GENERAL AGENCY AGREEMENT

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EXHIBIT 10.25

GENERAL AGENCY AGREEMENT

THIS GENERAL AGENCY AGREEMENT (this "Agreement") is made and entered into

as of December 1, 2003, by and among STATE NATIONAL INSURANCE COMPANY, INC., an

insurance company organized under the laws of the State of Texas ("Company"),

NORTH POINTE INSURANCE COMPANY, an insurance company organized under the laws of

the State of Michigan ("Reinsurer"), and NORTH POINTE FINANCIAL SERVICES, INC.,

a company organized under the laws of the State of Michigan ("General Agent");

WITNESSETH:

THAT, in consideration of the mutual covenants hereinafter contained and

upon the terms and conditions herein below set forth, the parties hereto agree

as follows:

PREAMBLE

The Company, the Reinsurer and the General Agent have entered into a 100%

Quota Share Reinsurance Agreement dated as of December 1, 2003 (the "Reinsurance

Agreement"), a true and complete copy of which is attached hereto as Exhibit A,

and fully incorporated herein by this reference, which Reinsurance Agreement

requires the appointment of the General Agent to perform certain specified acts

on behalf of the Company and Reinsurer. These acts will include the marketing

and production of insurance for bowling center proprietors in several states

(the "Bowling Program"). The General Agent desires to perform the functions and

duties necessary under the Reinsurance Agreement. It is therefore mutually

agreed by the parties that the General Agent will perform all functions

necessary for the production, service and management of policies issued under

the Reinsurance Agreement in accordance with the terms and conditions set forth

therein and herein. To the extent that there is any conflict between the terms

of this Agreement and the Reinsurance Agreement, the Reinsurance Agreement shall

govern. Notwithstanding any provisions to the contrary contained elsewhere

herein or in any other document, it is expressly understood that the execution

and delivery of this Agreement and the Company's performance hereunder shall not

under any circumstances be interpreted to affect, weaken or modify the

Reinsurer's obligation to indemnify and hold the Company harmless from and

against the business, credit and insurance risks as set forth in the Reinsurance

Agreement. The contractual assumption by the Reinsurer of these risks in the

Reinsurance Agreements is a condition precedent to the Company's entering into

this Agreement with the General Agent.

ARTICLE I

APPOINTMENT AND DUTIES

1.01 The Company, at the direction of the Reinsurer, hereby appoints the General

Agent as its managing general agent for the purpose of producing and handling

the business which is the subject of the Reinsurance Agreement issued or renewed

on or after the effective date of this Agreement. The Company, at the request of

the Reinsurer, hereby grants authority to the General Agent to solicit, accept

and receive applications for such classes of coverage as are specified in the

Reinsurance Agreement; to secure, at its own expense, reasonable underwriting

information through reporting agencies or other appropriate sources relating to

each risk insured; to issue, renew and countersign policies, certificates,

endorsements and binders which the Company may, from time to time, authorize to

be issued, delivered, renewed and countersigned; and to collect and receipt for

the premiums thereon and therefor.

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1.02 All activities of the General Agent pursuant to this Agreement shall be in

strict compliance with the terms of the Reinsurance Agreement and all rules,

regulations and instructions of the Company, including, but not limited to, all

rules, instructions and specifications included in the Company's rate manuals,

rate brochures and rate schedules.

1.03 The Company, at the Reinsurer's request, further authorizes the General

Agent to perform all acts and duties under policies of insurance issued by the

Company as would otherwise be performed by the Company, including, but not

limited to, properly sending and/or receiving reports and notices and remitting

and/or receiving monies due from or to the Company, and adjusting and paying

losses or other claims. The Company grants to the General Agent the authority to

settle claims on behalf of the Company. However, the maximum dollar amount of

such authority per claim shall not exceed $50,000. For claims settlement in

excess of $50,000, the General Agent may only settle such claims with prior

approval of the Company and Reinsurer. The Company retains final authority to

determine any disputes relating to claims settlement and setting of loss

reserves. In performing each of the acts mentioned above, the General Agent

shall be under the direct supervision and control of the Reinsurer, and the

Reinsurer shall be solely responsible for the acts of the General Agent. While

there are acts of the General Agent which may be required by applicable law to

be performed on behalf of the Company, the Reinsurer shall remain ultimately

responsible for such acts and will indemnify and hold the Company completely

harmless for any damage, cost, liability, expense and/or loss (including

attorneys' fees and expenses) incurred by the Company as respects such acts of

the General Agent. The General Agent must send to the Company a report, as soon

as it becomes known, that a claim (i) involves a coverage dispute; (ii) involves

a demand in excess of policy limits; (iii) alleges bad faith; (iv) exceeds

General Agent's claims settlement authority; (v) is open for more than six

months; or (vi) alleges a violation of any applicable unfair practices and

unfair competition statutes. The Company may suspend or terminate the settlement

authority of the General Agent during the pendency of any dispute regarding any

event of default by the General Agent.

