0001104659-08-067118 Sample Contracts

FIRST AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • October 31st, 2008 • OneBeacon Insurance Group, Ltd. • Fire, marine & casualty insurance • New York

This FIRST AMENDMENT TO CREDIT AGREEMENT, dated as of July 22, 2008 (this “Amendment”), among (i) ONEBEACON U.S. HOLDINGS, INC. (f/k/a FUND AMERICAN COMPANIES, INC.), a Delaware corporation (the “Borrower”), (ii) ONEBEACON INSURANCE GROUP, LTD., a company existing under the laws of Bermuda (the “Parent”), (iii) the undersigned Lenders, and (iv) BANK OF AMERICA, N.A., as administrative agent for the Lenders (in such capacity, the “Administrative Agent”), amends certain provisions of the Credit Agreement, dated as of November 14, 2006 (as amended, the “Credit Agreement”), among the Borrower, the Parent, the Lenders, Bank of America, N.A., as Administrative Agent, Swing Line Lender and the Issuing Lender, and Lehman Brothers Inc., as Syndication Agent. Capitalized terms used herein without definition shall have the meanings assigned to such terms in the Credit Agreement.

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