EX-10.21.1: AMENDMENT TO SERVICE AGREEMENT

Exhibit 10.21.1

Talbot Underwriting Services Ltd
Gracechurch House
55 Gracechurch Street
London EC3V OJP

Telephone 020 7550 3500
Facsimile 020 7550 3555
Email ***@***
www. talbotuw. com

12^th August 2008

Mr M E A Carpenter
14 Dynevor Road
Richmond
Surrey
TW10 6PF

 
 

Dear Michael

Amendment to Service Agreement dated 12^th July 2007

Further to your discussions with Validus, I am writing to confirm the revised terms of your Service Agreement with Talbot Underwriting Services Ltd, which became effective 3^rd July 2008. These terms are for a 12 month period ending 2^nd July 2009 but can be extended by mutual agreement. In the event of an extension of the agreement, the terms of such extension are to be agreed by 31^st January 2009.

Salary		£140,000 per annum
Pension		20% contribution made by the company
Life assurance		Eight times salary
BUPA		Coverage for employee and spouse
PHI		Coverage is up to 75% of salary
Telephone		Reimbursement of cost of home and mobile telephone calls
Travel		Cost of rail travel to and from work
Shares		You will be awarded $25,000 worth of restricted common stock of Validus Holdings Ltd which will vest on 2nd July 2009.

If you are in agreement to the above terms please sign the attached copy of this letter and return it to me.

Yours sincerely

Jane C. Williams
HR Manager

Registered in England number ###-###-####