STOCK PLEDGE AGREEMENT (Capital City)Stock Pledge Agreement • August 10th, 2007 • North Pointe Holdings Corp • Fire, marine & casualty insurance
THIS STOCK PLEDGE (“Stock Pledge”) made as of this 2nd day of July, 2007 by and between Capital City Acquisition Corp., a Michigan corporation (“Company”) and Comerica Bank, a Michigan banking corporation, as Agent for and on behalf of the Banks (as defined below) (“Secured Party”).
FIRST AMENDMENT TO STOCK PURCHASE AGREEMENTStock Purchase Agreement • August 10th, 2007 • North Pointe Holdings Corp • Fire, marine & casualty insurance
This FIRST AMENDMENT TO STOCK PURCHASE AGREEMENT (this “Amendment”), dated as of July 2, 2007, is entered into by and among Hinton G. Davis (“Davis”), HGD Investment Limited Partnership, First Venture Holdings, LLC, Mary Teresa Davis Tanner, Hinton G. Davis III Grantor Trust (“Grantor Trust”), and Susan Cheri Davis McMillan (each a “Seller” and collectively the “Sellers”), North Pointe Holdings Corporation, a Michigan corporation (“NPHC”), and Capital City Acquisition Corp., a Michigan corporation (the “Buyer”). This Amendment amends that certain Stock Purchase Agreement, dated May 11, 2007, between Sellers, NPHC and Buyer (the “Agreement”). Capitalized terms used but not defined in this Amendment shall have the meanings ascribed to them in the Agreement.
AMENDMENT NO. 2 TO SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • August 10th, 2007 • North Pointe Holdings Corp • Fire, marine & casualty insurance
This Amendment No. 2 to Second Amended and Restated Credit Agreement (“Amendment”) dated as of July 2, 2007 by and among the lenders signatories hereto (“Banks”), Comerica Bank as agent for the Banks (in such capacity, “Agent”), and North Pointe Holdings Corporation, a Michigan corporation (“Company”).
GUARANTYGuaranty • August 10th, 2007 • North Pointe Holdings Corp • Fire, marine & casualty insurance • Michigan
This GUARANTY is made as of this 2nd day of July, 2007 by the undersigned (“Guarantor”) to Comerica Bank, as Agent (“Agent”) for and on behalf of the Banks (as defined below).
STOCK PURCHASE AGREEMENT DATED AS OF MAY 11, 2007 BY AND AMONG HINTON G. DAVIS, HGD INVESTMENT LIMITED PARTNERSHIP, FIRST VENTURE HOLDINGS, LLC, MARY TERESA DAVIS TANNER, HINTON G. DAVIS III, TRUST B, HINTON G. DAVIS III, GRANTOR TRUST, SUSAN CHERI...Stock Purchase Agreement • August 10th, 2007 • North Pointe Holdings Corp • Fire, marine & casualty insurance • Michigan
This STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of May 11, 2007, is entered into by and among Hinton G. Davis (“Davis”), HGD Investment Limited Partnership, First Venture Holdings, LLC, Mary Teresa Davis Tanner, Hinton G. Davis III, Trust B, Hinton G. Davis III, Grantor Trust, and Susan Cheri Davis McMillan (each a “Seller” and collectively the “Sellers”), North Pointe Holdings Corporation, a Michigan corporation (“NPHC”), and Capital City Acquisition Corp., a Michigan corporation (the “Buyer”). The Sellers, NPHC and Buyer are referred to herein individually as a “Party”, and collectively as the “Parties.”
SECURITY AGREEMENTSecurity Agreement • August 10th, 2007 • North Pointe Holdings Corp • Fire, marine & casualty insurance
This SECURITY AGREEMENT (“Security Agreement”) is made as of this 2nd day of July, 2007 by and among Capital City Acquisition Corp., a Michigan corporation, Capital Collection Services, Inc., Capital City Holding, Inc., Davis-Garvin Holdings, Inc., Capital Excess & Surplus Brokers, Inc., Southeastern Claims Services, Inc., Safeco Products, Inc. and Charter Premium Audits, Inc., each a South Carolina corporation and such other persons or entities which from time to time become parties hereto (collectively, the “Debtors” and individually each a “Debtor”) and Comerica Bank, a Michigan banking corporation, as Agent for and on behalf of the Banks (as defined below) (“Secured Party”).
