SYMETRA FINANCIAL CORPORATION Underwriting AgreementSymetra Financial CORP • August 4th, 2014 • Life insurance • New York
Symetra Financial Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), $250,000,000 aggregate principal amount of its 4.25% Senior Notes due 2024 (the “Securities”). The Securities will be issued pursuant to an Indenture to be dated as of the Closing Date (as defined below) (the “Base Indenture”), as supplemented by a supplemental indenture dated as of the Closing Date (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”), each between the Company and U.S. Bank National Association, as trustee (the “Trustee”).
CREDIT AGREEMENT dated as of December 14, 2011 among SYMETRA FINANCIAL CORPORATION, The Lenders Party Hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Syndication Agent and U.S. BANK, NATIONAL...Credit Agreement • December 16th, 2011 • Symetra Financial CORP • Life insurance • New York
Schedule 1.01 – Pricing Schedule Schedule 2.01 – Commitments Schedule 3.03 – Consents, Authorizations, Filings and Notices Schedule 3.16 – Tax Payer Identification Number
CREDIT AGREEMENTCredit Agreement • October 16th, 2015 • Symetra Financial CORP • Life insurance • New York
CREDIT AGREEMENT dated as of October 16, 2015, among SYMETRA FINANCIAL CORPORATION, the LENDERS party hereto, U.S. BANK NATIONAL ASSOCIATION, as Administrative Agent, WELLS FARGO BANK, NATIONAL ASSOCIATION and JPMORGAN CHASE BANK, N.A., as Co-Syndication Agents, and SUNTRUST BANK, as Documentation Agent.
SYMETRA FINANCIAL CORPORATION (a Delaware corporation) l Shares of Common Stock PURCHASE AGREEMENTPurchase Agreement • January 6th, 2010 • Symetra Financial CORP • Life insurance • New York
CREDIT AGREEMENT, dated as of June 14, 2004, among OCCUM ACQUISITION CORP., as the Borrower, The Several Lenders from Time to Time Parties Hereto, and BANK OF AMERICA, N.A. as Administrative Agent CUSIP Number BANC OF AMERICA SECURITIES LLC, as Lead...Credit Agreement • August 3rd, 2007 • Symetra Financial CORP • Life insurance • New York
CREDIT AGREEMENT, dated as of June 14, 2004 among (i) OCCUM ACQUISITION CORP., a Delaware corporation (the “Borrower”), (ii) the several banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”) and (iii) Bank of America, N.A., as administrative agent (the “Administrative Agent”).
RESTRICTED STOCK AGREEMENT PURSUANT TO THE SYMETRA FINANCIAL CORPORATION EQUITY PLANRestricted Stock Agreement • May 8th, 2015 • Symetra Financial CORP • Life insurance • New York
THIS RESTRICTED STOCK AGREEMENT (this “Agreement”) made as of the [_________________] by and between Symetra Financial Corporation, a Delaware corporation (the “Company”), and [________________] (the “Executive”).
SHAREHOLDERS AGREEMENTShareholders Agreement • November 10th, 2009 • Symetra Financial CORP • Life insurance • New York
This SHAREHOLDERS AGREEMENT (this “Agreement”), dated as of March 19, 2004, is among Occum Acquisition Corp., a Delaware corporation (the “Company”), and each of the Persons listed on Schedule 1 hereto and any future security holder of the Company that becomes a party to this Agreement (each, a “Shareholder” and collectively the “Shareholders”).
Performance Unit Award Agreement Pursuant to the Symetra Financial Corporation Equity Plan [_____________________] GrantPerformance Unit Award Agreement • May 8th, 2015 • Symetra Financial CORP • Life insurance • New York
THIS PERFORMANCE UNIT AWARD AGREEMENT (this “Agreement”) is made, effective as of the [_______] (the “Grant Date”), between Symetra Financial Corporation (the “Company”) and [________________] (the “Participant”).
