EXHIBIT 10.34
Addendum to National General Insurance Contract Dated January 13, 1994
ADDENDUM TO
SERVICE AGREEMENTS
Affinity Group, Inc. ("AGI") and National General Insurance Company
("NGIC") wish to amend the Service Agreements between them for (a) the Good
Sam Club insurance plan operated in conjunction with AGI's wholly-owned
subsidiary GSS Enterprises, Inc. ("GSS"), dated June 2, 1978, and amended by
Addendums dated October 11, 1982, November 25, 1987, October 17, 1989,
February 14, 1992 and March 22, 1994; (b) the Rider Motorcycle Club insurance
plan operated in conjunction with AGI's wholly-owned subsidiary GSS dated
October 5, 1979, and amended by Addendums dated October 11, 1982, October 17,
1989, February 18, 1992, and March 22, 1994; (c) the Coast to Coast insurance
plan operated in conjunction with AGI's wholly-owned subsidiary Camp Coast to
Coast, Inc. ("CTC") dated October 23, 1987, and amended by Addendums dated
November 30, 1987, October 17, 1989, and March 22, 1994; and (d) the Golf
Card insurance plan operated in conjunction with AGI's wholly-owned
subsidiary Golf Card International Corp. ("GCI") dated April 17, 1992 and
amended by Addendum dated March 22, 1994, as follows:
1. The last paragraph on page 1 of each Service Agreement, as most
recently amended by the Addendums to Service Agreement dated March 22, 1994,
is deleted in its entirety and the following is substituted therefor:
This Service Agreement shall remain in full force and effect for the period
beginning on the date of this Addendum and ending December 31, 2007.
Thereafter the Agreement shall automatically renew for consecutive ten (10)
year periods, unless terminated by written notice by either party to the
other not less than sixty (60) days prior to the termination of the
original term hereof of any extension hereof.
2. Paragraph 2 of each Addendum to Service Agreement dated March 22,
1994 is hereby amended by adding the following thereto:
If NGIC terminates this Agreement, or if upon expiration of the then
current term NGIC does not elect or agree to renew the Agreement on the
terms of the Agreement then in effect, the payments contemplated herein
shall continue to be paid by NGIC to AGI for a period of five (5) years
following termination (the "Run-Off Period"), and calculated as provided in
the Agreement except that for each year during the Run-Off period the Base
Fee percent and Bonus Fee percent to be used in determining the Base Fee
and the Bonus Fee for each year shall be the Scheduled Percentage (as
hereinafter defined) times a fraction, the numerator of which is the
Aggregate Premium (as hereinafter defined) for such year and the
denominator of which is the Aggregate Premium for the year immediately
preceding such year. If AGI terminates the Agreement for reason other than
failure by NGIC to make the payments contemplated herein, payments to AGI
shall cease upon termination. For purposes of this paragraph, the
following terms shall have the following meanings:
(a) The "Scheduled Percentage" means the Base Fee percent and the Bonus
Fee percent as set forth on the Fee Schedule attached to the March 22, 1994
Addendum to Service Agreement.
Page 1 of 2 Pages
84
ADDENDUM TO SERVICE AGREEMENTS
(b) The "Aggregate Premium" for any year means the aggregate direct
written premium, less return premium, written under the Good Sam, Good Sam
Referral, Coast to Coast, Rider, and Golf Card Insurance program agreements
for such year.
3. During the Run-Off period, as long as AGI is continuing to receive
the payment described in paragraph 2 of this Addendum, AGI and its affiliates
listed above (but expressly excluding Camping World, Inc. and its
subsidiaries) (the "Program Affiliates") will not use, or sponsor, endorse or
recommend, telephone solicitation or direct mail solicitation that is (a)
directed at Insured Members (as hereinafter defined) and (b) intended for the
purpose of soliciting such Insured Members to cancel, terminate, or allow to
lapse insurance policies acquired pursuant to the Service Agreement and to
replace such policies with new policies offered by an insurance company other
than NGIC or its affiliates through a program sponsored by AGI or the Program
Affiliates. In making or participating in any such solicitation that is
prohibited by the first sentence in this paragraph 3, or assisting any third
party in making any such solicitation that is prohibited by the first
sentence of this paragraph 3, AGI shall delete from the membership list(s) of
it and the Program Affiliates the names of all Insured Members prior to any
such solicitation. For the purpose of this paragraph, "Insured Members"
means members of a club or affinity group operated by AGI who are insured
pursuant to the Service Agreement. A member shall continue to be an Insured
member as long as such member continues to pay premiums that are included in
the Aggregate Premium. A member shall cease being an Insured Member upon
failure to pay when due any premium for an insurance policy obtained pursuant
to the Service Agreement. NGIC acknowledges that AGI and the Program
Affiliates regularly solicit programs and products to members of the clubs,
affinity groups operated by AGI and to other customers of AGI and the Program
Affiliates and subscribers and recipients of AGI publications, and except as
expressly set forth in this paragraph 3, such marketing, sponsorship or
solicitation shall not constitute a breach in this paragraph 3, provided
that, in addition to making the above membership list deletions, AGI and the
Program Affiliates shall delete any such advertising of property-casualty
insurance products from publications addressed to Insured Members. If AGI
does not make such deletions from its solicitation and publication mailing
lists the provisions of paragraph 2 above shall be void.
4. Except as amended by this Addendum, all provisions of the Service
Agreements shall remain in full force and effect.
AFFINITY GROUP, INC. NATIONAL GENERAL INSURANCE COMPANY
By: /s/ By: /s/
-------------------------------- ---------------------------------
Stephen Adams John J. Foley
Title: Chairman Title: President
----------------------------- --------------------------------
Date: 11/11/97 Date: November 4, 1997
------------------------------- ---------------------------------
Page 2 of 2 Pages
85