ALLOCATION AGREEMENT By and Among American Safety Insurance Services, Inc. American Safety Casualty Insurance Company American Safety Indemnity Company, and American Safety Risk Retention Group
EXHIBIT 10.7(B)
By and Among
American Safety Insurance Services, Inc.
American Safety Casualty Insurance Company
American Safety Indemnity Company, and
American Safety Risk Retention Group
THIS ALLOCATION AGREEMENT entered into as of the 31st day of March 2002, and made
effective January 1, 2002, by and between American Safety Insurance Services, Inc., a Georgia corporation (hereinafter referred to as “ASIS”), American Safety Casualty Insurance Company, a Delaware stock insurance company, American Safety
Indemnity Company, an Oklahoma stock insurance company, and American Safety Risk Retention Group, Inc., a Vermont risk retention group (each a “Company” and, collectively, the “Companies”).
WHEREAS, each of the Companies has separately entered into substantively similar program management agreements (each a “Program Management” and,
collectively, the “Program Management Agreements”) with ASIS for the performance of certain technical and administrative services; and
WHEREAS, Section “D” of each Program Management Agreement sets forth compensation to be paid to ASIS by the counterparty thereto; and
WHEREAS, the parties hereto have determined that it serves to increase efficiency and decrease costs to collectively share and allocate the costs and expenses arising out of the Program Management Agreements;
NOW, THEREFORE, for and in consideration of these premises and the mutual benefits accruing to the parties, it is hereby agreed as follows:
I. |
Amendment of Program Management Agreements. |
Each of the Program Management Agreements is amended by deleting Section “D” thereof entitled “Compensation.”
II. |
Sharing of Cost and Expenses Incurred in Connection with the Program Management Agreements. |
The Companies agree to share and allocate costs and expenses incurred by ASIS, as reasonably determined by ASIS, in connection with the performance of its duties under the
Program Management Agreement. Costs and expenses so determined shall be allocated based upon the following: 1) where practical, ASIS shall allocate specific costs and expenses to the entity ASIS reasonably deems appropriate to bear such cost or
expense; or 2) ASIS may allocate costs and expenses on the basis of direct written premium.
III. |
Term of Agreement |
This agreement is
effective the 1st day of January 2002 and shall remain in effect through the last day of the current
calendar year. Thereafter, this Agreement shall automatically be renewed on the same terms and conditions for successive one (1) year terms unless any party terminates this agreement as provided in Article III below. On or before each annual
anniversary, this agreement will be submitted to the Oklahoma Insurance Department for review and approval.
IV. |
Termination |
This
agreement may be terminated by any party upon written notice given to the other parties.
V. |
Miscellaneous |
This
agreement may be modified from time to time by written agreement of the parties.
IN WITNESS WHEREOF, the parties have caused this
instrument to be executed and attested by their respective proper officers on the day and date first hereinabove set out, and made effective January 1, 2002.
| AMERICAN SAFETY INSURANCE SERVICES, INC. | ||
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| TITLE: |
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| AMERICAN SAFETY CASUALTY INSURANCE COMPANY | ||
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| TITLE: |
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| AMERICAN SAFETY INDEMNITY COMPANY | ||
| BY: |
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| TITLE: |
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| AMERICAN SAFETY RISK RETENTION GROUP, INC. | ||
| BY: |
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| TITLE: |
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