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Exhibit 6
THE XXX AND XXXXXX X. XXXXX FAMILY FOUNDATION
May 23, 1997
Continental Casualty Company
XXX Xxxxx
Xxxxxxx, Xxxxxxxx 00000
Ladies and Gentlemen:
This letter is being issued in connection with that certain Voting
Agreement, dated December 19, 1996 (the "Voting Agreement"), among Continental
Casualty Company ("CCC"), Equity Capsure Limited Partnership ("Major
Stockholder"), Xxxxx X. Xxxxxxxxx, and Xxx X. Xxxxxxxx. Major Stockholder has
transferred and distributed, on behalf of one of its limited partners, an
aggregate of 486,760 shares of Capsure Holdings Corp. common stock to the Xxx
and Xxxxxx X. Xxxxx Family Foundation (the "Foundation"). In accordance with
Section 1 of the Voting Agreement, the Foundation hereby agrees to be bound by
the terms and conditions of the Voting Agreement as if it was a party to, and
had executed, the Voting Agreement and hereby makes the representations and
warranties set forth in Section 3 thereof. The Foundation further agrees to
grant an irrevocable proxy to CCC in the form attached hereto as Exhibit A and
is delivering such irrevocable proxy to CCC together with this letter.
THE XXX AND XXXXXX X. XXXXX FAMILY
FOUNDATION
By: Xxxx Xxxxxx
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Its: Vice President
AGREED AND ACCEPTED
as of this 23rd day of May, 1997
CONTINENTAL CASUALTY
COMPANY
By:
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Its:
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