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Exhibit 10.70
FOURTH AMENDMENT TO SECOND
AMENDED AND RESTATED
REINSURANCE POOLING AGREEMENT
THIS AGREEMENT made as of the 1st day of October, 1998 by and between Nationwide
Mutual Insurance Company ("Nationwide"), successor to ALLIED Mutual Insurance
Company ("Mutual"), AMCO Insurance Company ("AMCO"), ALLIED Property and
Casualty Insurance Company ("APC"), Depositors Insurance Company ("DIC"), for
and in consideration of their mutual promises and agreements herein and for
their mutual benefits. Nationwide, AMCO, APC and DIC are referred to as
"Affiliated Companies," Nationwide, AMCO, APC and DIC are hereinafter
collectively referred to as "Participants."
WITNESSETH:
WHEREAS, the Participants entered into a Second Amended and Restated Reinsurance
Pooling Agreement on December 14, 1992, as amended February 18, 1993, February
10, 1995 and May 5, 1998 (the "Agreement");
WHEREAS, the Participants desire to amend the Agreement to reflect the merger of
Nationwide and Mutual;
NOW, THEREFORE, in consideration of the foregoing premises and for the mutual
covenants contained herein and other good and valuable consideration, the
Participants agree as follows:
1. The Agreement is amended by adding Section 1.17:
"Section 1.17. The term "Merger Effective Date" shall mean the date of
the Effective Time as that term is defined in the Agreement and Plan
of Merger dated as of June 3, 1998, as amended on June 24, 1998 by and
between Mutual and Nationwide."
2. Effective 12:00 a.m. on the Merger Effective Date, this Agreement is
amended to provide that any and all references to "ALLIED Mutual Insurance
Company" are hereby changed to "Nationwide Mutual Insurance Company."
3. Section 2.1 of the Agreement is amended by deleting all of the words in
Section 2.1 and replacing them with the following words:
"This Agreement shall be terminated as of 12:01 a.m. on January 1,
1999."
4. Effective 12:00 a.m. on the Merger Effective Date, this Agreement is
amended to provide that Exhibit B - Non-Pooled Insurance Business be
deleted and replaced with the following:
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"EXHIBIT B - NON-POOLED INSURANCE BUSINESS
The Non-Pooled Insurance Business as of 12:00 a.m. on the Merger Effective
Date shall be:
A) All premiums written by the Square Deal Division of Nationwide
(fka Mutual),
B) Any premiums ceded or assumed pursuant to the Property Special
Catastrophe Excess Contract, dated 01-01-93,
C) Nationwide's net retained share of the Reinsurance Pooling
Agreement dated January 1, 1994 between Nationwide, Nationwide
Mutual Fire Insurance Company, Nationwide General Insurance
Company, Nationwide Property and Casualty Insurance Company,
Colonial Insurance Company of Wisconsin, Scottsdale Insurance
Company, Employers Insurance Company of Wausau A Mutual Company,
Wausau Underwriters Insurance Company Wausau General Insurance
Company, Wausau Business Insurance Company, Farmland Mutual
Insurance Company, Nationwide Agribusiness Insurance Company, and
Scottsdale Indemnity Company.
IN WITNESS WHEREOF, the undersigned parties hereto have executed this Amendment
as of the date and year above first written.
Nationwide Mutual Insurance Company Depositors Insurance Company
By: _____________________________ By: _________________________
Name: ___________________________ Name: _______________________
Title: __________________________ Title: ______________________
ALLIED Property and Casualty Insurance Company AMCO Insurance Company
By: _____________________________ By: _________________________
Name: ___________________________ Name: _______________________
Title: __________________________ Title: ______________________
