EX-10.2




 Exhibit 10.2 

First Amendment to Agency Agreement 

This First Amendment to Agency Agreement (“First Amendment”) is effective as of 12:01 a.m. Eastern Time on the 11th day of October, 2021 (the “Effective Date”), between The North River Insurance Company, Crum & Forster Indemnity Company, Crum and Forster Insurance Company, Crum & Forster
Speciality Insurance Company, United States Fire Insurance Company (hereinafter collectively referred to as the “Company”) and Protexure Insurance Agency, Inc. f/k/a Amerinst Professional Services, Limited (the “Agent”). 

WHEREAS, Company and Agent entered into an Agency Agreement dated September 25, 2009 (the “Agency Agreement”) and thereafter
entered into twelve Addenda addressing various items including changes to Exhibit A Underwriting Guide (referred to as Exhibit A, Underwriting Authority in the Addenda); and 

WHEREAS, on October 16, 2020, Company sent a notice to Agent informing Agent that Company was terminating the Agency Agreement pursuant
to Section 10.2 1. due to excessive loss ratio and that the Company would introduce a remediation program, reserving Company’s right to terminate 60 days after undertaking the remediation program; and 

WHEREAS, Company provided Agent with a Remediation Plan on or about October 27, 2020 which modifies Exhibit A Underwriting Guide; and

 WHEREAS, Company modified the Remediation Plan on or about March 5, 2021 by prohibiting the writing of coverage for Accountants in
the State of New Mexico, and by requiring that all in force policies issued to Accountants in the State of New Mexico be non-renewed (the Remediation Plan, as modified, is hereinafter referred to as the “Remediation Plan”); and 

WHEREAS, On March 22,2021, the Company issued a Letter of Authority which further modifies Exhibit A Underwriting Guide; and 

WHEREAS, Company and Agent mutually desire to terminate the Agency Agreement subject to the terms and conditions set forth in this
First Amendment, 
 NOW, THEREFORE, in consideration of the mutual promises contained herein and for other good and valuable
consideration, Company and Agent agree as follows: 
 1. The Agency Agreement will be deemed mutually terminated as of March 31, 2022. Agent
will be permitted to issue new and renewal professional liability policies on Company paper with effective dates no later than March 31, 2022, only in accordance with Exhibit A Underwriting Guide as modified by the Remediation Plan and the Letter of
Authority dated March 22, 2021, and subject to further amendment. The parties will continue to operate under the terms and conditions of the Agency Agreement except as modified by the terms of this First Amendment, and at all times in good faith.












 2. From and after the Effective Date, Agent will make diligent efforts to identify another
insurer, or insurers, to replace Company as the underwriter for the business subject to the Agency Agreement. Agent will issue or renew policies with one or more of those other insurers as soon as possible. Company will provide reasonable
cooperation and assistance to enable to Agent to fulfil this obligation. 
 3. Agent agrees that section 10.8 of the Agency Agreement only
applies to Policies written in accordance with the provisions of the Agency Agreement. 
 In witness, whereof, the Agent and Company have executed this
First Amendment to be effective as of the Effective Date. 
  

									
	By:	  	         /s/ F. Kyle Nieman III
	  		  	Dated:	  	18/11/2021
	Name	  	F. Kyle Nieman III	  		  		  	
	Title  	  	President	  		  		  	

 THE NORTH RIVER INSURANCE COMPANY 

UNITED STATES FIRE INSURANCE COMPANY 
 CRUM & FORSTER
INDEMNITY COMPANY 
 CRUM AND FORSTER INSURANCE COMPANY 
 CRUM
& FORSTER SPECIALTY INSURANCE COMPANY 
  

									
	By:	  	 /s/ Leigh McMullan
	  		  	Dated:	  	October 12, 2021
	Name Leigh McMullan	  		  		  	
	Title Senior Vice President