**Exhibit 10.50****EMPLOYMENT AGREEMENT**     THIS AGREEMENT made and entered into this the 28th day of March 2008, by and between KennethC. Foster (“Employee”), a citizen and resident of Davie County, North Carolina, and Triad GuarantyInc., its subsidiaries and affiliates (collectively referred to as “Company”);     WHEREAS, Employee is currently employed by the Company as Executive Vice President of Company;and     WHEREAS, by the execution of this Agreement, Employee will resign as an officer of the Companyeffective June 30, 2008; and     WHEREAS, effective as of June 30, 2008, Employee’s status as a full-time employee of theCompany will cease, but Employee shall remain employed by the Company as a permanent part-timeemployee from July 1, 2008 through June 30, 2010; and     WHEREAS, Company and Employee mutually acknowledge that the Employment Agreement dated June14, 2002 (the “Prior Agreement”) is terminated as a result of such change in employment status andthat neither the Employee nor Company has any obligations or rights under the Prior Agreement; and     WHEREAS, in consideration of the mutual covenants hereinafter contained and the compensationCompany agrees herein to pay Employee, and of other good and valuable consideration, the receiptand sufficiency of which is hereby acknowledged, the parties hereto agree as follows:**I.**     Employee hereby resigns as an officer of Company effective June 30, 2008.
 

 
**II.**     Employee and Company mutually agree that the Prior Agreement is terminated effective as ofJune 30, 2008 as a result of Employee’s change in employment status and that neither Employee norCompany has any obligations or rights under the Prior Agreement. This Agreement supersedes andreplaces the Prior Agreement and any other understandings or arrangements (whether written or oral)between Company and Employee with reference to the employment of Employee by Company. Withoutlimiting the foregoing, Employee agrees that this Agreement satisfies any rights he may havepreviously had under the Prior Agreement.**III.**     In consideration of Employee’s execution of this Agreement, Company will provide Employee thefollowing benefits:     Upon the expiration of the seven (7) day period described in Section XIII (c) of thisAgreement (the “Effective Date”), Company will be obligated to pay Employee as follows: 1. Beginning July 1, 2008 and continuing until June 30, 2010, unless terminatedearlier for “Cause “ as defined herein (“Term”), Company may request and Employeeagrees to work up to ten (10) days per calendar month upon reasonable notice and atmutually convenient times. All such work requested shall be of a comparable nature towork which has been, or is currently being, performed by Employee for Company. Duringthe Term, Employee shall at all times be treated on the books and records of Company asa common law employee of Company.  2. Beginning July 1, 2008 and continuing until the end of the Term, Employee willbe paid for his services performed pursuant to the terms of this Agreement TwentyThousand and no/100 dollars ($20,000.00) per month. These sums will be paid onsemi-monthly pay periods as the Company’s usual practice. All payments will be subjectto required federal and state withholding.
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     Employee and/or his family will be entitled to COBRA benefits, as eligible, under theCompany’s medical and dental plans beginning July 1, 2008. Company will subsidize the expense foreighteen (18) months such that Employee will pay the same amount as other employees with similarbenefits.     Employee will be entitled to convert his group life insurance policy to an individual policy,which said individual policy will be paid for solely by Employee and with no contribution fromCompany beginning July 1, 2008.     Employee may continue to participate during the Term in the Company’s tax-qualified 401(k)retirement plan, subject to the terms and conditions of such plan. Any pre-tax salary reductioncontributions made by Employee to the 401(k) plan during the Term will be made with respect to thecompensation set forth in Section III. 2.     Employee’s participation in the Flexible Spending Account, if any, ends on June 30, 2008unless he continues under medical COBRA. If continuing under medical COBRA, the Flexible SpendingAccount will terminate on the earlier of December 31, 2008, or the termination of medical COBRA.**IV.**     Employee specifically acknowledges and agrees that he is not eligible to participate in thefollowing Company benefit plans, programs and arrangements after June 30, 2008: 1. Short term disability insurance  2. Long term disability insurance  3. Medical and dental benefits (except as noted in III above)  4. Employee Stock Purchase Plan  5. Flexible spending accounts (except as noted in III above)**V.**     Other than the payments and benefits provided for in Section III above, Company shall have noobligation to make any payments to or for the benefit of Employee or to provide any benefits of any
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kind available to employees of Company, and Employee expressly releases Company of and fromany obligation to make any other payments or provide any benefits related to his employment byCompany; provided, however, that this Agreement will not effect equity-based benefits (*e.g.*,restricted stock awards) which will continue to vest after June 30, 2008 until the end of the Term.Employee specifically acknowledges and agrees that he is not entitled to receive any severancebenefits under any Company policy or program as a result of his change in employment statuspursuant to this Agreement.**VI.**     Company may terminate this Agreement and Employee’s remuneration hereunder at any time forCause. As used herein, “Cause” shall mean: 1. A material breach by Employee of Employee’s duties and obligations hereunder,including but not limited to gross negligence in the performance of Employee’s dutiesand responsibilities or the willful failure to follow the directions of the Board ofDirectors of Company (“Board”); provided Employee shall be entitled to reasonablenotice of, and if feasible a reasonable opportunity to cure, any such breach;  2. Willful misconduct by Employee which in the reasonable determination of theBoard may be materially injurious to the reputation or business of the Company;  3. Any act of fraud, material misappropriation or other dishonesty by Employee; or