UNSECURED REVOLVING CREDIT AND LETTER OF CREDIT FACILITY AGREEMENTUnsecured Revolving Credit and Letter of Credit Facility Agreement • July 31st, 2018 • Third Point Reinsurance Ltd. • Fire, marine & casualty insurance • New York
UNSECURED REVOLVING CREDIT AND LETTER OF CREDIT FACILITY AGREEMENT dated as of July 31, 2018 among THIRD POINT REINSURANCE LTD., a company incorporated and organized under the laws of Bermuda (the “Company”), THIRD POINT REINSURANCE COMPANY LTD., a company incorporated and organized under the laws of Bermuda (“Third Point Reinsurance”), Third Point Reinsurance (USA) Ltd., a company incorporated and organized under the laws of Bermuda (“Third Point USA”, and together with Third Point Reinsurance, collectively, the “Account Parties”, and each, an “Account Party”), the lenders from time to time party hereto (each, a “Lender” and, collectively, the “Lenders”), and SUNTRUST BANK, as Administrative Agent and an LC Issuer. Unless otherwise defined herein, all capitalized terms used herein and defined in Section 1.01 are used herein as so defined.
COLLATERAL ASSETS INVESTMENT MANAGEMENT AGREEMENTCollateral Assets Investment Management Agreement • July 31st, 2018 • Third Point Reinsurance Ltd. • Fire, marine & casualty insurance • New York
THIS COLLATERAL ASSETS INVESTMENT MANAGEMENT AGREEMENT (this “Agreement”) is entered into as of July 31, 2018, effective on August 31, 2018, between Third Point LLC (the “Investment Manager”), Third Point Reinsurance Company Ltd., a Bermuda Class 4 insurance company (“TP Re Bermuda”), and Third Point Reinsurance (USA) Ltd., a Bermuda Class 4 insurance company (“TP Re USA,” and together with TP Re Bermuda, the “Client”). All capitalized terms used and not otherwise defined herein shall have the meanings ascribed to them in the Partnership Agreement (as defined below).
AMENDED AND RESTATED EXEMPTED LIMITED PARTNERSHIP AGREEMENT OF THIRD POINT ENHANCED LP DATED JULY 31, 2018Exempted Limited Partnership Agreement • July 31st, 2018 • Third Point Reinsurance Ltd. • Fire, marine & casualty insurance
THIS AMENDED AND RESTATED EXEMPTED LIMITED PARTNERSHIP AGREEMENT OF THIRD POINT ENHANCED LP, a Cayman Islands exempted limited partnership (the “Partnership”), is executed and delivered as a deed on July 31, 2018, with effect beginning on August 31, 2018 (the “Effective Date”), by and among the undersigned Persons and shall hereafter govern the Partnership. Capitalized terms used in this Agreement and not otherwise defined therein are defined in Article I.
Re: Termination of Joint Venture and Investment Management AgreementTermination of Joint Venture and Investment Management Agreement • July 31st, 2018 • Third Point Reinsurance Ltd. • Fire, marine & casualty insurance • New York
This letter agreement (this “Letter Agreement”) confirms our agreement to terminate the Amended and Restated Joint Venture and Investment Management Agreement, dated June 22, 2016 (the “JV Agreement”), by and among Third Point Re (USA) Holdings Inc., Third Point Reinsurance (USA) Ltd. (“TP Re USA”), Third Point LLC (“Third Point”) and Third Point Advisors L.L.C. (“TP GP”). Capitalized terms used but not defined herein shall have the meanings given to such terms in the JV Agreement.
SUBSCRIPTION AGREEMENTSubscription Agreement • July 31st, 2018 • Third Point Reinsurance Ltd. • Fire, marine & casualty insurance • Delaware
This SUBSCRIPTION AGREEMENT, dated July 31, 2018 (this “Agreement”), is entered into by and among Third Point Reinsurance Company Ltd., a Bermuda Class 4 insurance company (“TP Re Bermuda”), Third Point Reinsurance (USA) Ltd., a Bermuda Class 4 insurance company (“TP Re USA,” and together with TP Re Bermuda, “TP Re”), and Third Point Enhanced LP, a Cayman Islands exempted limited partnership (the “Fund”). Reference is made to that certain Amended and Restated Exempted Limited Partnership Agreement of the Fund, dated July 31, 2018 (the “Partnership Agreement”). All capitalized terms used herein (including in Appendix A) and not otherwise defined herein shall have the meanings ascribed to them in the Partnership Agreement.
Re: Termination of Joint Venture and Investment Management AgreementTermination of Joint Venture and Investment Management Agreement • July 31st, 2018 • Third Point Reinsurance Ltd. • Fire, marine & casualty insurance
This letter agreement (this “Letter Agreement”) confirms our agreement to terminate the Amended and Restated Joint Venture and Investment Management Agreement, dated June 22, 2016 (the “JV Agreement”), by and among Third Point Reinsurance Company Ltd. (“TP Re”), Third Point Reinsurance Ltd. (“Holdco”), Third Point LLC (“Third Point”) and Third Point Advisors L.L.C. (“TP GP”). Capitalized terms used but not defined herein shall have the meanings given to such terms in the JV Agreement.
