Exhibit 10.11 EMPLOYMENT AGREEMENT AGREEMENT, dated as of March 14, 2000 by and between Financial Security Assurance Holdings Ltd., a New York corporation ("Company"), and Roger K. Taylor ("Employee"). WHEREAS, Dexia S.A. ("Dexia") and Company are...Employment Agreement • March 28th, 2001 • Financial Security Assurance Holdings LTD/Ny/ • Insurance carriers, nec • New York
FINANCIAL SECURITY ASSURANCE HOLDINGS LTD. 6.950% Senior Quarterly Income Debt Securities Due 2098 Underwriting AgreementUnderwriting Agreement • November 12th, 1998 • Financial Security Assurance Holdings LTD/Ny/ • Insurance carriers, nec • New York
FIRST SUPPLEMENTAL INDENTURE dated as of November 13, 1998, between FINANCIAL SECURITY ASSURANCE HOLDINGS LTD., a New York corporation (the "Company"), and FIRST UNION NATIONAL BANK, a national banking association, as trustee (the "Trustee"). WHEREAS...Supplemental Indenture • November 12th, 1998 • Financial Security Assurance Holdings LTD/Ny/ • Insurance carriers, nec • New York
Exhibit 1 FINANCIAL SECURITY ASSURANCE HOLDINGS LTD. 500,000 Shares of Common Stock, Par Value $.01 Per Share PURCHASE AGREEMENT ------------------Purchase Agreement • December 28th, 1999 • Financial Security Assurance Holdings LTD/Ny/ • Insurance carriers, nec • New York
CONFORMED COPY FINANCIAL SECURITY ASSURANCE HOLDINGS LTD. 6 7/8% Quarterly Interest Bond Securities Due 2101 UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • December 18th, 2001 • Financial Security Assurance Holdings LTD/Ny/ • Insurance carriers, nec • New York
EXHIBIT 10.1 AMENDED AND RESTATED EMPLOYMENT AGREEMENT AMENDED AND RESTATED EMPLOYMENT AGREEMENT, dated as of September 6, 2001, by and between Financial Security Assurance Holdings Ltd., a New York corporation ("Company"), and Roger K. Taylor...Employment Agreement • November 13th, 2001 • Financial Security Assurance Holdings LTD/Ny/ • Insurance carriers, nec • New York
betweenTrust Indenture • September 19th, 1997 • Financial Security Assurance Holdings LTD/Ny/ • Insurance carriers, nec • New York
CREDIT AGREEMENTCredit Agreement • November 10th, 1998 • Financial Security Assurance Holdings LTD/Ny/ • Insurance carriers, nec • New York
EXECUTION REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 24th, 2000 • Financial Security Assurance Holdings LTD/Ny/ • Insurance carriers, nec • New York
by and amongMerger Agreement • March 14th, 2000 • Financial Security Assurance Holdings LTD/Ny/ • Insurance carriers, nec • New York
FINANCIAL SECURITY ASSURANCE HOLDINGS LTD.Indenture • November 28th, 2006 • Financial Security Assurance Holdings LTD • Insurance carriers, nec • New York
INDENTURE, dated as of November 22, 2006, between FINANCIAL SECURITY ASSURANCE HOLDINGS LTD., a New York corporation (herein called the “Company”), having its principal office at 31 West 52nd Street, New York, NY 10019, and THE BANK OF NEW YORK, a New York banking corporation, as trustee hereunder (herein called the “Trustee”).
Exhibit 4.2 SUBORDINATED INDENTURESubordinated Indenture • March 10th, 1999 • Financial Security Assurance Holdings LTD/Ny/ • Insurance carriers, nec • New York
ANDPurchase Contract Agreement • May 5th, 1999 • Financial Security Assurance Holdings LTD/Ny/ • Insurance carriers, nec • New York
and EXEL LIMITEDRegistration Rights Agreement • March 25th, 1999 • Financial Security Assurance Holdings LTD/Ny/ • Insurance carriers, nec • New York
TRUST INDENTURE betweenTrust Indenture • August 22nd, 1997 • Financial Security Assurance Holdings LTD/Ny/ • Insurance carriers, nec • New York
FINANCIAL SECURITY ASSURANCE HOLDINGS LTD. 6.25% Notes Due November 1, 2102 Underwriting AgreementUnderwriting Agreement • November 25th, 2002 • Financial Security Assurance Holdings LTD/Ny/ • Insurance carriers, nec • New York
Financial Security Assurance Holdings Ltd., a New York corporation (the "Company"), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the "Underwriters") an aggregate of $75,000,000 principal amount of the 6.25% Notes due November 1, 2102 (the "Securities").
