0000950162-06-000661 Sample Contracts

AMENDMENT NO. 1 TO NOTE PURCHASE AGREEMENT
Note Purchase Agreement • June 6th, 2006 • Xl Capital LTD • Surety insurance

AMENDMENT NO. 1, dated as of May 31, 2006 (this “Amendment No. 1”), to the Note Purchase Agreement dated as of April 12, 2001 (the “Note Purchase Agreement”), among X.L. AMERICA, INC., a Delaware corporation (the “Company”), XL CAPITAL LTD, a Cayman Islands exempted limited company, XL INSURANCE (BERMUDA) LTD, a Bermuda limited liability company, XL RE LTD, a Bermuda limited liability company, (XL Capital Ltd, XL Insurance (Bermuda) Ltd. and XL Re Ltd., collectively, the “Guarantors”) and the holders of the notes issued thereunder (the “Noteholders”).

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