GROUP LONG TERM DISABILITY REINSURANCE AGREEMENTGroup Long Term Disability Reinsurance Agreement • November 10th, 2010 • Symetra Financial CORP • Life insurance • Maine
THIS AGREEMENT is between SAFECO LIFE INSURANCE COMPANY of Seattle, Washington (hereinafter “Insurer”) and DUNCANSON & HOLT SERVICES, INC., a Maine corporation, as Managing Agent (hereinafter “Managing Agent”) for each of the participating reinsurers collectively referred to in this Agreement as the American Disability Reinsurance Underwriters Syndicate (ADRUS) and listed in Appendix A (hereinafter “Reinsurer”).
FISCAL AGENCY AGREEMENT between SYMETRA FINANCIAL CORPORATION as Issuer AND U.S. BANK NATIONAL ASSOCIATION as Fiscal Agent 6.125% Notes Due 2016 Dated as of March 30, 2006Fiscal Agency Agreement • November 10th, 2009 • Symetra Financial CORP • Life insurance • New York
FISCAL AGENCY AGREEMENT dated as of March 30, 2006 (the “Agreement”), between SYMETRA FINANCIAL CORPORATION, a Delaware corporation (the “Company”) and U.S. BANK NATIONAL ASSOCIATION, as fiscal agent (the “Fiscal Agent”).
SHAREHOLDERS AGREEMENTShareholders Agreement • November 10th, 2009 • Symetra Financial CORP • Life insurance • New York
This SHAREHOLDERS AGREEMENT (this “Agreement”), dated as of March 8, 2004, is among Occum Acquisition Corp., a Delaware corporation (the “Company”), and each of the Persons listed on Schedule 1 hereto and any future security holder of the Company that becomes a party to this Agreement (each, a “Shareholder” and collectively the “Shareholders”).
GROUP SHORT TERM DISABILITY REINSURANCE AGREEMENTGroup Short Term Disability Reinsurance Agreement • November 10th, 2010 • Symetra Financial CORP • Life insurance • Maine
THIS AGREEMENT is between SAFECO LIFE INSURANCE COMPANY of Seattle, Washington (hereinafter “Insurer”) and DUNCANSON & HOLT SERVICES, INC., a Maine corporation, as Managing Agent (hereinafter “Managing Agent”) for each of the participating reinsurers collectively referred to in this Agreement as the American Disability Reinsurance Underwriters Syndicate (ADRUS) and listed in Appendix A (hereinafter “Reinsurer”).
INVESTMENT MANAGEMENT AGREEMENTInvestment Management Agreement • October 5th, 2009 • Symetra Financial CORP • Life insurance • Connecticut
WHITE MOUNTAINS ADVISORS LLC, a Delaware limited liability company (the “Adviser”), having an address at 370 Church Street, Guilford, Connecticut 06437, and OCCUM ACQUISITION CORP., a Delaware corporation (the “Client”), having an address at 370 Church Street, Guilford, Connecticut 06437, hereby enter into this Investment Management Agreement, dated as of March 14, 2004 (this “Agreement”), and hereby agree that the Adviser shall act as discretionary adviser with respect to the assets of the Client and/or its Subsidiaries, (as defined in Schedule B) described below (the “Investment Account”) on the following terms and conditions:
CREDIT AGREEMENT Dated as of August 16, 2007 among SYMETRA FINANCIAL CORPORATION, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and Issuing Lender, and THE OTHER LENDERS PARTY HERETO JPMORGAN CHASE BANK, N.A., as...Credit Agreement • October 5th, 2009 • Symetra Financial CORP • Life insurance • New York
This CREDIT AGREEMENT, dated as of August 16, 2007, among (i) SYMETRA FINANCIAL CORPORATION, a Delaware corporation (the “Borrower”), (ii) each lender from time to time party hereto (collectively, the “Lenders”), and (iii) BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and the Issuing Lender.