Exhibit 4.1 AMENDED AND RESTATED TRUST INDENTURETrust Indenture • March 10th, 1999 • Financial Security Assurance Holdings LTD/Ny/ • Insurance carriers, nec • New York
FINANCIAL SECURITY ASSURANCE HOLDINGS LTD. AGREEMENT EVIDENCING AN AWARD OF DEXIA RESTRICTED STOCKDexia Restricted Stock Award Agreement • March 20th, 2008 • Financial Security Assurance Holdings LTD • Insurance carriers, nec • New York
We are pleased to notify you that by the determination of the Human Resources Committee (the "Committee") of the Board of Directors of Financial Security Assurance Holdings Ltd. (together with any successor thereto, the "Company") (Number of Shares) ( ) shares of Dexia Restricted Stock have been awarded to you under the Financial Security Assurance Holdings Ltd. 2004 Equity Participation Plan (as amended from time to time, the "Plan"). Unless otherwise defined herein, all capitalized terms contained herein shall have the definitions that are ascribed to them in the Plan.
Exhibit 4.02 SUBORDINATED INDENTURESubordinated Indenture • August 22nd, 1997 • Financial Security Assurance Holdings LTD/Ny/ • Insurance carriers, nec • New York
AMENDED EMPLOYMENT AGREEMENTEmployment Agreement • February 15th, 2008 • Financial Security Assurance Holdings LTD • Insurance carriers, nec • New York
AMENDED AGREEMENT, effective as of February 14, 2008, by and between Financial Security Assurance Holdings Ltd., a New York corporation (“Company”), and Sean W. McCarthy (“Employee”).
PUT OPTION AGREEMENTPut Option Agreement • August 13th, 2003 • Financial Security Assurance Holdings LTD/Ny/ • Insurance carriers, nec
This Put Option Agreement, dated as of June 23, 2003 (this “Agreement”), is by and between Financial Security Assurance Inc., a New York domestic stock insurance corporation (“FSA”), and Sutton Capital Trust I (the “Trust”), a Delaware statutory trust.
FINANCIAL SECURITY ASSURANCE HOLDINGS LTD. AGREEMENT EVIDENCING AN AWARD OF PERFORMANCE SHARESPerformance Share Agreement • February 15th, 2008 • Financial Security Assurance Holdings LTD • Insurance carriers, nec • New York
We are pleased to notify you that by the determination of the Human Resources Committee (the “Committee”) of the Board of Directors of Financial Security Assurance Holdings Ltd. (together with any successor thereto, the “Company”) an award of (Number of Shares) ( ) Performance Shares has been granted to you under the Financial Security Assurance Holdings Ltd. 2004 Equity Participation Plan (as amended from time to time, the “Plan”). Unless otherwise defined herein, all capitalized terms contained herein shall have the definitions that are ascribed to them in the Plan.
EMPLOYMENT AGREEMENTEmployment Agreement • November 12th, 2004 • Financial Security Assurance Holdings LTD/Ny/ • Insurance carriers, nec • New York
AGREEMENT, dated as of July 5, 2004 by and between Financial Security Assurance Holdings Ltd., a New York corporation ("Company"), and Sean W. McCarthy ("Employee").
TEXT OMITTED AND SUBMITTED SEPARATELY PURSUANT TO CONFIDENTIAL TREATMENT REQUEST UNDER 17 C.F.R. SECTION 200.80(B)(4)Revolving Credit Agreement • March 19th, 2009 • Financial Security Assurance Holdings LTD • Insurance carriers, nec • New York
SECOND REVOLVING CREDIT AGREEMENT dated as of February 20, 2009 between FSA Asset Management LLC, a Delaware limited liability company (with its successors, the “Company”); and Dexia Crédit Local, a French share Company licensed as a bank under French law, acting through its head office located at 1, Passerelle des Reflets, Tour Dexia La Défense 2, 92913 La Défense Cedex, France (with its successors, the “Bank”).
Exhibit 10.9(B) SHARE PURCHASE PROGRAM AGREEMENT SHARE PURCHASE PROGRAM AGREEMENT dated as of December 15, 2000, among DEXIA PUBLIC FINANCE BANK, a French corporation ("DPFB"), DEXIA HOLDINGS, INC., a Delaware corporation ("DHI"), and FINANCIAL...Share Purchase Program Agreement • March 28th, 2001 • Financial Security Assurance Holdings LTD/Ny/ • Insurance carriers, nec • New York
AMENDMENT NO. 7 TO THE CREDIT AGREEMENTCredit Agreement • May 13th, 2005 • Financial Security Assurance Holdings LTD/Ny/ • Insurance carriers, nec • New York
AMENDMENT NO. 7 TO THE CREDIT AGREEMENT (this “Amendment”), dated as of April 22, 2005, among Financial Security Assurance Inc. (“FSA”), the additional borrowers party hereto (together with FSA, the “Borrowers”), various banks (the “Banks”), JPMorgan Chase Bank, N.A. (the “New Bank”) and The Bank of New York, as agent (the “Agent”). All capitalized terms defined in the hereinafter defined Credit Agreement shall have the same meaning when used herein unless otherwise defined herein.
