0001193125-15-283100 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • August 7th, 2015 • Enstar Group LTD • Fire, marine & casualty insurance

This EMPLOYMENT AGREEMENT (“Agreement”) is dated as of May 11, 2015, between Enstar Group Limited, a Bermuda corporation (“Company”), and Mark Smith (“Executive”).

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TERMINATION AND WAIVER AGREEMENT
Termination and Waiver Agreement • August 7th, 2015 • Enstar Group LTD • Fire, marine & casualty insurance • New York

This TERMINATION AND WAIVER AGREEMENT (this “Agreement”) is entered into as of June 3, 2015, by and among First Reserve Fund XII, L.P., a Cayman Islands limited partnership (“FRF”), FR XII-A Parallel Vehicle, L.P., a Cayman Islands limited partnership (“FRA”), FR XI Offshore AIV, L.P., a Cayman Islands limited partnership (“FR AIV”), FR Torus Co-Investment, L.P., a Cayman Islands limited partnership (“FRT” and together with FRF, FRA and FR AIV, the “Waiving Parties” and each a “Waiving Party”) and Enstar Group Limited, a Bermuda company (“Enstar”). Capitalized terms used herein without definitions shall have the respective meanings given to such terms in the Purchase Agreement (as defined below).

AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • August 7th, 2015 • Enstar Group LTD • Fire, marine & casualty insurance

This AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is made and entered into by and between Enstar Group Limited (the “Company”) and Richard J. Harris (“Executive”) as of May 12, 2015.

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