MASTER SERVICES AGREEMENT by and between SYMETRA LIFE INSURANCE COMPANY and AFFILIATED COMPUTER SERVICES, INC. August 1, 2009 CONFIDENTIALMaster Services Agreement • December 29th, 2009 • Symetra Financial CORP • Life insurance
This Master Services Agreement (the “Agreement”), dated August 1, 2009 (the “Restatement Date”), is by and between Symetra Life Insurance Company, a Washington corporation with corporate offices at 777 108th Avenue NE, Suite 1200, Bellevue, WA 98004-5135 (including its successors and permitted assigns, “Symetra”), and Affiliated Computer Services, Inc., a Delaware corporation with corporate offices at 2828 N. Haskell, Dallas, Texas 75204 (including its successors and permitted assigns, “ACS”), and amends and restates in its entirety that certain Information Technology Services Agreement dated October 28, 2004 (the “Original Effective Date”) by and between Symetra and ACS Commercial Solutions, Inc. (as amended and supplemented, the “Original Agreement”).
COINSURANCE AGREEMENTCoinsurance Agreement • October 26th, 2009 • Symetra Financial CORP • Life insurance
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
INFORMATION TECHNOLOGY SERVICES AGREEMENT by and between SYMETRA LIFE INSURANCE COMPANY and ACS COMMERCIAL SOLUTIONS, INC. October 28, 2004 CONFIDENTIALInformation Technology Services Agreement • October 16th, 2007 • Symetra Financial CORP • Life insurance
This Information Technology Services Agreement (the “Agreement”) is entered into as of this 28th day of October, 2004 (the “Effective Date”), by and between Symetra Life Insurance Company, a Washington corporation with corporate offices at 5069 154th Place NE, Redmond, Washington 98052 (“Symetra”), and ACS Commercial Solutions, Inc., a Nevada corporation with corporate offices at 2828 N. Haskell, Dallas, Texas 75204 (“ACS”) (Symetra and ACS sometimes are collectively referred to herein as the “Parties”).
COINSURANCE FUNDS WITHHELD REINSURANCE AGREEMENT No. 001 Between Transamerica Insurance Company of Cedar Rapids, IA (Reinsured) And SAFECO Life Insurance Company of Redmond, WA (Reinsurer) Effective December 1, 2001Coinsurance Funds Withheld Reinsurance Agreement • October 26th, 2009 • Symetra Financial CORP • Life insurance • Iowa
Portions marked [***] have been omitted pursuant to a Confidential Treatment Request by Symetra Financial Corp., this information has been filed separately with the Securities and Exchange Commission.
STOCK PURCHASE AGREEMENT BY AND AMONG SAFECO CORPORATION, GENERAL AMERICA CORPORATION, WHITE MOUNTAINS INSURANCE GROUP, LTD. AND OCCUM ACQUISITION CORP. dated as of March 15, 2004Stock Purchase Agreement • October 5th, 2009 • Symetra Financial CORP • Life insurance • New York
THIS STOCK PURCHASE AGREEMENT, dated as of March 15, 2004 (this “Agreement”), is by and among Safeco Corporation, a Washington corporation (“Seller”), General America Corporation (“GAC”), a Washington corporation and a wholly owned subsidiary of Seller, White Mountains Insurance Group, Ltd., a company existing under the laws of Bermuda (“Parent”), and Occum Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Parent (“Buyer”).
COINSURANCE REINSURANCE AGREEMENT BETWEEN SAFECO LIFE INSURANCE COMPANY (HEREINAFTER CALLED THE “Ceding Company”) Seattle, Washington, USA and RGA REINSURANCE COMPANY (HEREINAFTER CALLED THE “Reinsurer”) St. Louis, Missouri, USA This Agreement is...Coinsurance Reinsurance Agreement • October 26th, 2009 • Symetra Financial CORP • Life insurance
Female risk premiums are based on the above male rates with a 4 year age setback for ages 21 and above. For ages 17 through 20, the female rates are the same as the male age 16 rate, and for ages 0 through 16, the female rates are the same as the male rates above.
