Exhibit 10.14


 


EMPLOYEE LEASING AGREEMENT


 


This Agreement is effective as of the lst
day of April, 2000, between
ACE American Insurance Company (“ACE American”), a Pennsylvania Corporation,
and ACE Guaranty Re Inc. (“ACE Guaranty”), a Maryland Corporation.


 


IN CONSIDERATION of the mutual agreements
set forth herein, the parties, each intending to be legally bound, agree as
follows:


 


1.                                       Engagement.  ACE Guaranty shall provide to ACE American
staffing services for ACE American’s Financial Solutions division.  Contract employees of ACE Guaranty provided
to ACE American hereunder are identified on Exhibit A.  Exhibit A is subject to amendment, from time
to time, at the discretion of ACE Guaranty, provided that ACE Guaranty
shall notify ACE American of any such amendment.  Such employees identified on Exhibit A as amended from time to
time shall be referred to herein as “Workers”. 
The Workers are provided solely for the benefit of ace American, on terms and conditions
acceptable to ACE Guaranty.  The Workers
are and all times remain the sole employees of ACE Guaranty and shall not be
considered employees of ACE American.


 


2.                                       Compensation.  As full compensation to ACE Guaranty for
providing the Workers hereunder in accordance with the terms hereof, ACE
American shall pay ACE Guaranty five (5) Business Days following written
demand, a fee equal to the costs incurred by ACE Guaranty in providing the
Workers, which costs shall include (but shall not be limited to) the cost to
ACE Guaranty of any cash and non-cash compensation to such Workers, including
without limitation medical and other insurance, retirement and other benefits,
as well as other perquisites granted to such Workers which customarily are
granted to other employees similarly situated. 
The payments due from ACE American may be netted against amounts owed at
the applicable payment date by ACE Guaranty to ACE American and only the
difference, if any, shall be payable.


 


3.                                       Term.  This agreement shall be in effect from the
date above first written until terminated by mutual agreement or either party
giving sixty (60) days written notice to the other party.


 


4.                                       Notices.  Unless the party to be notified otherwise
notifies the other party in writing, notices shall be given by overnight mail
or courier or by telefax, addressed to such party at its address on the
signature page of this agreement.


 


5.                                       Applicable
Law.  This agreement shall be construed in
accordance with the laws of the Commonwealth of Pennsylvania, without regard to
the conflicts of laws provisions thereof.


 

















 


 


IN WITNESS WHEREOF, and intending to be
bound, the parties hereto have executed this Agreement.


 


	
  ACE
  American Insurance Company

  	
  ACE
  Guaranty Re Inc.

  
	
   

  	
   

  
	
   

  	
   

  
	
  By

  	
  /s/ William
  P. Garrigan

  	
   

  	
  By:

  	
  /s/ G. A.
  Egler

  	
   

  
	
  Name:

  	
  William P.
  Garrigan

  	
   

  	
  Name:

  	
  G. A. Egler

  	
   

  
	
  Title:

  	
  SVP/CFO

  	
   

  	
  Title

  	
  SVP/GEN
  Counsel

  	
   

  
	
  Date: October 10, 2001

  	
   

  
	
  Addresses
  for Notices:

  	
  Addresses
  for Notices:

  
	
   

  	
   

  
	
  ACE
  American Insurance Company

  2 Liberty Place TL6H

  1601 Chestnut Street

  P.O. Box 41484

  Philadelphia, Pennsylvania 19101-1484

  Telefax:  (215)
  640-5557

  	
  ACE
  Guaranty Re Inc.

  1325 Avenue of the Americas

  New York, New York 10019

  Telefax:  (212) 459-9180

  
								



 

















 


EXHIBIT A


 


David Buzen

Dorothy Donald

Alan Roseman

Elizabeth Seda

Michael Canter

Karen Levins

Deborah Aschheim

Richard Sica

Linda Calise

Simon Meers

Matthew Merna

Joyce Bowes

Seth Gillaton

Brian Mulqueen

Jennifer McGrath

Joanne Cullen