EXECUTIVE CHANGE OF CONTROL AGREEMENTExecutive Change of Control Agreement • March 13th, 2009 • State Auto Financial CORP • Fire, marine & casualty insurance • Ohio
This Executive Change of Control Agreement (this “Agreement”) is made as of April 25, 2008 (the “Effective Date”), by and among State Auto Financial Corporation, an Ohio corporation (“State Auto Financial”), State Auto Property and Casualty Insurance Company, an Iowa-domiciled insurance company (“State Auto P&C”), State Automobile Mutual Insurance Company, an Ohio-domiciled mutual insurance company (“State Auto Mutual”), and James A. Yano (“Executive”). State Auto Financial, State Auto P&C, State Auto Mutual and each of their respective insurer subsidiaries and affiliates, present and future, are hereinafter collectively referred to as “State Auto.”
EXECUTIVE AGREEMENTExecutive Agreement • March 13th, 2009 • State Auto Financial CORP • Fire, marine & casualty insurance • Ohio
This Executive Agreement (this “Agreement”) is made as of March 1, 2009, by and among State Auto Financial Corporation, an Ohio corporation (“State Auto Financial”), State Automobile Mutual Insurance Company, an Ohio domiciled mutual insurance company (“State Auto Mutual”), and Robert P. Restrepo, Jr. (the “Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 13th, 2009 • State Auto Financial CORP • Fire, marine & casualty insurance • Ohio
This Employment Agreement (this “Agreement”) is made as of March 1, 2009, by and among State Auto Financial Corporation, an Ohio corporation (“State Auto Financial”), State Auto Property and Casualty Insurance Company, an Iowa domiciled insurance company (“State Auto P&C”), State Automobile Mutual Insurance Company, an Ohio domiciled mutual insurance company (“State Auto Mutual”), and Robert P. Restrepo, Jr. (“Executive”). State Auto Financial, State Auto P&C, State Auto Mutual and each of their respective subsidiaries and affiliates, present and future, are hereinafter collectively referred to as “State Auto.”
SECOND AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 13th, 2009 • State Auto Financial CORP • Fire, marine & casualty insurance
This Second Amendment to Employment Agreement (this “Second Amendment”) is made effective as of January 1, 2009, among State Auto Financial Corporation, an Ohio corporation (“State Auto Financial”), State Auto Property and Casualty Insurance Company, an Iowa-domiciled insurance company (“State Auto P&C”), State Automobile Mutual Insurance Company, an Ohio-domiciled mutual insurance company (“State Auto Mutual”) and Robert P. Restrepo, Jr. (“Executive”).
First Amendment to the REINSURANCE POOLING AGREEMENT AMENDED AND RESTATED As of January 1, 2008Reinsurance Pooling Agreement • March 13th, 2009 • State Auto Financial CORP • Fire, marine & casualty insurance
This First Amendment (“First Amendment”) to the Reinsurance Pooling Agreement Amended and Restated as of January 1, 2008 (the “2008 Pooling Agreement”) is entered into as of July 1, 2008, by and among State Automobile Mutual Insurance Company (“State Auto Mutual”), State Auto Property & Casualty Insurance Company (“State Auto P&C”), Milbank Insurance Company (“Milbank”), State Auto Insurance Company of Wisconsin (“SA WI”), Farmers Casualty Insurance Company (“Farmers Casualty”), State Auto Insurance Company of Ohio (“SA OH”), State Auto Florida Insurance Company (“SA FL”), Meridian Security Insurance Company (“Meridian Security”), Meridian Citizens Mutual Insurance Company (“Meridian Citizens Mutual”), Patrons Mutual Insurance Company of Connecticut (“Patrons”), Litchfield Mutual Fire Insurance Company (“Litchfield”) and Beacon National Insurance Company (“Beacon”). State Auto Mutual, State Auto P&C, Milbank, SA WI, Farmers Casualty, SA OH, SA FL, Meridian Security, Meridian Citizens M
STATE AUTO FINANCIAL CORPORATION RESTRICTED STOCK AGREEMENT UNDER THE AMENDED AND RESTATED EQUITY INCENTIVE COMPENSATION PLANRestricted Stock Agreement • March 13th, 2009 • State Auto Financial CORP • Fire, marine & casualty insurance
This Restricted Stock Agreement (this “Agreement”) is made as of November 5, 2007 (the “Award Date”). The Compensation Committee of State Auto Financial Corporation, an Ohio corporation (the “Company”), hereby awards to Clyde H. Fitch {“Mr. Fitch”) 7,000 common shares, without par value, of the Company (the “Restricted Shares”), The Restricted Shares are awarded pursuant to the terms of the Company’s Amended and Restated Equity Incentive Compensation Plan (the “Plan”) and shall be subject to all of the provisions of the Plan, which are hereby incorporated herein by reference, and shall be subject to the following provisions of this Agreement. Capitalized terms used in this Agreement which are not otherwise defined herein shall have the meanings ascribed to such terms in the Plan.
COST SHARING AGREEMENTCost Sharing Agreement • March 13th, 2009 • State Auto Financial CORP • Fire, marine & casualty insurance • Ohio
THIS AGREEMENT, made as of this 31st day of March, 2003, by and among State Auto Property and Casualty Insurance Company (“State Auto P&C”), State Automobile Mutual Insurance Company (“Mutual”), and Columbus Marketing, Inc. (“CMI”), is effective January 1, 2003.
RENEWAL of COST SHARING AGREEMENTCost Sharing Agreement • March 13th, 2009 • State Auto Financial CORP • Fire, marine & casualty insurance
This Renewal of Cost Sharing Agreement (the “Renewal Agreement”) by and among State Auto Property & Casualty Insurance Company (“State Auto P&C”), State Automobile Mutual Insurance Company (“Mutual”) (State Auto P&C and Mutual are jointly referred to as “State Auto”), and BroadStreet Capital Partners, Inc. (“BCP”) is effective as of March 31, 2008.
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 13th, 2009 • State Auto Financial CORP • Fire, marine & casualty insurance
This Amendment to Employment Agreement (this “Amendment”) is made effective as of January 1, 2009, among State Auto Financial Corporation, an Ohio corporation (“State Auto Financial”), State Auto Property and Casualty Insurance Company, an Iowa-domiciled insurance company (“State Auto P&C”), State Automobile Mutual Insurance Company, an Ohio-domiciled mutual insurance company (“State Auto Mutual”) and Mark A. Blackburn (“Executive”).
