PROSPECTOR PARTNERS, LLC INVESTMENT MANAGEMENT AGREEMENTInvestment Management Agreement • February 28th, 2012 • White Mountains Insurance Group LTD • Fire, marine & casualty insurance • New York
Contract Type FiledFebruary 28th, 2012 Company Industry JurisdictionPROSPECTOR PARTNERS, LLC, a Delaware limited liability company (the “Adviser”), having an address at 370 Church Street, Guilford, Connecticut 06437, and OneBeacon Insurance Group, Ltd., a Bermuda Corporation (“OneBeacon”), having an address at Bank of Butterfield Building, 42 Reid Street, Hamilton HM 12, Bermuda, hereby enter into this Investment Management Agreement, dated as of March 1, 2011 (this “Agreement”), and hereby agree that the Adviser shall act as discretionary adviser with respect to the specified assets of each subsidiary of OneBeacon identified on Schedule A (each, a “Client”) to this Agreement as such schedule may be amended from time to time to add new subsidiaries as Clients on the following terms and conditions:
FIRST AMENDMENT TO INVESTMENT MANAGEMENT AGREEMENTInvestment Management Agreement • February 28th, 2012 • White Mountains Insurance Group LTD • Fire, marine & casualty insurance
Contract Type FiledFebruary 28th, 2012 Company IndustryTHIS FIRST AMENDMENT TO INVESTMENT MANAGEMENT AGREEMENT dated as of August 15, 2011 (“this Amendment”) is entered into between WHITE MOUNTAINS ADVISORS LLC, a Delaware limited liability company (the “Advisor”), ONEBEACON INSURANCE GROUP, LTD., an exempted limited liability company organized under the laws of Bermuda (the “Client”), and ONEBEACON SPECIALTY INSURANCE COMPANY, a Pennsylvania corporation, HOMELAND INSURANCE COMPANY OF PENNSYLVANIA, a Pennsylvania corporation, OBI NATIONAL INSURANCE COMPANY, a Pennsylvania corporation, and HOMELAND INSURANCE COMPANY OF DELAWARE, a Delaware corporation (collectively, the “New Companies”), and ONEBEACON LLOYD’S OF TEXAS, a Texas Lloyd’s association, and ONEBEACON LLOYD’S, INC., a Texas corporation (collectively, the “Former Companies”).
ContractInvestment Management Agreement • February 28th, 2012 • White Mountains Insurance Group LTD • Fire, marine & casualty insurance
Contract Type FiledFebruary 28th, 2012 Company IndustryThis Amendment No. 1 (the “Amendment”) is entered into as of this 22nd day of December, 2011 by and between PROSPECTOR PARTNERS, LLC, a Delaware limited liability company (the “Adviser”), having an address at 370 Church Street, Guilford, Connecticut 06437, and OneBeacon Insurance Group, Ltd., a Bermuda Corporation (“OneBeacon”), having an address at 14 Wesley Street, 5th Floor, Hamilton HM 11, Bermuda.
RESTRICTED SHARE AWARD AGREEMENTRestricted Share Award Agreement • February 28th, 2012 • White Mountains Insurance Group LTD • Fire, marine & casualty insurance
Contract Type FiledFebruary 28th, 2012 Company IndustryTHIS AGREEMENT (this “Agreement”) is made effective as of the 25th day of May, 2011 between OneBeacon Insurance Group, Ltd. (the “Company”) and T. Michael Miller (the “Participant”).
INVESTMENT MANAGEMENT AGREEMENTInvestment Management Agreement • February 28th, 2012 • White Mountains Insurance Group LTD • Fire, marine & casualty insurance • New York
Contract Type FiledFebruary 28th, 2012 Company Industry JurisdictionWHITE MOUNTAINS ADVISORS LLC, a Delaware limited liability company (the “Advisor”), having an address at 200 Hubbard Road, Guilford, Connecticut 06437, and OneBeacon Insurance Group, Ltd., an exempted limited liability company organized under the laws of Bermuda (the “Client”), having an address at One Beacon Lane, Canton, Massachusetts 02021, and each affiliate company of the Client listed on Schedule B, and each having an address at One Beacon Lane, Canton, Massachusetts 02021, or which hereinafter becomes a party to this Agreement (each, an “Affiliated Company”, and collectively, the “Affiliated Companies”), hereby enter into this Investment Management Agreement (this “Agreement”), dated as of October 1, 2010 and hereby agree that the Advisor shall act as discretionary advisor with respect to certain assets of the Client and the Affiliated Companies described below (the “Investment Account”) on the following terms and conditions: