EXHIBIT 10.47
Addendum No. 1
to the
Sixth Excess Catastrophe
Reinsurance Contract
Effective: January 1, 1997
issued to
Meridian Mutual Group
Indianapolis, Indiana
It Is Hereby Agreed, effective January 1, 1998, with respect to
losses arising out of loss occurrences commencing on or after
that date, that this Contract shall be amended as follows:
1. Paragraph A of Article VIII - Definitions - shall be deleted
and the following substituted therefor:
"A. `Ultimate net loss' as used herein is defined as the sum or sums
(including extra contractual obligations and any loss adjustment
expense, as hereinafter defined) paid or payable by the Company in
in satisfaction of judgments rendered on account of such claims,
after deduction of all salvage, all recoveries and all claims on
inuring insurance or reinsurance, whether collectible or not.
Nothing herein shall be construed to mean that losses under this
Contract are not recoverable until the Company's ultimate net loss
has been ascertained."
2. The following paragraph shall be added to and made part of
Article VIII - Definitions:
"C. `Loss adjustment expense' as used herein shall mean
expenses assignable to the investigation, appraisal,
adjustment, settlement, litigation, defense and/or appeal
of specific claims, regardless of how such expenses are
classified for statutory reporting purposes. Loss
adjustment expense shall include, but not be limited to,
interest on judgments and expenses of outside adjusters,
but shall not include office expenses or salaries of the
Company's regular employees."
It Is Further Agreed, effective January 1, 1998, that this
Contract shall be amended as follows:
1. Paragraphs A and B of Article XIII - Premium - shall be
deleted and the following substituted therefor:
"A. As premium for the reinsurance provided hereunder for
each contract year, the Company shall pay the Reinsurer
.00782% of its Insurance In Force calculated on June 30 of
each respective contract year, subject to an annual
minimum premium of $399,200.
B. The Company shall pay the Reinsurer a deposit premium
of $499,000 for each contract year, payable in four equal
installments of $124,750 on January 1, April 1, July 1 and
October 1, of each contract year."
2. The following Article shall be added to and made part of this
Contract:
"Article XXVII - Late Payments
A. The provisions of this Article shall not be
implemented unless specifically invoked, in writing, by
one of the parties to this Contract.
B. In the event any premium, loss or other payment due
either party is not received by the intermediary named in
Article XXVI (hereinafter referred to as the
` Intermediary') by the payment due date, the party to whom
payment is due may, by notifying the Intermediary in
writing, require the debtor party to pay, and the debtor
party agrees to pay, an interest penalty on the amount
past due calculated for each such payment on the last
business day of each month as follows:
1. The number of full days which have expired since
the due date or the last monthly calculation, whichever
the lesser; times
2. 1/365ths of the 00-xxxxx Xxxxxx Xxxxxx Treasury
Xxxx Rate, as quoted in The Wall Street Journal on the
first business day of the month for which the
calculation is made; times
3. The amount past due, including accrued interest.
It is agreed that interest shall accumulate until
payment of the original amount due plus interest penalties
have been received by the Intermediary.
C. The establishment of the due date shall, for purposes
of this Article, be determined as follows:
1. As respects the payment of routine deposits and
premiums due the Reinsurer, the due date shall be as
provided for in the applicable section of this
Contract. In the event a due date is not specifically
stated for a given payment, it shall be deemed due
30 days after the date of transmittal by the
Intermediary of the initial billing for each such
payment.
2. Any claim or loss payment due the Company
hereunder shall be deemed due 10 business days after
the proof of loss or demand for payment is transmitted
to the Reinsurer or is received by the Reinsurer,
whichever is soonest. If such loss or claim payment is
not received within the 10 days, interest will accrue
on the payment or amount overdue in accordance with
paragraph B above, from the date the proof of loss or
demand for payment, in accordance with the provisions
of Article X, was transmitted to the Reinsurer.
3. As respects any payment, adjustment or return due
either party not otherwise provided for in
subparagraphs 1 and 2 of paragraph C above, the due
date shall be as provided for in the applicable section
of this Contract. In the event a due date is not
specifically stated for a given payment, it shall be
deemed due 10 business days following transmittal of
written notification that the provisions of this
Article have been invoked.
For purposes of interest calculations only, amounts
due hereunder shall be deemed paid upon receipt by the
Intermediary.
D. Nothing herein shall be construed as limiting or
prohibiting a subscribing reinsurer from contesting the
validity of any claim, or from participating in the
defense or control of any claim or suit, or prohibiting
either party from contesting the validity of any payment
or from initiating any arbitration or other proceeding in
accordance with the provisions of this Contract. If the
debtor party prevails in an arbitration or other
proceeding, then any interest penalties due hereunder on
the amount in dispute shall be null and void. If the
debtor party loses in such proceeding, then the interest
penalty on the amount determined to be due hereunder shall
be calculated in accordance with the provisions set forth
above unless otherwise determined by such proceedings. If
a debtor party advances payment of any amount it is
contesting, and proves to be correct in its contestation,
either in whole or in part, the other party shall
reimburse the debtor party for any such excess payment
made plus interest on the excess amount calculated in
accordance with this Article.
E. Interest penalties arising out of the application of
this Article that are $100 or less from any party shall be
waived unless there is a pattern of late payments
consisting of three or more items over the course of any
12-month period."
The provisions of this Contract shall remain otherwise unchanged.
In Witness Whereof, the Company by its duly authorized
representative has executed this Addendum as of the date
undermentioned at:
Indianapolis, Indiana,this _______ day of _________________199___.
__________________________________________________
Meridian Mutual Group
Addendum No. 1
to the
Interests and Liabilities Agreement
of
Munchener Ruckversicherungs-Gesellschaft
Munich, Germany
(hereinafter referred to as the "Subscribing Reinsurer")
with respect to the
Sixth Excess Catastrophe
Reinsurance Contract
Effective: January 1, 1997
issued to
Meridian Mutual Group
Indianapolis, Indiana
(hereinafter referred to collectively as the "Company")
The Subscribing Reinsurer hereby accepts Addendum No. 1, as duly
executed by the Company, as part of the Contract, effective
January 1, 1998.
In Witness Whereof, the Subscribing Reinsurer by its duly
authorized representative has executed this Addendum as of the
date undermentioned at:
Munich, Germany,this ________ day of ______________________199___.
__________________________________________________
Munchener Ruckversicherungs-Gesellschaft
