EXHIBIT 10.23

Addendum No. 1

to the

Net Quota Share

Reinsurance Contract

Effective: July 1, 2005

issued to
the

VESTA FIRE INSURANCE CORPORATION

SHELBY INSURANCE COMPANY

THE HAWAIIAN INSURANCE AND GUARANTY COMPANY, LTD.

FLORIDA SELECT INSURANCE COMPANY

SHELBY CASUALTY INSURANCE COMPANY

VESTA INSURANCE CORPORATION

and

TEXAS SELECT LLOYDS INSURANCE COMPANY

and

any other insurance companies which are now or

hereafter come under the ownership, control or management of

Vesta Fire Insurance Corporation and agreed to
be included in advance by the Reinsurer

It Is Hereby Agreed, effective December 1, 2005, with respect to losses arising out of Loss
Occurrences commencing on or after that date, that paragraph A of Article VIII - Retention and Limit - shall be deleted and the following substituted therefor:



| | A. | The Company shall cede to the Reinsurer and the Reinsurer agrees to accept 75.0% of the Companys Net Liability under Policies in force at the effective date hereof or issued
or renewed during the Contract Year. Further, the Company shall cede to the Reinsurer 75.0% of the Net Unearned Premium Reserves at inception of this Agreement and 75.0% of the Net Written Premium on all Policies subject to this Contract.
| | --- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

The provisions of this Contract shall remain otherwise unchanged.

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Addendum No. 1

to the

Interests and Liabilities Agreement

of

ACE Property & Casualty Insurance
Company

Philadelphia, Pennsylvania

by

ACE Tempest Re USA, LLC

Stamford, Connecticut

(hereinafter referred to as the Subscribing Reinsurer)

with respect to the

Net Quota Share

Reinsurance Contract

Effective: July 1, 2005

issued to and duly executed by

VESTA FIRE INSURANCE CORPORATION

SHELBY INSURANCE COMPANY

THE HAWAIIAN INSURANCE AND GUARANTY COMPANY, LTD.

FLORIDA SELECT INSURANCE COMPANY

SHELBY CASUALTY INSURANCE COMPANY

VESTA INSURANCE CORPORATION

and

TEXAS SELECT LLOYDS INSURANCE COMPANY

and

any other insurance companies which are now or

hereafter come under the ownership, control or management of

Vesta Fire Insurance Corporation and agreed to be included in advance
by the Reinsurer

It Is Hereby Agreed that Addendum No. 1 to the Contract shall form part of the Contract, effective December 1, 2005.

It Is Further Agreed that the Subscribing Reinsurersshare in the interests and liabilities of the Reinsurer under the
Contract shall be revised from 25.000% to 16.667%, effective December 1, 2005, with respect to losses arising out of Loss Occurrences commencing on or after that date.



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In Witness Whereof,the parties hereto by their duly authorized representatives have executed this Addendum as of
the dates undermentioned at:

Birmingham, Alabama, this 4thday of January in the year 2006.



| |  |                                                                    
| |  | -------------------------------------------------------------------
| |  | Russ Crouch                                                        
| |  | Vesta Fire Insurance Corporation (for and on behalf of the Company)

Stamford Connecticut, this  day of
 in the year .



| |  |                                                                                         
| |  | ----------------------------------------------------------------------------------------
| | 
| |  |                                                                                         
| |  | ACE Tempest Re USA, LLC (for and on behalf of ACE Property & Casualty Insurance Company)



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Addendum No. 2

to the

Interests and Liabilities Agreement

of

Swiss Reinsurance America Corporation

Armonk, New York

through

Swiss Re Underwriters Agency, Inc.

Calabasas,
California

(hereinafter referred to as the Subscribing Reinsurer)

with respect to the

Net Quota Share

Reinsurance Contract

Effective: July 1, 2005

issued to and duly executed by

VESTA FIRE INSURANCE CORPORATION

SHELBY INSURANCE COMPANY

THE HAWAIIAN INSURANCE AND GUARANTY COMPANY, LTD.

