By: /s/ Patrick Sullivan Name: Patrick SullivanTitle: Senior Vice President
Exhibit 10.1.7
June 24, 2004
Confidential
Courtney C. Smith
Chief Executive Officer
Specialty Underwriters Alliance
8585 Stemmons Fwy.
Dallas, TX 75247
Re: Engagement Letter First Amendment
Dear Courtney:
In connection with the Engagement Letter, dated November 24, 2003, between Specialty Underwriters Alliance, Inc. (collectively, you, your, or the Company) and MMC Securities Corp (MMCSC, we, us or our) (the Original Engagement Letter), the parties have agreed to one amendment within Section 5. Fees. This letter (the Amending Letter) amends that section.
Specifically, the first sentence of Section 5. Fees. shall be deleted and replaced with the following sentence:
In consideration of the services provided or to be provided by us pursuant to Section 1, you hereby agree to pay a success fee to MMCSC in cash, equal to $1 million, payable at the earlier of (i) June 30, 2004 or (ii) the closing of the purchase and sale pursuant to the Offering (as defined in that certain engagement letter dated September 5, 2003, by and among the Company and Friedman, Billings, Ramsey & Co., Inc. (the FBR Engagement Letter)) (the Closing). Payment terms shall be 60 days.
All other terms and conditions set forth in the Original Engagement Letter remain unchanged, and in full force and effect.
If the foregoing is in accordance with your understanding, please indicate your agreement to the above amendment to the Original Engagement Letter.
Yours very truly,
MMC SECURITIES CORP.
By: | /s/ Patrick Sullivan | |
Name: | Patrick Sullivan | |
Title: | Senior Vice President |
The foregoing is in accordance with our understanding and is agreed by us this 24th day of June, 2004.
SPECIALTY UNDERWRITERS ALLIANCE, INC.
By: | /s/ Courtney C. Smith | |
Name: | Courtney C. Smith | |
Title: | CEO |