7,741,030 Ordinary Shares PURCHASE AGREEMENTPurchase Agreement • August 11th, 2005 • Endurance Specialty Holdings LTD • Fire, marine & casualty insurance • New York
Contract Type FiledAugust 11th, 2005 Company Industry JurisdictionCertain shareholders named in Schedule A hereto (each, a "Selling Shareholder" and collectively, the "Selling Shareholders") of Endurance Specialty Holdings Ltd., an exempted company incorporated in Bermuda as a holding company (the "Company"), propose, subject to the terms and conditions stated herein, to sell to Goldman, Sachs & Co. (the "Underwriter") up to 7,741,030 ordinary shares, par value U.S. $1.00 per share, of the Company (the "Ordinary Shares"). The Underwriter shall initially purchase 3,870,515 Ordinary Shares from the Selling Shareholders (such Ordinary Shares being referred to herein as the "Initial Securities") and, conditional upon and following the delivery by it of the Resale Notice (as defined herein), shall purchase the remaining 3,870,515 Ordinary Shares (such additional Ordinary Shares being referred to herein as the "Additional Securities"), in each case subject to the terms and conditions set forth herein. The Initial Securities and the Additional Securities ar