SUBSCRIPTION AND INVESTMENT REPRESENTATION AGREEMENTSubscription and Investment Representation Agreement • March 28th, 2012 • Kingsway Financial Services Inc • Fire, marine & casualty insurance
ACADIA ACQUISITION PARTNERS, L.P. AGREEMENT OF LIMITED PARTNERSHIP Dated as of March 30, 2011Limited Partnership Agreement • March 28th, 2012 • Kingsway Financial Services Inc • Fire, marine & casualty insurance • Delaware
THIS AGREEMENT OF LIMITED PARTNERSHIP is dated and effective as of March 30, 2011, among Acadia GP, LLC, a Delaware limited liability company (in its capacity as a general partner of the Partnership) (the “General Partner”), and the Limited Partners (as defined below), as amended from time to time.
STOCK PURCHASE AGREEMENT BETWEEN HRM ACQUISITION CORP. AND KINGSWAY AMERICA INC.Stock Purchase Agreement • March 28th, 2012 • Kingsway Financial Services Inc • Fire, marine & casualty insurance • Illinois
THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of March 30, 2011 between KINGSWAY AMERICA INC. (the “Seller”) and HRM ACQUISITION CORP. (the “Purchaser”). Definitions for certain capitalized terms are set forth in Section 8 to this Agreement.
NOTE PURCHASE AGREEMENTNote Purchase Agreement • March 28th, 2012 • Kingsway Financial Services Inc • Fire, marine & casualty insurance • Illinois
This NOTE PURCHASE AGREEMENT (this “Agreement”) is made effective as of _____________, 2011, among ACADIA ACQUISITION PARTNERS, L.P., a Delaware limited partnership (“Acadia”), and the purchasers set forth on Schedule I attached hereto (each individually a “Purchaser” and collectively the “Purchasers”). Definitions of, and section references to definitions of, certain capitalized terms used in this Agreement are set forth in Appendix I attached hereto.
INTERCREDITOR AGREEMENTIntercreditor Agreement • March 28th, 2012 • Kingsway Financial Services Inc • Fire, marine & casualty insurance • Illinois
This INTERCREDITOR AGREEMENT (this “Agreement”) is made as of March 30, 2011 by and among HRM ACQUISITION CORP. (the “Debtor”), KINGSWAY AMERICA INC. (“KAI”) and the undersigned Investors (as defined below) and those other Investors (if any) who or which become parties hereto after the date hereof by the execution and delivery of a joinder agreement or counterpart signature page hereto.
OPERATING AGREEMENT OF ACADIA GP, LLCOperating Agreement • March 28th, 2012 • Kingsway Financial Services Inc • Fire, marine & casualty insurance
THIS OPERATING AGREEMENT (“Operating Agreement”) is made and entered into as of March 16, 2011 by Kingsway America Inc. (the “Member”), the sole member of ACADIA GP, LLC, a Delaware limited liability company (the “Company”).
