Accelerant Holdings Sample Contracts
SECURITIES PURCHASE AGREEMENT by and among ACCELERANT HOLDINGS andSecurities Purchase Agreement • June 30th, 2025 • Accelerant Holdings • Insurance agents, brokers & service • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of December 18, 2024, by and among Accelerant Holdings, a Cayman Islands exempted company limited by shares (the “Company”), and the purchasers set forth on Appendix A hereto (together with any Additional Purchasers who become a party to this Agreement at a subsequent Closing pursuant to Section 1B, the “Purchasers”). The Company and the Purchasers are sometimes referred to herein together as the “Parties” and each individually as a “Party.” Capitalized terms used herein and not otherwise defined herein shall have the meanings given to such terms in the Third Amended and Restated Memorandum and Articles of Association of the Company, entered into as of even date herewith, a copy of which is attached hereto as Exhibit A (the “A&R Memorandum and Articles of Association”).
DATED 20TH April 2021 MERCER GLOBAL INVESTMENTS EUROPE LIMITED AND ACCELERANT ISURANCE EUROPE S.A. INVESTMENT MANAGEMENT AGREEMENT Investment Management Agreement Ireland — Aug 2020Investment Management Agreement • June 30th, 2025 • Accelerant Holdings • Insurance agents, brokers & service
WHEREAS, the Client is an insurance company within the meaning of the Belgian law of 13 March 2016 on the status and supervision of insurance and reinsurance companies and has authority to appoint managers to manage the assets and to provide certain services, as described herein;
Investment Management AgreementInvestment Management Agreement • June 30th, 2025 • Accelerant Holdings • Insurance agents, brokers & service
This AGREEMENT dated as of the 8th day of August, 2023, is entered into by and between Accelerant Specialty Insurance Company (the “Client”), a US non-admitted insurance company carrier organized under the laws of Arkansas, United States and Wellington Management Company LLP (“Wellington Management”), a limited liability partnership organized under the laws of the State of Delaware.
CREDIT AGREEMENT dated as of January 29, 2021 among ACCELERANT HOLDINGS LP, as Initial Borrower, THE GUARANTORS FROM TIME TO TIME PARTY HERETO, as Guarantors, THE LENDERS FROM TIME TO TIME PARTY HERETO and BANK OF MONTREAL, as Administrative Agent,...Credit Agreement • June 30th, 2025 • Accelerant Holdings • Insurance agents, brokers & service • New York
This CREDIT AGREEMENT (this “Agreement”) is entered into as of January 29, 2021 among Accelerant Holdings LP, a Cayman Islands exempted limited partnership with registration number 99306 (the “Initial Borrower”), acting by its general partner Accelerant Holdings GP, a Cayman Islands exempted company with registration number 345605, each Guarantor from time to time party hereto, each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”) and Bank of Montreal, as Administrative Agent.
Investment Management Agreement (UK)Investment Management Agreement • June 30th, 2025 • Accelerant Holdings • Insurance agents, brokers & service
This AGREEMENT dated as of the 2nd October 2023, is entered into by and between Accelerant Insurance Europe SA/NV UK Branch (the “Client”), a United Kingdom Branch (UK Branch Registration Number: FC040633) of Accelerant Insurance Europe SA. a Societe Anonyme incorporated under the laws of Belgium (Belgian Company Registration Number: 0758.632.842), having its registered office at 1 Tollgate Business Park, Colchester, Tollgate West. CO3 8AB, and Wellington Management International Limited (“WMIL”), a limited liability company organised under the laws of England, having its registered office at [***].
SECOND AMENDED AND RESTATED SHAREHOLDERS AGREEMENT OF ACCELERANT HOLDINGS Dated December 18, 2024Shareholders Agreement • June 30th, 2025 • Accelerant Holdings • Insurance agents, brokers & service
This Second Amended and Restated Shareholders Agreement (as amended from time to time, this “Agreement”) of Accelerant Holdings, a Cayman Islands company limited by shares (the “Company”), dated as of December 18, 2024, is entered into among the Company and the Common Shareholders (in each case, as defined herein), as required by Section 7.14 of that certain Amended and Restated Shareholders Agreement of the Company, dated as of December 28, 2022 (the “Prior Agreement”). Each of the Company, the Common Shareholders and the other parties hereto (and who become a party hereto or have become by execution of a joinder or signature page hereto) is sometimes referred to herein as a “Party” and together as the “Parties.” Certain terms are used in this Agreement as specifically defined herein. These definitions are referred to or set forth in Article VIII hereof.
EMPLOYMENT AGREEMENTEmployment Agreement • March 18th, 2026 • Accelerant Holdings • Insurance agents, brokers & service • Delaware
THIS EMPLOYMENT AGREEMENT (the “Agreement”), by and between Accelerant Holdings, a Cayman Islands exempted company incorporated with limited liability (the “Company”), and Linda S. Huber (“You” or “Your”) (each, a “Party” and collectively, the “Parties”), is entered into as of the 18th day of March, 2026 and effective as of the date this Agreement is approved by the Board of Directors of the Company, which shall be on or about 18 March 2026 (the “Effective Date”). The terms of this Agreement shall be applicable to all conditions occurring after the Effective Date.
