Exhibit 4.3 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT is dated as of March 6, 2009 (the "Agreement"), by and among Willis Group Holdings Limited, an exempted company under the Companies Act 1981 of Bermuda ("Holdings"), Trinity...Registration Rights Agreement • March 12th, 2009 • Willis Group Holdings LTD • Insurance agents, brokers & service • New York
INDENTUREIndenture • March 12th, 2009 • Willis Group Holdings LTD • Insurance agents, brokers & service • New York
amongNote Purchase Agreement • March 12th, 2009 • Willis Group Holdings LTD • Insurance agents, brokers & service • New York
JOINT FILING AGREEMENTJoint Filing Agreement • February 14th, 2002 • Willis Group Holdings LTD • Insurance agents, brokers & service
We, the signatories of the statement on Schedule 13G to which this Agreement is attached, hereby agree that such statement is, and any amendments thereto filed by any of us will be, filed on behalf of each of us.
dated as ofCredit Agreement • October 18th, 2005 • Willis Group Holdings LTD • Insurance agents, brokers & service • New York
CREDIT AGREEMENT Dated as of August 9, 2010 among WILLIS NORTH AMERICA INC., as Borrower, WILLIS GROUP HOLDINGS PUBLIC LIMITED COMPANY, as Parent, BANK OF AMERICA, N.A., as Administrative Agent and L/C Issuer and The Other Lenders Party Hereto...Credit Agreement • August 11th, 2010 • Willis Group Holdings PLC • Insurance agents, brokers & service • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of August 9, 2010, among WILLIS NORTH AMERICA INC., a Delaware corporation (the “Borrower”), WILLIS GROUP HOLDINGS PUBLIC LIMITED COMPANY, a company incorporated under the laws of Ireland having company number 475616 (the “Parent”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent and L/C Issuer.
W I T N E S S E T HRegistration Rights Agreement • May 15th, 2001 • Willis Group Holdings LTD • New York
AGREEMENT ---------364-Day Credit Agreement • February 6th, 2009 • Willis Group Holdings LTD • Insurance agents, brokers & service • New York
Exhibit 10.1 FOURTH AMENDED AND RESTATED EMPLOYMENT AGREEMENT This FOURTH AMENDED AND RESTATED EMPLOYMENT AGREEMENT ("Agreement") is dated as of the [ ] day of February 2008, by and between WILLIS GROUP HOLDINGS LIMITED, a company established under...Employment Agreement • February 29th, 2008 • Willis Group Holdings LTD • Insurance agents, brokers & service • New York
RECITALSRegistration Rights Agreement • May 15th, 2001 • Willis Group Holdings LTD • New York
1,500,000 Shares Common Stock ($0.000115 par value)Repurchase Agreement • November 14th, 2005 • Willis Group Holdings LTD • Insurance agents, brokers & service • New York
ARTICLE 2 REPRESENTATIONS AND WARRANTIES OF NEWCOSShare Subscription Agreement • May 15th, 2001 • Willis Group Holdings LTD • New York
RECITALSRegistration Rights Agreement • May 15th, 2001 • Willis Group Holdings LTD • New York
Willis Contract of Employment Private and Confidential Contract of Employment The information contained in this document includes the requirement of a statement of the terms and conditions of your employment in accordance with the Employment Rights...Contract of Employment • November 9th, 2005 • Willis Group Holdings LTD • Insurance agents, brokers & service
AGREEMENT ---------Credit Agreement • November 25th, 2008 • Willis Group Holdings LTD • Insurance agents, brokers & service • New York
RECITALS:Shareholder Rights Agreement • May 15th, 2001 • Willis Group Holdings LTD • New York
AGREEMENT AND PLAN OF MERGER by and among WILLIS GROUP HOLDINGS PLC, CITADEL MERGER SUB, INC. and TOWERS WATSON & CO. dated as of June 29, 2015Merger Agreement • June 30th, 2015 • Willis Group Holdings PLC • Insurance agents, brokers & service • Delaware
This AGREEMENT AND PLAN OF MERGER (hereinafter referred to as this “Agreement”), dated June 29, 2015, is by and among Willis Group Holdings plc, an Irish public limited company (“Parent”), Citadel Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”) and Towers Watson & Co., a Delaware corporation (the “Company”). All capitalized terms used in this Agreement shall have the meanings ascribed to such terms in Section 9.5 or as otherwise defined elsewhere in this Agreement unless the context clearly provides otherwise. Parent, Merger Sub and the Company are each sometimes referred to herein as a “Party” and collectively as the “Parties”.
