DEED OF ADHERENCEDeed of Adherence • October 27th, 2011 • Wl Ross & Co LLC • Commercial banks, nec
To: Minister for Finance of Ireland (the “Minister”) National Pensions Reserve Fund Commission (the “Commission”) Fairfax Financial Holdings Limited (“Fairfax”)
Joint Filing AgreementJoint Filing Agreement • October 27th, 2011 • Wl Ross & Co LLC • Commercial banks, nec
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree that only one statement containing the information required by Schedule 13D and any further amendments thereto need to be filed with respect to the beneficial ownership by each of the undersigned of units of ordinary stock of The Governor and Company of the Bank of Ireland, and further agree that this Joint Filing Agreement be included as an exhibit to the Schedule 13D provided that, as contemplated by Section 13d-1(k)(1)(ii), no person shall be responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate. This Joint Filing Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.
THE MINISTER FOR FINANCE OF IRELAND THE INVESTORS OFFER AGREEMENT relating to €1,000,000,000 10.00 per cent. Contingent Capital Tier 2 Notes due 2016 William Fry Solicitors Fitzwilton House Wilton Place Dublin 2 William Fry 2011 021444.0001.OMBOffer Agreement • October 27th, 2011 • Wl Ross & Co LLC • Commercial banks, nec
THE MINISTER FOR FINANCE OF IRELAND of Upper Merrion Street, Dublin 2, Ireland (hereinafter called the "Minister") - and - THE PERSONS WHOSE NAMES ARE SET OUT IN SCHEDULE 1 (hereinafter called the “Investors”)
THIS SUPPLEMENTAL AGREEMENT is made on 29 July 2011 BETWEEN:Supplemental Agreement • October 27th, 2011 • Wl Ross & Co LLC • Commercial banks, nec
THE MINISTER FOR FINANCE OF IRELAND of Upper Merrion Street, Dublin 2 (hereinafter called the "Minister") THE NATIONAL PENSIONS RESERVE FUND COMMISSION acting in its capacity as controller and manager of the assets of the National Pensions Reserve Fund of Treasury Building, Grand Canal Street, Dublin 2 (hereinafter called the "Commission") - and - FAIRFAX FINANCIAL HOLDINGS LIMITED having its registered office at 95 Wellington Street West, Suite 800, Toronto, Ontario, Canada M5J 2N7 (hereinafter called the "Buyer")
DEED OF ADHERENCEDeed of Adherence • October 27th, 2011 • Wl Ross & Co LLC • Commercial banks, nec
To: Minister for Finance of Ireland (the “Minister”) National Pensions Reserve Fund Commission (the “Commission”) Fairfax Financial Holdings Limited (“Fairfax”)
PARALLEL INVESTMENT AGREEMENT by and between WLR RECOVERY ASSOCIATES IV LLC and INVESCO WLR IV ASSOCIATES LLCParallel Investment Agreement • October 27th, 2011 • Wl Ross & Co LLC • Commercial banks, nec • Delaware
This PARALLEL INVESTMENT AGREEMENT, dated May 30, 2008, but intended to be effective as of December 6, 2007 (this “Agreement”), is entered by and between WLR RECOVERY ASSOCIATES IV LLC, a Delaware limited liability company (the “Fund GP”), and INVESCO WLR IV Associates LLC, a Delaware limited liability company (the “ESC GP”).
THIS SUPPLEMENTAL AGREEMENT is made on 29 July 2011 BETWEEN:Conditional Stock Purchase Agreement • October 27th, 2011 • Wl Ross & Co LLC • Commercial banks, nec
THE MINISTER FOR FINANCE OF IRELAND of Upper Merrion Street, Dublin 2 (hereinafter called the "Minister") THE NATIONAL PENSIONS RESERVE FUND COMMISSION acting in its capacity as controller and manager of the assets of the National Pensions Reserve Fund of Treasury Building, Grand Canal Street, Dublin 2 (hereinafter called the "Commission") THE NATIONAL TREASURY MANAGEMENT AGENCY of Treasury Building, Grand Canal Street, Dublin 2 (hereinafter called the "NTMA") - and - THE PERSONS WHOSE NAMES ARE SET OUT IN SCHEDULE 1 TO THE CONDITIONAL STOCK PURCHASE AGREEMENT REFERRED TO HEREIN (hereinafter called the "Buyers")
ContractRegistration Rights Agreement • October 27th, 2011 • Wl Ross & Co LLC • Commercial banks, nec • New York
REGISTRATION RIGHTS AGREEMENT, dated as July 2011 (this “Agreement”), between The Governor and Company of the Bank of Ireland , a chartered corporation registered in Ireland with registered no. C-1 (the “Company”) and the parties set out in Schedule 1 (the “Holders” and any one a “Holder”).
DEED OF ADHERENCEDeed of Adherence • October 27th, 2011 • Wl Ross & Co LLC • Commercial banks, nec
To: Minister for Finance of Ireland (the “Minister”) National Pensions Reserve Fund Commission (the “Commission”) Fairfax Financial Holdings Limited (“Fairfax”)
