0000912057-01-505785 Sample Contracts

ENDORSEMENT NO. 10 Attached to and made a part of AGREEMENT OF REINSURANCE NO. 7448 between GENERAL REINSURANCE CORPORATION and PAULA INSURANCE COMPANY AGRI- COMP INSURANCE COMPANY
Reinsurance Agreement • March 30th, 2001 • Paula Financial • Fire, marine & casualty insurance

IT IS MUTUALLY AGREED that, as respects new and renewal policies of the Company becoming effective at and after 12:01 a.m., October 1, 1998, this Agreement is amended as follows:

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FIRST AMENDMENT TO CREDIT AGREEMENT AND WAIVER
Credit Agreement • March 30th, 2001 • Paula Financial • Fire, marine & casualty insurance

THIS FIRST AMENDMENT TO CREDIT AGREEMENT AND WAIVER (the "Amendment") is made and dated as of the 30th day of January, 2001 by and among PAULA FINANCIAL, a California corporation (the "Borrower"), and SANWA BANK CALIFORNIA, a California banking corporation (the "Lender").

AMENDMENT NO. 3 TO AGENCY AGREEMENT
Agency Agreement • March 30th, 2001 • Paula Financial • Fire, marine & casualty insurance

This Agreement No. 3 to Agency Agreement (this "Agreement") is entered into as of the 30th day of November 2000 with reference to that certain Agency Agreement between PAULA Insurance Company and Pan American Underwriters, Inc. dated as of March 1, 1992, as amended (the "Agreement"). All capitalized terms used herein without definition shall have the meaning ascribed to them in the Agreement.

AMENDMENT NO. 3 TO AGENCY AGREEMENT
Agency Agreement • March 30th, 2001 • Paula Financial • Fire, marine & casualty insurance

This Amendment No. 3 to Agency Agreement (this "Amendment") is entered into as of the 30th day of November 2000 with reference to that certain Agency Agreement between PAULA Insurance Company and Pan American Underwriters Insurance Agents & Brokers, Inc. dated as of March 1, 1992, as amended (the "Agreement"). All capitalized terms used herein without definition shall have the meaning ascribed to them in the Agreement.

STORAGE SPACE LEASE (With Master Lease)
Storage Space Lease • March 30th, 2001 • Paula Financial • Fire, marine & casualty insurance

This STORAGE SPACE LEASE (the "Lease") is made as of October 1, 2000, by and between LACERA GATEWAY PROPERTY, INC., a California corporation ("Landlord"), and PAULA INSURANCE COMPANY ("Tenant"), in connection with that certain Office Building Lease dated as of January 1, 1989, as amended (Collectively the Lease), by and between Landlord and Tenant pursuant to which Tenant leases certain office space (the "Premises") from Landlord in that certain office building (the "Building") known as Gateway Plaza located at 300 North Lake Avenue, Pasadena, California. Tenant desires to lease storage space (the "Storage Space") in the Building, and Landlord desires to lease same to Tenant, on the terms and subject to the conditions set forth herein.

GENERAL RE - NEW ENGLAND ASSET MANAGEMENT Investment Management Agreement
Investment Management Agreement • March 30th, 2001 • Paula Financial • Fire, marine & casualty insurance • Connecticut
LEASE TERMINATION AGREEMENT AND NINTH AMENDMENT TO OFFICE LEASE
Lease Termination Agreement and Ninth Amendment to Office Lease • March 30th, 2001 • Paula Financial • Fire, marine & casualty insurance • California

THIS LEASE TERMINATION AGREEMENT AND NINTH AMENDMENT TO OFFICE LEASE dated as of October , 2000 (this "Agreement"), is entered into by and between LACERA GATEWAY PROPERTY, INC., a California corporation ("Landlord"), and PAULA INSURANCE COMPANY, a California corporation ("Tenant"), with reference to the following facts and understandings:

AMENDMENT NO. 4 TO AGENCY AGREEMENT
Agency Agreement • March 30th, 2001 • Paula Financial • Fire, marine & casualty insurance

This Amendment No. 4 to Agency Agreement (this "Amendment") is entered into as of the 30th day of November 2000 with reference to that certain Agency Agreement between PAULA Insurance Company and Agri-Comp Insurance Agency, Inc. (fka Oregon Risk Management, Inc.) dated as of December 8, 1994, as amended (the "Agreement"). All capitalized terms used herein without definition shall have the meaning ascribed to them in the Agreement.

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