SYMETRA FINANCIAL CORPORATION Capital Efficient Notes due 2067 PURCHASE AGREEMENTPurchase Agreement • October 5th, 2009 • Symetra Financial CORP • Life insurance • New York
Symetra Financial Corporation, a Delaware corporation (the “Company”), proposes, upon the terms and considerations set forth in this agreement (this “Agreement”), to issue and sell to the several initial purchasers listed on Schedule I hereto (the “Initial Purchasers”), for who you are acting as representatives (the “Representatives”) $150,000,000 aggregate principal amount of its Capital Efficient Notes due 2067 (the “Notes”). The Notes will (i) have terms and provisions that are summarized in the Offering Memorandum (as defined below) and (ii) are to be issued pursuant to an Indenture (the “Indenture”) to be entered into between the Company and U.S. Bank National Association, as trustee (the “Trustee”). This is to confirm the agreement concerning the purchase of the Notes from the Company by the Initial Purchasers.
VOTING AGREEMENTVoting Agreement • August 11th, 2015 • Symetra Financial CORP • Life insurance • Delaware
THIS VOTING AGREEMENT, dated as of August 11, 2015 (this “Agreement”), is between Sumitomo Life Insurance Company, a mutual company (sougo kaisha) organized under the laws of Japan (“Sumitomo”), and White Mountains Insurance Group, Ltd., an exempted company with limited liability incorporated under the laws of Bermuda (the “Stockholder”).
SECURITY AGREEMENTSecurity Agreement • August 3rd, 2007 • Symetra Financial CORP • Life insurance • New York
FOR VALUE RECEIVED, and in order to induce THE BANK OF NEW YORK (the “Bank”), in its discretion, to make loans or otherwise extend credit at any time, and from time to time to, or at the request of, the undersigned (the “Debtor”), whether the loans or credit so extended shall be absolute or contingent, the Debtor (jointly and severally, if more than one and whether executing the same or separate instruments) grants to the Bank, as security for all present or future obligations or liabilities of any and all kinds of the Debtor to it, whether incurred by the Debtor as maker, indorser, drawer, acceptor, guarantor, accommodation party, counterparty, purchaser, seller or otherwise, whether due or to become due, secured or unsecured, absolute or contingent, joint and/or several, and howsoever or whensoever acquired by the Bank including interest accruing thereon before or after the commencement of any insolvency, bankruptcy or reorganization proceeding of the Debtor whether or not such inter
INDENTURE between SYMETRA FINANCIAL CORPORATION, as Company and U.S. BANK NATIONAL ASSOCIATION, as Trustee Dated as of October 10, 2007 Capital Efficient Notes due 2067Indenture • October 5th, 2009 • Symetra Financial CORP • Life insurance • Washington
INDENTURE, dated as of October 10, 2007, between SYMETRA FINANCIAL CORPORATION, a corporation organized under the laws of the State of Delaware (herein called the “Company”), having its principal office at 777 108th Avenue NE, Bellevue, Washington 98004 and U.S. BANK NATIONAL ASSOCIATION, as Trustee (together with any successor as Trustee hereunder, the “Trustee”) having an office located at 1420 5th Avenue, 7th Floor, Seattle, Washington 98101.
ContractSymetra Financial CORP • November 6th, 2015 • Life insurance • New York
COINSURANCE AGREEMENTCoinsurance Agreement • August 3rd, 2007 • Symetra Financial CORP • Life insurance
AMENDMENT NO. 4 TO MASTER SERVICESAGREEMENTMaster Servicesagreement • February 25th, 2014 • Symetra Financial CORP • Life insurance
This Amendment No. 4 (this "Amendment") to the Master Services Agreement dated August 1, 2009 (the "Agreement") is hereby entered into as of January 1, 2014 and effective January 1, 2014 by and between Symetra Life Insurance Company, a Washington corporation (including its successors and permitted assigns, "Symetra"), and Xerox Business Services, LLC (formerly Affiliated Computer Services, Inc.), a Delaware corporation (including its successors and permitted assigns, "Xerox"). Capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Agreement.
