SENIOR DEBT SECURITIES GUARANTEE AGREEMENT BETWEEN PARTNERRE LTD. (AS GUARANTOR) AND THE BANK OF NEW YORK MELLON (AS GUARANTEE TRUSTEE) DATED AS OF March 15, 2010Senior Debt Securities Guarantee Agreement • March 15th, 2010 • Partnerre LTD • Accident & health insurance • New York
This SENIOR DEBT SECURITIES GUARANTEE AGREEMENT (this “Guarantee Agreement” or this “Guarantee”), dated as of March 15, 2010, is executed and delivered by PartnerRe Ltd., a Bermuda company (“PartnerRe” or the “Guarantor”), having its principal executive offices at 90 Pitts Bay Road, Pembroke HM 08, Bermuda, and The Bank of New York Mellon, a New York banking corporation, having a corporate trust office located at 101 Barclay Street, Floor 8W, New York, New York 10286, as trustee (the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Notes (as defined herein) issued by PartnerRe Finance B LLC, a Delaware limited liability company (the “Issuer”).
INDENTURE PARTNERRE FINANCE B LLC, Issuer And PARTNERRE LTD., Guarantor To THE BANK OF NEW YORK MELLON, Trustee INDENTUREPartnerre LTD • March 15th, 2010 • Accident & health insurance • New York
INDENTURE, dated as of March 15, 2010 (the “Indenture”), among PARTNERRE FINANCE B LLC, a limited liability company duly organized and existing under the laws of the State of Delaware (hereinafter called the “Company”), having its principal executive office located at One Greenwich Plaza, Greenwich, Connecticut 06830-6352, PARTNERRE LTD., a company duly organized and existing under the laws of Bermuda (hereinafter called the “Guarantor”), having its principal executive office located at 90 Pitts Bay Road, Pembroke HM 08, Bermuda, and The Bank of New York Mellon, a New York banking corporation (hereinafter called the “Trustee”), having its Corporate Trust Office located at 101 Barclay Street, Floor 8W, New York, New York 10286.
FIRST SUPPLEMENTAL INDENTURE Dated as of March 15, 2010 between PARTNERRE FINANCE B LLC, Issuer PARTNERRE LTD., Guarantor to THE BANK OF NEW YORK MELLON TrusteeFirst Supplemental Indenture • March 15th, 2010 • Partnerre LTD • Accident & health insurance • New York
FIRST SUPPLEMENTAL INDENTURE, dated as of March 15, 2010 (the “First Supplemental Indenture”), among PartnerRe Finance B LLC, a limited liability company duly organized and existing under the laws of the State of Delaware (the “Company”), PartnerRe Ltd., a company duly organized and existing under the Laws of Bermuda (the “Guarantor”), and The Bank of New York Mellon, a New York banking corporation, as trustee (the “Trustee”), supplementing the Indenture among the Company, the Guarantor and the Trustee, dated as of March 15, 2010 (the “Base Indenture”).
FIRST SUPPLEMENTAL SENIOR DEBT SECURITIES GUARANTEE AGREEMENT BETWEEN PARTNERRE LTD. (AS GUARANTOR) AND THE BANK OF NEW YORK MELLON (AS GUARANTEE TRUSTEE) DATED AS OF MARCH 15, 2010Supplemental Guarantee Agreement • March 15th, 2010 • Partnerre LTD • Accident & health insurance • New York
This FIRST SUPPLEMENTAL SENIOR DEBT SECURITIES GUARANTEE AGREEMENT (this “Supplemental Guarantee Agreement” or this “Supplemental Guarantee”), dated as of March 15, 2010, is executed and delivered by PartnerRe Ltd., a Bermuda company (“PartnerRe” or the “Guarantor”), having its principal executive offices at 90 Pitts Bay Road, Pembroke HM 08, Bermuda, and The Bank of New York Mellon, a New York banking corporation, having its office located at 101 Barclay Street, Floor 8W, New York, New York 10286, as trustee (the “Guarantee Trustee”), supplementing the Senior Debt Securities Guarantee Agreement, dated as of March 15, 2010 (the “Base Guarantee Agreement” or the “Base Guarantee” and, together with this Supplemental Guarantee Agreement or this Supplemental Guarantee, the “Agreement” or the “Guarantee”), for the benefit of the Holders (as defined in the Base Guarantee Agreement) from time to time of the Notes (as defined herein) issued by PartnerRe Finance B LLC, a Delaware limited liabil
PartnerRe Finance B LLC Guaranteed by PartnerRe Ltd. Underwriting AgreementUnderwriting Agreement • March 15th, 2010 • Partnerre LTD • Accident & health insurance • New York
PartnerRe Finance B LLC, a Delaware limited liability company (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule I hereto (the “Underwriters”), subject to the terms and conditions stated herein, an aggregate of $500,000,000.00 of its 5.500% Senior Notes due 2020 (the “Notes”) pursuant to an Indenture and First Supplemental Indenture, each to be dated as of the Closing Date (together, the “Indenture”), to be entered into among the Company, PartnerRe Ltd., a Bermuda company (the “Guarantor”), and The Bank of New York Mellon, as Trustee (in such capacity, the “Indenture Trustee”). The Notes will be fully and unconditionally guaranteed on a senior unsecured basis by the Guarantor (the “Guarantee” and, together with the Notes, the “Securities”) to the extent set forth in a Debt Guarantee Agreement and the First Supplemental Debt Guarantee Agreement, each to be dated as of the Closing Date (together, the “Guarantee Agreement”), to be entered into betwe
