Heritage Insurance Holdings, Inc. Sample Contracts

HERITAGE INSURANCE HOLDINGS, INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [•], 20[•] Senior Debt Securities
Indenture • March 14th, 2024 • Heritage Insurance Holdings, Inc. • Fire, marine & casualty insurance • New York
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Heritage Insurance Holdings, Inc. [__] Shares Common Stock ($ 0.0001 par value) Underwriting Agreement
Heritage Insurance Holdings, LLC • May 16th, 2014 • Fire, marine & casualty insurance • New York

Heritage Insurance Holdings, Inc., a corporation organized under the laws of Delaware (together with its predecessor Heritage Insurance Holdings, LLC, a Delaware limited liability company, the “Company”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, [__] shares of common stock, $0.0001 par value (“Common Stock”) of the Company (said shares to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to [__] additional shares of Common Stock to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as Underwrit

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HERITAGE INSURANCE HOLDINGS, INC. 3,703,703 Shares COMMON STOCK ($0.0001 PAR VALUE) UNDERWRITING AGREEMENT
Underwriting Agreement • December 19th, 2023 • Heritage Insurance Holdings, Inc. • Fire, marine & casualty insurance • New York
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FIFTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • August 3rd, 2021 • Heritage Insurance Holdings, Inc. • Fire, marine & casualty insurance • New York

This CREDIT AGREEMENT, dated as of December 14, 2018 (as amended, restated, increased, extended, supplemented and/or otherwise modified from time to time, this “Agreement”), is entered into by and among HERITAGE INSURANCE HOLDINGS, INC., a Delaware corporation (the “Borrower”), certain Subsidiaries of the Borrower from time to time party hereto, as Guarantors, the Lenders from time to time party hereto, and REGIONS BANK, as administrative agent (in such capacity, “Administrative Agent”) and collateral agent (in such capacity, “Collateral Agent”).

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CREDIT AGREEMENT dated as of December 14, 2018 among
Credit Agreement • May 8th, 2019 • Heritage Insurance Holdings, Inc. • Fire, marine & casualty insurance • New York

This CREDIT AGREEMENT, dated as of December 14, 2018 (as amended, restated, increased, extended, supplemented and/or otherwise modified from time to time, this “Agreement”), is entered into by and among HERITAGE INSURANCE HOLDINGS, INC., a Delaware corporation (the “Borrower”), certain Subsidiaries of the Borrower from time to time party hereto, as Guarantors, the Lenders from time to time party hereto, and REGIONS BANK, as administrative agent (in such capacity, “Administrative Agent”) and collateral agent (in such capacity, “Collateral Agent”).

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Heritage Insurance Holdings, Inc. A DELAWARE CORPORATION AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • November 6th, 2015 • Heritage Insurance Holdings, Inc. • Fire, marine & casualty insurance

THIS EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of November 4, 2015 by and between HERITAGE INSURANCE HOLDINGS, INC., and its subsidiary companies (collectively, the “Company”), and Bruce Lucas (the “Executive”).

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INDEMNIFICATION AGREEMENT
Indemnification Agreement • April 30th, 2014 • Heritage Insurance Holdings, LLC • Fire, marine & casualty insurance • Delaware

This Indemnification Agreement (“Agreement”) is made effective as of this day of , 2014 by and between Heritage Insurance Holdings, Inc., a Delaware corporation (the “Company”), and the undersigned officer, director or employee of the Company (“Indemnitee”).

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Heritage Insurance Holdings, Inc. Restricted Stock Award Agreement
Restricted Stock Award Agreement • May 8th, 2020 • Heritage Insurance Holdings, Inc. • Fire, marine & casualty insurance • Delaware

This Restricted Stock Award Agreement (the “Agreement”) is entered into as of November 4, 2015 (the “Award Date”) between Heritage Insurance Holdings, Inc. (the “Company”) and Rich Widdicombe (the “Participant”). Any term capitalized but not defined in the Agreement shall have the meaning set forth in the Heritage Insurance Holdings, Inc. Omnibus Incentive Plan, as may be amended from time to time (the “Plan”).

