Common use of Conditions to Confirmation and Effectiveness Clause in Contracts

Conditions to Confirmation and Effectiveness. The Chapter 11 Plan shall contain and be subject to usual and customary conditions to confirmation and effectiveness (as applicable), as well as such other conditions that are reasonably satisfactory to the Debtors and the Purchaser, including the following: • The satisfaction or waiver in accordance with the Stock Purchase Agreement of all conditions to closing of the Stock Purchase Agreement. • The Bankruptcy Court shall have entered a Disclosure Statement Order in form and substance reasonably acceptable to the Debtors and the Purchaser. • Except as provided in the immediately succeeding bullet, the Chapter 11 Plan and all documents contained in any Plan Supplement (which will include the management agreement with AlesiaRe), including any exhibits, schedules, amendments, modifications or supplements thereto, and all other Restructuring Documents shall have been negotiated, executed, delivered and filed with the Bankruptcy Court in substantially final form and in form and substance reasonably acceptable to the Debtors and Purchaser. • With respect to the amended Restructuring Implementation Agreement, (i) the amended RIA Order shall have been entered by the Bankruptcy Court and be a Final Order, (ii) all necessary Foreign Court Approvals shall have been obtained and remain in full force and effect, and (iii) the amended Restructuring Implementation Agreement shall not have been terminated and shall be in full force and effect. • The Bankruptcy Court shall have entered a Confirmation Order in form and substance reasonably acceptable to the Debtors and the Purchaser and the Confirmation Order shall be a Final Order. • The Debtors and Purchaser shall have obtained all authorizations, consents, regulatory approvals, rulings, waivers or other documents that are necessary to implement and effectuate the Chapter 11 Plan and Stock Purchase Agreement. • SRGL’s winding up proceedings before the Supreme Court of Bermuda and its parallel winding up proceeding before the Grand Court of the Cayman Islands, Financial Services Division shall not have been dismissed without the consent of the Debtors and the Purchaser. • SRUS shall not have become the subject of a pending DDOI Proceeding. OTHER PROVISIONS Director and Officer Indemnification: To be treated in accordance with the Stock Purchase Agreement.

Conditions to Confirmation and Effectiveness. The Chapter 11 Plan shall contain and be subject to usual and customary conditions to confirmation and effectiveness (as applicable), as well as such other conditions that are reasonably satisfactory to the Debtors and the PurchaserPlan Sponsor, including the following: • The satisfaction or waiver in accordance with the Stock Purchase Agreement of all conditions to closing of the Stock Purchase Agreement. • The Bankruptcy Court shall have entered a Disclosure Statement Order in form and substance reasonably acceptable to the Debtors and the PurchaserPlan Sponsor. • Except as provided in the immediately succeeding bullet, the Chapter 11 Plan and all documents contained in any Plan Supplement (which will include the management agreement with AlesiaRe)Supplement, including any exhibits, schedules, amendments, modifications or supplements thereto, and all other Restructuring Documents shall have been negotiated, executed, delivered and filed with the Bankruptcy Court in substantially final form and in form and substance reasonably acceptable to the Debtors and PurchaserPlan Sponsor. • With respect to the amended Restructuring Implementation Agreement, (i) the amended RIA Order shall have been entered by the Bankruptcy Court and be a Final Order, (ii) all necessary Foreign Court Approvals shall have been obtained and remain in full force and effect, and (iii) the amended Restructuring Implementation Agreement shall not have been terminated and shall be in full force and effect. • With respect to the Plan Sponsorship Agreement, (i) the PSA Order shall have been entered by the Bankruptcy Court and be a Final Order, and (ii) the Plan Sponsorship Agreement shall not have been terminated and shall be in full force and effect (unless the Plan Sponsorship Agreement has been terminated because, pursuant to the Bidding Procedures Order, another bidder has superseded the Purchaser as the Plan Sponsor). • The Bankruptcy Court shall have entered a Confirmation Order in form and substance reasonably acceptable to the Debtors and the Purchaser Plan Sponsor and the Confirmation Order shall be a Final Order. • The Debtors and Purchaser Plan Sponsor shall have obtained all authorizations, consents, regulatory approvals, rulings, waivers or other documents that are necessary to implement and effectuate the Chapter 11 Plan and Stock Purchase Agreement. • SRGL’s winding up proceedings before the Supreme Court of Bermuda and its parallel winding up proceeding before the Grand Court of the Cayman Islands, Financial Services Division shall not have been dismissed without the consent of the Debtors and the Purchaser. • SRUS shall not have become the subject of a pending DDOI Proceeding. OTHER PROVISIONS Director and Officer Indemnification: To be treated in accordance with the Stock Purchase Agreement.and