Exhibit 10.42
August 16, 2002
Mr. Xxxxxxx Xxxxxx
00 Xxxxxxxx Xxxxxx
Xxxxxxxxxx, Xxxxxxxxxxx 00000
Dear Xxxx:
Reference is made to the letter agreement dated July 3, 2002 by and between
St. Xxxx Re, Inc. ("SPR") and you regarding the terms and conditions of your
employment with SPR or Platinum Underwriters Holdings, Ltd. (the
"Agreement"). The Agreement is hereby amended by:
(i) Deleting the second paragraph of Section one in its entirety and
replacing it with the following:
Upon consummation of the IPO, the Company shall promptly assign all
of its rights and obligations hereunder in Holdings and shall, upon
such assignment, cease to be a party in this Letter Agreement
(except as otherwise provided herein) and Holdings will be the sole
obligor hereunder. Following assignment of this Letter Agreement to
Holdings, all references herein to the "Company" shall be deemed to
mean Holdings and all references to the "Board" shall be deemed to
mean the Board of Directors of Holdings.
(ii) Deleting Section 4(a) in its entirety and replacing it with the
following:
(a) ANNUAL. During the Term, you will be entitled to receive an
annual bonus (the "Annual Bonus") pursuant to the Company's
annual incentive plan, with a target bonus opportunity of
seventy-five percent (75%) of Base Salary (the "Target Bonus");
provided however that you will be entitled to receive a minimum
Annual Bonus for the calendar year 2002 in an amount equal to a
pro rata portion of 50% of Base Salary adjusted for the period
beginning with the Effective Date and ending at December 31,
2002.
;and
(iii) Deleting "$525,000" in clause (i) in Section 7(a) and replacing it
with "one year's Base Salary and Target Bonus".
Except as set forth above, all other terms and conditions of the Agreement
remain in full force and effect. All capitalized terms not otherwise defined
herein shall have the meanings ascribed thereto in the Agreement.
This letter agreement is intended to be a binding obligation upon the Company
and yourself. If this letter agreement correctly reflects your understanding,
please sign and return one copy to me for the Company's records.
ST. XXXX RE, INC.
By: /s/ Xxxxxx X. Xxxxxx
-------------------------------
Name: Xxxxxx X. Xxxxxx
Title: Chief Executive Officer
The above letter agreement correctly reflects our understanding, and I hereby
confirm my agreement to the same.
/s/ Xxxxxxx Xxxxxx
-----------------------------
Xxxxxxx Xxxxxx
Dated as of 8/28/ , 2002
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