EXHIBIT 10.12(b) OBLIGATIONS OF THE COMPANY TO PAY CASH TO THE PURCHASERS IN THIS REGISTRATION RIGHTS AGREEMENT ARE SUBORDINATE IN RIGHT OF PAYMENT TO THE EXISTING CREDIT FACILITY (AS THAT TERM IS DEFINED IN THE STOCK PURCHASE AGREEMENT DATED JULY 12,...Registration Rights Agreement • July 15th, 2004 • Citizens Inc • Life insurance • New York
BACKGROUNDLoan Agreement • October 6th, 2004 • Citizens Inc • Life insurance • Texas
ARTICLE I DEFINITIONSSecurities Purchase Agreement • July 15th, 2004 • Citizens Inc • Life insurance • New York
AMONG REGIONS BANK,Subordination Agreement • July 15th, 2004 • Citizens Inc • Life insurance • Texas
EXHIBIT 10.10 LOAN AGREEMENT DATED AS OF MARCH 22, 2004Loan Agreement • March 26th, 2004 • Citizens Inc • Life insurance • Texas
Self-Administered Automatic Reinsurance Agreement Effective: July 1, 1993 between Citizens Insurance Company of America Denver, Colorado (hereinafter referred to as the "Ceding Company") and Business Men's Assurance Company Kansas City, Missouri...Citizens Inc • November 10th, 1998 • Life insurance
CITIZENS, INC. AND LIFELINE UNDERWRITERS LIFE INSURANCE COMPANYPlan and Agreement • November 26th, 2001 • Citizens Inc • Life insurance • Texas
EXHIBIT 10.12(l) NON-EXCLUSIVE FINDER'S AGREEMENT This Finder's Agreement (this "Agreement") is made as of September 29, 2003, between Citizen's, Inc. a Colorado Corporation (the "Company"), and The Shemano Group, Inc., a California corporation (the...S Agreement • July 15th, 2004 • Citizens Inc • Life insurance • California
WARRANTCitizens Inc • July 15th, 2004 • Life insurance
1- __________/__________ Initial Initial 2 1.3 This Agreement is subject in all respects to the provisions of the applicable insurance laws and shall not become effective until approval is obtained from the Departments of Insurance of the States of...Plan and Agreement of Merger • April 9th, 1997 • Citizens Inc • Life insurance • Colorado
AUTOMATIC YEARLY RENEWABLE TERM (NR) LIFE REINSURANCE AGREEMENT #116ACitizens Inc • November 10th, 1998 • Life insurance
EXHIBIT 10.11(d) FORM OF TERM NOTECitizens Inc • October 6th, 2004 • Life insurance
This Term Note evidences the Term Loan made pursuant to, and has been executed and delivered under, and is subject to the terms and conditions, of, that certain Loan Agreement dated effective as of March 22, 2004 (as the same may be amended, modified, supplemented, renewed, extended, restated, substituted, increased, rearranged and/or replaced from time to time, the "Loan Agreement"), among the Maker and Bank, and is the Term Note referred to therein. Unless otherwise defined herein or unless the context hereof otherwise requires each term used herein with its initial letter capitalized has the meaning given to such term in the Loan Agreement. Reference is made to the Loan Agreement and the other Loan Documents for provisions affecting this Term Note regarding payments and mandatory and voluntary prepayments, acceleration of maturity, exercise of Rights, payment of attorneys' fees, court costs, and other costs of collection, certain waivers by Maker and others now or hereafter obligate
WARRANTCitizens Inc • July 15th, 2004 • Life insurance
BACKGROUND.Security Agreement • October 6th, 2004 • Citizens Inc • Life insurance • Texas
CITIZENS INSURANCE COMPANY OF AMERICA Denver, Colorado 2 BULK ACCIDENTAL DEATH BENEFIT REINSURANCE AGREEMENT NO. A-50494Citizens Inc • April 9th, 1997 • Life insurance
ARTICLE II REPRESENTATIONS AND WARRANTIES OF CITIZENSStock Purchase Agreement • June 21st, 2004 • Citizens Inc • Life insurance • Texas
WITNESSETH:Stock Purchase Agreement • March 31st, 1998 • Citizens Inc • Life insurance • Texas
UNIT WARRANTCitizens Inc • July 15th, 2004 • Life insurance
INDEMNIFICATION AGREEMENTIndemnification Agreement • November 8th, 2017 • Citizens Inc • Life insurance • Colorado
This Indemnification Agreement (“Agreement”), dated as of [ ], is by and between Citizens, Inc., a Colorado corporation (the “Company”), and [ ] (the “Indemnitee”).
WITNESSETHPlan and Agreement of Exchange • November 14th, 1996 • Citizens Inc • Life insurance • Mississippi
EMPLOYMENT AGREEMENTEmployment Agreement • January 17th, 2017 • Citizens Inc • Life insurance • Texas
This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of January 16, 2017 (the “Effective Date”) by and between Citizens, Inc., a Colorado corporation (the “Company”), and Geoffrey M. Kolander (the “Executive”) (each, a “Party” and together, the “Parties”).
CREDIT AGREEMENTdated as of May 5, 2021amongCITIZENS, INC., as Borrower,THE SUBSIDIARIES OF THE BORROWER IDENTIFIED HEREIN, as Guarantors,andREGIONS BANKCredit Agreement • August 4th, 2021 • Citizens, Inc. • Life insurance • New York
This CREDIT AGREEMENT (as amended, restated, amended and restated, supplemented, increased, extended, refinanced, renewed, replaced, and/or otherwise modified in writing from time to time, this “Agreement”) dated as of May 5, 2021 (the “Closing Date”) is entered into by and among CITIZENS, INC., a Colorado corporation (the “Borrower”), the Guarantors (defined herein) and Regions Bank (the “Lender”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 26th, 2019 • Citizens Inc • Life insurance • Texas
This EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into effective as of January, 1, 2019 (the “Effective Date”), by and between Citizens, Inc., a Colorado corporation (the “Company”), and Geoffrey M. Kolander (the “Executive”) (collectively the “Parties”).
