ContractXl Capital LTD • March 1st, 2010 • Surety insurance • New York
AMENDMENT NO. 2, dated as of December 23, 2009 (“Amendment”), to Pledge Agreement dated as of 11 November, 2009 (the “Pledge Agreement”) between XL Insurance (Bermuda) Ltd, a company organized and existing under the laws of Bermuda (with company registration number 12809) whose address of its registered or principal office is at XL House. One Bermudiana Road, Hamilton HM08, Bermuda (the “Applicant”), XL Re Ltd, company organized and existing under the laws of Bermuda (with company registration number 21291) whose address of its registered or principal office is at XL House, One Bermudiana Road, Hamilton HM08, Bermuda (the “Second Pledgor”) (the Applicant and the Second Pledgor, together referred to as the “Original Pledgors”, and, together with any Additional Pledgor (as defined in the Pledge Agreement), the “Pledgors”) and Citibank Europe PLC (the “Pledgee”)
ContractEmployment Agreement • March 1st, 2010 • Xl Capital LTD • Surety insurance
As you know, XL Capital Ltd, a Cayman Islands company (the “Company”), is considering proposing a scheme of arrangement under Cayman Islands law to its ordinary shareholders, which effectively will change the Company’s place of incorporation to Ireland from the Cayman Islands. Completion of the proposed scheme of arrangement will result in an exchange of all of the Class A ordinary shares of the Company for ordinary shares of XL Capital plc, an Irish company (“Irishco”), on a one-for-one basis (the “Ordinary Share Exchange”).
ContractXl Capital LTD • March 1st, 2010 • Surety insurance • New York
AMENDMENT NO. 1, dated as of November 23, 2009, to Pledge Agreement dated as of 11 November, 2009 (the “Pledge Agreement”) between XL Insurance (Bermuda) Ltd, a company organized and existing under the laws of Bermuda (with company registration number 12809) whose address of its registered or principal office is at XL House, One Bermudiana Road, Hamilton HM08, Bermuda (the “Applicant”), XL Re Ltd, company organized and existing under the laws of Bermuda (with company registration number 21291) whose address of its registered or principal office is at XL House, One Bermudiana Road, Hamilton HM08, Bermuda (the “Second Pledgor”) (the Applicant and the Second Pledgor, together referred to as the “Original Pledgors”, and, together with any Additional Pledgor (as defined in the Pledge Agreement), the “Pledgors”) and Citibank Europe PLC (the “Pledgee”)
Master AgreementMaster Agreement • March 1st, 2010 • Xl Capital LTD • Surety insurance • London
Subject to the Company’s satisfaction of the terms and conditions contained in this Agreement, CEP agrees to establish letters of credit or similar or equivalent acceptable instruments (each a “Credit” and collectively the “Credits”) on behalf of the Company in favour of beneficiaries located in the United States of America or elsewhere (the “Beneficiary” or “Beneficiaries” as relevant). In furtherance of this Agreement, the parties have separately agreed the contractual or security arrangements that will apply in respect of the Company’s obligations under or pursuant to this Agreement.
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 1st, 2010 • Xl Capital LTD • Surety insurance • New York
AMENDMENT TO EMPLOYMENT AGREEMENT (“Amendment”) dated as of December 16, 2009 between XL Capital Ltd, a Cayman Islands corporation (the “Company”) and Sarah E. Street (the “Executive”).
PLEDGE AGREEMENTPledge Agreement • March 1st, 2010 • Xl Capital LTD • Surety insurance • New York
