CHANGE IN CONTROL AGREEMENTChange in Control Agreement • December 15th, 2008 • Virtus Investment Partners, Inc. • Investment advice • Connecticut
This Change in Control Agreement (this “Agreement”), effective as of the Distribution Date (as defined in the Separation Agreement, Plan of Reorganization and Distribution by and between The Phoenix Companies, Inc. and Virtus Investment Partners, Inc.), is between Virtus Investment Partners, Inc., a Delaware corporation (the “Company”), and George R. Aylward, Jr. (the “Executive”).
TAX SEPARATION AGREEMENTTax Separation Agreement • December 15th, 2008 • Virtus Investment Partners, Inc. • Investment advice • Delaware
This TAX SEPARATION AGREEMENT is dated as of December 12, 2008, by and between The Phoenix Companies, Inc. (“PNX”), a Delaware corporation, and Virtus Investment Partners, Inc. (“Spinco”), a Delaware corporation.
EMPLOYEE MATTERS AGREEMENT by and between THE PHOENIX COMPANIES, INC. and VIRTUS INVESTMENT PARTNERS, INC. Dated , 2008Employee Matters Agreement • December 15th, 2008 • Virtus Investment Partners, Inc. • Investment advice • Connecticut
This EMPLOYEE MATTERS AGREEMENT (the “Agreement”) is entered into , 2008, by and between The Phoenix Companies, Inc., a Delaware corporation (“PNX”), and Virtus Investment Partners, Inc., a Delaware corporation (“Spinco”) (each a “Party” and together the “Parties”), to be effective as of the Distribution Date.
SEPARATION AGREEMENT, PLAN OF REORGANIZATION AND DISTRIBUTION by and between THE PHOENIX COMPANIES, INC. and VIRTUS INVESTMENT PARTNERS, INC. Dated as of , 2008Separation Agreement • December 15th, 2008 • Virtus Investment Partners, Inc. • Investment advice • Delaware
SEPARATION AGREEMENT, PLAN OF REORGANIZATION AND DISTRIBUTION (this “Agreement”), dated as of , 2008 and to be effective as of the Distribution Date, by and between The Phoenix Companies, Inc., a Delaware corporation (“PNX”), and Virtus Investment Partners, Inc., a Delaware corporation (“Spinco” and together with PNX, the “Parties”, and each individually, a “Party”).
TRANSITION SERVICES AGREEMENT by and between THE PHOENIX COMPANIES, INC. and VIRTUS INVESTMENT PARTNERS, INC. Dated as of , 2008Transition Services Agreement • December 15th, 2008 • Virtus Investment Partners, Inc. • Investment advice • Connecticut
TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of , 2008 and to be effective as of the Distribution Date, by and between The Phoenix Companies, Inc., a Delaware corporation (“PNX”), and Virtus Investment Partners, Inc., a Delaware corporation (“Spinco” and together with PNX, the “Parties”, and each individually, a “Party”). Capitalized terms used but not defined herein shall have the meaning ascribed to them in the Separation Agreement (as defined below).
RIGHTS AGREEMENT VIRTUS INVESTMENT PARTNERS, INC. and MELLON INVESTOR SERVICES LLC, as Rights Agent Dated as of [ ], 200Rights Agreement • December 15th, 2008 • Virtus Investment Partners, Inc. • Investment advice • Delaware
Rights Agreement, dated as of [ ], 200 (as amended, supplemented or otherwise modified from time to time, the “Rights Agreement”) between Virtus Investment Partners, Inc., a Delaware corporation (the “Company”), and Mellon Investor Services LLC (the “Rights Agent”).
