REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (the "Agreement") is made and entered into as of March 23, 2004, by and between Quanta Capital Holdings Ltd., a Bermuda exempted company (the "Company"), and The Nigel W. Morris...Registration Rights Agreement • April 5th, 2004 • Quanta Capital Holdings LTD • Fire, marine & casualty insurance • New York
ARTICLE II POWERS, DUTIES AND RIGHTS OF THE GUARANTEE TRUSTEEGuarantee Agreement • March 1st, 2005 • Quanta Capital Holdings LTD • Fire, marine & casualty insurance • New York
STOCK PURCHASE AGREEMENT BY AND BETWEEN NATIONAL FARMERS UNION PROPERTY AND CASUALTY COMPANYStock Purchase Agreement • December 24th, 2003 • Quanta Capital Holdings LTD • New York
QUANTA LOGO]Credit Agreement • October 30th, 2006 • Quanta Capital Holdings LTD • Fire, marine & casualty insurance • New York
EXHIBIT 1.1 QUANTA CAPITAL HOLDINGS LTD. 10.25% SERIES A PREFERRED SHARES UNDERWRITING AGREEMENTQuanta Capital Holdings LTD • December 20th, 2005 • Fire, marine & casualty insurance • Virginia
EXHIBIT 10.1 SEPARATION AGREEMENT AND GENERAL RELEASE In entering into this SEPARATION AGREEMENT AND GENERAL RELEASE (the "Agreement"), Quanta Capital Holdings Ltd., its subsidiaries and affiliates (collectively referred to as "Quanta" or the...Employment Agreement • January 9th, 2006 • Quanta Capital Holdings LTD • Fire, marine & casualty insurance • New York
EXECUTION VERSION REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (the "Agreement") is made and entered into as of September 3, 2003, by and among Quanta Capital Holdings Ltd., a Bermuda exempted company (the "Company"), Friedman,...Registration Rights Agreement • December 24th, 2003 • Quanta Capital Holdings LTD • New York
BY AND AMONGStock Purchase Agreement • December 24th, 2003 • Quanta Capital Holdings LTD • Delaware
ARTICLE 1 DEFINITIONSEmployment Agreement • December 24th, 2003 • Quanta Capital Holdings LTD • New York
EXHIBIT 10.3 [QUANTA LOGO OMITTED] SEPARATION AGREEMENT AND GENERAL RELEASE Quanta U.S. Holdings Inc., its subsidiaries and affiliates (collectively referred to as "Quanta") and Gary G. Wang, his heirs, executors, administrators, successors, and...Separation Agreement • August 9th, 2006 • Quanta Capital Holdings LTD • Fire, marine & casualty insurance • New York
WITNESSETH:Credit Agreement • October 30th, 2006 • Quanta Capital Holdings LTD • Fire, marine & casualty insurance • New York
EXHIBIT 1.2 QUANTA CAPITAL HOLDINGS LTD. SHARES OF COMMON STOCK UNDERWRITING AGREEMENTUnderwriting Agreement • December 20th, 2005 • Quanta Capital Holdings LTD • Fire, marine & casualty insurance • Virginia
FORM OFPreferred Securities Guarantee Agreement • October 27th, 2005 • Quanta Capital Holdings LTD • Fire, marine & casualty insurance • New York
FIRST AMENDMENT AND WAIVER TO CREDIT AGREEMENT FIRST AMENDMENT AND WAIVER TO CREDIT AGREEMENT (this "First Amendment"), dated as of July 6, 2006, among QUANTA CAPITAL HOLDINGS LTD., an exempted company organized under the laws of Bermuda (the...Credit Agreement • July 7th, 2006 • Quanta Capital Holdings LTD • Fire, marine & casualty insurance • New York
Exhibit 10.35 RETENTION AGREEMENT ------------------- THIS RETENTION AGREEMENT ("Agreement") is made and entered into as of the 30th day of March 2006, by and between Jonathan J.R. Dodd, an individual residing at Unit 5, Parliament Street, Hamilton,...Retention Agreement • March 31st, 2006 • Quanta Capital Holdings LTD • Fire, marine & casualty insurance
WITNESSETH:Credit Agreement • August 14th, 2006 • Quanta Capital Holdings LTD • Fire, marine & casualty insurance
