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...o that of the Buyer. A creative security arrangement is included, involving a security-escrowed broker-of-record letter as ...bits are executed and consideration exchanged in accordance herewith (the 'Clo...

... the exposure better. In some situations, it may be desirable to know that insurance will be in place for the entire period of a particular exposure. For instance, when a company is involved in an initial public stock offering, the company may be subjected to Securities and Exchange Commission (SEC) liabilities for a specific period of time. Under a single-year policy, the insured could be left with little or no coverage if the insurance market suddenly tightens and the insurer cancels or fails to renew. A non-cancelable, multi-year policy ... make sense because it assures the insured of coverage during the course of the exposure. Potential Disadvantages Market timing may be off. Perhaps the worst scenario for an insured who has purchased a multi-year contract would be to lock in competitive terms and conditions only to find that the cost of coverage continues to drop. Some insureds made this mistake a few years ago when many market analysts incorrectly predicted a tightening of the insurance market. Policy may be cancelable. Many policies purported to be non-cancelable, multi-year contracts contain one or more clauses giving ... insurer a way out of the contract. Such clauses make illusory the notion of locking in rates and coverage for a long time. Rates may be adjustable. Even if a policy is non-cancelable by the insurer, it may still contain provisions that allow the rates to be adjusted based on loss history or other factors. In many instances, the insured is led to believe that insurance rates are guaranteed when they are not. True non-cancelable coverage might not be available. Usually only very large accounts with a good loss history are eligible ...

...yment taxes. The combined social security tax on the corporation and the emplo...e corporate shield against personal liability important? Does the agent have s...

... of the purchase price to a consulting contract or employment agreement. These can be written off as the payments are made but they can involve extra expenses for payroll taxes and employee benefits that must be taken into account. They can also affect the seller's receipt of social security benefits. As part of the negotiation process the buyer and seller will have to weigh the pluses and minuses of each allocation and a compromise will have to be reached. There are many ways to structure a transaction and, with some careful consideration, both sides ... , the quickest way to bankruptcy is to acquire yourself into it! STRUCTURING OPTIONS The following are general guidelines that may not be applicable to all situations. Professional advice must be obtained from legal counsel in your state prior to and during the transaction. METHOD-ALLOCATION Tax Free Exchange of Stock. ADVANTAGES/DISADVANTAGES Seller defers taxes until new stock is sold. Buyer does not have significant cash outlay./ Sale of stock can be restricted for 2-3 years and seller takes risk of decrease in value. Buyer assumes liabilities of seller. Buyer ... of business is being moved to a new location for servicing and if that servicing will be done by different people, attrition could be much higher. The following are some major items to consider in evaluating the effect that the change in ownership could have on the projected commission income. The information necessary to make this assessment should be available if you obtained the bulk of the items included in the Acquisition Checklist that was printed in the August issue. Remember that the purpose of this analysis is to help you establish the element of risk ...

... field representatives. Now, the following are areas you'll want to explore: Best's Rating: Try to use only companies that are rated A' (Excellent) or better. Capital, Surplus, and MSVR: A high ratio of capital, surplus, and Mandatory Securities Valuation Reserve indicates financial ability to meet contingencies even in an adverse market. Net Profit from Operations: This is an additional source of money to meet contingencies, and an important source of stability. Net Return from Investments (Before Taxes): Compare the net ... a buy-sell or deferred-compensation agreement; and can reduce accumulated earnings to safe levels. Older prospects: Those within 10 years of retirement who have a healthy income are prime candidates for Single-Premium Whole Life. Annuity holders: Although not a tax-free transaction, Single-Premium Annuities can be exchanged for Single-Premium Whole Life insurance. Cash accumulations from an annuity must be taxed eventually, unlike Single-Premium Whole Life accumulations. Charity supporters: Target wealthy individuals who donate large sums of money to charity. They would be responsive to a Life insurance plan that would allow ... insurance policy paid for by a single premium. The lump-sum contribution ranges from a minimum of $5 ,000 on up. The average payment is $20,000 to $25,000, but recent studies show that the averages are increasing. Standard agency commission, which is premium-driven, ranges from 3% to 6% . The Life insurance part of the policy works like a regular policy. The insured pays a one-time premium and earns interest on that premium, or investment. The policy's interest rate depends largely on ...

...atements with the Securities and Exchange Commission (SEC), or annually report the firm'... limits of the Insurer's or Group's liability; if the amount of coverage is di...

... and clear of all liens, claims, security interests, encumbrances, restriction... or enforcement of the Note, or any security therefor, consents that the holde...

...tirement age who wants financial security for the retirement years. Here are s...ue increases will not affect Social Security benefits. Letter SP 6 or SP 7 ca...

...iderations SEC - Securities and Exchange Commission SEC Staff Accounting Bull...f: State Emergency Responses Commission (SERC) King County or Local ...