amendment_no1.htm


    
      

      

    

    Exhibit
      10.1

     

    AMENDMENT
      NO. 1

    TO

    TRUST
      AGREEMENT

    Effective
      January 1, 2003

    among

    Platinum
      Underwriters Bermuda, Ltd.

    (as
      “Grantor”)

    And

     Platinum
      Underwriters Reinsurance, Inc.

    (as
      “Beneficiary”)

    And

    State
      Street Bank and Trust Company

    (the
      “Trustee”)

    


    


    WHEREAS,
      the Grantor, the Beneficiary and the Trustee entered into a Trust Agreement
      (the
“Trust Agreement”) dated as of January 1, 2003;

    


    WHEREAS,
      the Grantor, Beneficiary and the Trustee desire to amend the Trust Agreement
      to
      include all Quota Share Retrocession Agreements between the Beneficiary as
      Retrocedant and the Grantor as Retrocessionaire and as identified on Schedule
      A
      hereto.

    


    NOW,
      THEREFORE, for and in consideration of the premises set forth herein and for
      other good and valuable consideration, the receipt of which is hereby
      acknowledged, the Parties agree to amend Schedule A to the Trust Agreement
      as
      follows:

    


    1.       The
      first WHEREAS clause, which provides that “the Grantor and the Beneficiary have
      entered into a Quota Share Retrocession Agreement in the form set forth as
      Exhibit A hereto (the “Retrocession Agreement”),” is hereby deleted in its
      entirety and replaced with the following new first WHEREAS clause:

    


    the
      Grantor and the Beneficiary have entered into certain Quota Share Retrocession
      Agreements as set forth on Schedule A hereto (the “Retrocession Agreements”),
      which Schedule A may be amended from time to time by the Grantor and the
      Beneficiary.

    


    2.       All
      references to Retrocession Agreement in the Trust Agreement shall hereafter
      refer to the Retrocession Agreements.

    


    3.       All
      other provisions of the Trust Agreement shall remain in full force and
      effect.

    


    


    IN
      WITNESS WHEREOF, the parties hereto have executed this Amendment No. 1 as of
      the
      dates written below.

    


    
      
        
          
            	
                    PLATINUM
                      UNDERWRITERS REINSURANCE,
                      INC.

                  


          

        

      

    

    
      
        
        

      

    

    
      
        
          
            	
                    as
                      Beneficiary

                  


          

        

      

    

    


    


    By:                      
      /s/ H. Elizabeth
      Mitchell                                                      


    Print
      Name:        H. Elizabeth
      Mitchell_______


    Print
      Title:         President_________________


    Date:                  9/28/07                                           

     

    PLATINUM
      UNDERWRITERS
      BERMUDA                                                 
                    STATE
      STREET BANK AND

    LTD.,
      as
      Grantor                                                                                              TRUST
      COMPANY, as
      Trustee

     

    By:                      /s/
      Allan C.
      Decleir                                                               
              By:                  /s/
      Kenneth A.
      Bergeron

    Print
      Name:       Allan C.
      Decleir___________                                             
             Print
      Name:    Kenneth A.
      Bergeron

    Print
      Title:         SVP and
      CFO_____________                                                 
        Print
      Title:      Senior Vice
      President

    Date:                  9/27/07                                                           
      Date:               
10/3/07