Employment Agreement (2010)Full Document 

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THIS EMPLOYMENT AGREEMENT dated as of March 1, 2010 (the “Effective Date”), by and between AmTrust Financial Services, Inc., 59 Maiden Lane, 6th Floor, New York, New York, a Delaware corporation (the “Company”) and Michael J. Saxon, an individual residing at 514 Brookstone Court, Copley, Ohio 44321 (“Executive”).


WHEREAS, The Company and Executive desire to enter into this Employment Agreement (the “Agreement”) in order to set forth the terms and conditions of Executive’s employment, intending to supersede any prior employment agreement, written or oral, whether with the Company or other affiliates.

NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein and other good and valuable consideration, receipt of which is acknowledged, the parties hereto agree as follows:

1.           Duties and Responsibilities.  The duties and responsibilities of Executive shall be those of a senior executive of the Company as the same shall be assigned to him, from time to time, by the Board of Directors of the Company.  Executive recognizes that, during the period of his employment hereunder, he owes an undivided duty of loyalty to the Company (for avoidance of doubt, in this section and throughout this Agreement, “Company” includes all subsidiaries and affiliates of Company and all entities under common control with Company) and agrees to devote all of his business time and attention to the performance of his duties and responsibilities and to use his best efforts to promote and develop the business of the Company.  Subject to the approval of the Board of Directors, which shall not be unreasonably withheld, Executive shall be entitled to serve on corporate, civic, and/or charitable boards or committees and to otherwise reasonably participate as a member in community, civic, or similar organizations and the pursuit of personal investments which do not present any material conflicts of interest with the Company.

It is the intention of the Company that Executive shall continue to serve as Chief Operating Officer at the pleasure of the Board of Directors, reporting on a day-to-day basis directly to the Chief Executive Officer.  If elected, Executive shall serve as a member of the Board of Directors of the Company or such of its affiliates to which he may be elected, in each case, without additional compensation.  Executive also shall serve, without additional compensation, as an officer of such affiliates of the Company as he may be appointed.



2.           Employment Period.  For a period commencing on the Effective Date hereof and ending on February 28, 2013 (the “Initial Employment Period”), the Company hereby employs Executive in the capacities herein set forth.  Executive agrees, pursuant to the terms hereof, to serve in such capacities for the Initial Employment Period.  This Agreement shall renew for successive one year periods (“Successive Employment Periods”) unless one of the parties provides written notice of not less than ninety days prior to the end of the Initial Employment Period or any Successive Employment Period that the party will not renew the Agreement. The Initial Employment Period and any Successive Employment Period(s) shall hereinafter be referred to as the “Employment Period.”

3.           Compensation and Benefits.

(a)          Salary.  The Company shall pay Executive a salary at the rate of Six Hundred Thousand Dollars ($600,000) per annum (“Salary”), payable in accordance with the Company’s normal payroll process.  Executive shall be entitled to a salary review
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