GUARANTEE AGREEMENTGuarantee Agreement • January 26th, 2009 • Maiden Holdings, Ltd. • Fire, marine & casualty insurance • New York
This GUARANTEE AGREEMENT (this “Guarantee”), dated as of January 20, 2009, is executed and delivered by Maiden Holdings North America, Ltd., a Delaware corporation (the “Guarantor”), and Wilmington Trust Company, a Delaware banking corporation, as trustee (the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Capital Securities (as defined herein) of Maiden Capital Financing Trust, a Delaware statutory trust (the “Issuer”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 18th, 2007 • Maiden Holdings, Ltd. • New York
This Agreement is made pursuant to the Purchase/Placement Agreement (the “Purchase/Placement Agreement”), dated as of June 26, 2007, by and among the Company and FBR in connection with the purchase and sale or placement of an aggregate of 45,000,000 shares of the Company’s common stock (plus an additional 6,750,000 shares to cover additional allotments, if any). In order to induce FBR to enter into the Purchase/Placement Agreement, the Company has agreed to provide the registration rights provided for in this Agreement to FBR, the Participants, and their respective direct and indirect transferees. The execution of this Agreement is a condition to the closing of the transactions contemplated by the Purchase/Placement Agreement.
Maiden Holdings, Ltd. Underwriting AgreementUnderwriting Agreement • June 15th, 2017 • Maiden Holdings, Ltd. • Fire, marine & casualty insurance • New York
Maiden Holdings Ltd., an exempted company incorporated in Bermuda (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the several Underwriters named in Schedule I hereto (collectively, the “Underwriters”, which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Merrill Lynch, Pierce, Fenner & Smith Incorporated, Morgan Stanley & Co. LLC and UBS Securities LLC are acting as representatives (in such capacity, the “Representatives”), 6,000,000 shares (the "Shares") in the aggregate of 6.700% Non-Cumulative Preference Shares, Series D (the “Preference Shares”).
Maiden Holdings, Ltd.Underwriting Agreement • November 25th, 2015 • Maiden Holdings, Ltd. • Fire, marine & casualty insurance • New York
Maiden Holdings Ltd., an exempted company incorporated in Bermuda (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the several Underwriters named in Schedule I hereto (collectively, the “Underwriters”, which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Morgan Stanley & Co. LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated and Wells Fargo Securities, LLC are acting as representatives (in such capacity, the “Representatives”), 6,000,000 shares (the "Firm Shares") in the aggregate of 7.125% Non-Cumulative Preference Shares, Series C (the “Preference Shares”). Additionally, the Company proposes to issue and sell to the several Underwriters, for the sole purpose of covering over-allotments in connection with the sale of the Firm Shares, at the option of the Underwriters, up to an additional 600,000 Preference Shares in the aggregate (the "Option Shares"). The Firm Shares an
EMPLOYMENT AGREEMENTEmployment Agreement • March 14th, 2011 • Maiden Holdings, Ltd. • Fire, marine & casualty insurance • New York
THIS EMPLOYMENT AGREEMENT dated as of October 1, 2010 (the "Effective Date"), by and betweenMaiden Global Holdings, Ltd, GMAC House, Castle Street, High Wycombe, HP13 6RN (the "Company") and Ronald M. Judd ("Executive").
MAIDEN HOLDINGS NORTH AMERICA, LTD. Fully and Unconditionally Guaranteed by Maiden Holdings, Ltd. Underwriting AgreementUnderwriting Agreement • November 25th, 2013 • Maiden Holdings, Ltd. • Fire, marine & casualty insurance • New York
Maiden Holdings North America, Ltd., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the several Underwriters named in Schedule I hereto (collectively, the “Underwriters”, which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Merrill Lynch, Pierce, Fenner & Smith Incorporated, Morgan Stanley & Co. LLC, Wells Fargo Securities, LLC and Goldman, Sachs & Co. are acting as representatives (the “Representatives”), an aggregate of $152,500,000 principal amount of its 7.75% Notes due 2043 (the “Notes”).
