0000950130-02-006845 Sample Contracts

SEVENTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • October 1st, 2002 • Usi Holdings Corp • Insurance agents, brokers & service • New York

SEVENTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of December 31, 2001, among U.S.I. HOLDINGS CORPORATION, a Delaware corporation (the “Borrower”), the various lenders from time to time party to the Credit Agreement referred to below (the “Lenders”), CREDIT LYONNAIS CAYMAN ISLAND BRANCH, as Administrative Agent (the “Administrative Agent”) and JPMORGAN CHASE BANK (f/k/a The Chase Manhattan Bank), as Syndication Agent (the “Syndication Agent”). All capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to such terms in the Credit Agreement.

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SHARE APPRECIATION RIGHT AWARD AGREEMENT
Share Appreciation Right Award Agreement • October 1st, 2002 • Usi Holdings Corp • Insurance agents, brokers & service • New York
September 3, 2002
Stock Purchase Agreement • October 1st, 2002 • Usi Holdings Corp • Insurance agents, brokers & service
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