EXHIBIT 4.7 SUBSCRIPTION AGREEMENT FOR THE OFFER AND SALE OF SHARES OF COMMON STOCK (AND WARRANT TO PURCHASE SHARES OF COMMON STOCK) OF ANCHOR PACIFIC UNDERWRITERS, INC., A DELAWARE CORPORATIONSubscription Agreement • March 28th, 1997 • Anchor Pacific Underwriters Inc • Computer storage devices • California
RECITALSSettlement Agreement • November 14th, 1995 • Anchor Pacific Underwriters Inc • Computer storage devices • California
EXHIBIT 99.3a FIRST AMENDMENT TO PROMISSORY NOTEPromissory Note • February 8th, 2002 • Anchor Pacific Underwriters Inc • Insurance agents, brokers & service
RECITALSAssignment and Assumption Agreement • January 29th, 2001 • Anchor Pacific Underwriters Inc • Insurance agents, brokers & service • California
COLUMBIA SQUARE 01 OFFICE LEASE DATED: January 29, 1999 BETWEEN: COLUMBIA SQUARE, L.L.C., an Oregon Limited LANDLORD; Liability Company AND: HARDEN AND COMPANY INSURANCE SERVICES, INC., a California TENANT. corporation DBA PACIFIC HERITAGE...Office Lease • May 12th, 1999 • Anchor Pacific Underwriters Inc • Computer storage devices
AMENDEMNT NO. 1 --------------- TO -- EMPLOYMENT AGREEMENT --------------------Employment Agreement • March 30th, 2000 • Anchor Pacific Underwriters Inc • Computer storage devices
WARRANT TO PURCHASE SHARES OF COMMON STOCK OFWarrant Agreement • November 12th, 1998 • Anchor Pacific Underwriters Inc • Computer storage devices • California
ANDSecurities Purchase Agreement • March 30th, 2000 • Anchor Pacific Underwriters Inc • Computer storage devices • California
WARRANT TO PURCHASE SHARES OF COMMON STOCK OF ANCHOR PACIFIC UNDERWRITERS, INC.Warrant Agreement • March 28th, 1997 • Anchor Pacific Underwriters Inc • Computer storage devices • California
RECITALS Whereas, SST-PA ("SST"), as tenant, entered into a lease dated May 7, 1998, as amended by Addenda #1, #2, #3 and #4 (collectively referred to as the "Master Lease") pertaining to that certain approximately 8,251 rentable square foot office...Sublease • February 8th, 2002 • Anchor Pacific Underwriters Inc • Insurance agents, brokers & service • Pennsylvania
RECITALSStock Purchase Agreement • May 12th, 1998 • Anchor Pacific Underwriters Inc • Computer storage devices
EMPLOYMENT AGREEMENT --------------------Employment Agreement • November 12th, 1997 • Anchor Pacific Underwriters Inc • Computer storage devices • California
EXHIBIT 10.23 THE PRIVATE FINANCING GROUP --------------------------- CORPORATE FINANCEFinancial Advisory Agreement • March 28th, 1997 • Anchor Pacific Underwriters Inc • Computer storage devices • California
RECITALS --------Stock Subscription Agreement • February 8th, 2002 • Anchor Pacific Underwriters Inc • Insurance agents, brokers & service • Delaware
WARRANT TO PURCHASE SHARES OF COMMON STOCK OFWarrant Agreement • May 12th, 1999 • Anchor Pacific Underwriters Inc • Computer storage devices • California
Debenture No. _____ THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OR QUALIFIED UNDER ANY APPLICABLE STATE SECURITIES LAWS. IT MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT OR...Convertible Debenture • November 10th, 1999 • Anchor Pacific Underwriters Inc • Computer storage devices • California
Exhibit 99.4 SECURITY AGREEMENT THIS SECURITY AGREEMENT (the "Agreement"), is made as of January 12, 2001, by and between Anchor Pacific Underwriters, Inc., a Delaware corporation (the "Debtor"), and Legion Insurance Company, a Pennsylvania...Security Agreement • January 29th, 2001 • Anchor Pacific Underwriters Inc • Insurance agents, brokers & service • California
Exhibit 10.22 INDUSTRIAL REAL ESTATE LEASE (Multi-Tenant Facility) ARTICLE ONE: BASIC TERMS This Article One contains the Basic Terms of this Lease between the Landlord and Tenant named below. Other Articles, Sections and Paragraphs of the Lease...Industrial Real Estate Lease • November 12th, 1996 • Anchor Pacific Underwriters Inc • Computer storage devices