MASTER AGREEMENTMaster Agreement • November 13th, 2018 • Maiden Holdings, Ltd. • Fire, marine & casualty insurance • New York
This MASTER AGREEMENT, dated as of November 9, 2018 (this “Agreement”), is made by and among Maiden Holdings, Ltd., a Bermuda company (“Maiden”), Maiden Reinsurance Ltd., a Bermuda insurance company (“Maiden Insurance”), and Enstar Group Limited, a Bermuda company (“Enstar”). Capitalized terms used but not otherwise defined herein have the respective meanings set forth in Section 1.1.
MAIDEN HOLDINGS, LTD. Warrant To Purchase 1,350,000 Common SharesMaiden Holdings, Ltd. • September 18th, 2007 • New York
This Warrant Certifies That, for value received, Michael Karfunkel (the “Holder”), is entitled to subscribe for and purchase at the Exercise Price (defined below) from Maiden Holdings, Ltd., a Cayman Islands company (the “Company”), on the terms and subject to the conditions hereinafter set forth, One Million Three Hundred Fifty Thousand (1,350,000) Common Shares (defined below) of the Company.
WARRANT EXCHANGE AGREEMENTWarrant Exchange Agreement • November 9th, 2010 • Maiden Holdings, Ltd. • Fire, marine & casualty insurance • New York
This WARRANT EXCHANGE AGREEMENT, dated as of September 20, 2010 (this “Agreement”), is made by and between Maiden Holdings Ltd., a Bermuda company (the “Company”), and Michael Karfunkel (the “Warrant Holder”). The Company and Warrant Holder are each referred to herein as a “Party” and collectively, as the “Parties.”
LOCKUP AGREEMENTLockup Agreement • November 9th, 2010 • Maiden Holdings, Ltd. • Fire, marine & casualty insurance • New York
This Lockup Agreement is being executed and delivered as of September 20, 2010 by Barry Zyskind (the “Shareholder”) in favor of and for the benefit of Maiden Holdings Ltd., a Bermuda company (the “Company”).
AMENDED AND RESTATED QUOTA SHARE REINSURANCE AGREEMENT BETWEEN AMTRUST INTERNATIONAL INSURANCE, LTD HAMILTON, BERMUDA (hereinafter referred to as the “Company”) AND MAIDEN INSURANCE COMPANY, LTD HAMILTON, BERMUDA (hereinafter referred to as the...Quota Share Reinsurance Agreement • March 31st, 2009 • Maiden Holdings, Ltd. • Fire, marine & casualty insurance • New York
ENDORSEMENT NO. 1 to the AMENDED AND RESTATED QUOTA SHARE REINSURANCE AGREEMENT (hereinafter referred to as the “Agreement”) BETWEEN AMTRUST INTERNATIONAL INSURANCE, LTD. HAMILTON, BERMUDA (hereinafter referred to as the “Company”) AND MAIDEN...Quota Share Reinsurance Agreement • August 8th, 2011 • Maiden Holdings, Ltd. • Fire, marine & casualty insurance
IT IS HEREBY AGREED, effective as of 12:01 a.m., Eastern Standard Time, April 1, 2011, Paragraph A. of ARTICLE XXI – TERM AND TERMINATION shall be deleted in its entirety and the following substituted therefor:
Maiden Holdings, Ltd. Underwriting AgreementUnderwriting Agreement • October 1st, 2013 • Maiden Holdings, Ltd. • Fire, marine & casualty insurance • New York
Maiden Holdings, Ltd., an exempted company incorporated in Bermuda (the "Company"), proposes, subject to the terms and conditions stated herein, to issue and sell to the several Underwriters named in Schedule I hereto (collectively, the "Underwriters", which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Goldman, Sachs & Co., Morgan Stanley & Co. LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated are acting as representatives (the “Representatives”), 3,000,000 shares (the "Firm Shares") and, at the election of the Underwriters, up to 300,000 additional shares (the "Optional Shares") of its 7.25% Mandatory Convertible Preference Shares, Series B, with an initial liquidation preference of $50 per share (the "Preference Shares"). The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are collectively referred to herein as the "Shares." The terms of the Preference Shar
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 28th, 2008 • Maiden Holdings, Ltd. • Fire, marine & casualty insurance • New York