AUTOMATIC YRT REINSURANCE AGREEMENT (hereinafter referred to as the “Agreement”) between CICA LIFE INSURANCE COMPANY OF AMERICA of Denver, Colorado (hereinafter referred to as the “Company” and “you”) and SCOR GLOBAL LIFE U.S. RE INSURANCE COMPANY of...Automatic Yrt Reinsurance Agreement • November 6th, 2009 • Citizens Inc • Life insurance
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 26th, 2019 • Citizens Inc • Life insurance
This AMENDMENT TO EMPLOYMENT AGREEMENT (“Amendment”) is entered into this 15th day of October, 2018 by and between Citizens, Inc., a Colorado corporation (the “Company”), and Kay E. Osbourn (the “Executive”) (each, a “Party” and together, the “Parties”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 26th, 2019 • Citizens Inc • Life insurance
This AMENDMENT TO EMPLOYMENT AGREEMENT (“Amendment”) is entered into this 15th day of October, 2018 by and between Citizens, Inc., a Colorado corporation (the “Company”), and Geoffrey M. Kolander (the “Executive”) (each, a “Party” and together, the “Parties”).
EXECUTIVE CHANGE IN LEADERSHIP AGREEMENTExecutive Change in Leadership Agreement • November 6th, 2023 • Citizens, Inc. • Life insurance • Texas
This Executive Change in Leadership Agreement (this "Agreement") is entered into as of November 3, 2023 (the "Effective Date") by and between Citizens, Inc., a Colorado corporation (the "Company"), and [Executive] (the "Executive") (each, a "Party" and together, the "Parties").
CITIZENS, INC. RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • March 29th, 2018 • Citizens Inc • Life insurance • Texas
THIS RESTRICTED STOCK UNIT AGREEMENT (the “Award Document”) is hereby granted as of February 15, 2018 (the “Grant Date”) by Citizens, Inc., a Colorado corporation (the “Company”), to [NAME] (the “Grantee”) pursuant to the Citizens, Inc. Omnibus Incentive Plan (the “Plan”) and subject to the terms and conditions set forth therein and as set out in this Award Document. Capitalized terms used herein shall, unless otherwise required by the context, have the meaning ascribed to such terms in the Plan.
EXHIBIT 10.8 COINSURANCE REINSURANCE AGREEMENTCoinsurance Reinsurance Agreement • March 22nd, 2004 • Citizens Inc • Life insurance • Colorado
Self-Administered Automatic Reinsurance Agreement Effective January 1, 2003 between Citizens Insurance Company of America Denver, Colorado (hereinafter referred to as the “Ceding Company”) and Converium Reinsurance (Germany) Ltd. Cologne, Germany...Automatic Reinsurance Agreement • March 31st, 2005 • Citizens Inc • Life insurance
(b)The following percentages of the policy annual flat extra premiums applicable to the initial amount of reinsurance hereunder on such risks:
EXHIBIT 10.6 EMPLOYMENT AGREEMENT THE FOLLOWING PARTIES, Citizens, Inc., a Colorado corporation ("Citizens") with executive offices in Austin, Texas, and Scott J. Engebritson ("Engebritson" or "Employee") agree as follows: 1. TERM AND DUTIES For...Employment Agreement • August 6th, 2003 • Citizens Inc • Life insurance • Texas
Self-Administered Automatic Reinsurance Agreement Effective betweenAdministered Automatic Reinsurance Agreement • November 14th, 1996 • Citizens Inc • Life insurance • Colorado
3,200,000 Shares Citizens, Inc. Class A Common Stock (no par value) PLACEMENT AGENT AGREEMENTCitizens Inc • November 29th, 2007 • Life insurance • New York
Citizens, Inc., a Colorado corporation (the “Company”), proposes to sell to the Purchasers, pursuant to the terms of this Placement Agent Agreement (this “Agreement”) and the Subscription Agreements in the form of Exhibit A attached hereto (the “Subscription Agreements”) entered into with the Purchasers identified therein (each a “Purchaser” and, collectively, the “Purchasers”), up to an aggregate of 3,200,000 shares (the “Shares”) of the Company’s Class A common stock, no par value (the “Common Stock”). The Company hereby confirms its agreement with the placement agents named on Schedule I attached hereto (the “Placement Agents”) as set forth below. Oppenheimer & Co. Inc. (“Oppenheimer”) is acting as the representative of the Placement Agents and in such capacity is hereinafter referred to as the “Representative.” Certain terms used herein are defined in Section 14 hereof:
AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • November 15th, 2023 • Citizens, Inc. • Life insurance
This AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT (“Amendment”) is entered into on the 9th day of November, 2023, by and between Citizens, Inc., a Colorado corporation (the “Company”), and Gerald W. Shields (the “Executive”) (each, a “Party” and together, the “Parties”). This Amendment amends the Executive Employment Agreement (“Agreement”) between the Parties effective as of January 1, 2022.
TERMINATION AGREEMENTTermination Agreement • September 13th, 2017 • Citizens Inc • Life insurance • Texas
This TERMINATION AGREEMENT (this “Agreement”) is entered into as of September 12, 2017 (the “Effective Date”) by and between Citizens, Inc., a Colorado corporation (the “Company”), and David S. Jorgensen (the “Executive”) (each, a “Party” and together, the “Parties”).