d) Rights under all pending and/or executory service contracts --- or agreements with customers of the Business as of the Closing Date including --------- those listed on Schedule 1.1(d); -----Asset Purchase Agreement • January 29th, 2001 • Anchor Pacific Underwriters Inc • Insurance agents, brokers & service • California
RECITALSPurchase Agreement • March 30th, 1999 • Anchor Pacific Underwriters Inc • Computer storage devices • California
L E A S ELease • February 8th, 2002 • Anchor Pacific Underwriters Inc • Insurance agents, brokers & service
WARRANT TO PURCHASE SHARES OF COMMON STOCK OFWarrant Agreement • November 10th, 1999 • Anchor Pacific Underwriters Inc • Computer storage devices • California
RECITALS --------Employment Agreement • March 30th, 2000 • Anchor Pacific Underwriters Inc • Computer storage devices • California
EXHIBIT 10.3bSublease • March 29th, 1996 • Anchor Pacific Underwriters Inc • Computer storage devices
RECITALS --------Employment Agreement • February 8th, 2002 • Anchor Pacific Underwriters Inc • Insurance agents, brokers & service • California
2. Agreement Authorized. The execution, delivery and performance of this -------------------- Agreement are duly authorized and do not require the consent or approval of any governmental body or other regulatory authority; are not in contravention of...Credit Terms and Conditions • November 12th, 1997 • Anchor Pacific Underwriters Inc • Computer storage devices • California
WARRANT TO PURCHASE SHARES OF COMMON STOCK OF ANCHOR PACIFIC UNDERWRITERS, INC.Warrant Agreement • November 12th, 1996 • Anchor Pacific Underwriters Inc • Computer storage devices • California
ARTICLE I FUNDAMENTAL LEASE PROVISIONS ----------------------------Office Lease • March 27th, 1998 • Anchor Pacific Underwriters Inc • Computer storage devices • California
UNCONDITIONAL GUARANTY ---------------------- (Corporate) RECITALS --------Unconditional Guaranty • May 30th, 2002 • Anchor Pacific Underwriters Inc • Insurance agents, brokers & service • California
EXHIBIT 10.25a July 16, 1997 Mr. Earl Wiklund Harden & Company, Inc., 1800 Sutter Street, Suite 400 Concord, CA 94520 RE: ADDENDUM TO LEASE AGREEMENT BETWEEN ZUFU PROPERTIES CO., LTD. AND HARDEN & COMPANY, INC., A CALIFORNIA CORPORATION DATED:JULY 14,...Lease Agreement • November 12th, 1997 • Anchor Pacific Underwriters Inc • Computer storage devices
RE: ADDENDUM TO LEASE AGREEMENT BETWEEN ZUFU PROPERTIES CO., LTD. AND HARDEN & COMPANY, INC., A CALIFORNIA CORPORATION DATED:JULY 14, 1997 BLDG. 3460, SUITE 407
RECITALSOverhead Support & Resource Sharing Agreement • June 18th, 2002 • Anchor Pacific Underwriters Inc • Insurance agents, brokers & service • California
EXHIBIT F ---------Investor Rights Agreement • March 30th, 2000 • Anchor Pacific Underwriters Inc • Computer storage devices • California
RECITALSStock Purchase Agreement • March 30th, 2000 • Anchor Pacific Underwriters Inc • Computer storage devices
GENERAL ASSIGNMENTGeneral Assignment • November 21st, 2002 • Anchor Pacific Underwriters Inc • Insurance agents, brokers & service
THIS ASSIGNMENT, made this day of July 19, 2002 BY Ward Benefits Administrators & Insurance Services, Inc. (F.K.A. Harden & Company Insurance Services, Inc.) of (address) 610 West Ash Street, Suite 1500, San Diego, CA 92101 in the City of San Diego, County of San Diego, State of California, part of the first part, hereinafter referred to as assignor, to SAN DIEGO CREDIT ASSOCIATION, a California corporation, of San Diego, California, party of the second part, hereinafter referred to as assignee.
Exhibit 10.38 February 18, 2000 Mr. James R. Dunathan President & CEO Anchor Pacific Underwriters, Inc. 1800 Sutter Street Concord, CA 94520 Private & Confidential ---------------------- Dear Mr. Dunathan: This letter agreement ("Agreement") sets...Investment Agreement • March 30th, 2000 • Anchor Pacific Underwriters Inc • Computer storage devices • California
