EXHIBIT 10.16
EMPLOYMENT AGREEMENT ADDENDUM 3(a)(2)
This Addendum 3(a)(2) is entered into effective as of December 31, 2003
between HCC INSURANCE HOLDINGS, INC. (the "Company") and XXXXXXX X. WAY
("Executive") and constitutes a clarifying amendment to the Employment Agreement
between the Company and the Executive dated effective as of January 1, 2003 (the
"Employment Agreement"). Capitalized terms used herein and not otherwise defined
herein shall have the meaning set forth in the Employment Agreement.
R E C I T A L S:
WHEREAS, the Company has adopted the HCC Insurance Holdings, Inc.
Nonqualified Deferred Compensation Plan for Xxxxxxx X. Way;
WHEREAS, Executive and the Company desire to clarify Section 3(a)(2) of
the Employment Agreement relating to the Executive's Deferred Compensation
accruals;
WHEREAS, the Employment Agreement may be amended by a written
instrument signed by the Executive and an authorized officer of the Company; and
NOW, THEREFORE, in consideration of the foregoing and of the respective
covenants and agreements set forth herein and in the Employment Agreement, the
parties hereto agree as follows:
1. Deferred Compensation under the Employment Agreement shall be
accrued under one or more of the Company's deferred compensation plans as
determined from time to time by the Compensation Committee of the Board of
Directors of the Company (the "Compensation Committee"). Notwithstanding
anything herein or in the Employment Agreement to the contrary, such accruals of
Deferred Compensation shall be subject to and shall be governed by the terms of
the plan under which accrued (including, without limitation, plan terms
regarding the crediting of income and the timing of distributions).
2. Subject to Sections 3(g) and 6 of the Employment Agreement, the
Deferred Compensation credited pursuant to the Employment Agreement each
calendar year or portion thereof during the Term shall be $400,000 or such
greater amount as is approved by the Compensation Committee in its discretion.
Deferred Compensation accruals for a year shall be credited on December 31 of
the year, unless an earlier date is specified by the Compensation Committee.
IN WITNESS WHEREOF, the Parties have executed this Agreement in
multiple copies, effective as of the date specified above.
EXECUTIVE COMPANY
HCC INSURANCE HOLDINGS, INC.
/s/ XXXXXXX X. WAY By: /s/ XXXXXX X. LACK
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XXXXXXX X. WAY Its: Chairman of the Compensation
Committee of the Board of Directors
Date: December 31, 2003 Date: December 31, 2003
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