1.04 The General Agent is authorized to have claims adjusted through independent

claims adjusters, subject to the supervision of the Reinsurer. The selection of

independent claims adjusters shall be subject to prior written approval of the

Reinsurer and Company. Such independent claims adjusters are not the agents of

the Company and the Company shall be held harmless and indemnified by the

Reinsurer for any liability, claim, demand, expense and/or cost of whatever kind

or character as a result of, related to or connected with any action or inaction

of such claims adjusters.

1.05 The Company shall not be responsible for the General Agent's expenses and

costs, including, but not limited to, salaries, bonuses, rentals, transportation

facilities, clerk hire, solicitors' fees, postage, advertising, exchange,

personal license fees, adjustment by the General Agent of losses under policies

issued by the General Agent, or any other agency expenses whatsoever. The

General Agent's sole compensation shall be the amounts payable to the General

Agent in Article VIII of the Reinsurance Agreement and in Article III of this

Agreement.

1.06 The General Agent understands and agrees that it has no power or authority

granted to it by the Company independent of the Reinsurance Agreement or

documents executed in connection with the Reinsurance Agreement, and that this

Agreement and the General Agent's authority hereunder shall cease immediately

upon termination, for any reason, of this Agreement or of the Reinsurance

Agreement (excepting only the General Agent's responsibilities with regard to

run-off and other matters as set forth herein or in the Reinsurance Agreement).

1.07 The General Agent shall not have the power to accept or bind risk other

than as set forth herein, as set forth in the Reinsurance Agreement or as may be

subsequently authorized by the

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Company and Reinsurer in writing. The General Agent may not bind or cede

reinsurance or retrocession on behalf of the Company, may not commit the Company

to participation in insurance or reinsurance syndicates, and may not commit the

Company to a claim settlement with a reinsurer without the prior written

approval of the Company. If such prior written approval is given, the General

Agent shall forward promptly a report to the Company concerning such transaction

and/or payment. The Company hereby authorizes the General Agent to collect

payments for losses and loss adjustment expenses from a reinsurer. The General

Agent shall send a report to the Company concerning such transactions promptly.

1.08 The General Agent acknowledges that, with respect to any state in which

business is permitted to be written under the Reinsurance Agreement, this

Agreement shall not become effective until the General Agent is first duly

appointed by the Company with the applicable Department of Insurance. The

General Agent agrees that any producing agent receiving commission pursuant to

this Agreement shall first be duly registered by the Company and said

appointment on file with any applicable state insurance department. The General

Agent further agrees to be responsible for the payment of any penalty assessed

to the Company for any violation by the General Agent or any producing agent or

broker registered by the General Agent pursuant to the provisions of Article IV

hereof of any license or appointment provision of the Texas Insurance Code or

other applicable state statutes, and the rules and regulations promulgated

thereunder. If the General Agent fails to pay such penalty, the Reinsurer shall

pay it immediately upon written notification by the Company of the General

Agent's failure to pay such penalty.

1.09 It is understood that the Reinsurer has acknowledged that the Company shall

not be required to monitor the General Agent's compliance with the terms of

either the Reinsurance Agreement or this Agreement and the Reinsurer shall be

responsible for monitoring the General Agent's compliance with the Reinsurance

Agreement and this Agreement.

1.10 The authority and limitations of the General Agent to issue policies are as

follows:

(a) the maximum annual premium volume the General Agent may produce

under this Agreement is $20,000,000;

(b) the basis of the rates charged are as provided in the Company's

rate manuals, rate brochures and rate schedules which the General

Agent shall follow, and the General Agent shall not decrease rates

or increase discounts without the prior approval of the Company and

Reinsurer;

(c) the only classes of business the General Agent is authorized to

produce and handle under this Agreement are the classes of business

specified in the Reinsurance Agreement;

(d) the maximum limits of liability for policies to be produced

pursuant to this Agreement are set forth in the Reinsurance

Agreement;

(e) the General Agent may issue policies under this Agreement only

to insured residents in the states in which business is permitted to

be produced under the Reinsurance Agreement; but this limitation

shall not apply to losses if said policies provide coverage outside

the aforesaid territorial limit;

(f) the General Agent shall only cancel policies as set forth in the

policy form for the policies produced hereunder or as otherwise

permitted by applicable law;

(g) the maximum term for any policy issued hereunder shall be twelve

(12) months;

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(h) the General Agent shall employ all reasonable and appropriate

measures to control and keep a record of the issuance of the

Company's insurance policies hereunder, including, but not limited

to, keeping records of policy numbers issued and maintaining policy

inventories,

(i) the excluded risks are those set forth in the Reinsurance

Agreement.

In underwriting policies, the General Agent shall follow the underwriting

guidelines developed by the General Agent, the Reinsurer and the Company, and

these guidelines are herein incorporated by reference.

ARTICLE II

PREMIUMS

2.01 It is expressly agreed and understood that all premiums collected by the

General Agent are collected on behalf of the Company; that such premiums are the

property of the Company and the Reinsurer as their respective interests may

appear pursuant to the Reinsurance Agreement, less such commissions and fees as

are due the General Agent as specified herein and in the Reinsurance Agreement.

