ANNEX IX. “Specimen signature for the person authorised to represent the Beneficiary in signing this Beneficiary Agreement”;
ANNEX IX. CAPITALIZATION -------------- Ceres Group, Inc. ----------------- 1,000,000 warrants at $6 per share exercise price. Warrant dated December 17, 1997 exercisable for 1,000,000 shares of common stock (subject to adjustments) of Ceres Group, Inc. 3,650,000 warrants at $5.50 per share exercise price. Warrant dated July 1, 1998 exercisable for 3,650,000 shares of common stock (subject to adjustments) of Ceres Group, Inc. Stock options issued to employees, officers and directors Continental General Corporation ------------------------------- None 91 ANNEX X NON-INSURANCE SUBSIDIARIES -------------------------- Ceres Savers Plan, Inc., a Delaware corporation Ceres Net, Inc., a Delaware corporation Ceres Health Care, Inc., a Delaware corporation CRLTX Administrators Service Corp., a Texas corporation Continental Agency Services, Inc., a Nebraska corporation Continental Print & Photo Co., a Nebraska corporation ANNEX XI PERMITTED AFFILIATE TRANSACTIONS -------------------------------- None EXHIBIT A --------- FORM OF NOTICE OF BORROWING [Date] The Chase Manhattan Bank, as Administrative Agent for the Banks party to the Credit Agreement referred to below 270 Xxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Xttention: Mr. Xxxxxxx Xxxxxx Ladies and Gentlemen: The undersigned, CERES GROUP, INC., a Delaware corporation (the "Borrower"), refers to the Credit Agreement, dated as of February 17, 1999 (as amended, modified or supplemented from time to time, the "Credit Agreement," the terms defined therein being used herein as therein defined), among the undersigned, certain Banks from time to time party thereto, and you, as Administrative Agent for such Banks, and hereby gives you notice, irrevocably pursuant to Section 103(a) of the Credit Agreement, that the undersigned hereby requests a Borrowing under the Credit Agreement, and in that connection sets forth below the information relating to such Borrowing (the "Proposed Borrowing") as required by Section 1.03(a) of the Credit Agreement.
ANNEX IX. CONDITIONS PRECEDENT
ANNEX IX. PUBLISHED INFORMATION