FLORIDA SELECT INSURANCE COMPANY

SHELBY CASUALTY INSURANCE COMPANY

VESTA INSURANCE CORPORATION

and

TEXAS SELECT LLOYDS INSURANCE COMPANY

and

any other insurance companies which are now or

hereafter come under the ownership, control or management of

Vesta Fire Insurance Corporation and agreed to be included in advance
by the Reinsurer

It Is Hereby Agreedthat Addendum No. 1 to the Contract shall form part of the Contract,
effective December 1, 2005.

It Is Further Agreedthat the Subscribing Reinsurersshare in the interests and liabilities of the
Reinsurer under the Contract shall be revised from 75.0% to 50.0%, effective December 1, 2005, with respect to losses arising out of Loss Occurrences commencing on or after that date.



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In Witness Whereof,the parties hereto by their duly authorized representatives have executed this Addendum as of
the dates undermentioned at:

Birmingham, Alabama, this 4thday of January in the year 2006.



| |  |                                                                    
| |  | -------------------------------------------------------------------
| |  | Russ Crouch                                                        
| |  | Vesta Fire Insurance Corporation (for and on behalf of the Company)

Calabasas, California, thisday of
 in the year .



| |  |                                                                               
| |  | ------------------------------------------------------------------------------
| | 
| |  |                                                                               
| |  | Swiss Re Underwriters Agency, Inc. (for Swiss
Reinsurance America Corporation)



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Interests and Liabilities Agreement

entered into by and between

VESTA FIRE INSURANCE CORPORATION

SHELBY INSURANCE COMPANY

THE HAWAIIAN
INSURANCE AND GUARANTY COMPANY, LTD.

FLORIDA SELECT INSURANCE COMPANY

SHELBY CASUALTY INSURANCE COMPANY

VESTA INSURANCE CORPORATION

and

TEXAS SELECT LLOYDS INSURANCE COMPANY

and

any other insurance
companies which are now or

hereafter come under the ownership, control or management of

Vesta Fire Insurance Corporation and agreed to be included in advance by the Reinsurer

and

E+S Reinsurance (Ireland) Limited

Dublin, Ireland

(hereinafter
referred to as the Subscribing Reinsurer)

It Is Hereby Agreedthat the Subscribing Reinsurershall have a 6.666% share in
the interests and liabilities of the Reinsurer as set forth in the attached Contract entitled:

Net Quota Share

Reinsurance Contract

Effective: July 1, 2005

(as amended by Addendum No. 1)

It Is Further Agreedthat this Agreement shall become effective on December 1, 2005, with respect to losses arising out of Loss Occurrences commencing on or
after that date, and shall continue in force until June 30, 2006, both days inclusive, unless earlier terminated in accordance with the provisions of the attached Contract.

It Is Also Agreedthat the Subscribing Reinsurersshare in the attached Contract shall be separate and apart from the shares of the other reinsurers, and shall not be joint with the shares of the
other reinsurers, it being understood that the Subscribing Reinsurershall in no event participate in the interests and liabilities of the other reinsurers.



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It Is Also Agreedthat as respects the Subscribing Reinsurerspercentage share(s) in the attached
Contract, the following shall apply:



|1. | In lieu of the provisions of paragraph A of Article I - Definitions - the following paragraph shall apply:
|-- | ----------------------------------------------------------------------------------------------------------



| | A. | Contract Year as used herein shall mean the period from December 1, 2005 through June 30, 2006, both days inclusive. If this Contract is terminated prior to
June 30, 2006, the Contract Year shall be from December 1, 2005 through the date of termination.
| | --- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|2. | In lieu of the provisions of paragraph A of Article XII - Reports and Remittances - the following paragraph shall apply:
|-- | ------------------------------------------------------------------------------------------------------------------------



| | A. | On December 20, 2005, the Company shall report to the Reinsurer the ceded unearned premium (net of inuring reinsurance as set forth in Article VI) with respect to business in
force on December 1, 2005. The Company shall remit payment of this amount, less Ceding Commission, by January 3, 2006.
| | --- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|3. | In lieu of the Schedule A attached to and forming part of the attached Contract, the Schedule A attached to and forming part of this Agreement shall apply.
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------