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EMPLOYMENT AGREEMENT
Employment Agreement • November 8th, 2021 • Heritage Insurance Holdings, Inc. • Fire, marine & casualty insurance • Delaware

THIS EMPLOYMENT AGREEMENT ("Agreement"), dated September 1, 2021 is made and entered into by and between HERITAGE INSURANCE HOLDINGS, INC., Delaware corporation, and all of its affiliate and subsidiary companies (collectively, the "Company"), and Sharon Binnun (the "Executive").

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AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • January 11th, 2024 • Heritage Insurance Holdings, Inc. • Fire, marine & casualty insurance • Florida

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT is made and entered into as of January 5, 2024 and amends and restates in its entirety the employment agreement dated as of September 1, 2021 (as amended and restated, this “Agreement”), by and between HERITAGE INSURANCE HOLDINGS, INC., a Delaware corporation (the “Company”), and Sharon Binnun, an individual (“Executive”).

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AMendment to EMPLOYMENT AGREEMENT
Employment Agreement • August 9th, 2023 • Heritage Insurance Holdings, Inc. • Fire, marine & casualty insurance

THIS AMENDMENT, dated as of June 19, 2023 (this “Amendment”) to the employment agreement dated as of January 5, 2021 (“Employment Agreement”), by and between HERITAGE INSURANCE HOLDINGS, INC., a Delaware corporation (the “Company”), and Ernie Garateix, an individual (“Executive”).

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CREDIT AGREEMENT dated as of December 14, 2018 among
Credit Agreement • March 12th, 2019 • Heritage Insurance Holdings, Inc. • Fire, marine & casualty insurance • New York

This CREDIT AGREEMENT, dated as of December 14, 2018 (as amended, restated, increased, extended, supplemented and/or otherwise modified from time to time, this “Agreement”), is entered into by and among HERITAGE INSURANCE HOLDINGS, INC., a Delaware corporation (the “Borrower”), certain Subsidiaries of the Borrower from time to time party hereto, as Guarantors, the Lenders from time to time party hereto, and REGIONS BANK, as administrative agent (in such capacity, “Administrative Agent”) and collateral agent (in such capacity, “Collateral Agent”).

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PURCHASE AND SALE AGREEMENT
Purchase and Sale Agreement • April 30th, 2014 • Heritage Insurance Holdings, LLC • Fire, marine & casualty insurance • Florida

THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) dated as of the date last signed (the “Effective Date”), is made by and between Heritage Insurance Holdings, LLC, a Florida limited liability company, having an address of 700 Central Ave., Suite 500, St. Petersburg, FL 33701 (hereinafter “Purchaser” or “Buyer”) and 2600 & 2650 McCormick Drive Holdings, LLC, a Maryland limited liability company, having an address c/o CWCapital Asset Management LLC, 7501 Wisconsin Avenue, Suite 500 West, Bethesda, Maryland 20814 (“Seller”).

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EMPLOYMENT AGREEMENT
Employment Agreement • March 10th, 2020 • Heritage Insurance Holdings, Inc. • Fire, marine & casualty insurance • Delaware

THIS EMPLOYMENT AGREEMENT ("Agreement") is made and entered into as of November 4, 2015 by and between HERITAGE INSURANCE HOLDINGS, INC., and its subsidiary companies (collectively, the "Company"), and Ernie Garateix (the "Executive").

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Assumption Agreement Heritage Property and Casualty Insurance Company
Assumption Agreement • April 30th, 2014 • Heritage Insurance Holdings, LLC • Fire, marine & casualty insurance • Florida

THIS ASSUMPTION AGREEMENT (the “Agreement”) is effective as of the 22nd day of May, 2013 by and between Heritage Property and Casualty Insurance Company, a Florida licensed and authorized insurance company (“Heritage”), and Citizens Property Insurance Corporation, an entity created by the Legislature of the State of Florida pursuant to Subsection 627.351(6), Florida Statutes (“Citizens”).

