AMENDMENT OF EMPLOYMENT AGREEMENT
THIS AGREEMENT, made and entered into as of October 1, 1996 (the
"Effective Date"), by and between Xxxxxx Xxxx (the "Executive") and LaSalle Re
Limited (the "Company");
WITNESSETH THAT:
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WHEREAS, the parties have previously entered into an employment agreement
dated as of October 1, 1995 (the "Employment Agreement"); and
WHEREAS, amendment of the Employment Agreement is now desirable to reflect
certain recommendations of the Compensation Committee;
NOW, THEREFORE, it is hereby agreed by and between the Company and the
Executive as follows:
1. The following is substituted for the first sentence of paragraph 2(a) of
the Employment Agreement, effective as of October 1, 1996:
"The Executive shall receive, for each 12-consecutive month period
beginning on October 1, 1996 and each anniversary thereof, in substantially
equal monthly or more frequent installments, an annual base salary of
$185,000 (the "Salary")."
2. The following is substituted for paragraph A-2 of Exhibit A of the Amended
and Restated Employment Agreement, effective as of October 1, 1996:
"A-2 Guidelines. The bonus shall be determined in accordance with the
following guidelines:
. A discretionary bonus up to a maximum of $46,250 may be awarded
annually by the Board of the Company after considering the
recommendation of the CEO of the Company.
. A non-discretionary bonus shall be earned and paid annually based upon
the Company's Rate of Return (defined below) achieved for each fiscal
year of the Company, while the Executive is employed by the Company.
. The non-discretionary annual bonus calculation will be based on the
Company's Rate of Return earned each year. If the Company's Rate of
Return for any year exceeds 15%, the bonus will be paid according to
the following formula:
- For each 1% (or portion thereof) improvement in Rate of Return
above 15%, an additional $6,937.50 (or portion thereof) will be
paid, up to a maximum of $138,750 if the Company achieves a 35%
Rate of Return in that year.
- The maximum non-discretionary bonus would be $138,750; the
maximum discretionary bonus would be $46,250; and the maximum
total annual salary plus non-discretionary bonus and
discretionary bonus would be $370,000, unless the parties amend
this Agreement.
. The initial formula contemplates short tail business only. If the
Board adjusts the business plan, an additional plan would be
established for the long tail business.
. The "Rate of Return" for any fiscal year shall be equal to the net
income of the Company for the fiscal year, divided by shareholders'
equity at the beginning of the period (as determined on the basis of
U.S. generally accepted accounting principles). For purposes of this
calculation any unrealized appreciation or depreciation of the
Company's investments shall be disregarded (both as to the numerator
and the denominator)."
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IN WITNESS THEREOF, the Executive has hereunto set his hand, and the
Company has caused these presents to be executed in its name and on its behalf,
and its corporate seal to be hereunto affixed, all as of the day and year first
above written.
/s/ Xxxxxx Xxxx
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Xxxxxx Xxxx
LaSalle Re Limited
/s/ Xxxxxx Xxxxxxx
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Xxxxxx Xxxxxxx
Chairman -
Compensation Committee
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