In Witness Whereof,the parties hereto by their respective duly authorized representatives have executed this Agreement as of the dates undermentioned at:

Birmingham, Alabama, this 4thday of Januaryin the year 2006.



| |  |                                                                    
| |  | -------------------------------------------------------------------
| |  | Russ Crouch                                                        
| |  | Vesta Fire Insurance Corporation (for and on behalf of the Company)

Dublin, Ireland, this  day of
 in the year .



| |  |                                  
| |  | ---------------------------------
| |  |                                  
| |  | E+S Reinsurance (Ireland) Limited



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Interests and Liabilities Agreement

entered into by and between

VESTA FIRE INSURANCE CORPORATION

SHELBY INSURANCE COMPANY

THE HAWAIIAN
INSURANCE AND GUARANTY COMPANY, LTD.

FLORIDA SELECT INSURANCE COMPANY

SHELBY CASUALTY INSURANCE COMPANY

VESTA INSURANCE CORPORATION

and

TEXAS SELECT LLOYDS INSURANCE COMPANY

and

any other insurance
companies which are now or

hereafter come under the ownership, control or management of

Vesta Fire Insurance Corporation and agreed to be included in advance by the Reinsurer

and

Hannover Reinsurance (Ireland) Ltd.

Dublin, Ireland

(hereinafter
referred to as the Subscribing Reinsurer)

It Is Hereby Agreedthat the Subscribing Reinsurershall have a 26.667% share in
the interests and liabilities of the Reinsurer as set forth in the attached Contract entitled:

Net Quota Share

Reinsurance Contract

Effective: July 1, 2005

It Is Further Agreedthat this Agreement shall become effective on December 1, 2005, with respect
to losses arising out of Loss Occurrences commencing on or after that date, and shall continue in force until June 30, 2006, both days inclusive, unless earlier terminated in accordance with the provisions of the attached Contract.

It Is Also Agreedthat the Subscribing Reinsurersshare in the attached Contract shall be separate and apart from the shares of the other
reinsurers, and shall not be joint with the shares of the other reinsurers, it being understood that the Subscribing Reinsurer shallin no event participate in the interests and liabilities of the other reinsurers.



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It Is Also Agreed that as respects the Subscribing Reinsurerspercentage share(s) in the attached
Contract, the following shall apply:



|1. | In lieu of the provisions of paragraph A of Article I - Definitions - the following paragraph shall apply:
|-- | ----------------------------------------------------------------------------------------------------------



| | A. | Contract Year as used herein shall mean the period from December 1, 2005 through June 30, 2006, both days inclusive. If this Contract is terminated prior to
June 30, 2006, the Contract Year shall be from December 1, 2005 through the date of termination.
| | --- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|2. | In lieu of the provisions of paragraph A of Article XII - Reports and Remittances - the following paragraph shall apply:
|-- | ------------------------------------------------------------------------------------------------------------------------



| | A. | On December 20, 2005, the Company shall report to the Reinsurer the ceded unearned premium (net of inuring reinsurance as set forth in Article VI) with respect to business in
force on December 1, 2005. The Company shall remit payment of this amount, less Ceding Commission, by January 3, 2006.
| | --- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|3. | In lieu of the Schedule A attached to and forming part of the attached Contract, the Schedule A attached to and forming part of this Agreement shall apply.
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------

In Witness Whereof, the parties hereto by their respective duly authorized representatives have executed this Agreement as of the dates undermentioned at:

Birmingham, Alabama, this 4thday of January in the year 2006.



| |  |                                                                    
| |  | -------------------------------------------------------------------
| |  | Russ Crouch                                                        
| |  | Vesta Fire Insurance Corporation (for and on behalf of the Company)

Dublin, Ireland, this  day of
 in the year .



| |  |                                    
| |  | -----------------------------------
| |  |                                    
| |  | Hannover Reinsurance (Ireland) Ltd.



