AMENDMENT NO. 1 TO LOAN AGREEMENT
EXHIBIT
10.16
EXECUTION
COPY
AMENDMENT
NO. 1 TO LOAN AGREEMENT
THIS
AMENDMENT NO. 1
(this
"Amendment") to the Loan Agreement (the "Agreement"), dated as of November
16,
2007, by and between MAIDEN INSURANCE COMPANY, LTD, an insurance company formed
with limited liability under the laws of the Islands of Bermuda (the "Lender"),
and AMTRUST INTERNATIONAL INSURANCE, LTD, an insurance company formed with
limited liability under the laws of the Islands of Bermuda (the "Borrower”), is
made and entered as of February 15, 2008 by and between the Lender and the
Borrower.
WHEREAS,
pursuant to Section 6.1 of the Agreement, the Lender and the Borrower may
mutually agree to amend the Agreement; and
WHEREAS,
the
Lender and the Borrower desire to amend the Agreement in the manner set forth
in
this Amendment;
NOW,
THEREFORE,
in
consideration of the premises and mutual covenants contained herein, the Lender
and the Borrower hereby agree as follows:
ARTICLE
I
DEFINITIONS
AND USAGE
| A. |
Capitalized
terms used but not defined herein shall have the meaning set forth
in the
Agreement.
|
| B. |
The
headings contained in this Amendment are for reference purposes
only and
shall not affect the meaning or interpretation of this
Amendment.
|
ARTICLE
II
AMENDMENT
| A. |
Section
2.2 (Interest Rate) hereby is deleted and amended and restated
in its
entirety as follows:
|
Each
Loan
shall accrue interest at a floating rate equal to the one-month London Interbank
Offered Rate (“LIBOR”) plus 90 basis points per annum computed on the basis of a
360-day year of twelve 30-day months. The
Interest Rate shall change based on changes in LIBOR. LIBOR shall be determined
by Borrower based on published rates in the Wall Street Journal, Bloomberg
or
other widely available source of financial news.
|
B.
|
Section
2.3 (Interest Payment Dates) hereby is deleted and amended and restated
in
its entirety as follows:
|
All
interest accruing during an Interest Period shall be payable not later than
10
Business Days following the end of such Interest Period.
| C. |
Section
5.1 (Use of Proceeds) hereby is deleted in its
entirety.
|
| D. |
Article
VI hereby is amended by adding Section 6.12, which states as
follows:
|
|
Offset.
Borrower shall have the right to offset against any amount due hereunder
against any balances or amounts due and payable by the Lender under
the
Reinsurance Agreement or Asset Management
Agreement.
|
ARTICLE
III
MISCELLANEOUS
| A. |
Confirmation
of the Agreement.
Except as amended by this Amendment, the Agreement remains in full
force
and effect, without modification or amendment.
|
| B. |
Governing
Law.
This Amendment shall be governed by the laws of the State of New
York,
without giving effect to its conflict of laws
principles.
|
| C. |
Counterparts.
This Amendment may be executed in one or more counterparts, and
such
counterparts together shall constitute one and the same
agreement.
|
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of page intentionally left blank]
2
IN
WITNESS WHEREOF the parties hereto, by their respective duly authorized
officers, have executed this Addendum, in duplicate, as of the dates recorded
below:
MAIDEN
INSURANCE COMPANY, LTD.
|
By:
|
/s/
Xxx Xxxxx
|
|
|
Dated:
|
February
19, 2008
|
|
|
AMTRUST INTERNATIONAL
INSURANCE, LTD.
|
||
|
By:
|
/s/
Xxxxxxx Xxxx
|
|
|
Dated:
|
February
14, 2008
|
|
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