REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 19th, 2013 • ING U.S., Inc. • Life insurance • New York
This REGISTRATION RIGHTS AGREEMENT dated February 11, 2013 (this “Agreement”) is entered into by and among ING U.S., INC., a Delaware corporation (the “Company”), LION CONNECTICUT HOLDINGS INC. (the “Initial Guarantor”) and DEUTSCHE BANK SECURITIES INC., J.P. MORGAN SECURITIES LLC, RBC CAPITAL MARKETS, LLC and SUNTRUST ROBINSON HUMPHREY, INC. (collectively with, and for and on behalf of, the other “Initial Purchasers” named in the Purchase Agreement referred to below, the “Initial Purchasers”).
Re: Amended and Restated Employment AgreementEmployment Agreement • March 19th, 2013 • ING U.S., Inc. • Life insurance • New York
This is your AMENDED AND RESTATED EMPLOYMENT AGREEMENT as of March 25, 2011 (the “Agreement”) with ING U.S., Inc., a Delaware corporation (the “Company”) and ING North America Insurance Corporation, a Delaware corporation (the “Employing Entity”). It sets forth the terms of your employment with the Company and its subsidiaries from time to time and replaces and supersedes in its entirety your Employment Agreement, dated March 25, 2011, with the Company and the Employing Entity (the “Previous Agreement”).
Newco Deal Incentive Award AgreementNewco Deal Incentive Award Agreement • March 19th, 2013 • ING U.S., Inc. • Life insurance • New York
This Newco Deal Incentive Award Agreement (the “Agreement”) evidences the terms of the agreement dated July __, 2011 by and among ING Groep, N.V. (“ING”), ING America Insurance Holdings. Inc. (“AIH”) and Jeffrey Becker (“Recipient”) with respect to a deal incentive award to be granted or paid by ING or one of its designated affiliates to the Recipient on the terms and conditions set forth below. ING, AIH and the Recipient agree as follows:
Department and location IAC/ ACT A13.007 Telephone/fax Reference ES.001con.sd PRIVATE AND CONFIDENTIAL 27 October 2009International Assignment Agreement • March 19th, 2013 • ING U.S., Inc. • Life insurance
We are pleased to confirm the outcome of our discussions, during which it was agreed that you will be re-assigned to the North America Insurance Corporation, the “Host Company”.
EMPLOYMENT CONTRACTEmployment Contract • March 19th, 2013 • ING U.S., Inc. • Life insurance
This employment contract replaces the earlier employment contracts concluded between Mr. E.L. Steenbergen and the business units of ING Group. Any specific arrangements are included in an appendix.
ING INVESTMENT MANAGEMENT RETENTION PARTICIPATION PLAN (RPP) RPP AGREEMENTRPP Agreement • March 19th, 2013 • ING U.S., Inc. • Life insurance
This RPP agreement (the “Agreement”) is entered into between the individual whose name appears above (the “Participant”) and ING Investment Management Holdings N.V. (the “Company”) and is connected to the ING Investment Management Retention Participation Plan (the “Plan”), as attached hereto as Schedule 1, and the Investment Regulations, as defined in the Plan and attached hereto as Schedule 2.
EMPLOYMENT CONTRACT AMENDMENTEmployment Contract Amendment • March 19th, 2013 • ING U.S., Inc. • Life insurance
ING Personnel VOF, hereinafter referred to as the “Partnership,” based in Amsterdam , here represented by Dr. J.H.J. Zegering Hadders;
RELEASE AGREEMENTRelease Agreement • March 19th, 2013 • ING U.S., Inc. • Life insurance • New York
As consideration for receiving payment of the separation benefits pursuant to your agreement dated March 26, 2011 with ING America Insurance Holdings, Inc. and ING North America Insurance Corporation, as amended by the letter, dated December 20, 2012, from ING U.S., Inc. and ING North America Insurance Corporation (the “Amendment”) (the March 26, 2011 agreement, together with the Amendment, referred to herein as the “Agreement”), less applicable taxes and withholdings, you agree to release all claims that you may have against ING U.S., Inc., successor to ING America Insurance Holdings, Inc., or any of its parents, subsidiaries or affiliated companies, or any of its officers, directors, or employees (“Company”).
FEDERAL INCOME TAX SHARING AGREEMENTFederal Income Tax Sharing Agreement • March 19th, 2013 • ING U.S., Inc. • Life insurance
EFFECTIVE January 1, 2013, this Federal Income Tax Sharing Agreement (“Agreement”) is entered into by and between ING U.S., Inc. (“ING U.S.”) and each of its undersigned Subsidiaries (“the Subsidiaries”, or in the singular “Subsidiary”).
Re: Employment Agreement AmendmentEmployment Agreement Amendment • March 19th, 2013 • ING U.S., Inc. • Life insurance
The purpose of this letter is to set forth the agreement between you and ING U.S., Inc., successor to ING America Insurance Holdings, Inc. (the “Company”) and ING North America Insurance Corporation (the “Employing Entity”) to amend certain terms of the employment agreement between you and the Company and the Employing Entity, dated March 26, 2011 (the “Employment Agreement”). Capitalized terms that are not defined in this letter shall have the same meaning as under your Employment Agreement.
