Page ---- Section 7. Representations and Warranties...................... 37 7.01 Corporate Existence.................................. 37 7.02 Financial Condition.................................. 37 7.03...Credit Agreement • June 19th, 1997 • Allmerica Financial Corp • Fire, marine & casualty insurance • New York
INDENTUREIndenture • February 5th, 1997 • Allmerica Financial Corp • Fire, marine & casualty insurance • New York
October 10, 2003Separation Agreement • November 14th, 2003 • Allmerica Financial Corp • Fire, marine & casualty insurance • Massachusetts
PURCHASE AGREEMENT ------------------ January 29, 1997 MERRILL LYNCH & CO. Merrill Lynch, Pierce, Fenner & Smith Incorporated Morgan Stanley & Co. Incorporated c/o Merrill Lynch & Co. Merrill Lynch, Pierce, Fenner & Smith Incorporated World Financial...Purchase Agreement • February 5th, 1997 • Allmerica Financial Corp • Fire, marine & casualty insurance • New York
EXHIBIT 10.34 ALLMERICA FINANCIAL CORPORATION RESTRICTED STOCK AGREEMENT This Restricted Stock Agreement (the "Agreement") is made as of this 26th day of May, 1998, by and between ALLMERICA FINANCIAL CORPORATION, a Delaware corporation (the...Restricted Stock Agreement • March 29th, 1999 • Allmerica Financial Corp • Fire, marine & casualty insurance • Delaware
CROSS-REFERENCE TABLEIndenture • April 8th, 2016 • Hanover Insurance Group, Inc. • Fire, marine & casualty insurance • New York
INDENTURE, dated as of April 8, 2016, between The Hanover Insurance Group, Inc., a Delaware corporation (herein called the “Company”), having its principal executive offices at 440 Lincoln Street, Worcester, Massachusetts, and U.S. Bank National Association, as trustee (herein called the “Trustee”).
Exhibit 10.49 Employment Agreement AGREEMENT (the "Employment Agreement" or this "Agreement") dated as of the 1st day of November, 2002, between First Allmerica Financial Life Insurance Company, a corporation having its principal office at 440 Lincoln...Employment Agreement • March 27th, 2003 • Allmerica Financial Corp • Fire, marine & casualty insurance • Massachusetts
W I T N E S S E T H:Credit Agreement • August 14th, 2002 • Allmerica Financial Corp • Fire, marine & casualty insurance
DECLARATION OF TRUST OF AFC CAPITAL TRUST IDeclaration of Trust • June 16th, 1997 • Allmerica Financial Corp • Fire, marine & casualty insurance
AMENDMENT AND RESTATEMENT dated as of May 28, 1999364-Day Credit Agreement • August 13th, 1999 • Allmerica Financial Corp • Fire, marine & casualty insurance • New York
EXHIBIT 99.3 Allmerica Financial Corporation 440 Lincoln Street Worcester, Massachusetts 01653 EXCHANGE AGENT AGREEMENTExchange Agent Agreement • June 16th, 1997 • Allmerica Financial Corp • Fire, marine & casualty insurance • New York
THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement") is made and entered --------- into as of February 3, 1997 among ALLMERICA FINANCIAL CORPORATION, a Delaware corporation (the "Company"), AFC CAPITAL TRUST I, a business trust formed under -------...Registration Rights Agreement • February 5th, 1997 • Allmerica Financial Corp • Fire, marine & casualty insurance • New York
The Hanover Insurance Group, Inc. $300,000,000 2.500% Notes Due 2030 Underwriting AgreementUnderwriting Agreement • August 24th, 2020 • Hanover Insurance Group, Inc. • Fire, marine & casualty insurance • New York
The Hanover Insurance Group, Inc., a Delaware 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”), for whom you (the “Representatives”) are acting as representatives, an aggregate of $300,000,000 principal amount of the 2.500% Notes due 2030 of the Company, specified above (the “Securities”).
