INDENTURE PARTNERRE FINANCE A LLC, Issuer And PARTNERRE LTD., Guarantor To THE BANK OF NEW YORK, Trustee INDENTURE Dated as of May 27, 2008 Debt SecuritiesIndenture • April 10th, 2009 • PartnerRe Finance B LLC • Asset-backed securities • New York
INDENTURE, dated as of May 27, 2008 (the “Indenture”), among PARTNERRE FINANCE A LLC, a limited liability company duly organized and existing under the laws of the State of Delaware (hereinafter called the “Company”), having its principal executive office located at One Greenwich Plaza, Greenwich, Connecticut 06830-6352, PARTNERRE LTD., a company duly organized and existing under the laws of Bermuda (hereinafter called the “Guarantor”), having its principal executive office located at 90 Pitts Bay Road, Pembroke HM 08, Bermuda, and The Bank of New York, a New York banking corporation (hereinafter called the “Trustee”), having its Corporate Trust Office located at 101 Barclay Street, Floor 8W, New York, New York 10286.
FORM OF SENIOR DEBT SECURITIES GUARANTEE AGREEMENT BETWEEN PARTNERRE LTD. (AS GUARANTOR) AND THE BANK OF NEW YORK MELLON (AS GUARANTEE TRUSTEE) DATED AS OFSenior Debt Securities Guarantee Agreement • April 10th, 2009 • PartnerRe Finance B LLC • Asset-backed securities • New York
This SENIOR DEBT SECURITIES GUARANTEE AGREEMENT (this “Guarantee Agreement” or this “Guarantee”), dated as of , 20 , is executed and delivered by PartnerRe Ltd., a Bermuda company (“PartnerRe” or the “Guarantor”), having its principal executive offices at 90 Pitts Bay Road, Pembroke HM 08, Bermuda, and The Bank of New York Mellon, a New York banking corporation, having a corporate trust office located at 101 Barclay Street, Floor 8W, New York, New York 10286, as trustee (the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Debentures (as defined herein) issued by PartnerRe Finance C LLC, a Delaware limited liability company (the “Issuer”).
FORM OF SUBORDINATED DEBT SECURITIES GUARANTEE AGREEMENT BETWEEN PARTNERRE LTD. (AS GUARANTOR) AND THE BANK OF NEW YORK MELLON (AS GUARANTEE TRUSTEE) DATED AS OFSubordinated Debt Securities Guarantee Agreement • April 10th, 2009 • PartnerRe Finance B LLC • Asset-backed securities • New York
This SUBORDINATED DEBT SECURITIES GUARANTEE AGREEMENT (this “Guarantee Agreement” or this “Guarantee”), dated as of , 20 , is executed and delivered by PartnerRe Ltd., a Bermuda company (“PartnerRe” or the “Guarantor”), having its principal executive offices at 90 Pitts Bay Road, Pembroke HM 08, Bermuda, and The Bank of New York Mellon, a New York banking corporation, having a corporate trust office located at 101 Barclay Street, Floor 8W, New York, New York 10286, as trustee (the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Debentures (as defined herein) issued by PartnerRe Finance C LLC, a Delaware limited liability company (the “Issuer”).
FORM OF JUNIOR SUBORDINATED DEBT SECURITIES GUARANTEE AGREEMENT BETWEEN PARTNERRE LTD. (AS GUARANTOR) AND THE BANK OF NEW YORK MELLON (AS GUARANTEE TRUSTEE) DATED AS OFJunior Subordinated Debt Securities Guarantee Agreement • April 10th, 2009 • PartnerRe Finance B LLC • Asset-backed securities • New York
This JUNIOR SUBORDINATED DEBT SECURITIES GUARANTEE AGREEMENT (this “Guarantee Agreement” or this “Guarantee”), dated as of , 20 , is executed and delivered by PartnerRe Ltd., a Bermuda company (“PartnerRe” or the “Guarantor”), having its principal executive offices at 90 Pitts Bay Road, Pembroke HM 08, Bermuda, and The Bank of New York Mellon, a New York banking corporation, having a corporate trust office located at 101 Barclay Street, Floor 8W, New York, New York 10286, as trustee (the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Debentures (as defined herein) issued by PartnerRe Finance II Inc., a Delaware corporation (the “Issuer”).
