200,000,000 5.50% NOTES DUE 2014Infinity Property & Casualty Corp • April 2nd, 2004 • Fire, marine & casualty insurance • New York
among INFINITY PROPERTY AND CASUALTY CORPORATION, as Borrower,Credit Agreement • July 18th, 2003 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance • New York
Trust Indenture Act Indenture Section Section ------- ------- 310(a)(1) 7.9; 7.10 (a)(2) 7.10 (a)(3) N.A. (a)(4) N.A. (b) 7.8; 7.10 (c) N.A. 311(a) 7.11 (b) 7.11 (c) N.A. 312(a) 2.5 (b) 10.3 (c) 10.3 313(a) 7.6 (b)(1) N.A. (b)(2) 7.6 (c) 7.6 (d) 7.6...Indenture • April 2nd, 2004 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance • New York
RECITALSLicense Agreement • January 29th, 2003 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance • Ohio
EXHIBIT 10.27 SEVERANCE AGREEMENT ------------------- THIS AGREEMENT, dated August, 2003, is made by and between Infinity Property and Casualty Corporation, an Ohio corporation (the "Company") and John R. Miner (the "Executive"). WHEREAS the Company...Severance Agreement • November 18th, 2003 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance • Ohio
ATLease Agreement • March 22nd, 2004 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance • Alabama
RECITALSRegistration Rights Agreement • March 31st, 2003 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance • Ohio
Exhibit 1.2 INFINITY PROPERTY AND CASUALTY CORPORATION __% SENIOR NOTES DUE 2013 UNDERWRITING AGREEMENTInfinity Property & Casualty Corp • January 29th, 2003 • Fire, marine & casualty insurance • New York
ARTICLE II. COMPENSATION PACKAGEEmployment Agreement • April 2nd, 2004 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance • Ohio
INFINITY] COMMON STOCKUnderwriting Agreement • January 29th, 2003 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance • New York
RECITALSSublease Agreement • March 31st, 2003 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance
RECITALSLicense Agreement • March 31st, 2003 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance • Ohio
WITNESSETHNon-Competition Agreement • March 31st, 2003 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance
EFFECTIVE JANUARY 1, 2003 BETWEEN WINDSOR INSURANCE COMPANY, REINSURER AND GREAT AMERICAN INSURANCE COMPANY AND AFFILIATES REASSUREDReinsurance Agreement • March 31st, 2003 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance
EXHIBIT 10.2 GUARANTEE AND COLLATERAL AGREEMENTGuarantee and Collateral Agreement • July 18th, 2003 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance • New York
EXHIBIT 4.2 EXCHANGE AND REGISTRATION RIGHTS AGREEMENT EXCHANGE AND REGISTRATION RIGHTS AGREEMENT, dated as of February 17, 2004 (the "Exchange and Registration Rights Agreement"). WHEREAS, Infinity Property and Casualty Corporation, an Ohio...Exchange and Registration Rights Agreement • April 2nd, 2004 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance • New York
EXHIBIT 10.24 TAX ALLOCATION AGREEMENT This TAX ALLOCATION AGREEMENT (Agreement), made and entered into as of October 15, 2003 and effective February 13, 2003 by and among Infinity Property and Casualty Corporation ("Parent") and each one of those...Tax Allocation Agreement • April 2nd, 2004 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance • Ohio
Exhibit 10.8 INVESTMENT SERVICES AGREEMENT THIS INVESTMENT SERVICES AGREEMENT ("Agreement"), dated and effective as of February 18, 2003, between INFINITY PROPERTY AND CASUALTY CORPORATION, an Ohio corporation ("Company"), and AMERICAN MONEY...Investment Services Agreement • March 31st, 2003 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance • Ohio
OFFICE LEASEOffice Lease • March 31st, 2003 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance • Missouri
Infinity Property and Casualty Corporation Underwriting AgreementUnderwriting Agreement • September 17th, 2012 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance • New York
Infinity Property and Casualty Corporation, an Ohio corporation (the “Company”), proposes to issue and sell $275,000,000 aggregate principal amount of its 5.000% Senior Notes due 2022 (the “Notes”) to the several underwriters named on Schedule I hereto (the “Underwriters”), for which Barclays Capital Inc. and Goldman, Sachs & Co. are acting as representatives (the “Representatives”). The Notes will (i) have terms and provisions which are summarized in the Disclosure Package as of the Applicable Time and the Prospectus dated as of the date hereof (each as defined in Section 1(a) hereof) and (ii) be issued pursuant to an Indenture dated as of August 6, 2010 (as supplemented by a supplemental indenture, to be dated as of September 17, 2012, the “Indenture”) between the Company and U.S. Bank National Association, as Trustee (the “Trustee”). This agreement (this “Agreement”) is to confirm the agreement concerning the purchase of the Notes from the Company by the Underwriters.
