0001144204-10-042291 Sample Contracts

AMTRUST FINANCIAL SERVICES, INC.
Amtrust Financial • August 9th, 2010 • Amtrust Financial Services, Inc. • Fire, marine & casualty insurance

Your stock option grant by AmTrust Financial Services, Inc. (the “Company”) is subject to the terms and conditions set forth in (i) this Award Agreement, and (ii) the AmTrust Financial Services, Inc. 2010 Omnibus Incentive Plan (the “Plan”) Unless otherwise defined herein, capitalized terms used in this Agreement are defined in the Plan, and have the meaning set forth in the Plan.

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AMTRUST FINANCIAL SERVICES, INC.
Amtrust Financial • August 9th, 2010 • Amtrust Financial Services, Inc. • Fire, marine & casualty insurance

Your stock option grant by AmTrust Financial Services, Inc. (the “Company”) is subject to the terms and conditions set forth in (i) this Award Agreement, and (ii) the AmTrust Financial Services, Inc. 2010 Omnibus Incentive Plan (the “Plan”) Unless otherwise defined herein, capitalized terms used in this Agreement are defined in the Plan, and have the meaning set forth in the Plan.

AMTRUST FINANCIAL SERVICES, INC.
Amtrust Financial Services • August 9th, 2010 • Amtrust Financial Services, Inc. • Fire, marine & casualty insurance

AmTrust Financial Services, Inc. a Delaware corporation, (the “Company”), hereby grants restricted stock units (“RSUs”) relating to shares of its common stock, $.01 par value, (the “Stock”), to the individual named below as the Grantee, subject to the vesting conditions set forth in this Agreement. This grant is subject to the terms and conditions set forth in (i) this Agreement, and (ii) the 2010 Omnibus Incentive Plan (the “Plan”). Unless otherwise, defined herein, capitalized terms used in this Agreement are defined in the Plan, and have the meaning set forth in the Plan.

AMTRUST FINANCIAL SERVICES, INC.
Amtrust  financial Services • August 9th, 2010 • Amtrust Financial Services, Inc. • Fire, marine & casualty insurance • New York

AmTrust Financial Services, Inc. a Delaware corporation, (the “Company”), hereby grants restricted stock (“Restricted Stock”) relating to shares of its common stock, $.01 par value, (the “Stock”), to the individual named below as the Grantee, subject to the vesting conditions set forth in this Agreement. This grant is subject to the terms and conditions set forth in (i) this Agreement, and (ii) the 2010 Omnibus Incentive Plan (the “Plan”). Unless otherwise defined herein, capitalized terms used in this Agreement are defined in the Plan, and have the meaning set forth in the Plan.

AMENDMENT NO. 1 TO STOCKHOLDERS AGREEMENT
Stockholders Agreement • August 9th, 2010 • Amtrust Financial Services, Inc. • Fire, marine & casualty insurance

THIS AMENDMENT (the “Amendment”) to the Stockholders Agreement is made and entered into on August 4, 2010 by and between American Capital Acquisition Corporation, a Delaware corporation (the “Company”), and The Michael Karfunkel 2005 Grantor Retained Annuity Trust, Michael Karfunkel and Amtrust Financial Services, Inc. (together, collectively known as the “Investors”) and amends that certain Stockholders Agreement effective as of October 16, 2009 (the “Agreement”).

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