Index Debt Applicable Category Ratings Margin 1 greater than or equal to A2 / A 0.30% 2 A3 / A- 0.35% 3 less than or equal to Baa1 / BBB + 0.50%Credit Agreement • August 14th, 2001 • Allmerica Financial Corp • Fire, marine & casualty insurance
EXHIBIT 4 SERIES A CAPITAL SECURITIES GUARANTEE AGREEMENT Allmerica Financial Corporation Dated as of February 3, 1997 TABLE OF CONTENTS -----------------Capital Securities Guarantee Agreement • February 5th, 1997 • Allmerica Financial Corp • Fire, marine & casualty insurance • New York
CREDIT AGREEMENT dated as of November 12, 2013 among THE HANOVER INSURANCE GROUP, INC. The Lenders Party Hereto JPMORGAN CHASE BANK, N.A. as Administrative Agent LLOYDS BANK PLC and WELLS FARGO BANK, NATIONAL ASSOCIATION as Co-Syndication Agents and...Credit Agreement • November 18th, 2013 • Hanover Insurance Group, Inc. • Fire, marine & casualty insurance • New York
CREDIT AGREEMENT (this “Agreement”) dated as of November 12, 2013 among THE HANOVER INSURANCE GROUP, INC., the LENDERS from time to time party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, LLOYDS BANK PLC and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Co-Syndication Agents and BRANCH BANKING & TRUST COMPANY and BARCLAYS BANK PLC, as Co-Documentation Agents.
Exhibit 10.51 Employment Agreement AGREEMENT (the "Employment Agreement" or this "Agreement") dated as of the 1st day of November, 2002, between First Allmerica Financial Life Insurance Company, a corporation having its principal office at 440 Lincoln...Employment Agreement • March 27th, 2003 • Allmerica Financial Corp • Fire, marine & casualty insurance • Massachusetts
andRights Agreement • December 17th, 1997 • Allmerica Financial Corp • Fire, marine & casualty insurance • Delaware
EXHIBIT 5 COMMON SECURITIES GUARANTEE AGREEMENT Allmerica Financial Corporation Dated as of February 3, 1997Common Securities Guarantee Agreement • February 5th, 1997 • Allmerica Financial Corp • Fire, marine & casualty insurance • New York
EXHIBIT 1 AGREEMENT AND PLAN OF MERGERMerger Agreement • February 20th, 1997 • Allmerica Financial Corp • Fire, marine & casualty insurance • Delaware
Exhibit 10.42 AMENDED AND RESTATED PUT OPTION AGREEMENT Amended and Restated Put Option Agreement ("Agreement") effective as of September 30, 2001, between Old Fort Insurance Company, Ltd., a Bermuda company ("Old Fort") and Allmerica Financial...Put Option Agreement • August 14th, 2002 • Allmerica Financial Corp • Fire, marine & casualty insurance
September 25, 1997Severance Agreement • March 27th, 1998 • Allmerica Financial Corp • Fire, marine & casualty insurance
Exhibit 10.48 Employment Agreement AGREEMENT (the "Employment Agreement" or this "Agreement") dated as of the 1st day of November, 2002, between First Allmerica Financial Life Insurance Company, a corporation having its principal office at 440 Lincoln...Employment Agreement • March 27th, 2003 • Allmerica Financial Corp • Fire, marine & casualty insurance • Massachusetts
EXHIBIT 10.21 NON-SOLICITATION AGREEMENT This Agreement is made this day of , 1996, between ALLMERICA FINANCIAL CORPORATION, a Delaware corporation (hereinafter referred to collectively with its subsidiaries, as the "Company"), and (the "Employee")....Non-Solicitation Agreement • March 24th, 1997 • Allmerica Financial Corp • Fire, marine & casualty insurance • Massachusetts
Exhibit 4.7 SERIES B CAPITAL SECURITIES GUARANTEE AGREEMENT Allmerica Financial Corporation Dated as of ___________, 1997Series B Capital Securities Guarantee Agreement • June 16th, 1997 • Allmerica Financial Corp • Fire, marine & casualty insurance • New York
Exhibit 10.27 DEFERRAL AGREEMENT ------------------ This Deferral Agreement is entered into this 4th day of April, 1997, and is between JOHN F. O'BRIEN (hereinafter referred to as "JOB") and ALLMERICA FINANCIAL CORPORATION, Worcester, Massachusetts...Deferral Agreement • March 27th, 1998 • Allmerica Financial Corp • Fire, marine & casualty insurance
FLEET NATIONAL BANK, as Co-Agent CHASE SECURITIES INC., as ArrangerCredit Agreement • August 14th, 1998 • Allmerica Financial Corp • Fire, marine & casualty insurance • New York
CROSS-REFERENCE TABLEIndenture • January 21st, 2010 • Hanover Insurance Group, Inc. • Fire, marine & casualty insurance • New York
INDENTURE, dated as of January 21, 2010, between The Hanover Insurance Group, Inc., a Delaware corporation (herein called the “Company”), having its principal executive offices at 440 Lincoln Street, Worcester, Massachusetts, and U.S. Bank National Association, a national banking association, as trustee (herein called the “Trustee”).
NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • May 3rd, 2023 • Hanover Insurance Group, Inc. • Fire, marine & casualty insurance
This Non-Qualified Stock Option Agreement (the “Agreement”) is effective as of <GRANT DATE> (the “Grant Date”), by and between The Hanover Insurance Group, Inc., a Delaware corporation (the “Company”), and <PARTICIPANT NAME> (“Participant” or “you”). Capitalized terms used without definition herein shall have the meanings set forth in The Hanover Insurance Group 2022 Long-Term Incentive Plan (as it may be amended from time to time, the “Plan”).
STOP LOSS REINSURANCE AGREEMENTStop Loss Reinsurance Agreement • August 14th, 2002 • Allmerica Financial Corp • Fire, marine & casualty insurance
PERFORMANCE-BASED RESTRICTED STOCK UNIT AGREEMENTPerformance-Based Restricted Stock Unit Agreement • May 3rd, 2023 • Hanover Insurance Group, Inc. • Fire, marine & casualty insurance
This Performance-Based Restricted Stock Unit Agreement (the “Agreement”) is effective as of <GRANT DATE> (the “Grant Date”) by and between The Hanover Insurance Group, Inc., a Delaware corporation (the “Company”), and <PARTICIPANT NAME> (“Participant” or “you”). Capitalized terms used without definition herein shall have the meanings set forth in The Hanover Insurance Group 2022 Long-Term Incentive Plan (as it may be amended from time to time, the “Plan”).
AMENDED AND RESTATED GUARANTY dated as of October 27, 2017 among THE HANOVER INSURANCE GROUP, INC. and LLOYDS BANK PLC, as Facility Agent and Security AgentGuaranty • November 2nd, 2017 • Hanover Insurance Group, Inc. • Fire, marine & casualty insurance • New York
This Amended and Restated Guaranty Agreement (as may be further amended, restated, supplemented or otherwise modified from time to time, this "Agreement") dated as of October 27, 2017 by THE HANOVER INSURANCE GROUP, INC., a Delaware Corporation (the "Guarantor"), LLOYDS BANK PLC, as Facility Agent for itself and on behalf of the Finance Parties (the "Facility Agent") and LLOYDS BANK PLC, as Security Agent on behalf of the Guaranteed Finance Parties (the "Security Agent").
THE HANOVER INSURANCE GROUP, INC. NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • February 26th, 2013 • Hanover Insurance Group, Inc. • Fire, marine & casualty insurance • Delaware
This Non-Qualified Stock Option Agreement (the “Agreement”) is effective as of <GRANT DATE> (the “Grant Date”), by and between The Hanover Insurance Group, Inc., a Delaware corporation (the “Company”), and <PARTICIPANT NAME> (the “Participant” or “you”). Capitalized terms used without definition herein shall have the meanings set forth in The Hanover Insurance Group, Inc. 2006 Long-Term Incentive Plan (the “Plan”).
------------------------------------------------------------------------------- SCHEDULE 14C INFORMATION STATEMENT INFORMATION STATEMENT PURSUANT TO SECTION 14(C) OF THE SECURITIES EXCHANGE ACT OF 1934 ---------------- Filed by the Registrant [X]...Information Statement • June 16th, 1997 • Allmerica Financial Corp • Fire, marine & casualty insurance • Delaware
(Continued from the previous page) consideration in all cash, such holder will receive, for each share of APY Common Stock, $33.00 in cash, without interest (the "Cash Consideration"); provided, however, that (1) in the event the Average Stock Price is less than $36.00, the Cash Consideration shall be equal to $32.00 and (2) in the event the Average Stock Price is more than $41.00, the Cash Consideration shall be equal to $34.00. The consideration to be received by an APY Public Stockholder (as defined below) in connection with the Merger, whether in the form of Standard Consideration, Stock Consideration or Cash Consideration, shall be referred to herein as the "Merger Consideration." The value of the per share Merger Consideration may vary depending on, among other things, whether such holder receives Standard Consideration or elects to receive Stock Consideration or Cash Consideration. See "The Merger Transactions--The Merger Agreement--APY Merger Consideration." If an APY stockhold
RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • May 3rd, 2023 • Hanover Insurance Group, Inc. • Fire, marine & casualty insurance
This Restricted Stock Unit Agreement (the “Agreement”) is effective as of <GRANT DATE> (the “Grant Date”) by and between The Hanover Insurance Group, Inc., a Delaware corporation (the “Company”), and <PARTICIPANT NAME> (“Participant” or “you”). Capitalized terms used without definition herein shall have the meanings set forth in The Hanover Insurance Group 2022 Long-Term Incentive Plan (as it may be amended from time to time, the “Plan”).
