Exhibit 10.2
June 17, 1999
Selective Insurance Company of America
Selective Insurance Group, Inc.
00 Xxxxxxx Xxxxxx
Xxxxxxxxxxx, XX 00000-0000
RE: Loan Facility
Ladies and Gentlemen:
State Street Bank and Trust Company (the "Bank") has made
available to Selective Insurance Company of America, a
corporation organized under the laws of New Jersey (the
"Company") and Selective Insurance Group, Inc., a
corporation organized under the laws of new Jersey (the
"Parent")(collectively, the Company and the Parent are
hereinafter referred to as the "Borrower") an aggregate
$25,000,000 revolving line of credit (as increased, the
"Line of Credit") as described in a letter agreement dated
March 3, 1997 (as amended, the "Letter Agreement"). All
obligations of the Borrower arising under the Line of Credit
are evidenced by promissory note in the original principal
amount of $25,000,000 dated March 3, 1997 made by the
Borrower to the order of the Bank (as amended, the "Note").
The Borrower has requested, and the Bank has agreed pursuant
to the terms hereof, to increase the line of credit, to
extend the Revolving Maturity Date as defined in the Letter
Agreement, and to make such other changes to the Letter
Agreement as set forth herein. Therefore, for good and
valuable consideration, the receipt of which is hereby
acknowledged, the Borrower and the Bank hereby agree as
follows:
Amendments of Letter Agreement
Paragraph 1 of the Letter Agreement is hereby amended by
deleting the following therefrom: "June 30, 1999" and
substituting the following therefore: "June 30, 2000".
All references to "Revolving Maturity Date" in the
Letter Agreement or any related document shall be
deemed to refer to June 30, 2000.
The Letter Agreement is hereby amended by deleting the
following wherever it may appear "$25,000,000" and
substituting, in each instance, the following therefor:
"$40,000,000".
Selective Insurance Company of America
Selective Insurance Group, Inc.
June 17, 1999
Page 2
Paragraph 4 of the Letter Agreement is hereby amended by
deleting the following therefrom: "Adjusted Libor Rate
plus 28 basis points" and substituting the following
therefor: "Adjusted Libor Rate plus 40 basis points".
Amendments to Note
The Note is hereby amended by deleting the following
therefrom: "$25,000,000" and "Twenty Five Million Dollars
($25,000,000)" and substituting the following, respectively,
therefor: "$40,000,000" and "Forty Million Dollars
($40,000,000)".
Miscellaneous
As amended hereby, all terms and conditions of the Letter
Agreement and Note remain in full force and effect and
are ratified and affirmed as of the date hereof and
extended to give effect to the terms hereof.
The Borrower represents to the Bank that no default or Event
of Default has occurred under the Letter Agreement or
Note, and further that if the proceeds of any Revolving
Loan are utilized to finance the purchase of the stock
of the Parent, such use will be in compliance with
Regulations U and X of the Board of Governors of the
Federal Reserve System.
This letter agreement shall constitute an agreement executed
under seal to be governed by the laws of The
commonwealth of Massachusetts.
Sincerely,
STATE STREET BANK AND
TRUST COMPANY
By: /s/ Xxxxxx X. Xxxxxxxx
----------------------
Title: Vice President
Selective Insurance Company of America
Selective Insurance Group, Inc.
June 17, 1999
Page 3
Acknowledged and accepted:
SELECTIVE INSURANCE COMPANY OF AMERICA
By: /s/ Xxxxx X. Xxxxxxxx
----------------------
Title: SVP & CFO
By: /s/ Xxxxxx X. Xxxx
----------------------
Title: SVP & CIO
SELECTIVE INSURANCE GROUP, INC.
By: /s/ Xxxxx X. Xxxxxxxx
----------------------
Title: SVP & CFO
By: /s/ Xxxxxx X. Xxxx
----------------------
Title: SVP & CIO
