0001104659-05-060827 Sample Contracts

AXIS CAPITAL HOLDINGS LIMITED LONG-TERM EQUITY COMPENSATION PLAN Restricted Stock Agreement
Restricted Stock Agreement • December 14th, 2005 • Axis Capital Holdings LTD • Fire, marine & casualty insurance

This Agreement amends and supercedes in its entirety the restricted stock option agreements with respect to restricted stock awarded to the Participant on January 2, 2004 and January 13, 2005. This Agreement is effective on December 31, 2005.

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AXIS SPECIALTY U.S. SERVICES, INC. NEW YORK, NEW YORK 10022
Axis Capital Holdings LTD • December 14th, 2005 • Fire, marine & casualty insurance • New York

This will confirm the agreement (the “Agreement”), dated as of the date first set forth above (the “Execution Date”), that has been reached with you in connection with the termination of your employment with AXIS Specialty U.S. Services, Inc. (the “Company”).

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