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VOLUNTARY AGENCY AGREEMENT with Heritage MGA, LLC
Voluntary Agency Agreement • April 30th, 2014 • Heritage Insurance Holdings, LLC • Fire, marine & casualty insurance • Florida

This AGREEMENT made and entered into as of the 16th day of December, 2013 by and between Heritage MGA, LLC (“HMGA”), A Florida Limited Liability Company with its principal office at: 700 Central Avenue, Suite 304, Saint Petersburg, FL 33701; and Faia Member Services Inc. (hereinafter ‘Agent’), whose principal address is 3159 Shamrock South Tallahassee, FL 32309.

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PROPERTY CATASTROPHE EXCESS OF LOSS REINSURANCE AGREEMENT issued to HERITAGE PROPERTY & CASUALTY INSURANCE COMPANY
Loss Reinsurance Agreement • April 30th, 2014 • Heritage Insurance Holdings, LLC • Fire, marine & casualty insurance • Florida

The Reinsurer hereby reinsures the Ceding Insurer to the extent and on the terms and conditions and subject to the exceptions, exclusions and limitations hereinafter set forth in this Agreement.

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ADMINISTRATIVE SERVICES AGREEMENT
Administrative Services Agreement • April 30th, 2014 • Heritage Insurance Holdings, LLC • Fire, marine & casualty insurance • Florida

This Administrative Services Agreement (“Agreement”) is entered into this 1st day of January, 2014 (the “Effective Date”) by and between FLORIDA ASSOCIATION OF INSURANCE AGENTS, INC. (“FAIA”) and HERITAGE PROPERTY & CASUALTY INSURANCE COMPANY (“Heritage”).

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PR-M Non-Bonus Assumption Agreement
Non-Bonus Assumption Agreement • April 30th, 2014 • Heritage Insurance Holdings, LLC • Fire, marine & casualty insurance • Florida

THIS ASSUMPTION AGREEMENT (the “Agreement”) is executed as of the 18 day of October 2012 (“Execution Date”) by and between Heritage Property & Casualty Insurance Company a Florida licensed and authorized insurance company (“Insurer”) and Citizens Property Insurance Corporation, an entity created by the Legislature of the State of Florida pursuant to Subsection 627.351(6), and any successor entity (“CITIZENS”).

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SEPARATION AGREEMENT
Separation Agreement • December 4th, 2020 • Heritage Insurance Holdings, Inc. • Fire, marine & casualty insurance • Florida

This Separation Agreement (the “Separation Agreement”), dated December 1, 2020, is made by and between Heritage Insurance Holdings, Inc., together with its parent, affiliates and subsidiaries (collectively referred to throughout this Separation Agreement as “Heritage” or the “Company”) and Bruce Lucas, together with his heirs, executors, administrators, successors, and assigns (collectively referred to throughout this Agreement as “Employee”) (Heritage and Employee will collectively be referred to as the “Parties”):

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REINSURANCE TRUST AGREEMENT
Trust Agreement • April 30th, 2014 • Heritage Insurance Holdings, LLC • Fire, marine & casualty insurance • Illinois

THIS REINSURANCE TRUST AGREEMENT (this “Agreement”) is made effective as of the 22nd day of May, 2013 (the “Effective Date”) by and among Osprey Re Ltd, an insurance company domiciled in Hamilton, Bermuda (the “Grantor”). Heritage Property and Casualty Insurance Company, an insurance company domiciled in the State of Florida (together with any successor thereof by operation of law, including, without limitation, any liquidator, rehabilitator, receiver, or conservator, the “Beneficiary”), and Bank of America, N.A., a banking association organized under the laws of the United States (the “Trustee”). Certain capitalized terms used herein are defined in Section 3.01.