SECOND AMENDED AND RESTATED GUARANTYGuaranty • June 30th, 2025 • Accelerant Holdings • Insurance agents, brokers & service • New York
This SECOND AMENDED AND RESTATED GUARANTY (this “Guaranty”) is entered into as of September 26, 2024, by and among each of the entities listed on the signature pages hereto as a Guarantor (together with any other Person that at any time after the date hereof becomes a party hereto pursuant to Section 13, collectively, the “Guarantors” and each individually, a “Guarantor”) and Bank of Montreal, as Administrative Agent under the Credit Agreement referred to below (in such capacity, together with its permitted successors and assigns, the “Agent”) in favor of and for the benefit of the financial institutions (the “Lenders”) party to the Credit Agreement (as defined below).
Investment Management Agreement (Germany)Investment Management Agreement • June 30th, 2025 • Accelerant Holdings • Insurance agents, brokers & service
This AGREEMENT dated as of the 2nd October 2023, is entered into by and between Accelerant Insurance Europe SA (the “Client”), a Societe Anonyme incorporated under the law of Belgium, having its registered office at Bastion Tower, Place du Champ de Mars 5, 1050 Brussels, and Wellington Management Europe GmbH (“WME”), a limited liability company organised under the laws of Germany, having its registered office at [***].
INVESTMENT SERVICES AGREEMENTInvestment Services Agreement • June 30th, 2025 • Accelerant Holdings • Insurance agents, brokers & service • New York
This Investment Services Agreement (this “Agreement”) is executed as of 3rd day of February 2021 (the “Effective Date”) between Mercer Investments LLC, a Delaware limited liability company (the “Manager”), and Accelerant Specialty Insurance Company, an Arkansas domestic surplus lines carrier (the “Client”).
GUARANTYGuaranty • June 30th, 2025 • Accelerant Holdings • Insurance agents, brokers & service
This GUARANTY (this “Guaranty”) is entered into as of January 29, 2021, by and among each of the entities listed on the signature pages hereto as a Guarantor (together with any other Person that at any time after the date hereof becomes a party hereto pursuant to Section 13, collectively, the “Guarantors” and each individually, a “Guarantor”) and Bank of Montreal, as Administrative Agent under the Credit Agreement referred to below (in such capacity, together with its permitted successors and assigns, the “Agent”) in favor of and for the benefit of the financial institutions (the “Lenders”) party to the Credit Agreement (as defined below).
FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • June 30th, 2025 • Accelerant Holdings • Insurance agents, brokers & service • New York
THIS FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT dated as of November 30, 2023 (this “Amendment”), is entered into among Accelerant Holdings, a Cayman Islands exempted company with registration number 381680 (the “Borrower”), each Guarantor party hereto, Bank of Montreal, as Administrative Agent, and each Lender party hereto.
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • July 15th, 2025 • Accelerant Holdings • Insurance agents, brokers & service • Delaware
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”), by and between Accelerant Holdings, a Cayman Islands exempted company incorporated with limited liability (the “Company”), and Christopher Lee-Smith (“You” or “Your”) (each, a “Party” and collectively, the “Parties”), is entered into as of the 12th day of July, 2025 and effective as of the date of the consummation of an initial public offering of the Company (or the applicable subsidiary thereof that serves as the “IPO vehicle”) (an “IPO” and such date, the “Effective Date”). The terms of this Agreement shall be applicable to all conditions occurring after the Effective Date.
ALTAI VENTURES SPECIAL OPPORTUNITIES FUND I, LP SUBSCRIPTION AGREEMENTSubscription Agreement • November 29th, 2023 • Accelerant Holdings • Insurance agents, brokers & service • Delaware
SECOND AMENDMENT TO INVESTMENT SERVICES AGREEMENTInvestment Services Agreement • June 30th, 2025 • Accelerant Holdings • Insurance agents, brokers & service
THIS SECOND AMENDMENT (“Second Amendment”) to the Investment Services Agreement (“Agreement”) dated January 21, 2022, as previously amended, by and between Mercer Investments LLC, a Delaware limited liability company (the “Manager”), Accelerant Specialty Insurance Company, an Arkansas domestic surplus lines carrier, and Accelerant National Insurance Company, a Delaware domiciled property casualty insurance carrier (each a “Client”, collectively “Clients”), is made effective as of the 27th day of March, 2023.
Investment Management AgreementInvestment Management Agreement • June 30th, 2025 • Accelerant Holdings • Insurance agents, brokers & service
This AGREEMENT dated as of the 1st day of December, 2023, is entered into by and between Omega General Insurance Company (the “Client”), an insurance company organized under the laws of Canada, and Wellington Management Canada ULC (“Wellington Management”), a British Columbia unlimited liability company.