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Schedule A

(Revised: December 1, 2005)

Monthly Reporting Requirements

Cumulative Amounts evaluated as of XX/XX/XX



|                          |  |            |  |       |  |              |  |       |  |       |  |       |  |       |  |      
|------------------------- |  | ---------- |  | ----- |  | ------------ |  | ----- |  | ----- |  | ----- |  | ----- |  | -----
|                          |  | California |  | Texas |  | Other States |  | TOTAL
|                          |  | Gross      |  | Ceded |  | Gross        |  | Ceded |  | Gross |  | Ceded |  | Gross |  | Ceded
|Premium                   |  |            |  |       |  |              |  |       |  |       |  |       |  |       |  |      
|Unearned at 12/1/05       |  |            |  |       |  |              |  |       |  |       |  |       |  |       |  |      
|Written Beginning 12/1/05 |  |            |  |       |  |              |  |       |  |       |  |       |  |       |  |      
|Earned during treaty term |  |            |  |       |  |              |  |       |  |       |  |       |  |       |  |      
|Ceding Commission         |  |            |  |       |  |              |  |       |  |       |  |       |  |       |  |      
|Paid                      |  |            |  |       |  |              |  |       |  |       |  |       |  |       |  |      
|Expected Final            |  |            |  |       |  |              |  |       |  |       |  |       |  |       |  |      
|Loss & ALAE               |  |            |  |       |  |              |  |       |  |       |  |       |  |       |  |      
|Paid Loss                 |  |            |  |       |  |              |  |       |  |       |  |       |  |       |  |      
|Paid ALAE                 |  |            |  |       |  |              |  |       |  |       |  |       |  |       |  |      
|Outstanding Loss & ALAE   |  |            |  |       |  |              |  |       |  |       |  |       |  |       |  |      
|IBNR Loss & ALAE          |  |            |  |       |  |              |  |       |  |       |  |       |  |       |  |      
|Mold Loss & ALAE          |  |            |  |       |  |              |  |       |  |       |  |       |  |       |  |      
|Shock Loss & ALAE         |  |            |  |       |  |              |  |       |  |       |  |       |  |       |  |      



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|Schedule A (Revised) |  | LOGO



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(Revised: December 1, 2005)

Net Quota Share

Reinsurance Contract

Effective: July 1, 2005

issued to

VESTA FIRE INSURANCE CORPORATION

SHELBY INSURANCE COMPANY

THE HAWAIIAN INSURANCE AND GUARANTY COMPANY, LTD.

FLORIDA SELECT INSURANCE COMPANY

SHELBY CASUALTY INSURANCE COMPANY

VESTA INSURANCE CORPORATION

and

TEXAS SELECT LLOYDS INSURANCE COMPANY

and

any other insurance companies which are now or

hereafter come under the ownership, control or management of

Vesta Fire Insurance Corporation and agreed to
be included in advance by the Reinsurer



|                                                                               |  |                |  
|------------------------------------------------------------------------------ |  | -------------- | -
|Reinsurers                                                                     |  | Participations |  
|ACE Tempest Re USA, LLC (for ACE Property & Casualty Insurance Company)        |  | 16.667         | %
|E+S Reinsurance (Ireland) Ltd.                                                 |  | 6.666          |  
|Hannover Reinsurance (Ireland) Ltd.                                            |  | 26.667         |  
|Swiss Re Underwriters Agency, Inc. (for Swiss Reinsurance America Corporation) |  | 50.000         |  
|                                                                               | 
|Total                                                                          |  | 100.000        | %

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