FIRST AMENDMENT TOEmployment Agreement • January 5th, 2009 • Willis Group Holdings LTD • Insurance agents, brokers & service
Willis North America Inc. $750,000,000 5.900% Senior Notes due 2054 Underwriting AgreementUnderwriting Agreement • February 28th, 2024 • Willis Towers Watson PLC • Insurance agents, brokers & service • New York
Willis North America Inc., a Delaware corporation (the “Issuer”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), $750,000,000 aggregate principal amount of its 5.900% Senior Notes due 2054 (the “Securities”), to be guaranteed (the “Guarantees”) on an unsecured unsubordinated basis by Willis Netherlands Holdings B.V. (a private limited liability company incorporated under the laws of the Netherlands), Willis Towers Watson Public Limited
BUSINESS COMBINATION AGREEMENT by and between AON PLC and WILLIS TOWERS WATSON PUBLIC LIMITED COMPANY dated as of March 9, 2020Business Combination Agreement • March 10th, 2020 • Willis Towers Watson PLC • Insurance agents, brokers & service • Delaware
This BUSINESS COMBINATION AGREEMENT (hereinafter referred to as this “Agreement”), dated March 9, 2020, is by and between Aon plc, a company incorporated under the laws of England and Wales, with registered company number 07876075 (“Aon UK”) and Willis Towers Watson Public Limited Company, an Irish public limited company (“WTW”). All capitalized terms used in this Agreement shall have the meanings ascribed to such terms in Section 10.5 or as otherwise defined elsewhere in this Agreement unless the context clearly provides otherwise. Aon UK and WTW are referred to collectively herein as the “Parties”, and Aon UK, on the one hand, and WTW, on the other hand, are each sometimes referred to herein as a “Party”.
AGREEMENT AND PLAN OF MERGER Dated as of June 7, 2008 among WILLIS GROUP HOLDINGS LIMITED, HERMES ACQUISITION CORP. and HILB ROGAL & HOBBS COMPANYMerger Agreement • June 12th, 2008 • Willis Group Holdings LTD • Insurance agents, brokers & service • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of June 7, 2008 (this “Agreement”), is among Willis Group Holdings Limited, a Bermuda exempted company (“Parent”), Hermes Acquisition Corp., a Virginia corporation and a direct, wholly owned Subsidiary of Parent (“Merger Sub”), and Hilb Rogal & Hobbs Company, a Virginia corporation (the “Company”). Certain terms used in this Agreement are used as defined in Section 8.11.
Willis Group Holdings Public Limited Company PERFORMANCE BASED RESTRICTED SHARE UNIT AWARD AGREEMENTPerformance Based Restricted Share Unit Award Agreement • February 27th, 2014 • Willis Group Holdings PLC • Insurance agents, brokers & service
THIS PERFORMANCE BASED RESTRICTED SHARE UNIT AWARD AGREEMENT (this “Agreement”), is made by and between Willis Group Holdings Public Limited Company and any successor thereto (the “Company”) and the individual (the “Associate”) who has signed or electronically accepted this Agreement (including the Schedules attached hereto) in the manner specified in the Associate’s online account with the Company’s designated broker/stock plan administrator.
EXPENSES REIMBURSEMENT AGREEMENT dated as of March 9, 2020 between AON PLC and WILLIS TOWERS WATSON PUBLIC LIMITED COMPANYExpense Reimbursement Agreement • March 9th, 2020 • Willis Towers Watson PLC • Insurance agents, brokers & service • Delaware
THIS EXPENSES REIMBURSEMENT AGREEMENT (this “Agreement”), dated as of March 9, 2020, between Aon plc, a company incorporated under the laws of England and Wales, with a registered company number 07876075 (“Aon” or “Aon UK”), and Willis Towers Watson Public Limited Company, an Irish public limited company (“WTW”).
Willis TOWERS WATSON Public Limited CompanyPerformance-Based Restricted Share Unit Agreement • August 4th, 2021 • Willis Towers Watson PLC • Insurance agents, brokers & service
THIS PERFORMANCE-BASED RESTRICTED SHARE UNIT AWARD AGREEMENT (this “Agreement”), is made by and between Willis Towers Watson Public Limited Company and any successor thereto (the “Company”) and the individual (the “Colleague”) who has signed or electronically accepted this Agreement (including the Schedules attached hereto) in the manner specified in the Colleague’s online account with the Company’s designated broker/stock plan administrator.