ContractReplacement Capital Covenant • November 28th, 2006 • Financial Security Assurance Holdings LTD • Insurance carriers, nec
REPLACEMENT CAPITAL COVENANT, dated as of November 22, 2006 (this “Replacement Capital Covenant”), by FINANCIAL SECURITY ASSURANCE HOLDINGS LTD., a New York corporation (together with its successors and assigns, the “Corporation”), in favor of and for the benefit of each Covered Debtholder (as defined below).
AMENDMENT dated as of February 14, 2007 to AGREEMENTS EVIDENCING AWARDS OF DEXIA RESTRICTED STOCK to ROBERT P. COCHRAN.Amendment to Awards of Dexia Restricted Stock • April 2nd, 2007 • Financial Security Assurance Holdings LTD • Insurance carriers, nec • New York
WHEREAS, Robert P. Cochran has been awarded shares of Dexia Restricted Stock under the Financial Security Assurance Holdings Ltd. (the “Company”) 2004 Equity Participation Plan in 2005 and 2006 (the “2005/2006 Awards”);
AMENDMENT NO. 6 TO THE CREDIT AGREEMENTCredit Agreement • August 13th, 2004 • Financial Security Assurance Holdings LTD/Ny/ • Insurance carriers, nec • New York
AMENDMENT NO. 6 TO THE CREDIT AGREEMENT (this “Amendment”), dated as of April 23, 2004, among Financial Security Assurance Inc. (“FSA”), the additional borrowers party hereto (together with FSA, the “Borrowers”), various banks (the “Banks”), US Bank, N.A. (the “New Bank”) and The Bank of New York, as agent (the “Agent”). All capitalized terms defined in the hereinafter defined Credit Agreement shall have the same meaning when used herein unless otherwise defined herein.
CAPITAL COMMITMENT AGREEMENT entered into as of November 13, 2008 by and among Dexia Holdings Inc. Financial Security Assurance Holdings Ltd.Capital Commitment Agreement • November 17th, 2008 • Financial Security Assurance Holdings LTD • Insurance carriers, nec • New York
This CAPITAL COMMITMENT AGREEMENT (the “Agreement”) is entered into as of November 13, 2008 (the “Commitment Effective Date”), by and among Dexia Holdings Inc. (“DHI”), Financial Security Assurance Holdings Ltd. (“FSAH”) and FSA Asset Management LLC (“FSAM”). DHI, FSAH and FSAM are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
Junior Subordinated Debentures PURCHASE AGREEMENTPurchase Agreement • November 28th, 2006 • Financial Security Assurance Holdings LTD • Insurance carriers, nec • New York
November 2, 1999 Exhibit 3 XL Capital Ltd Cumberland House One Victoria Street Hamilton, Bermuda Attn: Mr. Robert Lusardi, Chief Financial Officer Re: Sale of U.S.$25,000,000 of Common Stock of Financial Security Assurance Holdings Ltd. Ladies and...Stock Purchase Agreement • November 24th, 1999 • Financial Security Assurance Holdings LTD/Ny/ • Insurance carriers, nec • New York
SHARE PURCHASE PROGRAM AGREEMENTShare Purchase Program Agreement • February 15th, 2008 • Financial Security Assurance Holdings LTD • Insurance carriers, nec • New York
SHARE PURCHASE PROGRAM AGREEMENT dated as of December 15, 2000, and amended as of February 14, 2008, among DEXIA CREDIT LOCAL (successor to DEXIA PUBLIC FINANCE BANK), a French corporation (“DCL”), DEXIA HOLDINGS, INC., a Delaware corporation (“DHI”), and FINANCIAL SECURITY ASSURANCE HOLDINGS LTD., a New York corporation (“FSA”).
October 29, 1999 Exhibit 1 White Mountains Insurance Group Ltd Clarendon House 2 Church Street Hamilton, Bermuda Attn: Mr. K. Thomas Kemp, President and Chief Executive Officer Re: Sale of U.S.$50,000,000 of Common Stock of Financial Security...Stock Purchase Agreement • November 24th, 1999 • Financial Security Assurance Holdings LTD/Ny/ • Insurance carriers, nec • New York
FINANCIAL SECURITY ASSURANCE HOLDINGS LTD. AGREEMENT EVIDENCING AN AWARD OF DEXIA RESTRICTED STOCKDexia Restricted Stock Award Agreement • April 2nd, 2007 • Financial Security Assurance Holdings LTD • Insurance carriers, nec • New York
We are pleased to notify you that by the determination of the Human Resources Committee (the “Committee”) of the Board of Directors of Financial Security Assurance Holdings Ltd. (together with any successor thereto, the “Company”) (Number of Shares) ( ) shares of Dexia Restricted Stock have been awarded to you under the Financial Security Assurance Holdings Ltd. 2004 Equity Participation Plan (as amended from time to time, the “Plan”). Unless otherwise defined herein, all capitalized terms contained herein shall have the definitions that are ascribed to them in the Plan.