DEBT SECURITIES GUARANTEE AGREEMENT BETWEEN PARTNERRE LTD. (AS GUARANTOR) AND THE BANK OF NEW YORK (AS GUARANTEE TRUSTEE) DATED AS OF May 27, 2008Debt Securities Guarantee Agreement • April 10th, 2009 • PartnerRe Finance B LLC • Asset-backed securities • New York
This GUARANTEE AGREEMENT (this “Guarantee Agreement” or this “Guarantee”), dated as of May 27, 2008, is executed and delivered by PartnerRe Ltd., a Bermuda company (“PartnerRe” or the “Guarantor”), having its principal executive offices at 90 Pitts Bay Road, Pembroke HM 08, Bermuda, and The Bank of New York, a New York banking corporation, having a corporate trust office located at 101 Barclay Street, Floor 8W, New York, New York 10286, as trustee (the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Notes (as defined herein) issued by PartnerRe Finance A LLC, a Delaware limited liability company (the “Issuer”).
AMENDED AND RESTATED TRUST AGREEMENT NO. 1 OF PARTNERRE CAPITAL TRUST IIITrust Agreement • April 10th, 2009 • PartnerRe Finance B LLC • Asset-backed securities • Delaware
THIS AMENDED AND RESTATED TRUST AGREEMENT NO. 1 is made as of March 27, 2009 (this “Trust Agreement”), by and among PartnerRe Finance II Inc., a Delaware corporation, as Depositor (the “Depositor”), The Bank of New York Mellon, a New York banking corporation, as property trustee (the “Property Trustee”), BNY Mellon Trust of Delaware, a Delaware banking corporation, as trustee (the “Delaware Trustee”), Thomas L. Forsyth, an individual, as trustee, and Theodore C. Walker, an individual, as trustee (together with Thomas L. Forsyth, the “Administrative Trustees”) (the Property Trustee, the Delaware Trustee and the Administrative Trustees are hereinafter collectively referred to as the “Trustees”).
FORM OF AMENDED AND RESTATED TRUST AGREEMENT AMONG [A FINANCE SUBSIDIARY OF PARTNERRE LTD.], AS DEPOSITOR THE BANK OF NEW YORK MELLON, AS PROPERTY TRUSTEE BNY MELLON TRUST OF DELAWARE, AS DELAWARE TRUSTEE, AND THE ADMINISTRATIVE TRUSTEES NAMED HEREIN...Trust Agreement • April 10th, 2009 • PartnerRe Finance B LLC • Asset-backed securities • Delaware
AMENDED AND RESTATED TRUST AGREEMENT, dated as of , 20 , among (i) [A FINANCE SUBSIDIARY OF PARTNERRE LTD.], a Delaware [entity] (including any successors or assigns, the “Depositor”), (ii) THE BANK OF NEW YORK MELLON, a New York banking corporation, as property trustee (the “Property Trustee”), (iii) BNY MELLON TRUST OF DELAWARE, a Delaware banking corporation, as Delaware trustee (in such capacity, the “Delaware Trustee”), (iv) Thomas L. Forsyth, an individual, as an administrative trustee, and Theodore C. Walker, an individual, as an administrative trustee, each of whose address is c/o PartnerRe Ltd., 90 Pitts Bay Road, Pembroke HM 08, Bermuda (the Property Trustee, the Delaware Trustee and the administrative trustees as herein after defined are referred to collectively as the “Trustees”) and (v) the several Holders, as hereinafter defined.
FORM OF PREFERRED SECURITIES GUARANTEE AGREEMENT BETWEEN PARTNERRE LTD. (AS GUARANTOR) AND THE BANK OF NEW YORK MELLON (AS GUARANTEE TRUSTEE) DATED AS OFPreferred Securities Guarantee Agreement • April 10th, 2009 • PartnerRe Finance B LLC • Asset-backed securities • New York
This PREFERRED SECURITIES GUARANTEE AGREEMENT (this “Guarantee Agreement” or this “Guarantee”), dated as of , 20 , is executed and delivered by PartnerRe Ltd., a Bermuda company (“PartnerRe” or the “Guarantor”), having its principal executive offices at 90 Pitts Bay Road, Pembroke HM 08, Bermuda, and The Bank of New York Mellon, a New York banking corporation, having a corporate trust office located at 101 Barclay Street, Floor 8W, New York 10286, as trustee (the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Preferred Securities (as defined herein) of PartnerRe Capital Trust III, a Delaware statutory trust (the “Issuer”).
