0001104659-09-068484 Sample Contracts

Standard Contracts

Assured Guaranty Ltd. 23,924,000 Common Shares UNDERWRITING AGREEMENT
Underwriting Agreement • December 4th, 2009 • Assured Guaranty LTD • Surety insurance • New York

Assured Guaranty Ltd., a Bermuda company (the “Issuer”), subject to the terms and conditions stated herein, proposes to issue and sell to UBS Securities LLC (the “Underwriter”) an aggregate of 27,512,600 of its common shares (the “Common Shares”), par value $0.01 per share. The Underwriter shall initially purchase 23,924,000 Common Shares from the Issuer (such Common Shares being referred to herein as the “Firm Shares”). In addition, the Issuer has granted to the Underwriter an option to purchase up to an additional 3,588,600 Common Shares (the “Optional Shares”), as provided in Section 2 (the Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called “Securities”).

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