Exhibit
10.9


 


Addendum II


 


to


 


Quota Share
Reinsurance Agreement


(Effective
January 1, 2002)


 


between


 


 


COAST NATIONAL
INSURANCE COMPANY (“Coast National”)

SECURITY NATIONAL INSURANCE COMPANY (“Security National”)

BRISTOL WEST INSURANCE COMPANY (“Bristol”)

BRISTOL WEST CASUALTY INSURANCE COMPANY (“Bristol”)

(hereinafter called the “Company”)


 


and


 


THE PARTICIPANTS
SUBSCRIBING TO THE RESPECTIVE

INTERESTS AND LIABILITIES AGREEMENTS TO WHICH THIS AGREEMENT

IS ATTACHED

(hereinafter called the “Reinsurer”)


 


It is understood and
agreed by the parties that Chubb Atlantic Reinsurance Specialists Ltd. has
legally changed its name to Chubb Re (Bermuda) Ltd. It is further understood and agreed
by the parties that effective November 1, 2003 , the following
article is amended to read as follows:


 


ARTICLE XIV


 


MAXIMUM SUBJECT NET
PREMIUM


 


It is agreed that the
Maximum Subject Net Premium written for the Company for Underwriting Years
2002, 2003 and 2004, shall equal $450,000,000, $725,000,000 and $863,500,000
respectively unless otherwise agreed to by the Reinsurer.


 


It is agreed that
the Maximum Subject Net Premium for Security National for Underwriting Years
2002, 2003 and 2004, shall equal $50,000,000, $65,000,000 and $80,000,000
respectively unless otherwise agreed to by the Reinsurer.  However, for purposes of determining the
Maximum Subject Net Premium for Security National, the Florida “credit
business” premium shall not be included.


 


It is agreed that the
Maximum Subject Net Premium written in the state of Texas for Underwriting
Years 2002, 2003 and 2004, shall equal $20,000,000, $35,000,000 and $45,000,000
respectively unless otherwise agreed to by the Reinsurer.


 

















 


If at any time the
Company estimates that the Maximum Subject Net Premium, as heretofore itemized,
will be exceeded they may request a revision in writing and the Reinsurer shall
respond to that request in writing, within 30 days, with its approval or
denial.  However, this request cannot be
made for an Underwriting Year prior to the year of the request of change.  Such approval shall not be unreasonably
withheld.


 


In the event the
aforementioned or otherwise agreed upon Maximum Subject Net Premiums written
for any individual Underwriting Year are exceeded, the Quota Share Percentage
applicable shall be the quotient of (1) the product of (A) the Quota Share
Percentage otherwise applicable time (B) the Maximum Subject Net Premium
written, divided by (2) the Subject Net Premium written.


 


Nothing herein contained shall alter, vary or extend
any provision or condition of this Contract other than as above stated.


 


In Witness Whereof, the parties hereto have
caused this Addendum II to be signed in duplicate by their duly authorized
representatives.


 


 


Anaheim, California, this
             
day of
                       
in the year 2003.


 


	
   

  	
  /s/ Alexis S.
  Oster

  	
   

  
	
   

  	
   

  	
  Coast National
  Insurance Company

  
				



 


 


Davie, Florida, this
             
day of
                       
in the year 2003.


 


	
   

  	
  /s/ Alexis S.
  Oster

  	
   

  
	
   

  	
   

  	
  Security National
  Insurance Company

  
				



 


 


Philadelphia, Pennsylvania,
this
             
day of
                       
in the year 2003.


 


	
   

  	
  /s/ Alexis S.
  Oster

  	
   

  
	
   

  	
   

  	
  Bristol West Insurance
  Company

  
				



 


 


Independence, Ohio, this
             
day of
                       
in the year 2003.


 

















 


	
   

  	
  /s/ Alexis S.
  Oster

  	
   

  
	
   

  	
   

  	
  Bristol West Casualty
  Insurance Company

  
				



 


 


Bermuda, this
             
day of
                       
in the year 2003.


 


	
   

  	
  /s/ Martin Vezina

  	
   

  
	
   

  	
   

  	
  Chubb Re (Bermuda)
  Ltd.(formerly Chubb

  Atlantic Reinsurance Specialists Ltd.)

  on behalf of Federal Insurance Company