EMPLOYMENT AGREEMENTEmployment Agreement • October 22nd, 2015 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance • Alabama
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into this 19TH day of October, 2015, between Infinity Property and Casualty Corporation, an Ohio corporation (the “Company”) and Robert H. Bateman (the “Executive”).
RECITALSSublease Agreement • February 3rd, 2003 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance
TABLE OF CONTENTS ARTICLE PAGE ------- ---- I APPLICATION OF AGREEMENT 1 II COVER 2 III WARRANTY 2 IV TERRITORY 3Share Reinsurance Agreement • March 22nd, 2004 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance • New York
BETWEENFormation and Separation Agreement • March 31st, 2003 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance • Ohio
EMPLOYMENT AGREEMENTEmployment Agreement • January 5th, 2006 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance • Ohio
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into this 1st day of January, 2006, between Infinity Insurance Company, an Indiana corporation (the “Company”) and Scott Pitrone “Executive”).
AGREEMENT AND PLAN OF MERGER among KEMPER CORPORATION, VULCAN SUB, INC. and INFINITY PROPERTY AND CASUALTY CORPORATION Dated as of February 13, 2018Agreement and Plan of Merger • February 14th, 2018 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance • Ohio
This AGREEMENT AND PLAN OF MERGER, dated as of February 13, 2018 (as amended in accordance with the terms hereof, this “Agreement”), is by and among Kemper Corporation, a Delaware corporation (“Parent”), Vulcan Sub, Inc., an Ohio corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and Infinity Property and Casualty Corporation, an Ohio corporation (the “Company”).
WITNESSETH:Tax Allocation and Indemnification Agreement • March 31st, 2003 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance
INDEMNIFICATION AGREEMENTIndemnification Agreement • February 25th, 2016 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance • Ohio
This Indemnification Agreement (“Agreement”) is made as of the 4th day of November 2015 by and between INFINITY PROPERTY AND CASUALTY CORPORATION, an Ohio corporation (the “Corporation”), and the individual whose name appears on the signature page hereof (such individual being referred to herein as the “Indemnified Representative” and collectively with other individuals who may execute substantially similar agreements as the “Indemnified Representatives”), with reference to the following background:
OFFICE LEASEOffice Lease • February 3rd, 2003 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance • Missouri
WITNESSETH:Services Agreement • March 31st, 2003 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance • Ohio
OFFICE LEASEOffice Lease • February 3rd, 2003 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance • Ohio
SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of August 31, 2017 Between INFINITY PROPERTY AND CASUALTY CORPORATION and INFINITY INSURANCE COMPANY and REGIONS BANK, as Lender Relating to a $50,000,000 Revolving LoanCredit Agreement • September 6th, 2017 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance • Alabama
THIS SECOND AMENDED AND RESTATED CREDIT AGREEMENT ("this Agreement") dated as of August 31, 2017 is between INFINITY PROPERTY AND CASUALTY CORPORATION, an Ohio corporation (“IPCC”), INFINITY INSURANCE COMPANY, an Indiana insurance corporation (“IIC”; IIC and IPCC are together referred to as the “Borrower”), and REGIONS BANK, an Alabama banking corporation (the "Lender").
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • February 14th, 2018 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance • Ohio
THIS VOTING AND SUPPORT AGREEMENT, dated as of February 13, 2018 (this “Agreement”), is entered into by and between Kemper Corporation, a Delaware corporation (“Parent”), and the undersigned shareholder of the Company (the “Shareholder”).
FIRST AMENDMENT TOQuota Share Agreement • January 3rd, 2003 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance
AMENDMENT NO. 3 TO THEEmployment Agreement • February 15th, 2018 • Infinity Property & Casualty Corp • Fire, marine & casualty insurance
THIS AMENDMENT NO.3 (“Amendment No.3”) is made and entered into this 12th day of February 2018, between Infinity Property and Casualty Corporation, an Ohio corporation (the “Company”) and Samuel J. Simon (the “Executive”).
