AMENDMENT TO EMPLOYMENT AGREEMENT

payment by the Company of an amount equal to the excess, if any, of (i) the amount of income and employment taxes payable by the Executive to Bermuda and any other governmental taxing authority for the applicable taxable year over (ii) the amount that would have been payable by the Executive had he resided for the entire taxable year in the State of the United States with respect to which he files a state income tax return as a resident for the year, such reimbursement to be made on or before the last day of the calendar year following the calendar year for which the excess tax was incurred, and the amount eligible for reimbursement under this Section 4.03(e) in one calendar year shall not affect the amount eligible for reimbursement hereunder in any other calendar year; provided that, if the Executive files one or more State income tax returns for an applicable taxable year indicating that he is a resident of a State for part but not all of such taxable year, the amount described in clause (ii) shall be computed in a manner consistent with the positions as to State tax residence reflected on such State income tax returns; and provided further that if the Executive does not file a resident income tax return for the applicable taxable year with any State, the amount described in clause (ii) shall be determined as if the Executive resided throughout the applicable taxable year in a State which has no income tax; and”