THIS FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this "First ----- Amendment"), dated as of April 14, 1999, by and among VESTA INSURANCE GROUP, --------- INC., a Delaware corporation with its principal offices in Birmingham, Alabama (the...Credit Agreement • April 20th, 1999 • Vesta Insurance Group Inc • Fire, marine & casualty insurance • North Carolina
January 26, 2001 Birmingham Investment Group, Inc. 17 North 20th Street Birmingham, Alabama 35203 Ladies and Gentlemen: This letter agreement relates to the Pledge Agreement by Vesta Insurance Group, Inc., a Delaware corporation ("Vesta") to...Pledge Agreement • February 15th, 2001 • Vesta Insurance Group Inc • Fire, marine & casualty insurance
RECITALSManagement Agreement • March 29th, 2001 • Vesta Insurance Group Inc • Fire, marine & casualty insurance • Alabama
AMONGSecurities Purchase Agreement • January 10th, 2002 • Vesta Insurance Group Inc • Fire, marine & casualty insurance • Delaware
INDENTUREIndenture • January 13th, 2000 • Vesta Insurance Group Inc • Fire, marine & casualty insurance • New York
Exhibit 2 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement") is made and entered into as of December 21, 2000 by and among Vesta Insurance Group, Inc., a Delaware corporation (the "Company"), and Capital Z Financial...Registration Rights Agreement • January 10th, 2002 • Vesta Insurance Group Inc • Fire, marine & casualty insurance
Exhibit 4.1 ----------- AMENDMENT TO RIGHTS AGREEMENT ----------------------------- This Amendment is made and entered into effective as of June 15, 2000, to the Rights Agreement, dated as of June 15, 2000, (the "Rights Agreement"), between Vesta...Rights Agreement • July 13th, 2000 • Vesta Insurance Group Inc • Fire, marine & casualty insurance
RECITALSSettlement Agreement • March 28th, 2002 • Vesta Insurance Group Inc • Fire, marine & casualty insurance • Alabama
EXHIBIT 2.1 STOCK PURCHASE AGREEMENTStock Purchase Agreement • May 10th, 2001 • Vesta Insurance Group Inc • Fire, marine & casualty insurance • New York
CREDIT AGREEMENTCredit Agreement • May 13th, 1997 • Vesta Insurance Group Inc • Fire, marine & casualty insurance • North Carolina
Exhibit 10.2 ------------ ACQUISITION AGREEMENT THIS AGREEMENT, as of the _______ day of ______, 1999, is between Vesta Insurance Group, Inc., a Delaware corporation ("VIG"), with its principal office at 3760 River Run Drive, Birmingham, Alabama,...Acquisition Agreement • July 2nd, 1999 • Vesta Insurance Group Inc • Fire, marine & casualty insurance • Texas
EMPLOYMENT AGREEMENTEmployment Agreement • November 5th, 1999 • Vesta Insurance Group Inc • Fire, marine & casualty insurance • Alabama
ARTICLE 1Securities Purchase Agreement • January 10th, 2002 • Vesta Insurance Group Inc • Fire, marine & casualty insurance • Delaware
Exhibit 4.1 ----------- AMENDMENT NO. 2 TO RIGHTS AGREEMENT ----------------------------------- This Amendment No. 2 is dated as of August 10, 2000, to the Rights Agreement, dated as of June 15, 2000, as amended, (the "Rights Agreement"), between...Rights Agreement • September 1st, 2000 • Vesta Insurance Group Inc • Fire, marine & casualty insurance • Delaware
b) The Executive agrees to devote such amount of his time, efforts and skills as is reasonably necessary to the performance of his duties and responsibilities under this Agreement; provided, however, that nothing in this -------- ------- Agreement...Employment Agreement • March 28th, 2002 • Vesta Insurance Group Inc • Fire, marine & casualty insurance • Arizona
AGREEMENT ---------Reinsurance Agreement • April 12th, 1999 • Vesta Insurance Group Inc • Fire, marine & casualty insurance • New York
andRights Agreement • June 21st, 2000 • Vesta Insurance Group Inc • Fire, marine & casualty insurance • Delaware
EXHIBIT 1.1 VESTA INSURANCE GROUP, INC. 7,500,000 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • June 19th, 2001 • Vesta Insurance Group Inc • Fire, marine & casualty insurance • Illinois