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MARKETING SERVICES AGREEMENT
Marketing Services Agreement • April 30th, 2014 • Heritage Insurance Holdings, LLC • Fire, marine & casualty insurance • Florida

This Marketing Services Agreement (“Agreement”) is made this 1st day of January, 2014 (the “Effective Date”) by and between HERITAGE PROPERTY & CASUALTY INSURANCE COMPANY, a Florida corporation (“Heritage”) and FAIA MEMBER SERVICES, INC., a Florida corporation (“FMS”).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 1st, 2017 • Heritage Insurance Holdings, Inc. • Fire, marine & casualty insurance • Delaware

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of this 30th day of November, 2017 by and among Heritage Insurance Holdings, Inc., a Delaware corporation (“Parent”), and the persons listed on Schedule A hereto (such persons, in their capacity as holders of Registrable Securities (as defined below), including any permitted transferees hereunder, the “Holders” and each a “Holder”).

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REIMBURSEMENT CONTRACT Effective: June 1, 2014 (Contract) between HERITAGE PROPERTY AND CASUALTY INSURANCE COMPANY (Company) NAIC # 14407 and THE STATE BOARD OF ADMINISTRATION OF THE STATE OF FLORIDA (SBA) WHICH ADMINISTERS THE FLORIDA HURRICANE...
Reimbursement Contract • August 6th, 2014 • Heritage Insurance Holdings, Inc. • Fire, marine & casualty insurance • Florida

The Legislature of the State of Florida has enacted Section 215.555, Florida Statutes (Statute), which directs the SBA to administer the FHCF. This Contract, consisting of the principal document entitled Reimbursement Contract, addressing the mandatory FHCF coverage, and Addenda, is subject to the Statute and to any administrative rule adopted pursuant thereto, and is not intended to be in conflict therewith. All provisions in the principal document are equally applicable to each Addendum unless specifically superseded by one of the Addenda.

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FIRST AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • May 8th, 2020 • Heritage Insurance Holdings, Inc. • Fire, marine & casualty insurance • New York

This FIRST AMENDMENT TO CREDIT AGREEMENT, dated as of May 17, 2019 (this “Amendment”), to the Credit Agreement referenced below is entered into by and among HERITAGE INSURANCE HOLDINGS, INC., a Delaware corporation (the “Borrower”), the Guarantors, the Lenders party hereto, and Regions Bank, in its capacity as Administrative Agent (the “Administrative Agent”). All capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to such terms in the Credit Agreement (as defined below).

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INSURANCE POLICY ACQUISITION AND TRANSITION AGREEMENT
Insurance Policy Acquisition and Transition Agreement • June 19th, 2014 • Heritage Insurance Holdings, Inc. • Fire, marine & casualty insurance • Florida

This Insurance Policy Acquisition and Transition Agreement (hereinafter the “Agreement”) is entered into this 13th day of June, 2014, by and among the Florida Department of Financial Services, as Receiver for Sunshine State Insurance Company (hereinafter the “Receiver”), Heritage Property & Casualty Insurance Company (hereinafter “HPCIC”) and the Florida Insurance Guaranty Association (hereinafter “FIGA”).

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AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • May 8th, 2020 • Heritage Insurance Holdings, Inc. • Fire, marine & casualty insurance

THIS AMENDMENT TO EMPLOYMENT AGREEMENT ("Amendment") is made and entered into on October 7, 2019, by and between HERITAGE INSURANCE HOLDINGS, INC., and its subsidiary companies (collectively, the "Company"), and Kirk H. Lusk (the "Executive").

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EMPLOYMENT AGREEMENT
Employment Agreement • May 7th, 2021 • Heritage Insurance Holdings, Inc. • Fire, marine & casualty insurance • Hawaii

THIS EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of April 2, 2018 by and between ZEPHR INSURANCE COMPANY, INC., Hawaii corporation, and any of its parent or subsidiary companies (collectively, the “Company”), and TIM JOHNS (the, “Executive”).

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EMPLOYMENT AGREEMENT
Employment Agreement • May 8th, 2020 • Heritage Insurance Holdings, Inc. • Fire, marine & casualty insurance • Rhode Island

THIS EMPLOYMENT AGREEMENT (the “Agreement”) is by and between NBIC Service Company, Inc, a Rhode Island Corporation with a principal place of business located at 25 Maple Street, Pawtucket, Rhode Island (the “Company”) and Timothy M. Moura, an individual residing at 51 Pinsonnault Lane, North Attleboro, MA 02760 (the “Executive”).

