Larry A. Frakes President and Chief Executive Officer United America Indemnity, Ltd. Amended and Restated Employment Agreement RECITALSPerformance Vesting Share Option Agreement • February 8th, 2008 • United America Indemnity, LTD • Fire, marine & casualty insurance • New York
The Company and Executive wish to amend the Prior Agreement in order to, among other things, provide for the cancellation and regrant of certain stock options previously granted to Executive, and therefore, Executive and the Company intend that the Prior Agreement be amended and restated in its entirety and superseded in all respects by this Amended and Restated Employment Agreement dated as of February 5, 2008 (the “Agreement”), provided that the Agreement is (i) manually executed by Executive and Saul Fox, in his capacity as chairman of the Board of Directors (the “Board”) of the Company (the “Chairman”), and (ii) confirmed by the affirmative vote of a majority of the Board or a Committee acting on behalf of the Board.
