REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 17th, 2010 • Signature Group Holdings Inc • State commercial banks • California
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of ___, 2010 by and among the Company (as defined below) and the investors listed on Exhibit A to this Agreement (each an “Investor” and collectively, the “Investors”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • June 17th, 2010 • Signature Group Holdings Inc • State commercial banks • Nevada
AGREEMENT, effective as of June ___, 2010, between Fremont General Corporation, a Nevada corporation to be renamed Signature Group Holdings, Inc. (the “Company”), and (the “Indemnitee”).
PLAN OF MERGERPlan of Merger • June 17th, 2010 • Signature Group Holdings Inc • State commercial banks
THIS PLAN OF MERGER, dated as of June 11, 2010, (the “Plan”) is made and entered into by and among SIGNATURE GROUP HOLDINGS, INC., a Nevada corporation (“MergerCo”), 175 N. Riverview Drive, Anaheim Hills, CA 92808 and FREMONT REORGANIZING CORPORATION, a California corporation (“FRC”), 175 N. Riverview Drive, Anaheim Hills, CA 92808. MergerCo is sometimes referred to as the “Surviving Corporation.” MergerCo and FRC are sometimes hereinafter collectively referred to as the “Constituent Corporations.” IN CONSIDERATION of the mutual covenants and agreements herein contained and for the purpose of setting forth the terms and conditions of said merger and such other provisions as are deemed necessary or desirable, the parties hereto have agreed and do hereby agree as follows:
SUBSCRIPTION AGREEMENTSubscription Agreement • June 17th, 2010 • Signature Group Holdings Inc • State commercial banks • California
This Subscription Agreement (this “Agreement”), dated as of June 11, 2010, is made by and among the Company (as defined below), successor to Fremont General Corporation, a Nevada corporation (the “Debtor”), and each investor identified on Annex I (each individually, an “Investor,” and together with their respective successors and permitted assigns, the “Investors”).
PLAN OF MERGERPlan of Merger • June 17th, 2010 • Signature Group Holdings Inc • State commercial banks
THIS PLAN OF MERGER, dated as of June 11, 2010, (the “Plan”) is made and entered into by and among SIGNATURE GROUP HOLDINGS, INC., a Nevada corporation (“MergerCo”), 175 N. Riverview Drive, Anaheim Hills, CA 92808 and FREMONT GENERAL CREDIT CORPORATION, a California corporation (“FGCC”), 2727 East Imperial Highway, Brea, CA 92821. MergerCo is sometimes referred to as the “Surviving Corporation.” MergerCo and FGCC are sometimes hereinafter collectively referred to as the “Constituent Corporations.” IN CONSIDERATION of the mutual covenants and agreements herein contained and for the purpose of setting forth the terms and conditions of said merger and such other provisions as are deemed necessary or desirable, the parties hereto have agreed and do hereby agree as follows:
INTERIM INVESTMENT MANAGEMENT AGREEMENTInterim Investment Management Agreement • June 17th, 2010 • Signature Group Holdings Inc • State commercial banks • California
This Interim Investment Management Agreement (“Interim Agreement”) is made this 11th day of June 2010 by and between the Corporation (as defined herein) and Signature Capital Advisers, LLC (the “Adviser”).
