0001362310-06-000420 Sample Contracts

GUARANTEE AGREEMENT by and between FIRST MERCURY FINANCIAL CORPORATION and WILMINGTON TRUST COMPANY Dated as of December 14, 2006
Guarantee Agreement • December 19th, 2006 • First Mercury Financial Corp • Fire, marine & casualty insurance • New York

This GUARANTEE AGREEMENT (this “Guarantee”), dated as of December 14, 2006, is executed and delivered by First Mercury Financial Corporation, a Delaware corporation (the “Guarantor”), and Wilmington Trust Company, a Delaware banking corporation, as trustee (the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Capital Securities (as defined herein) of First Mercury Capital Trust III, a Delaware statutory trust (the “Issuer”).

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