Exhibit 10.9 ------------ AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • March 28th, 2002 • Vesta Insurance Group Inc • Fire, marine & casualty insurance • Alabama
November 6, 1998 Vesta Insurance Group, Inc. 3760 River Run Drive Birmingham, AL 35243 Letter of Intent ---------------- Ladies and Gentlemen: This Letter of Intent sets forth certain understandings between Alfa Mutual Insurance Company ("Alfa" and...Letter of Intent • November 12th, 1998 • Vesta Insurance Group Inc • Fire, marine & casualty insurance • New York
WAIVERWaiver • March 28th, 2002 • Vesta Insurance Group Inc • Fire, marine & casualty insurance
STOCK PURCHASE AGREEMENT ------------------------ TABLE OF CONTENTS ----------------- ARTICLE 1. DEFINITION OF CERTAIN TERMS....................................... 2Stock Purchase Agreement • July 14th, 1997 • Vesta Insurance Group Inc • Fire, marine & casualty insurance
Exhibit 4 FIRST AMENDMENT TO THE REGISTRATION RIGHTS AGREEMENT THIS FIRST AMENDMENT TO THE REGISTRATION RIGHTS AGREEMENT (the "Amendment") is made and entered into as of December 28, 2001 by and among Vesta Insurance Group, Inc., a Delaware...Registration Rights Agreement • January 10th, 2002 • Vesta Insurance Group Inc • Fire, marine & casualty insurance • Delaware
CAPITAL SECURITIES GUARANTEE AGREEMENT Vesta Insurance Group, Inc. Dated as of January 31, 1997 TABLE OF CONTENTS ------------------Capital Securities Guarantee Agreement • May 13th, 1997 • Vesta Insurance Group Inc • Fire, marine & casualty insurance • New York
STOCK PURCHASE AGREEMENT BY AND BETWEEN ANTHEM INSURANCE COMPANIES, INC., ANTHEM CASUALTY INSURANCE GROUP, INC.Stock Purchase Agreement • May 13th, 1997 • Vesta Insurance Group Inc • Fire, marine & casualty insurance
EXHIBIT 5 --------- JOINT FILING AGREEMENT ---------------------- This will confirm the agreement by and among all the undersigned that the Schedule 13D filed on or about this date with respect to the beneficial ownership of the undersigned of shares...Joint Filing Agreement • January 10th, 2002 • Vesta Insurance Group Inc • Fire, marine & casualty insurance
AGREEMENT FOR DATA PROCESSING SERVICES THIS AGREEMENT is effective as of January 22, 1998, by and between Policy Management Systems Corporation ("PMSC") a South Carolina Corporation with principal offices at One PMSC Center, Blythewood, South Carolina...Data Processing Agreement • August 19th, 1998 • Vesta Insurance Group Inc • Fire, marine & casualty insurance • South Carolina
STOCK PURCHASE AGREEMENT BY AND BETWEEN AMERICAN FOUNDERS FINANCIAL CORPORATION AND SAGICOR USA, INC. DATED AS OF JUNE 1, 2005Stock Purchase Agreement • May 25th, 2006 • Vesta Insurance Group Inc • Fire, marine & casualty insurance • Delaware
This STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of June 1, 2005, is entered into by and between AMERICAN FOUNDERS FINANCIAL CORPORATION, an Arizona corporation (“Seller”), SAGICOR USA, INC., a Delaware corporation (“Buyer”), and, for the limited purpose of fully guaranteeing the performance, payment and all other obligations of Seller contemplated by this Agreement, VESTA FIRE INSURANCE CORPORATION, an Illinois corporation (“Vesta Fire”), and, for the limited purpose of fully guaranteeing the performance, payment and all other obligations of Buyer contemplated by this Agreement, SAGICOR LIFE INC. (BARBADOS), a Barbados corporation (“SLIB”). Certain initially capitalized terms used herein are defined in Article 12.
MANAGING GENERAL AGENCY AGREEMENTManaging General Agency Agreement • May 25th, 2006 • Vesta Insurance Group Inc • Fire, marine & casualty insurance • Florida
THIS MANAGING GENERAL AGENCY AGREEMENT (this “Agreement”) is entered into by and between Florida Select Insurance company, a property/casualty insurance company organized under the laws of the state of Florida (the “Company”), and Florida Select Insurance Agency Inc., a corporation organized under the laws of the State of Florida (the “Manager”).
