August 14, 2009Release Agreement • August 21st, 2009 • Penn Millers Holding Corp • Fire, marine & casualty insurance • Pennsylvania
It is with great pleasure that we extend an offer setting forth the following terms for your continued employment with PMMHC Corporation, (the “MHC”), Penn Millers Holding Corporation (the “Holding Corporation”), and Penn Millers Insurance Company, (the “Insurance Company”) (the Holding Corporation and the Insurance Company are sometimes referred to collectively or individually, as the context requires, as the “Company,” and the MHC, the Holding Corporation, and the Insurance Company, and their direct and indirect subsidiaries, are sometimes referred to collectively as the “Penn Millers System”).
PENN MILLERS HOLDING CORPORATION Up to 6,772,221 Shares COMMON STOCK ($0.01 Par Value) Subscription Price $10.00 Per Share AGENCY AGREEMENT August ___, 2009Agency Agreement • August 21st, 2009 • Penn Millers Holding Corp • Fire, marine & casualty insurance • Pennsylvania
Penn Millers Holding Corporation, a Pennsylvania corporation (“HoldCo”), Penn Millers Mutual Holding Company, a Pennsylvania mutual insurance holding company (in both mutual and converted stock form, “PMMHC”), PMHC Corp., a Pennsylvania corporation (“PMHC”), and Penn Millers Insurance Company, a Pennsylvania corporation (“PMIC,” and together with HoldCo, PMMHC and PMHC, the “Primary Parties”), hereby confirm, jointly and severally, their agreement (the “Agreement”) with Griffin Financial Group, LLC (the “Agent”), as follows:
AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • August 21st, 2009 • Penn Millers Holding Corp • Fire, marine & casualty insurance • Pennsylvania
THIS AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into this 14th day of August 2009, by and between PMMHC CORPORATION, a Pennsylvania business corporation (the “MHC”), PENN MILLERS HOLDING CORPORATION, a Pennsylvania business corporation (the “Holding Corporation”), and PENN MILLERS INSURANCE COMPANY, a Pennsylvania property and casualty stock insurance company (the “Insurance Company”) (the Holding Corporation and the Insurance Company herein shall be referred to as the “Company,” collectively or each of them individually, as the context so requires) all with offices at 72 North Franklin Street, Wilkes-Barre, PA 18773-0016 (the MHC, the Holding Corporation, and the Insurance Company, and their direct and indirect subsidiaries, are sometimes referred to collectively herein as the “Penn Millers System”), and DOUGLAS GAUDET, an adult individual residing at 325 Bulford Road, Shavertown, PA 18798 (“Executive”).
ESCROW AGREEMENTEscrow Agreement • August 21st, 2009 • Penn Millers Holding Corp • Fire, marine & casualty insurance • Delaware
THIS AGREEMENT (the “Agreement”) is entered into this ___ day of August, 2009, by and between PENN MILLERS HOLDING CORPORATION, a Pennsylvania corporation (“Company”), and CHRISTIANA BANK & TRUST COMPANY, a Delaware banking corporation (the “Escrow Agent”).
