Exhibit 12
THIRD AMENDMENT TO
AMENDED AND RESTATED ALLIED GROUP
INTERCOMPANY OPERATING AGREEMENT
THIS AMENDMENT is made this 15th day of December, 1994, by and between
ALLIED Mutual Insurance Company ("Mutual"), ALLIED Group, Inc. ("AGI"), and
ALLIED Life Financial Corporation ("ALFC").
WHEREAS, Mutual, AGI, and ALFC and their respective subsidiaries entered
into the Amended and Restated ALLIED Group Intercompany Operating Agreement on
August 25, 1993, as amended as of November 1, 1993 and May 16, 1994 (the
"Agreement"); and
WHEREAS, on December 12, 1994, the Executive and Coordinating Committees
of the Board of Directors for each of Mutual, AGI, and ALFC approved the
amendment to the Agreement regarding the fees for employee leasing and other
services;
NOW, THEREFORE, in consideration of the foregoing, and of the mutual
covenants set forth below and other valuable consideration, the receipt of which
is hereby acknowledged, the parties agree as follows:
1. Section 2.1(e), second sentence, subsection (i) is hereby amended by
replacing "3.5%" with "4.0%".
2. Section 2.1(e), second sentence, subsection (iv) is hereby amended by
replacing "3.5%" with "4.0%".
3. This Amendment shall be effective January 1, 1995. All other terms and
conditions remain in full force and effect.
IN WITNESS WHEREOF, the parties have caused this Amendment to be executed
as of the day and year above first written.
ALLIED Mutual Insurance Company
By: /s/ Xxxxxxx X. Xxxxxxxx
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Xxxxxxx X. Xxxxxxxx, President
By: /s/ Xxxxxx X. Xxxxxx
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Xxxxxx X. Xxxxxx, Secretary
ALLIED Group, Inc.
By: /s/ Xxxxx X. Xxxxxxx
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Xxxxx X. Xxxxxxx, Office of the
President
By: /s/ Xxxxxx X. Xxxxxx
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Xxxxxx X. Xxxxxx, Secretary
ALLIED Life Financial Corporation
By: /s/ Xxxxxx X. Xxxxx
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Xxxxxx X. Xxxxx, President
By: /s/ Xxxxxx X. Xxxxxx
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Xxxxxx X. Xxxxxx, Secretary