This Agreement, made and entered into as of this 7th day of January, 2008 (“Agreement”), among and between Maiden Holdings, Ltd., a Bermuda company (the “Company”), and the individual listed on the signature page hereof (the “Indemnitee”);
MASTER AGREEMENTMaster Agreement • September 18th, 2007 • Maiden Holdings, Ltd. • New York
This Agreement (“Agreement”) is made this 3rd day of July, 2007 by and between AmTrust Financial Services, Inc., a Delaware Corporation (“AmTrust”), and Maiden Holdings, Ltd., a Bermuda corporation (“Maiden Holdings”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • November 7th, 2008 • Maiden Holdings, Ltd. • Fire, marine & casualty insurance • New York
ENDORSEMENT NO. 2 to the AMENDED AND RESTATED QUOTA SHARE REINSURANCE AGREEMENT (hereinafter referred to as the ‘Agreement”) BETWEEN AMTRUST INTERNATIONAL INSURANCE, LTD. HAMILTON, BERMUDA (hereinafter referred to as the “Company”) AND MAIDEN...Quota Share Reinsurance Agreement • March 11th, 2013 • Maiden Holdings, Ltd. • Fire, marine & casualty insurance
IT IS HEREBY AGREED, effective as of 12:01 a.m., Eastern Standard Time, January 1, 2013, Paragraph C of ARTICLE VI – PREMIUM AND CEDING COMMISSION shall be deleted in its entirety and the following substituted therefor:
ADDENDUM NO. 2 TO QUOTA SHARE REINSURANCE AGREEMENTQuota Share Reinsurance Agreement • June 13th, 2008 • Maiden Holdings, Ltd. • Fire, marine & casualty insurance • New York
THIS ADDENDUM NO. 2 (this “Addendum”) to the Quota Share Reinsurance Agreement (the “Agreement”), effective as of July 1, 2007, by and between AMTRUST INTERNATIONAL INSURANCE, LTD, of Hamilton, Bermuda (the “Company”) and MAIDEN INSURANCE COMPANY, LTD, of Hamilton, Bermuda (the “Reinsurer”), is made and entered into as of June 1, 2008 (the “Effective Time”) by and between the Company and the Reinsurer.
Maiden Holdings, Ltd. Underwriting AgreementUnderwriting Agreement • June 14th, 2016 • Maiden Holdings, Ltd. • Fire, marine & casualty insurance • New York
Maiden Holdings, Ltd., an exempted company incorporated in Bermuda (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the several Underwriters named in Schedule I hereto (collectively, the “Underwriters”, which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Merrill Lynch, Pierce, Fenner & Smith Incorporated, Morgan Stanley & Co. LLC and Wells Fargo Securities, LLC are acting as representatives (in such capacity, the “Representatives”), an aggregate of $110,000,000 principal amount of its 6.625% Notes due 2046 (the “Notes”).
NOVATION AGREEMENT This Novation Agreement (as amended, supplemented, restated or otherwise modified from time to time, this “Novation Agreement”) is made as of November 13, 2020 between: AII INSURANCE MANAGEMENT LIMITED, a company organized under the...Novation Agreement • March 15th, 2021 • Maiden Holdings, Ltd. • Fire, marine & casualty insurance
EMPLOYMENT AGREEMENTEmployment Agreement • September 18th, 2007 • Maiden Holdings, Ltd.
THIS EMPLOYMENT AGREEMENT dated as of July 3, 2007 (the "Effective Date"), by and between Maiden Holdings, Ltd., 7 Reid Street, Hamilton HM 12, Bermuda, a Bermuda company (the "Company") and Max G. Caviet, an individual residing at Ashford House 56 Tilt Road Cobham Surrey KT11 3HQ ("Executive").
MAIDEN HOLDINGS, LTD. 45,000,000 Shares of Common Stock PURCHASE/PLACEMENT AGREEMENT June 26, 2007Placement Agreement • September 18th, 2007 • Maiden Holdings, Ltd. • New York
Maiden Holdings, Ltd., a Bermuda company limited by shares (the “Company”), proposes to issue and sell to you, Friedman, Billings, Ramsey & Co., Inc. (“FBR”), as initial purchaser, a number of shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”) equal to 45,000,000 shares less the number of Regulation D Shares sold in the Private Placement (each as defined herein) (the “144A/Regulation S Shares”).