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SECOND AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • April 30th, 2020 • Heritage Insurance Holdings, Inc. • Fire, marine & casualty insurance • New York

This SECOND AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of April 27, 2020 (the “Second Amendment Effective Date”), is entered into by and among HERITAGE INSURANCE HOLDINGS, INC., a Delaware corporation (the “Borrower”), the Guarantors, the Lenders party hereto, and Regions Bank, in its capacity as Administrative Agent (the “Administrative Agent”).

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Heritage Insurance Holdings, Inc. Restricted Stock Award Agreement
Restricted Stock Award Agreement • May 7th, 2021 • Heritage Insurance Holdings, Inc. • Fire, marine & casualty insurance • Delaware

This Restricted Stock Award Agreement (the “Agreement”) is entered into as of [________], 202[_] (the “Award Date”) between Heritage Insurance Holdings, Inc. (the “Company”) and [____________] (the “Participant”). Any term capitalized but not defined in the Agreement shall have the meaning set forth in the Heritage Insurance Holdings, Inc. Omnibus Incentive Plan, as may be amended from time to time (the “Plan”).

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FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • May 8th, 2020 • Heritage Insurance Holdings, Inc. • Fire, marine & casualty insurance

made, entered into and effective on January 1, 2018, by and between NBIC Service Company, Inc. (the "Company"), and Timothy M. Moura (the "Executive").

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STOCK PURCHASE AGREEMENT BY AND AMONG HERITAGE INSURANCE HOLDINGS, INC., ZEPHYR ACQUISITION COMPANY, RM OCEAN HARBOR HOLDING, INC. MP HOLDINGS LLC THE OTHER SELLER PARTIES THE RESTRICTIVE COVENANT PARTIES AND THE SELLER’S REPRESENTATIVE Dated as of...
Stock Purchase Agreement • October 2nd, 2015 • Heritage Insurance Holdings, Inc. • Fire, marine & casualty insurance • Delaware

This Stock Purchase Agreement (this “Agreement”) is made and entered into this 29th day of September, 2015, by and among HERITAGE INSURANCE HOLDINGS, INC., a Delaware corporation (the “Buyer”), ZEPHYR ACQUISITION COMPANY, a Delaware corporation (the “Company”), each of RM OCEAN HARBOR HOLDING, INC., a Delaware corporation and MP HOLDINGS LLC, a Hawaii limited liability company (each a “Seller” and collectively, the “Sellers”), each of the OTHER SELLER PARTIES executing a signature page hereto (the “Other Seller Parties”), each of the RESTRICTIVE COVENANT PARTIES executing a signature page hereto (the “Restrictive Covenant Parties”), and RM OCEAN HARBOR HOLDING, INC. in its capacity as a representative of the Sellers (the “Sellers’ Representative”).

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SEPARATION AGREEMENT AND GENERAL RELEASE
Separation Agreement and General Release • December 23rd, 2014 • Heritage Insurance Holdings, Inc. • Fire, marine & casualty insurance

This Separation Agreement and General Release (the “Agreement”) is made by and between HERITAGE INSURANCE HOLDINGS, INC. (the “Company”) and Kent Linder (the “Executive” and together with the Company, the “Parties”).

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EIGHTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • March 13th, 2023 • Heritage Insurance Holdings, Inc. • Fire, marine & casualty insurance • New York

This EIGHTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of February 6, 2023 (the “Eighth Amendment Effective Date”), is entered into by and among HERITAGE INSURANCE HOLDINGS, INC., a Delaware corporation (the “Borrower”), the Guarantors (here and hereafter as defined in the Credit Agreement (here and hereafter as defined below)), the Lenders (here and hereafter as defined in the Credit Agreement), and Regions Bank (“Regions”), in its capacities as Administrative Agent and Collateral Agent.

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