AMENDMENT NO. 2 TO STOCK PURCHASE AGREEMENTStock Purchase Agreement • September 9th, 2004 • Vesta Insurance Group Inc • Fire, marine & casualty insurance • Delaware
This AMENDMENT NO. 2 TO STOCK PURCHASE AGREEMENT (this “Amendment”), dated as of August 6, 2004, is entered into by and between VESTA FIRE INSURANCE CORPORATION, an insurance company domiciled under the laws of the State of Illinois (“Seller”), AMERICAN FOUNDERS FINANCIAL ACQUISITION CORPORATION, an Illinois corporation (“Buyer”), and, for the limited purpose of guaranteeing certain obligations of Buyer as more fully described on the signature page hereto, HAIG, S.A., an entity organized under the laws of the Cayman Islands (“Guarantor”). Certain initially capitalized terms used herein are defined in Article 12 of the Stock Purchase Agreement (defined in Recital A).
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • May 14th, 2002 • Vesta Insurance Group Inc • Fire, marine & casualty insurance • Alabama
THIS SECOND AMENDMENT TO CREDIT AGREEMENT (this "Amendment") refers to that certain Credit Agreement dated as of March 3, 2000, as amended and restated by that certain Amended and Restated Credit Agreement dated as of May 1, 2001, as modified and supplemented by that certain Waiver dated November 14, 2001, and that certain Waiver dated February 20, 2002 (collectively, the "Credit Agreement"), by and between VESTA INSURANCE GROUP, INC., a Delaware corporation (referred to herein as "Vesta" or the "Borrower"), and FIRST COMMERCIAL BANK, an Alabama banking corporation (the "Lender"). All capitalized terms used herein without definition shall have the same meanings herein as such terms have in the Credit Agreement.
RECITALSConvertible Preferred Stock Purchase Agreement • July 2nd, 1999 • Vesta Insurance Group Inc • Fire, marine & casualty insurance • Alabama
CREDIT AGREEMENT by and among As Borrowers: VESTA INSURANCE GROUP, INC. As Lender and Secured Party: FIRST COMMERCIAL BANK $30,000,000 Revolving Credit Facility Dated as of February 1, 2003Credit Agreement • March 31st, 2003 • Vesta Insurance Group Inc • Fire, marine & casualty insurance • Alabama
THIS CREDIT AGREEMENT, dated as of the 1st day of February, 2003 (this “Agreement”), is made by and between VESTA INSURANCE GROUP, INC., a Delaware corporation with its principal offices in Birmingham, Alabama (the “Borrower”) and FIRST COMMERCIAL BANK, an Alabama banking corporation (the “Lender”).
Net Quota Share Reinsurance Contract Effective: July 1, 2005 issued to VESTA FIRE INSURANCE CORPORATION SHELBY INSURANCE COMPANY THE HAWAIIAN INSURANCE AND GUARANTY COMPANY, LTD. FLORIDA SELECT INSURANCE COMPANY SHELBY CASUALTY INSURANCE COMPANY VESTA...Reinsurance Contract • May 25th, 2006 • Vesta Insurance Group Inc • Fire, marine & casualty insurance • Illinois
VOLUNTARY RESIGNATION AND RELEASE AGREEMENT Between Hopson B. Nance and Vesta Insurance Group, Inc.Voluntary Resignation and Release Agreement • May 25th, 2006 • Vesta Insurance Group Inc • Fire, marine & casualty insurance
This Voluntary Resignation and Release Agreement (“this Agreement”) between Hopson B. Nance (“Nance”), his agents, attorneys, heirs, executors, administrators, and assigns (collectively referenced “Nance and his agents and assigns”), and Vesta Insurance Group, Inc. (“Company”), and its every parent, affiliate, and subsidiary, as well as each of the foregoing’s officers, agents, directors, attorneys, employees, servants, successors and assigns (collectively referenced “Vesta”) controls the terms of the voluntary resignation of Nance as the Chief Financial Officer of the Company, the termination of the Employment Agreement between Nance and the Company dated February 23, 2003 (“Employment Agreement”), and the parties’ respective rights and obligations after the execution of this Agreement.