EXHIBIT 10.1 QUANTA CAPITAL HOLDINGS LTD. RESTRICTED SHARE AGREEMENT FOR GOOD AND VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Quanta Capital Holdings Ltd. (the "Company"), a Bermuda company, hereby grants to _____________, a...Restricted Share Agreement • April 28th, 2006 • Quanta Capital Holdings LTD • Fire, marine & casualty insurance • New York
Exhibit 10.4 QUANTA CAPITAL HOLDINGS LTD. FORM OF NON-QUALIFIED STOCK OPTION AGREEMENT FOR GOOD AND VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Quanta Capital Holdings Ltd. (the "Company"), a Bermuda company, hereby grants to...Quanta Capital Holdings LTD • March 31st, 2006 • Fire, marine & casualty insurance • New York
AMENDMENT TO EMPLOYMENT AGREEMENT This Amendment (the "Amendment") to Employment Agreement dated as of July 17, 2003 between Quanta Capital Holdings Ltd. and Michael J. Murphy (the "Agreement") is entered into as of this 18th day of March, 2005...Employment Agreement • March 22nd, 2005 • Quanta Capital Holdings LTD • Fire, marine & casualty insurance
among QUANTA CAPITAL STATUTORY TRUST II, Issuer QUANTA CAPITAL HOLDINGS LTD., Sponsor andPlacement Agreement • March 1st, 2005 • Quanta Capital Holdings LTD • Fire, marine & casualty insurance • New York
QUANTA CAPITAL HOLDINGS LTD. NON-QUALIFIED STOCK OPTION AGREEMENT FOR GOOD AND VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Quanta Capital Holdings Ltd. (the "Company"), a Bermuda company, hereby grants to Tobey J. Russ, Chief...Non-Qualified Stock Option Agreement • December 24th, 2003 • Quanta Capital Holdings LTD • New York
SECOND CONSENT TO CREDIT AGREEMENTCredit Agreement • March 31st, 2005 • Quanta Capital Holdings LTD • Fire, marine & casualty insurance
SECOND CONSENT TO CREDIT AGREEMENT (this "Consent"), dated as of February 16, 2005, among QUANTA CAPITAL HOLDINGS LTD., an exempted company organized under the laws of Bermuda (the "Company"), the Designated Subsidiary Borrowers (as defined in the Credit Agreement referred to below) existing on the date hereof, the undersigned lenders party to the Credit Agreement referred to below (each, a "Consenting Lender" and, collectively, the "Consenting Lenders"), JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (f/k/a JPMorgan Chase Bank), as Administrative Agent (in such capacity, the "Administrative Agent"), and Bank of America, N.A. and Calyon, New York Branch, as Co-Syndication Agents (in such capacity, the "Co-Syndication Agents"). Unless otherwise defined herein, capitalized terms used herein and defined in the Credit Agreement referred to below are used herein as therein defined.
Exhibit 10.5 QUANTA CAPITAL HOLDINGS LTD. FORM OF PERFORMANCE-BASED SHARE UNIT AGREEMENT FOR GOOD AND VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Quanta Capital Holdings Ltd. (the "Company"), a Bermuda company, hereby grants to...Quanta Capital Holdings LTD • March 31st, 2006 • Fire, marine & casualty insurance • New York
THIRD WAIVER TO CREDIT AGREEMENTCredit Agreement • September 28th, 2006 • Quanta Capital Holdings LTD • Fire, marine & casualty insurance
THIRD WAIVER TO CREDIT AGREEMENT (this ‘‘Third Waiver’’), dated as of September 27, 2006, among QUANTA CAPITAL HOLDINGS LTD., an exempted company organized under the laws of Bermuda (the ‘‘Company’’), the Designated Subsidiary Borrowers (as defined in the Credit Agreement referred to below) party to the Credit Agreement referred to below, the undersigned lenders party to the Credit Agreement referred to below, and JPMORGAN CHASE BANK, N.A. (f/k/a JPMorgan Chase Bank), as Administrative Agent (in such capacity, the ‘‘Administrative Agent’’). Unless otherwise defined herein, all capitalized terms used herein and defined in the Credit Agreement are used herein as therein defined.
