Exhibit 10.1
CONSULTING
AGREEMENT
This
Consulting Agreement (this “Agreement’’) is made
effective as of January 1, 2008 and is entered into this 4th
day of April 2008 by and between William D. Shaw, Jr., whose
address is 340 Old Church Road, Greenwich, CT 06830 (the
“Consultant”) and NYMAGIC, INC., a New York
corporation, with its principal office located at 919 Third Avenue,
10th Floor, New York NY 10022 (the
“Company”).
WHEREAS,
the Consultant is a member of the Company’s Board of
Directors and its Vice Chairman;
WHEREAS,
the Company acknowledges Consultant’s skills and experience
as an investment advisor and seasoned executive,
WHEREAS,
the Company desires to engage the Consultant to provide services
beyond those which would be expected of the Vice Chairman of the
Board of Directors to assist the Company in communicating and
explaining its investment strategy to the investor community and in
providing it managerial advice and counsel; and,
WHEREAS,
the Consultant is willing to provide the services the Company
requires on the terms and conditions set forth herein:
NOW
THEREFORE, for valuable consideration, the adequacy of which is
hereby acknowledged, the Consultant and the Company agree as
follows:
1. Recitals.
The foregoing recitals are incorporated herein and constitute a
part of this Agreement.
2. Services.
The Consultant’s primary role is to ensure that the
Company’s asset management strategy is communicated to and
understood by the investor community. More specifically, from time
to time during the term of this Agreement, the Consultant shall
provide the following services to the Company:
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Participate in meetings with rating agencies
e.g. A.M. Best Company, Standard & Poor’s and Fitch
Ratings; |
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Participate in meetings and answer inquiries
from analysts who cover the Company’s stock; |
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Meet with and respond to inquiries from large
investors in the Company’s stock or debt; |
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Participate in quarterly earnings calls and
other investor calls; • Participate in the Company’s
investor road shows; and, |
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Represent the Company at industry conferences,
e.g. those held by Conning Capital, Keefe, Bruyette, Woods, Ferris
Baker Watts and others. |
In
addition, the Consultant shall attend the meetings of, and provide
advice and counsel to, the Company’s management committee and
to the Company’s Chairman and President and Chief Executive
Officer as requested by them (the services enumerated above,
together with attending the meetings
of, and providing advice and counsel to, the Company’s
management committee and its Chairman and President and Chief
Executive Officer, the “Services”).
The
Consultant shall devote as much time to the Services as is
reasonably necessary to achieve the objectives contemplated by this
Agreement.
3. Compensation.
The Company will compensate the Consultant for the Services by
paying him an annualized fee of $100,000 payable in four equal
quarterly payments of $25,000, the first of which shall
be
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