QUOTA SHARE REINSURANCE AGREEMENT   900804forBASIC COLLEGE ACCIDENT AND SICKNESS MEDICAL EXPENSE INSURANCE(hereinafter referred to as the "Agreement")made and entered into byGERBER LIFE INSURANCE COMPANYWhite Plains, NY (hereinafter referred to as  the "Company")andPHOENIX HOME LIFE MUTUAL INSURANCE COMPANYEnfield, CT (hereinafter referred to as the "Reinsurer")EFFECTIVE:  January 1, 1999 - December 31, 1999 Table of ContentsARTICLE I  PARTIES TO AGREEMENT1ARTICLE II    BASIS OF REINSURANCE2ARTICLE III    RETENTION AND LIMIT3ARTICLE IV    INURING REINSURANCE4ARTICLE V    FACULTATIVE REINSURANCE5ARTICLE VI - EXCLUSIONS6ARTICLE VII    EFFECTIVE DATE AND DURATION OF AGREEMENT7ARTICLE VIII    REINSURANCE PREMIUMS8ARTICLE IX    PREMIUM REPORTS9ARTICLE X    CEDING ALLOWANCE/EXPENSES10ARTICLE XI    CURRENCY11ARTICLE XII    CLAIMS NOTIFICATION12ARTICLE XIII    CLAIMS SETTLEMENT AND AUDIT14ARTICLE XIV    EXTRA CONTRACTUAL OBLIGATIONS15ARTICLE XV    SUBROGATION16ARTICLE XVI    COMMUTATION17ARTICLE XVII    CLAIMS FUND18ARTICLE XVIII    OFFSET19ARTICLE XIX    TERRITORY20ARTICLE XX    OVERSIGHTS21ARTICLE XXI  ACCESS TO RECORDS22ARTICLE XXII  INSOLVENCY23ARTICLE XXIII    ARBITRATION24ARTICLE XXIV  -  CONTROLLING LAW25ARTICLE XXV    SEVERABILITY26ARTICLE XXVI    UNAUTHORIZED REINSURERS27ARTICLE XXVII  TAXES29ARTICLE XXVIII  FEDERAL EXCISE TAX30ARTICLE XXIX    CONFIDENTIALITY31ARTICLE XXX    ENTIRE AGREEMENT32ARTICLE XXXI    INTERMEDIARY33ARTICLE XXXII    EXECUTION34 ARTICLE I  PARTIES TO AGREEMENTThis Agreement is solely between the Company and the Reinsurer and the performance of obligations of each party under this Agreement shall be rendered solely to the other party.  In no instances shall anyone other than the Company or the Reinsurer have any rights under this Agreement except recognizing the Company has the sole responsibility for the evaluation and appointment of the Underwriting Manager, Managed Care Concepts of Delaware, Inc. (MCCI).  Furthe...