WILLIS NORTH AMERICA INC. , Issuer WILLIS GROUP HOLDINGS LIMITED TA I LIMITED TA II LIMITED TA III LIMITED TRINITY ACQUISITION LIMITED TA IV LIMITED WILLIS GROUP LIMITED, Guarantors and JPMORGAN CHASE BANK, N.A. TrusteeIndenture • July 1st, 2005 • Willis Group Holdings LTD • Insurance agents, brokers & service • New York
INDENTURE, dated as of July 1, 2005, among WILLIS NORTH AMERICA INC., a Delaware corporation, as issuer (the “Issuer”), WILLIS GROUP HOLDINGS LIMITED, a company organized and existing under the laws of Bermuda, TA I LIMITED, a company organized and existing under the laws of England and Wales, TA II LIMITED, a company organized and existing under the laws of England and Wales, TA III LIMITED, a company organized and existing under the laws of England and Wales, TRINITY ACQUISITION LIMITED, a company organized and existing under the laws of England and Wales, TA IV LIMITED, a company organized and existing under the laws of England and Wales, and WILLIS GROUP LIMITED, a company organized and existing under the laws of England and Wales, as guarantors (collectively, the “Guarantors”), and JPMORGAN CHASE BANK, N.A., a national banking association duly organized and existing under the laws of the United States of America, as trustee (the “Trustee”).
SECOND AMENDED AND RESTATED GUARANTY AGREEMENT dated as of October 6, 2021 among TRINITY ACQUISITION PLC, WILLIS TOWERS WATSON PUBLIC LIMITED COMPANY, THE OTHER GUARANTORS IDENTIFIED HEREIN and BARCLAYS BANK PLC, as Administrative AgentGuaranty Agreement • October 7th, 2021 • Willis Towers Watson PLC • Insurance agents, brokers & service • New York
SECOND AMENDED AND RESTATED GUARANTY AGREEMENT (this “Guaranty Agreement”) dated as of October 6, 2021, among TRINITY ACQUISITION PLC, a company formed under the laws of England and Wales having company number 3588435 (the “Company”; and together with the Designated Borrowers from time to time party thereto, collectively, the “Borrowers” and individually, a “Borrower”), WILLIS TOWERS WATSON PUBLIC LIMITED COMPANY, a company incorporated under the laws of Ireland having company number 475616 (the “Parent”), the other Guarantors (as defined below), and BARCLAYS BANK PLC, as Administrative Agent (the “Administrative Agent”).
WILLIS GROUP HOLDINGS RESTRICTED SHARE UNITS AWARD AGREEMENT (Time-Based Restricted Share Units) GRANTED UNDER THE HILB ROGAL & HOBBS COMPANY (AS AMENDED AND RESTATED ON DECEMBER 30, 2009 BY WILLIS GROUP HOLDINGS LIMITED AND AS AMENDED AND RESTATED...Restricted Share Units Award Agreement • August 6th, 2010 • Willis Group Holdings PLC • Insurance agents, brokers & service • Virginia
THIS RESTRICTED SHARE UNITS AGREEMENT (this “Agreement”), effective as of [INSERT DATE] is made by and between Willis Group Holdings Public Limited Company and any successor thereto, hereinafter referred to as the “Company,” and the individual (the “Associate”) who has duly completed, executed and delivered the Award Acceptance Form, a copy of which is attached hereto as Schedule A, and which is deemed to be part hereof (the “Acceptance Form”) and, if applicable, the Agreement of Restrictive Covenants and Other Obligations, a copy of which is set out in Schedule C attached hereto and deemed to be a part hereof;
EXHIBIT 10.1 AMENDMENT # 4Assurance of Discontinuance • June 3rd, 2008 • Willis Group Holdings LTD • Insurance agents, brokers & service
WILLIS NORTH AMERICA INC., as Issuer WILLIS TOWERS WATSON PUBLIC LIMITED COMPANY WILLIS TOWERS WATSON SUB HOLDINGS UNLIMITED COMPANY WILLIS NETHERLANDS HOLDINGS B.V. WILLIS INVESTMENT UK HOLDINGS LIMITED TA I LIMITED WTW BERMUDA HOLDINGS LTD. TRINITY...First Supplemental Indenture • May 16th, 2017 • Willis Towers Watson PLC • Insurance agents, brokers & service • New York
FIRST SUPPLEMENTAL INDENTURE, dated as of May 16, 2017, among WILLIS NORTH AMERICA INC., a Delaware corporation, as issuer (the “Issuer”) and WILLIS TOWERS WATSON PUBLIC LIMITED COMPANY, a company organized and existing under the laws of Ireland and parent company of the Issuer (without any of its consolidated subsidiaries, “Parent,” and together with its consolidated subsidiaries, the “Company” ), WILLIS TOWERS WATSON SUB HOLDINGS UNLIMITED COMPANY, a company organized and existing under the laws of Ireland ,WILLIS NETHERLANDS HOLDINGS B.V., a company organized under the laws of the Netherlands, WILLIS INVESTMENT UK HOLDINGS LIMITED, a company organized and existing under the laws of England and Wales, TA I LIMITED, a company organized and existing under the laws of England and Wales, WTW BERMUDA HOLDINGS LTD., a company organized and existing under the laws of Bermuda, TRINITY ACQUISITION PLC, a company organized and existing under the laws of England and Wales, and WILLIS GROUP LIMI
SECURITY AND ASSET PURCHASE AGREEMENT by and between Willis Towers Watson Public Limited Company and Arthur J. Gallagher & Co. Dated as of August 12, 2021Security and Asset Purchase Agreement • August 16th, 2021 • Willis Towers Watson PLC • Insurance agents, brokers & service • Delaware
This SECURITY AND ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of August 12, 2021, is made and entered into by and between Willis Towers Watson Public Limited Company, an Irish public limited company (“Sapphire”) and Arthur J. Gallagher & Co., a Delaware corporation (“Buyer”). Each of the foregoing parties is referred to herein as a “Party” and collectively as the “Parties.”