MEMORANDUM OF TERMS FOR PROPOSED CHANGES TO REINSURANCE AGREEMENTReinsurance Agreement • March 11th, 2013 • Maiden Holdings, Ltd. • Fire, marine & casualty insurance
Quota Share Reinsurance ContractMaiden Holdings, Ltd. • August 8th, 2011 • Fire, marine & casualty insurance • England and Wales
Reinsured AmTrust Europe Limited, Nottingham, England and/or AmTrust International Underwriters Limited, Eire. Principal Address Market Square House St. James’s Street Nottingham NG1 6FG United Kingdom Preamble Whereas the Reinsured underwrite certain business and are desirous of reinsuring a proportion of such business, being all policies and/or contracts. Now therefore it is agreed that this Contract shall indemnify the Reinsured, subject to the following terms and conditions. The titles allocated to the clauses listed under Conditions are intended solely for the convenience of reference and will not affect the meaning, interpretation, construction or effect of this Contract. Type Quota Share Treaty. Class and Period of Business This Contract shall cover all policies classified by the Reinsured as Medical Malpractice, including associated liability coverages and policies covering physician defense costs, written or renewed by the Reinsured on or after 2nd April 2011. This Contract wi
FIRST AMENDMENT TO AMENDED AND RESTATED DECLARATION OF TRUST OF MAIDEN CAPITAL FINANCING TRUSTMaiden Holdings, Ltd. • August 8th, 2011 • Fire, marine & casualty insurance • Delaware
FIRST AMENDMENT TO AMENDED AND RESTATED DECLARATION OF TRUST, dated as of July 14, 2011 (this “First Amendment”), by and among Maiden Holdings North America, Ltd. (the “Sponsor”), Arturo M. Raschbaum, John M. Marshaleck and Karen L. Schmitt, as all of the Administrators (collectively, the “Administrators”), and Wilmington Trust Company, as Institutional Trustee and Delaware Trustee (collectively, the “Trustee”).
AMENDMENT NO. 1 TO LOAN AGREEMENTLoan Agreement • March 28th, 2008 • Maiden Holdings, Ltd. • Fire, marine & casualty insurance • New York
THIS AMENDMENT NO. 1 (this "Amendment") to the Loan Agreement (the "Agreement"), dated as of November 16, 2007, by and between MAIDEN INSURANCE COMPANY, LTD, an insurance company formed with limited liability under the laws of the Islands of Bermuda (the "Lender"), and AMTRUST INTERNATIONAL INSURANCE, LTD, an insurance company formed with limited liability under the laws of the Islands of Bermuda (the "Borrower”), is made and entered as of February 15, 2008 by and between the Lender and the Borrower.
ENDORSEMENT NO. 4 to the AMENDED AND RESTATED QUOTA SHARE REINSURANCE AGREEMENT (hereinafter referred to as the “Agreement”) between AMTRUST INTERNATIONAL INSURANCE, LTD. Hamilton, Bermuda (hereinafter referred to as the “Company”) and MAIDEN...Quota Share Reinsurance Agreement • March 15th, 2019 • Maiden Holdings, Ltd. • Fire, marine & casualty insurance
IT IS HEREBY AGREED, effective 12:01 a.m., Eastern Standard Time, July 31, 2018, Paragraph A. of Article XXI - TERM AND TERMINATION shall be deleted in its entirety and the following substituted therefor:
SECOND AMENDMENT TO ASSET MANAGEMENT AGREEMENTAsset Management Agreement • March 14th, 2011 • Maiden Holdings, Ltd. • Fire, marine & casualty insurance
THIS SECOND AMENDMENT (the “Amendment”) effective as of December 23, 2008, to the Asset Management Agreement dated as of July 3, 2007 (the “Agreement”), by and between AII Insurance Management Limited (“AIM”), a Bermuda corporation, and Maiden Insurance Company Ltd. (“MIC”), a Bermuda joint stock company, Maiden Holdings, Ltd. (“MHL”), a Bermuda joint stock company, Maiden Holdings North America, Ltd. (MHNA”), a Delaware corporation, and Maiden Reinsurance Company (“MRC”), a Missouri corporation (MIC, MHL, MHNA and MRC are hereinafter referred to collectively as the “Company”), is made by and between AIM and the Company.