Confidential REGISTRATION RIGHTS AGREEMENT, dated as of July 25, 2025 (this “Agreement”), among ACCELERANT HOLDINGS, a Cayman Islands exempted company (the “Company”) and the shareholders of the Company, as listed in Schedule 1. PREAMBLE WHEREAS, the...Registration Rights Agreement • March 18th, 2026 • Accelerant Holdings • Insurance agents, brokers & service • Delaware
ACCELERANT HOLDINGS REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 18th, 2025 • Accelerant Holdings • Insurance agents, brokers & service • Delaware
RESTRICTIVE COVENANT AGREEMENTRestrictive Covenant Agreement • March 18th, 2026 • Accelerant Holdings • Insurance agents, brokers & service • Delaware
This Restrictive Covenant Agreement (“Agreement”) is entered into by and between Accelerant Holdings (the “Company”) and Linda S. Huber (the “Employee”) (each, a “Party” and collectively, the “Parties”) as of the 18th day of March, 2026 and effective as of 18 March 2026 (the “Effective Date”).
•] Shares ACCELERANT HOLDINGS CLASS A COMMON SHARES, PAR VALUE $0.0000011951862 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • July 18th, 2025 • Accelerant Holdings • Insurance agents, brokers & service • New York
SEPARATION AGREEMENTSeparation Agreement • March 18th, 2026 • Accelerant Holdings • Insurance agents, brokers & service • Delaware
This Separation Agreement (the “Agreement”) is entered into by and between Accelerant Holdings, a Cayman Islands exempted company incorporated with limited liability (referred to throughout this Agreement as the “Company”) and Jay Green (“Employee”) effective as of March 18, 2026 (the “Effective Date”). The term “Party” or “Parties” as used herein shall refer to the Company, Employee, or both, as may be appropriate.
DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENTIndemnification Agreement • June 30th, 2025 • Accelerant Holdings • Insurance agents, brokers & service • Delaware
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is entered into as of the [ ] day of [ ], 2025, by and between Accelerant Holdings, a Cayman Islands exempted company (the “Company”), and [ ] (“Indemnitee”).
AGREEMENT AND PLAN OF MERGER by and among ACCELERANT HOLDINGS, ARU MERGER SUB, LLC, THERE’S A WAY, LLC and WILLIAM G. JOHNSON III, AS SELLER dated as of July 22, 2025Merger Agreement • August 28th, 2025 • Accelerant Holdings • Insurance agents, brokers & service • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of July 22, 2025, is entered into by and among Accelerant Holdings, a Cayman Islands company (“Parent”), ARU Merger Sub, LLC, a Delaware limited liability company (“Merger Sub”), There’s A Way, LLC, a North Carolina limited liability company (the “Company”), and William G. Johnson III (the “Seller”).
ACCELERANT HOLDINGS SHARE INCENTIVE PLAN RESTRICTED SHARE UNITS AGREEMENTRestricted Share Units Agreement • July 18th, 2025 • Accelerant Holdings • Insurance agents, brokers & service • Delaware
Any capitalized terms used but not defined in this Restricted Share Units Agreement (the “RSU Agreement”) shall have the meanings ascribed to such terms in the Accelerant Holdings Share Incentive Plan (as amended from time to time, the “Plan”). In case of discrepancy between the RSU Agreement and the Plan, the latter shall prevail.
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • June 30th, 2025 • Accelerant Holdings • Insurance agents, brokers & service • Delaware
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”), by and between Accelerant Holdings, a Cayman Islands exempted company incorporated with limited liability (the “Company”), Accelerant Risk Exchange LLC, a Puerto Rico limited liability company (the “Risk Exchange”), and Jeffrey Lee Radke (“You” or “Your”) (each, a “Party” and collectively, the “Parties”), is entered into as of the [ ] day of June, 2025 and effective as of the date of the consummation of an initial public offering of the Company or the Risk Exchange (or the applicable subsidiary thereof that serves as the “IPO vehicle”) (an “IPO” and such date, the “Effective Date”). The terms of this Agreement shall be applicable to all conditions occurring after the Effective Date.
ACCELERANT HOLDINGS SHARE INCENTIVE PLAN SHARE OPTION AGREEMENTShare Option Agreement • July 18th, 2025 • Accelerant Holdings • Insurance agents, brokers & service • Delaware
Any capitalized terms used but not defined in this Share Option Agreement (the “Option Agreement”) shall have the meanings ascribed to such terms in the Accelerant Holdings Share Incentive Plan (as amended from time to time, the “Plan”). In case of discrepancy between the Option Agreement and the Plan, the latter shall prevail.
mutually agree. On the Effective Date, You shall continue to serve as a member of the Board of Directors of the Company (the “Board”) and, during Your service as Chief Executive Officer, to the extent the Company or the Risk Exchange is listed on a...Employment Agreement • March 18th, 2026 • Accelerant Holdings • Insurance agents, brokers & service • Delaware