WILLIS GROUP HOLDINGS PUBLIC LIMITED COMPANY RESTRICTED SHARE UNIT AWARD AGREEMENT FOR NON-EMPLOYEE DIRECTORSRestricted Share Unit Award Agreement • November 5th, 2013 • Willis Group Holdings PLC • Insurance agents, brokers & service
THIS RESTRICTED SHARE UNIT AGREEMENT (this “Agreement”), effective as of August 12, 2013, is made by and between Willis Group Holdings Public Limited Company, hereinafter referred to as the “Company,” and the individual (the “Director”) who has duly completed, executed and delivered the Award Acceptance Form, a copy of which is attached hereto as Schedule A and which is deemed to be part hereof (the “Acceptance Form”).
TIME-BASED RESTRICTED SHARE UNIT AWARD AGREEMENTTime-Based Restricted Share Unit Award Agreement • February 29th, 2016 • Willis Towers Watson PLC • Insurance agents, brokers & service
THIS TIME-BASED RESTRICTED SHARE UNIT AGREEMENT (this “Agreement”), is made by and between Willis Group Holdings Public Limited Company and any successor thereto (the “Company”) and the individual (the “Associate”) who has signed or electronically accepted this Agreement (including the schedules attached hereto) in the manner specified in the Associate’s online account with the Company’s designated broker/stock plan administrator.
WILLIS GROUP HOLDINGS PUBLIC LIMITED COMPANY TIME-BASED RESTRICTED SHARE UNIT AWARD AGREEMENTTime-Based Restricted Share Unit Award Agreement • February 24th, 2015 • Willis Group Holdings PLC • Insurance agents, brokers & service
WHEREAS, Willis Group Holdings Public Limited Company and any successor thereto, hereinafter referred to as the “Company,” has adopted the Willis Group Holdings Public Limited Company 2012 Equity Incentive Plan, as may be amended from time to time (the “Plan”);
Willis Partners Plan OPTION AGREEMENTOption Agreement • March 1st, 2010 • Willis Group Holdings PLC • Insurance agents, brokers & service
THIS AGREEMENT, effective as of May 6, 2008 is made by and between Willis Group Holdings Limited, hereinafter referred to as the “Company” and the individual (the “Optionee”) who has duly completed, executed and delivered the Option Acceptance Form, a copy of which is set out in Schedule A attached hereto and deemed to be a part hereof and, if applicable, the Agreement of Restrictive Covenants and Other Obligations, a copy of which is set out in Schedule B attached hereto and deemed to be a part hereof.
Willis TOWERS WATSON Public Limited Company TIME-BASED RESTRICTED SHARE UNIT AWARD AGREEMENT FOR EXECUTIVE OFFICERSTime-Based Restricted Share Unit Award Agreement • April 25th, 2024 • Willis Towers Watson PLC • Insurance agents, brokers & service
THIS TIME-BASED RESTRICTED SHARE UNIT AWARD AGREEMENT, including the Schedules attached hereto (this “Agreement”), is made by and between Willis Towers Watson Public Limited Company and any successor thereto (the “Company”) and the individual (the “Colleague”) who has signed or electronically accepted this Agreement in the manner specified in the Colleague’s online account with the Company’s designated broker/stock plan administrator.
