0001193125-11-299763 Sample Contracts

ASSIGNMENT AND ASSUMPTION AGREEMENT FOR SHAREHOLDER AGREEMENT
Assignment and Assumption Agreement for Shareholder Agreement • November 7th, 2011 • Genworth Financial Inc • Life insurance • Ontario

This Assignment and Assumption Agreement, dated August 10, 2011 (this “Agreement”), is made by and among GENWORTH MI CANADA INC., a corporation existing under the laws of Canada (“Genworth Canada”), GENWORTH FINANCIAL, INC., a corporation existing under the laws of the State of Delaware (“Genworth Financial”), BROOKFIELD LIFE ASSURANCE COMPANY LIMITED, a corporation existing under the laws of Bermuda (“Brookfield”), GENWORTH MORTGAGE INSURANCE CORPORATION, a corporation existing under the laws of the State of North Carolina (“GMICO”), and GENWORTH RESIDENTIAL MORTGAGE ASSURANCE CORPORATION, a corporation existing under the laws of the State of North Carolina (“GRMAC”).

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ASSIGNMENT AND ASSUMPTION AGREEMENT FOR SHAREHOLDER AGREEMENT
Assignment and Assumption Agreement • November 7th, 2011 • Genworth Financial Inc • Life insurance • Ontario

This Assignment and Assumption Agreement, dated August 9, 2011 (this “Agreement”), is made by and among GENWORTH MI CANADA INC., a corporation existing under the laws of Canada (“Genworth Canada”), GENWORTH FINANCIAL, INC., a corporation existing under the laws of the State of Delaware (“Genworth Financial”), BROOKFIELD LIFE ASSURANCE COMPANY LIMITED, a corporation existing under the laws of Bermuda (“Brookfield”), GENWORTH MORTGAGE HOLDINGS, LLC, a limited liability company existing under the laws of the State of North Carolina (“GNW Mortgage Holdings”), and GENWORTH MORTGAGE INSURANCE CORPORATION, a corporation existing under the laws of the State of North Carolina (“GMICO”).

ASSIGNMENT AND ASSUMPTION AGREEMENT FOR SHAREHOLDER AGREEMENT
Assignment and Assumption Agreement • November 7th, 2011 • Genworth Financial Inc • Life insurance • Ontario

This Assignment and Assumption Agreement, dated August 9, 2011 (this “Agreement”), is made by and among GENWORTH MI CANADA INC., a corporation existing under the laws of Canada (“Genworth Canada”), GENWORTH FINANCIAL, INC., a corporation existing under the laws of the State of Delaware (“Genworth Financial”), BROOKFIELD LIFE ASSURANCE COMPANY LIMITED, a corporation existing under the laws of Bermuda (“Brookfield”), GENWORTH MORTGAGE HOLDINGS, LLC, a limited liability company existing under the laws of the State of North Carolina (“GNW Mortgage Holdings”), and GENWORTH MORTGAGE INSURANCE CORPORATION OF NORTH CAROLINA, a corporation existing under the laws of the State of North Carolina (“GMIC NC”).

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