QUOTA SHARE REINSURANCE CONTRACT Dated April 1, 2011Quota Share Reinsurance Contract • May 15th, 2020 • Maiden Holdings, Ltd. • Fire, marine & casualty insurance
WHEREAS, the parties wish to clarify the security arrangements provided for in the post-termination endorsement no. 1 (the “Post Termination Endorsement”) to the Contract and the amended termination endorsement effective 1 January 2019 (the “Amended Termination Endorsement”) relating to the Contract;
FOURTH AMENDMENT TO ASSET MANAGEMENT AGREEMENTAsset Management Agreement • March 14th, 2011 • Maiden Holdings, Ltd. • Fire, marine & casualty insurance • Missouri
THIS FOURTH AMENDMENT (the “Amendment”) effective as of August 6, 2010, to the Asset Management Agreement dated as of July 3, 2007 (the “Agreement”), by and between AII Insurance Management Limited (“AIM”), a Bermuda corporation, and Maiden Insurance Company Ltd. (“MIC”), a Bermuda joint stock company, Maiden Holdings, Ltd. (“MHL”), a Bermuda joint stock company, Maiden Holdings North America, Ltd. (“MHNA”), a Delaware corporation, Maiden Reinsurance Company (“MRC”), a Missouri corporation, and Maiden Specialty Insurance Company, a North Carolina corporation (“MSIC”) (MIC, MHL, MHNA, MRC and MSIC are hereinafter referred to collectively as the “Company”), is made by and between AIM and the Company.
Reinsurance Brokerage Services AgreementReinsurance Brokerage Services Agreement • April 24th, 2008 • Maiden Holdings, Ltd. • Fire, marine & casualty insurance
This Reinsurance Brokerage Services Agreement (the “Agreement”) is effective this 3rd day of April, 2008 by and between Maiden Insurance Company Limited, Suite 1141, 48 Par-la-Ville Road, Hamilton HM 11, Bermuda (the “Reinsurer”) and IGI Intermediaries, Inc., 59 Maiden Lane, 6th Floor, New York, New York (the “Broker”) (collectively the “Parties’).
ASSET MANAGEMENT AGREEMENTAsset Management Agreement • March 4th, 2014 • Maiden Holdings, Ltd. • Fire, marine & casualty insurance
THIS AGREEMENT, made this 11th day of October, 2013, by and between AII Insurance Management Limited (hereinafter referred to as “AIIM” or “AIM”), a Bermuda corporation, and Maiden Life Försäkrings AB (“Maiden LF”), a Sweden company.
EXECUTION COPY COMMUTATION AGREEMENT AND RELEASE This Commutation and Release Agreement ("Commutation Agreement") entered into and effective as of July 31, 2019 (the "Eliective Date"), is entered into by AmTrust International Insurance, Ltd (the...Execution Copy Commutation Agreement and Release • August 9th, 2019 • Maiden Holdings, Ltd. • Fire, marine & casualty insurance • New York
INDEMINFICATION AGREEMENT This Agreement, made and entered into as of the 10th day of December, 2019 (“Agreement”), among and between Maiden Holdings, Ltd., a Bermuda company (the “Company”), and the individual listed on the signature page hereof (the...Indeminfication Agreement • March 14th, 2022 • Maiden Holdings, Ltd. • Fire, marine & casualty insurance • New York
GUARANTEE AGREEMENT by and between MAIDEN HOLDINGS, LTD. and WILMINGTON TRUST COMPANY Dated as of January 20, 2009Guarantee Agreement • January 26th, 2009 • Maiden Holdings, Ltd. • Fire, marine & casualty insurance • New York
This GUARANTEE AGREEMENT (this “Guarantee”), dated as of January 20, 2009, is executed and delivered by Maiden Holdings, Ltd., a company organized under the laws of Bermuda (the “Guarantor”), and Wilmington Trust Company, a Delaware banking corporation, as trustee (the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Capital Securities (as defined herein) of Maiden Capital Financing Trust, a Delaware statutory trust (the “Issuer”).