All premiums collected by the General Agent on the business produced under the

Reinsurance Agreement shall be deposited in a premium trust account. Despite the

General Agent's ownership of the account, funds deposited therein on behalf of

the Company are understood to be owned by the Company. The only disbursements

from such account shall be the payment of claims, claims expenses, return

premiums, commission due the General Agent as authorized herein and in the

Reinsurance Agreement, and remittance of premiums to the Reinsurer and Company.

The General Agent shall not make personal use of any funds in this account. The

commissions payable to the General Agent are debts due to the General Agent by

the Reinsurer and the privilege herein granted of deducting commissions from

said premiums should not be taken as a waiver by the Company of its exclusive

ownership rights of premiums as provided herein. Should any dispute arise

between the Company, the Reinsurer and/or the General Agent regarding payment of

premium, the General Agent shall remit immediately all money and property,

without deductions for commissions, to the premium trust account with full

reservation of any and all rights reserved by the parties.

2.02 The General Agent shall furnish to the Company and the Reinsurer all

necessary premium and loss data (in a form acceptable to the Reinsurer and the

Company) no later than forty-five (45) days following the end of the month

during which the business is written or losses are incurred to enable the

Company to record statistics required by statutes, regulation or upon call by

authorities having competent jurisdiction. Such data shall include, but is not

limited to, premiums written and unearned premium. Said data shall be segregated

by lines of insurance and the state in which the risk is located.

2.03 The keeping of an account with the General Agent on the Company's books as

a creditor and debtor account is declared a record memorandum of business

transacted and neither such keeping of an account, nor alteration in commission

rate, nor failure to enforce prompt remittance or compromise or settlement or

declaration of balance of account, shall be held to waive assertion of the trust

relation as to premiums collected by the General Agent.

2.04 The General Agent shall be liable for the payment of all premiums upon all

policies of insurance written through the General Agent or any sub-agents of the

General Agent.

2.05 The General Agent shall remit to the Reinsurer, or Company as applicable,

any funds of or due to the Company under this Agreement at the earlier of the

following: (1) forty-five (45) days from the

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end of the month in which premium is recorded; or (2) sixty (60) days from the

end of the month in which the coverage under this Agreement became effective.

2.06 The General Agent shall hold all funds of or due the Company in a fiduciary

capacity.

ARTICLE III

COMPENSATION TO THE GENERAL AGENT

3.01 The Reinsurer shall allow the General Agent in full compensation for all

services rendered and in full reimbursement for all expenditures made by the

General Agent the fee specified in Article VIII of the Reinsurance Agreement.

The General Agent shall pay the Company directly its ceding fee as specified in

the Reinsurance Agreement (Article VIII), and the amounts for assignments,

assessments, premium taxes, fines and penalties as specified in the Reinsurance

Agreement (Articles XI and XII).

3.02 The Company shall not be liable for or responsible for any commissions or

other monies payable by the Reinsurer to the General Agent. The General Agent

shall not sue or seek arbitration against the Company for any actions by, or

debts owing from, the Reinsurer.

3.03 In the event the Company or the Reinsurer, during the continuance of this

Agreement or after its termination, refunds premiums under any policy of

insurance by reasons of cancellation or otherwise, the General Agent agrees

immediately to return to the Company or the Reinsurer, as applicable, the

commission previously received by it on the portion of the premium refunded. The

General Agent shall not be required to return, as commission or return

commission, monies greater than the total commission paid or otherwise payable

to the General Agent.

ARTICLE IV

SUB-AGENTS

4.01 The General Agent shall comply with, and shall be responsible to insure the

compliance by, all such producing agents with the terms of this Agreement and

the Reinsurance Agreement and all other written rules and regulations of the

Company, and treat as confidential and use only in the interest of the Company

all instructions, information and materials received from the Company.

4.02 The General Agent shall be solely responsible for the performances of any

producing agents under all of the terms and provisions hereof, including, but

not limited to, the collections of premiums and refunds of premiums.

4.03 Each such producing agent must be registered or appointed, as required, as

an agent of the Company through the appropriate regulatory body before any

application shall be accepted from him or other insurance performances on behalf

of the Company are performed. The General Agent shall be ultimately responsible

for the obligation of the producing agent to obtain an appointment as provided

herein.

4.04 It is also specified that the General Agent shall be responsible for all

commissions payable to any producing agents. The General Agent and any producing

agent shall not seek to hold the Company or Reinsurer liable through litigation,

arbitration or otherwise for commissions payable to such producing agents.

4.05 The Company, in its sole discretion with or without cause, and without

prior written notice, may terminate the appointment of any producing agent.

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4.06 The General Agent shall not permit its subagents or subproducers to serve

on its Board of Directors.

4.07 The General Agent shall not appoint sub-managing general agents.

ARTICLE V

ADDITIONAL DUTIES OF AGENT

5.01 The General Agent shall, at all times during the period of this Agreement,

comply with all applicable laws and all orders, policy decisions or other

requirements of the Texas Department of Insurance or other applicable state

insurance department.

5.02 All books, records, accounts, documents and correspondence