EXHIBIT 10.18 SHAREHOLDERS AGREEMENT This shareholders agreement (this "Agreement") is made as of February 11, 1997 by and among PREFERRED EMPLOYERS HOLDINGS, INC., having an address at 10800 Biscayne Boulevard, 10th Floor, Miami, Florida 33161...18 Shareholders Agreement • June 2nd, 1998 • Preferred Employers Holdings Inc • Insurance agents, brokers & service • Florida
shall have the irrevocable and exclusive second option, but not the obligation, to purchase all, but not part, of the Offered Shares, at the price and upon such terms and conditions as those offered by the prospective purchaser. If the Non-Offering Shareholder elects to purchase the Offered Shares he shall give notice of such election to the Offering Shareholder within 10 days after the receipt of the Second Notice by the Non-Offering Shareholder and the purchase thereof shall be closed within 40 days after receipt of the Second Notice. (c) If an Offering Shareholder gives the required Notice, and the Second Notice, and the Company and the Non-Offering Shareholder do not elect, pursuant to Sections 3(a) and 3(b) , to purchase the Offered Shares, the Offering Shareholder may dispose of the Offered Shares to the person or persons, at the price, and on the terms and conditions specified in the Notice, provided that each such person acquiring the Offered Shares becomes a party to this Agre
