansas Code § 23-68-101 et seq.;
       2. (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 commissioner;
       3. (C) A complete set of records and data of the insurer:

3. (i) Will immediately be made available to the receiver or the commissioner;

   1. (ii) Shall be made available in a usable format;

      1. (iii) Shall be turned over to the receiver or the commissioner immediately upon the receiver or the commissioner’s request; and

         1. (iv) Shall be transferred to the receiver or commissioner at a cost that is fair and reasonable; and
      2. (D) The affiliated person or 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 the commissioner;
   2. (12) 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 Arkansas Code § 23-68-101 et seq.;

   3. (13)

      1. (A) Specify that the affiliate will provide the essential services for a minimum period of time, as specified in the agreement, after termination of the agreement, if the insurer is placed into supervision, seizure, conservatorship, or receivership pursuant to Arkansas Code § 23-68-101 et seq., as ordered or directed by the receiver or commissioner.
      2. (B) Performance of the essential services will continue to be provided without regard to prereceivership unpaid fees, as long as the affiliate continues to receive timely payment for postreceivership services rendered, unless released by the receiver, commissioner, or supervising court;

   4. (14) Specify that the affiliate will:

      1. (A) Continue to maintain any systems, programs, or other infrastructure notwithstanding supervision, seizure, conservatorship, or receivership pursuant to Arkansas Code § 23-68-101 et seq.; and
      2. (B) Make them available to the receiver or commissioner as ordered or directed by the receiver or commissioner for so long as the affiliate continues to receive timely payment for services rendered, unless released by the receiver, commissioner, or supervising court; and
   5. (15) Specify that, in furtherance of the cooperation between the receiver and the affected guaranty association or associations and subject to the receiver’s authority over the insurer, if the insurer is placed into supervision, seizure, conservatorship, or receivership pursuant to Arkansas Code § 23-68-101 et seq., and portions of the insurer’s policies or contracts are eligible for coverage by one (1) or more guaranty associations, the affiliate’s commitments under subdivisions (b)(11) – (14) of this section will extend to such guaranty association or associations.

Codification Notes: Accounting Practices and Procedures Manual is produced by the National Association of Insurance Commissioners.