QUANTA CAPITAL HOLDINGS LTD. FORM OF NON-QUALIFIED STOCK OPTION AGREEMENT FOR GOOD AND VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Quanta Capital Holdings Ltd. (the "Company"), a Bermuda company, hereby grants to ____, an employee...Quanta Capital Holdings LTD • May 5th, 2005 • Fire, marine & casualty insurance • New York
EXECUTION VERSION QUANTA CAPITAL HOLDINGS LTD. 55,000,000 COMMON SHARES PURCHASE/PLACEMENT AGREEMENT AUGUST 27, 2003 PURCHASE/PLACEMENT AGREEMENTPurchase/Placement Agreement • December 24th, 2003 • Quanta Capital Holdings LTD • New York
ANDQuanta Capital Holdings LTD • October 27th, 2005 • Fire, marine & casualty insurance • New York
Exhibit 10.32 COMMUTATION AND MUTUAL RELEASE AGREEMENT This COMMUTATION AND MUTUAL RELEASE AGREEMENT (the "AGREEMENT") made as of and dated the 21st day of November, 2005 by and among HOUSTON CASUALTY COMPANY, U.S. SPECIALTY INSURANCE COMPANY, HCC...Commutation and Mutual Release Agreement • March 31st, 2006 • Quanta Capital Holdings LTD • Fire, marine & casualty insurance • Texas
PLACEMENT AGREEMENTPlacement Agreement • December 23rd, 2004 • Quanta Capital Holdings LTD • Fire, marine & casualty insurance • New York
QUANTA CAPITAL HOLDINGS LTD. FORM OF PERFORMANCE-BASED SHARE UNIT AGREEMENT FOR GOOD AND VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Quanta Capital Holdings Ltd. (the "Company"), a Bermuda company, hereby grants to ___________, an...Quanta Capital Holdings LTD • May 5th, 2005 • Fire, marine & casualty insurance • New York
Amended and Restated Retention AgreementRetention Agreement • December 13th, 2007 • Quanta Capital Holdings LTD • Fire, marine & casualty insurance
THIS AMENDED AND RESTATED RETENTION AGREEMENT (“Agreement”) is made and entered into as of the 13th day of December 2007, by and between Jonathan J.R. Dodd, an individual residing at 1 Hamptons Lane, Southampton, Bermuda (the “Executive”) and Quanta Capital Holdings, a Bermuda based company at 22 Church Street, Penthouse, Hamilton, Bermuda HM11 on behalf of itself and its affiliates and subsidiaries (the “Company”).
EMPLOYMENT AGREEMENTEmployment Agreement • September 15th, 2006 • Quanta Capital Holdings LTD • Fire, marine & casualty insurance
EMPLOYMENT AGREEMENT (‘‘Agreement’’) dated as of September 14, 2006 between Quanta Capital Holdings Ltd., a Bermuda corporation (the ‘‘Company’’), and James J. Ritchie (the ‘‘Executive’’).
Dated 7 February 2008Agreement • February 13th, 2008 • Quanta Capital Holdings LTD • Fire, marine & casualty insurance • England and Wales
BENFIELD (Logo omitted) TREATY PROPERTY REINSURANCE BINDER REINSURED COMPANY: Quanta Reinsurance Ltd, Quanta Indemnity Company, Quanta Reinsurance US Ltd. and Quanta Specialty Lines Insurance Company, hereinafter referred to as "Company". REINSURER:...Quanta Capital Holdings LTD • March 31st, 2006 • Fire, marine & casualty insurance
AGREEMENT AND PLAN OF AMALGAMATION among CATALINA HOLDINGS (BERMUDA) LTD., CATALINA ALPHA LTD. and QUANTA CAPITAL HOLDINGS LTD. Dated as of May 29, 2008Agreement and Plan of Amalgamation • May 30th, 2008 • Quanta Capital Holdings LTD • Fire, marine & casualty insurance • New York
THIS AGREEMENT AND PLAN OF AMALGAMATION, dated as of May 29, 2008 (this “Agreement”), is among Catalina Holdings (Bermuda) Ltd., a Bermuda company (“Parent”), Catalina Alpha Ltd., a Bermuda company and a wholly-owned subsidiary of Parent (“Amalgamation Sub”), and Quanta Capital Holdings Ltd., a Bermuda company (the “Company”).