Amendment to Sales Agreement Effective as of February 1, 2013 Symetra Life Insurance Company Individual Life Policies Commission Schedule Terms and ConditionsSales Agreement • May 3rd, 2013 • Symetra Financial CORP • Life insurance
October 21, 2010Symetra Financial CORP • November 22nd, 2010 • Life insurance
As we have discussed, your employment with Symetra Life Insurance Company (“Symetra”) will end on November 30, 2010. This Separation Agreement and General Release (“Agreement”) is intended to clearly explain the terms related to the end of your employment with Symetra. By signing and returning this Agreement, you will signify your agreement to these terms, and the Agreement will become binding.
Performance Unit Award Agreement Pursuant to the Symetra Financial Corporation Equity Plan 2010-2012 GrantPerformance Unit Award Agreement • May 14th, 2010 • Symetra Financial CORP • Life insurance • New York
THIS AGREEMENT (this “Agreement” ) is made, effective as of the 4th day of March, 2010 (the “Grant Date”) , between Symetra Financial Corporation (the “Company” ) and [NAME] (the “Participant” ).
Agency AgreementAgency Agreement • September 5th, 2007 • Symetra Financial CORP • Life insurance • Washington
This agency agreement (“Agreement”) is executed by the undersigned party(ies) (hereinafter collectively called “Agency”) and Symetra Life Insurance Company (hereinafter called “Company”). If more than one agency is listed below, any reference in this Agreement to “Agency” shall be deemed to refer to the appropriate Agency as the context requires. It shall consist of this page and the pages identified by the following form numbers:
SYMETRA FINANCIAL CORPORATION EXECUTIVE SEVERANCE PAY PLAN EFFECTIVE MARCH 5, 2013Symetra Financial CORP • March 8th, 2013 • Life insurance • Washington
THIS SYMETRA FINANCIAL CORPORATION EXECUTIVE SEVERANCE PAY PLAN (the “Plan”) is adopted effective March 5, 2013 by Symetra Financial Corporation. The purpose of the Plan is to provide severance pay and benefits to certain Eligible Employees whose employment is terminated by Symetra Financial Corporation on or after that date because the Employee is terminated without Cause.
INVESTMENT MANAGEMENT AGREEMENTInvestment Management Agreement • August 11th, 2011 • Symetra Financial CORP • Life insurance • New York
WHITE MOUNTAINS ADVISORS LLC, a Delaware limited liability company (the “Adviser”), having an address at 200 Hubbard Road, Guilford, Connecticut 06437, and SYMETRA FINANCIAL CORPORATION, a Delaware corporation (the “Client”), having an address at 777 108th Avenue NE, Suite 1200, Bellevue Washington, 98004, and each affiliate company of the Client listed on Schedule B, and each having an address at 777 108th Avenue NE, Suite 1200, Bellevue Washington, 98004, which hereinafter becomes a party to this Agreement (each, an “Affiliated Company”, and collectively, the “Affiliated Companies”), hereby enter into this Investment Management Agreement (this “Agreement”), dated as of June 1, 2011 and hereby agree that the Adviser shall act as discretionary adviser with respect to certain assets of the Client and the Affiliated Companies described below (the “Investment Account”) on the following terms and conditions:
AMENDMENT NO. 6 TO MASTER SERVICES AGREEMENTMaster Services Agreement • May 9th, 2014 • Symetra Financial CORP • Life insurance
This Amendment No. 6 (this "Amendment") to the Master Services Agreement dated August 1, 2009 (the "Agreement") is hereby entered into as of March 3, 2014 between Symetra Life Insurance Company, a Washington corporation (including its successors and permitted assigns, "Symetra"), and Xerox Business Services, LLC (formerly Affiliated Computer Services, Inc.), a Delaware corporation (including its successors and permitted assigns, "Xerox"). Capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Agreement.
August 26, 2010Symetra Financial CORP • September 7th, 2010 • Life insurance
This is a revised version of the agreement we gave you on August 6, 2010. As we have discussed, your employment with Symetra Life Insurance Company (“Symetra”) will end on August 31, 2010. This Separation Agreement and General Release (“Agreement”) is intended to clearly explain the terms related to the end of your employment with Symetra. By signing and returning this Agreement, you will signify your agreement to these terms, and the Agreement will become binding.
