EMPLOYMENT AGREEMENTEmployment Agreement • November 10th, 2004 • Specialty Underwriters Alliance, Inc. • Fire, marine & casualty insurance • Illinois
This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) is made as of this 9th day of November 2004, by and between Gary J. Ferguson (the “Executive”) and Specialty Underwriters’ Alliance, Inc. (“Holding Co.”).
SPECIALTY UNDERWRITERS’ ALLIANCE, INC. PARTNER AGENT PROGRAM AGREEMENTPartner Agent Program Agreement • November 10th, 2004 • Specialty Underwriters Alliance, Inc. • Fire, marine & casualty insurance • Illinois
This Partner Agent Program Agreement (“Agreement”) is entered into as of the 3rd day of November, 2004 (the “Effective Date”) by and between Specialty Underwriters’ Alliance, Inc. and its property and casualty insurance subsidiaries and affiliates (collectively the “Company”) and Risk Transfer Holdings, Inc. (the “Partner Agent”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 10th, 2004 • Specialty Underwriters Alliance, Inc. • Fire, marine & casualty insurance • New York
This Amended and Restated Securities Purchase Agreement (this “Agreement”) is made as of the 3rd day of November, 2004, by and among the purchaser listed on Schedule A attached hereto (the “Purchaser”) and Specialty Underwriters’ Alliance, Inc., a Delaware corporation (the “Company”).
FIRST AMENDMENT TO THE SOFTWARE LICENSE MAINTENANCE AND SUPPORTAGREEMENT BY AND BETWEEN ISO STRATEGIC SOLUTIONS, INC. AND SPECIALTY UNDERWRITERS’ ALLIANCE, INC.Software License Maintenance and Support Agreement • November 10th, 2004 • Specialty Underwriters Alliance, Inc. • Fire, marine & casualty insurance
This amendment (“Amendment”) is made and entered into as of the 13th day of October, 2004 (“Effective Date”) by and between ISO Strategic Solutions, Inc. (“Vendor”) and Specialty Underwriters’ Alliance, Inc. and amends that certain SOFTWARE LICENSE, MAINTENANCE AND SUPPORT AGREEMENT (“Agreement”) entered into by the parties on May 20, 2004. Any terms defined in the Agreement and used herein shall have the same meaning in this Amendment as in the Agreement. In the event that any provision of this Amendment and any provision of the Agreement are inconsistent or conflicting, the inconsistent or conflicting provision of this Amendment shall be and constitute an amendment of the Agreement and shall control, but only to the extent that such provision is inconsistent or conflicting with the Agreement.
SECOND AMENDMENT TO THE SOFTWARE LICENSE MAINTENANCE AND SUPPORTAGREEMENT BY AND BETWEEN ISO STRATEGIC SOLUTIONS, INC. AND SPECIALTY UNDERWRITERS’ ALLIANCE, INC.Software License Maintenance and Support Agreement • November 10th, 2004 • Specialty Underwriters Alliance, Inc. • Fire, marine & casualty insurance
This amendment (“Amendment”) is made and entered into as of the 9th day of November, 2004 (“Effective Date”) by and between ISO Strategic Solutions, Inc. (“Vendor”) and Specialty Underwriters’ Alliance, Inc. and amends that certain SOFTWARE LICENSE, MAINTENANCE AND SUPPORT AGREEMENT (“Agreement”) entered into by the parties on May 20, 2004. Any terms defined in the Agreement and used herein shall have the same meaning in this Amendment as in the Agreement. In the event that any provision of this Amendment and any provision of the Agreement are inconsistent or conflicting, the inconsistent or conflicting provision of this Amendment shall be and constitute an amendment of the Agreement and shall control, but only to the extent that such provision is inconsistent or conflicting with the Agreement.
November 3, 2004 Paul R. Hughes, CEO Risk Transfer Holdings, Inc. 301 East Pine Street, Suite 350 Orlando, FL 32801 Dear Mr. Hughes:Securities Purchase Agreement • November 10th, 2004 • Specialty Underwriters Alliance, Inc. • Fire, marine & casualty insurance
This letter agreement (the “Agreement”) dated as of November 3, 2004, by and between Risk Transfer Holdings, Inc. (“Partner Agent”), and Specialty Underwriters’ Alliance, Inc., a Delaware corporation (“SUA”), confirms the parties’ understanding as to certain terms and conditions relating to the issuance by SUA to Partner Agent of shares of Class B Common Stock, par value $.01 per share (the “Class B Stock”).
