TAX ALLOCATION AGREEMENT
EXHIBIT
10.4
This
agreement is made for 1998 and future calendar years by and among AmTrust
Financial Services, Inc. (AmTrust), a Delaware corporation and Technology
Insurance Company (TIC), a New Hampshire corporation.
WITNESSETH
Whereas,
AmTrust owns all the issued and outstanding shares of voting common stock of
TIC.
Whereas,
AmTrust and TIC may have taxable income in this and future years calendar years
and would be liable for federal income tax if their incomes would be computed
as
though they would file separate returns.
Whereas,
AmTrust shall file a consolidated tax return on behalf of itself and its
subsidiaries, including TIC (AmTrust and its subsidiaries, including TIC, shall
be referred to collectively as the “Group”).
Now,
therefore, AmTrust and TIC agree as follows, each intending to be legally bound
hereby:
| 1. |
AmTrust
will file a consolidated tax return for this and future calendar years
for
the Group. TIC, for itself, agrees to file such consents, elections
and
other documents and take such other actions as may be necessary, or
appropriate to effectuate the filing of such return as provided by
the
Internal Revenue Service Regulations, Section 1.1502-1(a) and
1.1502.33(d)(2)
|
| 2. |
The
Group may have consolidated federal income tax liability for this and
future calendar years. TIC agrees that, with respect to this and future
calendar years, TIC shall remit to AmTrust such estimated and final
tax
payments as are legally required to be made in an amount equal to the
federal income liability of TIC if its taxable income were computed
as
though it would file a separate return for each calendar
year
|
Notwithstanding
anything to the contrary contained herein, AmTrust and TIC specifically agree
that this Allocation Agreement shall apply only with respect to federal tax
liability.
In
Witness Whereof, the parties hereto have caused this agreement to be executed
on
the date first above written.
By:
Title:
Technology
Insurance Company
By:
Title:
