Chubb Capital Vii Limited

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(A) A SUM EQUAL TO THE UNDISCHARGED UNDE RWRITING OBLIGATIONS INCURRED AT ANY TIM E BY ANY CONNECTED COMPANY AS AN UNDERWR ITING MEMBER OF THE SOCIETY AND INCLUDIN G ANY OBLIGATION TO THE SOCIETY AND ANY UNDISCHARGED OBLIGATION ARISING AT ANY T IME UNDER: (I) THE BYE LAWS, REGULATIONS , DIRECTIONS OR OTHER REQUIREMENTS OF TH E SOCIETY; (II) ANY DEED, CONTRACT, INST RUMENT OR OTHER ARRANGEMENT OF ANY KIND APPROVED BY THE SOCIETY; BUT NOT INCLUDI NG OBLIGATIONS ARISING IN RESPECT OF ANY LETTER OF CREDIT, GUARANTEE OR OTHER SE CURITY GIVEN TO SECURE THE PERFORMANCE O F ANY SUCH UNDERWRITING OBLIGATION IN FA VOUR OF THE PERSON GIVING SUCH GUARANTEE OR OTHER SECURITY, (B) INTEREST PURSUAN T TO CLAUSE 9.5 OF THE AGREEMENT AND ACC RUING FROM DAY TO DAY AT THE RATE OF TWO PERCENT. PER ANNUM OR SUCH OTHER RATE A S THE COUNCIL MAY FROM TIME TO TIME PRES CRIBE ABOVE THE BASE RATE FROM TIME TO T IME OF SUCH LONDON CLEARING BANK AS THE SOCIETY MAY SELECT

ALL LOSSES, CLAIMS, EXPENSES, RETURNS OF PREMIUMS, RE-INSURANCE PREMIUMS AND OTH ER OUTGOINGS PAYABLE AT THE DATE OF THE TRUST DEED OR AT ANY TIME THEREAFTER TO BECOME PAYABLE IN CONNECTION WITH THE CA NADIAN BUSINESS OF THE COMPANY, INCLUDIN G (1) THE PAYMENT OF ANY AMOUNT INTO AN ESCROW FUND OR ACCOUNT TO BE HELD IN RES PECT OF A PARTICULAR CLAIM OF A POLICYHO LDER OR ANY OTHER PERSON AND (2) ALL EXP ENSES WHATSOEVER FROM TIME TO TIME INCUR RED BY THE COMPANY IN CONNECTION WITH OR ARISING OUT OF THE CANADIAN BUSINESS OF THE COMPANY INCLUDING ANY SALARY, COMMI SSION, OTHER REMUNERATION AND REIMBURSEM ENT OF OUTLAYS PAYABLE BY THE COMPANY TO THE AGENT OR TO ANY OTHER PERSON IN CON NECTION WITH THE CONDUCT OR WINDING UP O F THE CANADIAN BUSINESS, THE REPAYMENT O F ANY OUTSTANDING INDEBTEDNESS INCURRED BY THE COMPANY TO MEET VALID EXPENSES OF THE CANADIAN BUSINESS OF SUCH COMPANY, THE COMPANY'S DUE PROPORTION OF REMUNERA TION AND REIMBURSEMENT OF EXPENSES OF TH E CANADIAN TRUSTEE, THE COMPANY'S DUE PR OPORTION OF ANY SHORTFALL IN THE LLOYD'S CANADIAN BUSINESS FUND (INCLUDING ANY C OSTS OR EXPENSES IN RESPECT THERETO) AND INCLUDING ALSO ANY TAXES INCURRED IN OR BY REASON OF THE CANADIAN BUSINESS

THE PAYMENT OF ALL CLAIMS OF A HOLDER OF , OR THIRD PARTY CLAIMANT UNDER, ANY "PO LICY IN CANADA" TO WHICH THE TRUST DEED APPLIES AND WHICH HAS BEEN UNDERWRITTEN BY THE COMPANY OR ANY OTHER MEMBER OR FO RMER MEMBER OF LLOYD'S AND FOR SECURING THE OTHER AMOUNTS AND OBLIGATIONS REFERR ED TO IN THE TRUST DEED

(A) TO THE EXTENT TO WHICH THE TRUST IS ESTABLISHED BY THE CORPORATE MEMBER AS A LICENSED GRANTOR, ANY SUM OF MONEY WHIC H IS OR BECOMES PAYABLE TO A POLICYHOLDE R TO PAY A CLAIM ARISING UNDER AN ILLINO IS POLICY ISSUED BY THE CORPORATE MEMBER AS A LICENSED GRANTOR OR FOR WHICH THE CORPORATE MEMBER AS A LICENSED GRANTOR I S LIABLE UNDER ANY CONTRACT OF REINSURAN CE TO CLOSE, AND (B) TO THE EXTENT TO WH ICH THE TRUST IS ESTABLISHED BY THE CORP ORATE MEMBER AS A REINSURING GRANTOR, BU T ONLY IN THE EVENT OF THE INSOLVENCY OF THE CORPORATE MEMBER, ANY SUM OF MONEY WHICH IS OR BECOMES PAYABLE IN ORDER TO PAY OR REIMBURSE ONE OR MORE LICENSED GR ANTORS FOR THE AMOUNTS FOR WHICH THE COR PORATE MEMBER AS A REINSURING GRANTOR IS LIABLE UNDER THE REINSURANCE AGREEMENT IN RESPECT OF ANY LOSSES AND ALLOCATED L OSS ADJUSTMENT EXPENSES PAID BY SUCH LIC ENSED GRANTOR BUT NOT RECOVERED FROM THE CORPORATE MEMBER AS A REINSURING GRANTO R, OR IN RESPECT OF UNEARNED PREMIUMS DU E TO SUCH LICENSED GRANTOR BUT NOT OTHER WISE PAID BY THE CORPORATE MEMBER AS A R EINSURING GRANTOR (TERMS USED ARE TO BE INTERPRETED AS PROVIDED IN THE TRUST DEE D) AND FOR SECURING THE OTHER AMOUNTS AN D OBLIGATIONS REFERRED TO IN THE TRUST D EED.

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ALL LOSSES, CLAIMS, EXPENSES, RETURNS OF PREMIUMS, RE-INSURANCE PREMIUMS AND OTH ER OUTGOINGS PAYABLE AT THE DATE OF THE TRUST DEED OR AT ANY TIME THEREAFTER TO BECOME PAYABLE IN CONNECTION WITH THE CA NADIAN BUSINESS OF THE COMPANY, INCLUDIN G (1) THE PAYMENT OF ANY AMOUNT INTO AN ESCROW FUND OR ACCOUNT TO BE HELD IN RES PECT OF A PARTICULAR CLAIM OF A POLICYHO LDER OR ANY OTHER PERSON AND (2) ALL EXP ENSES WHATSOEVER FROM TIME TO TIME INCUR RED BY THE COMPANY IN CONNECTION WITH OR ARISING OUT OF THE CANADIAN BUSINESS OF THE COMPANY INCLUDING ANY SALARY, COMMI SSION, OTHER REMUNERATION AND REIMBURSEM ENT OF OUTLAYS PAYABLE BY THE COMPANY TO THE AGENT OR TO ANY OTHER PERSON IN CON NECTION WITH THE CONDUCT OR WINDING UP O F THE CANADIAN BUSINESS, THE REPAYMENT O F ANY OUTSTANDING INDEBTEDNESS INCURRED BY THE COMPANY TO MEET VALID EXPENSES OF THE CANADIAN BUSINESS OF SUCH COMPANY, THE COMPANY'S DUE PROPORTION OF REMUNERA TION AND REIMBURSEMENT OF EXPENSES OF TH E CANADIAN TRUSTEE, THE COMPANY'S DUE PR OPORTION OF ANY SHORTFALL IN THE LLOYD'S CANADIAN BUSINESS FUND (INCLUDING ANY C OSTS OR EXPENSES IN RESPECT THERETO) AND INCLUDING ALSO ANY TAXES INCURRED IN OR BY REASON OF THE CANADIAN BUSINESS

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THE PAYMENT OF ALL CLAIMS OF OR SUBMITTE D BY A HOLDER OF ANY AUSTRALIAN POLICY TO WHICH THE TRUST DEED APPLIES (AN "AUS TRALIAN POLICY") AND WHICH HAS BEEN UNDE RWRITTEN BY THE CORPORATE MEMBER OR IN R ESPECT OF WHICH THE CORPORATE MEMBER IS LIABLE AS A MEMBER OF A SYNDICATE TO MEM BERS OF THE SAME SYNDICATE OR ANY OTHER SYNDICATE FOR AN EARLIER YEAR OF ACCOUNT PURSUANT TO ANY REINSURANCE TO CLOSE AN D FOR SECURING THE OTHER AMOUNTS AND OBL IGATIONS REFERRED TO IN THE TRUST

THE PAYMENT OF ALL CLAIMS OF OR SUBMITTE D BY A HOLDER OF ANY AUSTRALIAN POLICY T O WHICH THE TRUST DEED APPLIES (AN "AUST RALIAN POLICY") OR ANY TRANSITIONAL POLI CY AND WHICH HAS BEEN UNDERWRITTEN BY TH E CORPORATE MEMBER OR IN RESPECT OF WHIC H THE CORPORATE MEMBER IS LIABLE AS A ME MBER OF A SYNDICATE TO MEMBERS OF THE SA ME SYNDICATE OR ANY OTHER SYNDICATE FOR AN EARLIER YEAR OF ACCOUNT PURSUANT TO A NY REINSURANCE TO CLOSE AND FOR SECURING THE OTHER AMOUNTS AND OBLIGATIONS REFER RED TO IN THE TRUST DEED

THE PAYMENT OF ALL CLAIMS OF OR SUBMITTE D BY A HOLDER OF ANY AUSTRALIAN POLICY T O WHICH THE TRUST DEED APPLIES (AN "AUST RALIAN POLICY") AND WHICH HAS BEEN UNDER WRITTEN BY THE CORPORATE MEMBER OR IN RE SPECT OF WHICH THE CORPORATE MEMBER IS L IABLE AS A MEMBER OF A SYNDICATE TO MEMB ERS OF THE SAME SYNDICATE OR ANY OTHER S YNDICATE FOR AN EARLIER YEAR OF ACCOUNT PURSUANT TO ANY REINSURANCE TO CLOSE AND FOR SECURING THE OTHER AMOUNTS AND OBLI GATIONS REFERRED TO IN THE TRUST DEED

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THE PAYMENT OF LOSSES UNDER ANY CONTRACT OR POLICY WHICH SATISFIES THE DEFINITIO N OF A KENTUCKY POLICY IN LLOYD'S KENTUC KY TRUST DEED (AS AMENDED FROM TIME TO T IME) (A "KENTUCKY POLICY") (B) RETURNS O F UNEARNED PREMIUM UNDER A KENTUCKY POLI CY, (C) ALL EXPENDITURES AND FEES OF THE TRUSTEE (AS DEFINED IN THE TRUST DEED A ND BEING AS AT THE DATE THEREOF NATIONAL CITY BANK KENTUCKY OF LOUISVILLE KENTUC KY USA) (D) REPAYMENT OF CASH OR SECURIT IES ADVANCED BY THE TRUSTEE TO THE TRUST HELD UNDER THE PROVISIONS OF THE TRUST DEED (E) CERTAIN TRANSFERS BY THE TRUSTE E TO OTHER TRUST FUNDS OR TO THE KENTUCK Y COMMISSIONER OR OTHER DESIGNATED RECEI VER AND FOR SECURING THE OTHER AMOUNTS A ND OBLIGATIONS REFERRED TO IN THE TRUST DEED

THE LOSSES CLAIMS RETURNS OF PREMIUMS RE INSURANCE PREMIUMS EXPENSES OBLIGATIONS AND OTHER "PERMITTED TRUST OUTGOINGS" SE T OUT IN CLAUSE 3(A) OF AND PARAGRAPH 1 OF SCHEDULE 3 TO THE CORPORATE MEMBER'S 1999 GENERAL BUSINESS PREMIUMS TRUST DEE D

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THE PAYMENT OF MATURED CLAIMS (INCLUDING CLAIMS FOR LOSS AND CLAIMS FOR THE RETU RN OF UNEARNED PREMIUM) UNDER CONTRACTS OR POLICIES OF INSURANCE INCEPTING ON OR AFTER 1ST AUGUST 1995 UNDERWRITTEN BY T HE COMPANY AS A MEMBER OF SYNDICATE NO.1 12 (THE "SYNDICATE") AND ALLOCABLE TO TH E RELEVANT YEAR OF ACCOUNT OR IN RESP ECT OF WHICH THE COMPANY IS LIABLE AS A MEMBER OF THE SYNDICATE FOR THE RELEVANT YEAR OF ACCOUNT FOR AN EARLIER YEAR OF ACCOUNT PURSUANT TO ANY CONTRACT OF REIN SURANCE TO CLOSE AND ISSUED TO A POLICYH OLDER PURSUANT TO SURPLUS LINES OR EXCES S LINES LAWS OF ANY STATE, DISTRICT, TER RITORY, COMMONWEALTH OR POSSESSION OF TH E UNITED STATES (AN "AMERICAN POLICY"), ALL EXPENDITURE AND FEES OF THE TRUSTEE (AS DEFINED IN THE TRUST DEED AND BEING, AS AT THE DATE THEREOF, CITIBANK N.A. O F 111 WALL STREET, NEW YORK, U.S.A.), RE PAYMENT OF CASH OR SECURITIES ADVANCED B Y THE TRUSTEE TO THE TRUST HELD UNDER TH E PROVISIONS OF THE TRUST DEED, AND CERT AIN TRANSFERS BY THE TRUSTEE TO AN OVERS EAS FUND (AS DEFINED IN THE TRUST DEED) OR TO THE SUPERINTENDENT OF INSURANCE OF THE STATE OF NEW YORK OR OTHER DESIGNAT ED RECEIVER, AND FOR SECURING THE OTHER AMOUNTS AND OBLIGATIONS REFERRED TO IN T HE TRUST DEED

THE PAYMENT OF MATURED CLAIMS (INCLUDING CLAIMS FOR LOSS AND CLAIMS FOR THE RETU RN OF UNEARNED PREMIUM) UNDER CONTRACTS OR POLICIES OF INSURANCE INCEPTING ON OR AFTER 1ST AUGUST 1995 UNDERWRITTEN BY T HE COMPANY AS A MEMBER OF SYNDICATE NO.4 90 (THE "SYNDICATE") AND ALLOCABLE TO TH E RELEVANT YEAR OF ACCOUNT OR IN RESP ECT OF WHICH THE COMPANY IS LIABLE AS A MEMBER OF THE SYNDICATE FOR THE RELEVANT YEAR OF ACCOUNT FOR AN EARLIER YEAR OF ACCOUNT PURSUANT TO ANY CONTRACT OF REIN SURANCE TO CLOSE AND ISSUED TO A POLICYH OLDER PURSUANT TO SURPLUS LINES OR EXCES S LINES LAWS OF ANY STATE, DISTRICT, TER RITORY, COMMONWEALTH OR POSSESSION OF TH E UNITED STATES (AN "AMERICAN POLICY"), ALL EXPENDITURE AND FEES OF THE TRUSTEE (AS DEFINED IN THE TRUST DEED AND BEING, AS AT THE DATE THEREOF, CITIBANK N.A. O F 111 WALL STREET, NEW YORK, U.S.A.), RE PAYMENT OF CASH OR SECURITIES ADVANCED B Y THE TRUSTEE TO THE TRUST HELD UNDER TH E PROVISIONS OF THE TRUST DEED, AND CERT AIN TRANSFERS BY THE TRUSTEE TO AN OVERS EAS FUND (AS DEFINED IN THE TRUST DEED) OR TO THE SUPERINTENDENT OF INSURANCE OF THE STATE OF NEW YORK OR OTHER DESIGNAT ED RECEIVER, AND FOR SECURING THE OTHER AMOUNTS AND OBLIGATIONS REFERRED TO IN T HE TRUST DEED

THE PAYMENT OR DISCHARGE OF THE COMPANY' S OBLIGATIONS (AND SUBJECT AS MENTIONED IN THE AMERICAN INSTRUMENT THOSE OF ANY SYNDICATE OR GROUP OF WHICH THE COMPANY IS OR HAS BEEN OR IS ABOUT TO BECOME A M EMBER) TO KEEP FULLY FUNDED OR PROVIDE A NY AND EVERY CONTINENTAL BUSINESS REGULA TORY DEPOSIT AND OFFSHORE DOLLAR BUSINES S REGULATORY DEPOSIT AND ALL LOSSES, CLA IMS, RETURNS OF PREMIUMS, REINSURANCE PR EMIUMS, EXPENSES AND OTHER OUTGOINGS PAY ABLE AS AT THE DATE OF OR AT ANY TIME AF TER THE DATE OF THE AMERICAN INSTRUMENT TO BECOME PAYABLE IN CONNECTION WITH ANY NEW AMERICAN BUSINESS, BEING THE UNDERW RITING BUSINESS OF THE COMPANY AT LLOYD' S OTHER THAN LONG TERM BUSINESS (AS DEFI NED IN THE INSURANCE COMPANIES ACT 1982) , WHERE (I) THE LIABILITY OF THE COMPANY IS EXPRESSED IN U.S.DOLLARS AND (II) TH E PREMIUM PAYABLE TO OR FOR THE ACCOUNT OF THE COMPANY HAS BEEN PAID OR IS PAYAB LE IN U.S.DOLLARS, THAT RELATES TO ANY C ONTRACT OR POLICY OF INSURANCE OR REINSU RANCE UNDERWRITTEN OR INCEPTING ON OR AF TER 1ST AUGUST 1995 OTHER THAN (AND EXCE PT ONLY FOR) (1) CONTRACTS OR POLICIES U NDERWRITTEN UNDER A BINDING AUTHORITY IN CEPTING PRIOR TO THAT DATE (2) CONTRACTS OR POLICIES OF INSURANCE WRITTEN PURSUA NT TO LLOYD'S LICENCE IN KENTUCKY PRIOR TO 1ST JANUARY 1996 AND (3) ANY CONTRACT OF REINSURANCE TO CLOSE FOR ANY YEAR OF ACCOUNT UNDERWRITTEN BY THE COMPANY TO THE EXTENT ONLY THAT (I) THE PREMIUM PAY ABLE TO OR FOR THE ACCOUNT OF THE COMPAN Y HAS BEEN PAID OR IS PAYABLE IN U.S.DOL LARS OR THE LIABILITY OF THE COMPANY IN RESPECT OF SUCH CONTRACT IS EXPRESSED IN U.S.DOLLARS; AND (II) THE COMPANY IS LI ABLE UNDER SUCH CONTRACT IN RESPECT OF C ONTRACTS OR POLICIES OF INSURANCE OR REI NSURANCE UNDERWRITTEN BY UNDERWRITING ME MBERS OF LLOYD'S WHICH EITHER (1) INCEPT ED PRIOR TO 1ST AUGUST 1995 (2) WERE UND ERWRITTEN UNDER A BINDING AUTHORITY INCE PTING PRIOR TO THAT DATE OR (3) WERE UND ERWRITTEN PURSUANT TO LLOYD'S LICENCE IN KENTUCKY PRIOR TO 1ST JANUARY 1996 AND FOR SECURING CERTAIN OTHER EXPENSES, CHA RGES AND REMUNERATION, AND PAYMENTS TO T HE TRUST FUND SUBJECT TO THE COMPANY'S L LOYD'S PREMIUMS TRUST DEED, THE TRUSTEE OF THE EXISTING LLOYD'S AMERICAN TRUST D EED AND THE TRUSTEES OF ANY FUND CONSTIT UTED OR REGULATED BY AN OVERSEAS DIRECTI ON OF THE COUNCIL OF LLOYD'S, AND FOR SE CURING THE OTHER AMOUNTS AND OBLIGATIONS REFERRED TO IN THE AMERICAN INSTRUMENT

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ALL LOSSES, CLAIMS, EXPENSES, RETURNS OF PREMIUMS, RE-INSURANCE PREMIUMS AND OTH ER OUTGOINGS PAYABLE AT THE DATE OF THE TRUST DEED OR AT ANY TIME THEREAFTER TO BECOME PAYABLE IN CONNECTION WITH THE CA NADIAN BUSINESS OF THE COMPANY, INCLUDIN G (1) THE PAYMENT OF ANY AMOUNT INTO AN ESCROW FUND OR ACCOUNT TO BE HELD IN RES PECT OF A PARTICULAR CLAIM OF A POLICYHO LDER OR ANY OTHER PERSON AND (2) ALL EXP ENSES WHATSOEVER FROM TIME TO TIME INCUR RED BY THE COMPANY IN CONNECTION WITH OR ARISING OUT OF THE CANADIAN BUSINESS OF THE COMPANY INCLUDING ANY SALARY, COMMI SSION, OTHER REMUNERATION AND REIMBURSEM ENT OF OUTLAYS PAYABLE BY THE COMPANY TO THE AGENT OR TO ANY OTHER PERSON IN CON NECTION WITH THE CONDUCT OR WINDING UP O F THE CANADIAN BUSINESS, THE REPAYMENT O F ANY OUTSTANDING INDEBTEDNESS INCURRED BY THE COMPANY TO MEET VALID EXPENSES OF THE CANADIAN BUSINESS OF SUCH COMPANY, THE COMPANY'S DUE PROPORTION OF REMUNERA TION AND REIMBURSEMENT OF EXPENSES OF TH E CANADIAN TRUSTEE, THE COMPANY'S DUE PR OPORTION OF ANY SHORTFALL IN THE LLOYD'S CANADIAN BUSINESS FUND (INCLUDING ANY C OSTS OR EXPENSES IN RESPECT THERETO) AND INCLUDING ALSO ANY TAXES INCURRED IN OR BY REASON OF THE CANADIAN BUSINESS

THE LOSSES CLAIMS RETURNS OF PREMIUMS RE INSURANCE PREMIUMS EXPENSES OBLIGATIONS AND OTHER "PERMITTED TRUST OUTGOINGS" SE T OUT IN CLAUSE 3(A) OF AND PARAGRAPH 1 OF SCHEDULE 3 TO THE TRUST DEED

(A) THE PAYMENT OF MATURED CLAIMS (INCLU DING CLAIMS FOR LOSS AND CLAIMS FOR THE RETURN OF UNEARNED PREMIUM) UNDER (I) AN Y CONTRACT OR POLICY OF INSURANCE ISSUED BY ONE OR MORE UNDERWRITERS OR FORMER U NDERWRITERS AT LLOYD'S PURSUANT TO SURPL US LINES OR EXCESS LINES LAWS OF ANY STA TE DISTRICT TERRITORY COMMONWEALTH OR PO SSESSION OF THE UNITED STATES IN WHICH U NDERWRITERS ARE NOT LICENSED PROVIDED TH AT WITH THE EXCEPTION OF SUCH CONTRACTS OR POLICIES ATTACHING ON OR PRIOR TO 15 NOVEMBER 1995 UNDERWRITTEN UNDER ANY BIN DING AUTHORITY INCEPTING PRIOR TO 1ST AU GUST 1995 AND SUBJECT TO (II) BELOW SUCH CONTRACTS OF POLICIES SHALL NOT INCLUDE ANY CONTRACT OR POLICY OF INSURANCE INC EPTING ON OR AFTER 1ST AUGUST 1995 WHICH IS UNDERWRITTEN BY UNDERWRITERS ON OR A FTER THAT DATE OR (II) ANY CONTRACT OR P OLICY OF INSURANCE WHICH SATISFIES THE D EFINITION OF AN AMERICAN POLICY IN LLOYD 'S UNITED STATES SITUS SURPLUS LINES TRU ST DEED (AS PRESCRIBED BY COUNCIL FROM T IME TO TIME) (B) ALL EXPENDITURE AND FEE S OF THE TRUSTEE (AS DEFINED IN THE TRUS T DEED AND BEING AS AT THE DATE THEREOF CITIBANK N.A. OF 111 WALL STREET NEW YOR K U.S.A.); (C) REPAYMENT OF CASH OR SECU RITIES ADVANCED BY THE TRUSTEE TO THE TR UST HELD UNDER THE PROVISIONS OF THE TRU ST DEED; (D) CERTAIN TRANSFERS BY THE TR USTEE TO OTHER TRUST FUNDS OR TO THE CHI EF REGULATORY OFFICER FOR INSURANCE OF T HE STATE OF NEW YORK OR OTHER DESIGNATED RECEIVER AND FOR SECURING THE OTHER AMO UNTS AND OBLIGATIONS REFERRED TO IN THE TRUST DEED

THE LOSSES, CLAIMS, RETURNS OF PREMIUMS, REINSURANCE PREMIUMS, EXPENSES, OBLIGAT IONS AND OTHER "PERMITTED TRUST OUTGOING S" SET OUT IN CLAUSE 3(A) OF AND PARAGRA PH 1 OF SCHEDULE 3 TO THE TRUST DEED

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ALL LOSSES CLAIMS RETURNS OF PREMIUMS RE -INSURANCE PREMIUMS AND OTHER OUTGOINGS INCURRED OR ARISING OR WHICH MAY AT ANY TIME BE INCURRED OR ARISE IN CONNECTION WITH THE AMERICAN LONG-TERM BUSINESS THE EXPENSES INCURRED OR WHICH MAY AT ANY T IME BE INCURRED IN CONNECTION WITH THE A MERICAN LONG-TERM BUSINESS WHICH EXPENSE S SHALL BE DEEMED TO INCLUDE (I) REMUNER ATION AND PROPER EXPENSES OF THE AMERICA N TRUSTEE (INCLUDING ANY FORMER AMERICAN TRUSTEE) (II) ANY SALARY COMMISSION OR OTHER REMUNERATION PAYABLE TO THE AGENT OR ANY OTHER PERSON, OR ANY PROPER EXPEN SES OF THE AGENT OR ANY OTHER PERSON IN CONNECTION WITH THE CONDUCT OR WINDING U P OF THE AMERICAN LONG-TERM BUSINESS (II I) A PROPER PROPORTION AS CERTIFIED OR R EPORTED BY AUDITORS APPROVED BY THE COUN CIL OF ANY SALARY COMMISSION OR OTHER RE MUNERATION PAYABLE TO THE AGENT OR ANY P ROPER EXPENSES OF THE AGENT IN CONNECTIO N WITH THE CONDUCT OR WINDING UP OF ANY UNDERWRITING BUSINESS OF THE COMPANY WHE THER THE AMERICAN LONG-TERM BUSINESS OR NOT AND ANY EXPENSES WHATSOEVER FROM TIM E TO TIME INCURRED IN CONNECTION WITH AN Y UNDERWRITING BUSINESS OF THE COMPANY W HETHER THE AMERICAN LONG-TERM BUSINESS O R NOT TRANSFERS TO THE PREMIUM TRUST FUN D IF REQUESTED BY THE AGENT AND (WHERE R EQUIRED BY THE AMERICAN TRUST DEED) APPR OVED BY THE COUNCIL PURSUANT TO THE TERM S OF THE AMERICAN TRUST DEED AND ALL LIA BILITIES IN RESPECT OF THE AMERICAN LONG -TERM BUSINESS AT ANY TIME

THE PAYMENT OR DISCHARGE OF THE COMPANY' S OBLIGATIONS (AND SUBJECT AS MENTIONED IN THE AMERICAN INSTRUMENT THOSE OF ANY SYNDICATE OR GROUP OF WHICH THE COMPANY IS OR HAS BEEN OR IS ABOUT TO BECOME A M EMBER) TO KEEP FULLY FUNDED OR PROVIDE A NY AND EVERY CONTINENTAL BUSINESS REGULA TORY DEPOSIT AND OFFSHORE DOLLAR BUSINES S REGULATORY DEPOSIT AND ALL LOSSES, CLA IMS, RETURNS OF PREMIUMS, REINSURANCE PR EMIUMS, EXPENSES AND OTHER OUTGOINGS PAY ABLE AS AT THE DATE OF OR AT ANY TIME AF TER THE DATE OF THE AMERICAN INSTRUMENT TO BECOME PAYABLE IN CONNECTION WITH ANY NEW AMERICAN BUSINESS, BEING THE UNDERW RITING BUSINESS OF THE COMPANY AT LLOYD' S OTHER THAN LONG TERM BUSINESS (AS DEFI NED IN THE INSURANCE COMPANIES ACT 1982) , WHERE (I) THE LIABILITY OF THE COMPANY IS EXPRESSED IN U.S.DOLLARS AND (II) TH E PREMIUM PAYABLE TO OR FOR THE ACCOUNT OF THE COMPANY HAS BEEN PAID OR IS PAYAB LE IN U.S.DOLLARS, THAT RELATES TO ANY C ONTRACT OR POLICY OF INSURANCE OR REINSU RANCE UNDERWRITTEN OR INCEPTING ON OR AF TER 1ST AUGUST 1995 OTHER THAN (AND EXCE PT ONLY FOR) (1) CONTRACTS OR POLICIES U NDERWRITTEN UNDER A BINDING AUTHORITY IN CEPTING PRIOR TO THAT DATE (2) CONTRACTS OR POLICIES OF INSURANCE WRITTEN PURSUA NT TO LLOYD'S LICENCE IN KENTUCKY PRIOR TO 1ST JANUARY 1996 AND (3) ANY CONTRACT OF REINSURANCE TO CLOSE FOR ANY YEAR OF ACCOUNT UNDERWRITTEN BY THE COMPANY TO THE EXTENT ONLY THAT (I) THE PREMIUM PAY ABLE TO OR FOR THE ACCOUNT OF THE COMPAN Y HAS BEEN PAID OR IS PAYABLE IN U.S.DOL LARS OR THE LIABILITY OF THE COMPANY IN RESPECT OF SUCH CONTRACT IS EXPRESSED IN U.S.DOLLARS; AND (II) THE COMPANY IS LI ABLE UNDER SUCH CONTRACT IN RESPECT OF C ONTRACTS OR POLICIES OF INSURANCE OR REI NSURANCE UNDERWRITTEN BY UNDERWRITING ME MBERS OF LLOYD'S WHICH EITHER (1) INCEPT ED PRIOR TO 1ST AUGUST 1995 (2) WERE UND ERWRITTEN UNDER A BINDING AUTHORITY INCE PTING PRIOR TO THAT DATE OR (3) WERE UND ERWRITTEN PURSUANT TO LLOYD'S LICENCE IN KENTUCKY PRIOR TO 1ST JANUARY 1996 AND FOR SECURING CERTAIN OTHER EXPENSES, CHA RGES AND REMUNERATION, AND PAYMENTS TO T HE TRUST FUND SUBJECT TO THE COMPANY'S L LOYD'S PREMIUMS TRUST DEED, THE TRUSTEE OF THE EXISTING LLOYD'S AMERICAN TRUST D EED AND THE TRUSTEES OF ANY FUND CONSTIT UTED OR REGULATED BY AN OVERSEAS DIRECTI ON OF THE COUNCIL OF LLOYD'S, AND FOR SE CURING THE OTHER AMOUNTS AND OBLIGATIONS REFERRED TO IN THE AMERICAN INSTRUMENT

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THE PAYMENT OF LOSSES (INCLUDING CLAIMS FOR THE RETURN OF UNEARNED PREMIUM) UNDE R CONTRACTS OR POLICIES OF INSURANCE INC EPTING ON OR AFTER 1ST JANUARY 1996 UNDE RWRITTEN BY THE COMPANY AS A MEMBER OF S YNDICATE NO.112 (THE "SYNDICATE") AND A LLOCABLE TO THE RELEVANT YEAR OF ACCOUNT OR IN RESPECT OF WHICH THE COMPANY IS L IABLE AS A MEMBER OF THE SYNDICATE FOR T HE RELEVANT YEAR OF ACCOUNT FOR AN EARLI ER YEAR OF ACCOUNT PURSUANT TO ANY CONTR ACT OF REINSURANCE TO CLOSE AND ISSUED T O A POLICYHOLDER PURSUANT TO THE INSURAN CE LAWS OF THE COMMONWEALTH OF KENTUCKY PROVIDING INSURANCE WITH RESPECT TO PROP ERTY OR RISKS SITUATED IN SAID COMMONWEA LTH (A "KENTUCKY POLICY"), ALL EXPENDITU RES AND FEES OF THE TRUSTEE (AS DEFINED IN THE TRUST DEED AND BEING, AS AT THE D ATE THEREOF, NATIONAL CITY BANK, KENTUCK Y, U.S.A.), REPAYMENT OF CASH OR SECURIT IES ADVANCED BY THE TRUSTEE TO THE TRUST HELD UNDER THE PROVISIONS OF THE TRUST DEED, AND CERTAIN TRANSFERS BY THE TRUST EE TO AN OVERSEAS FUND (AS DEFINED IN TH E TRUST DEED) OR TO THE COMMISSIONER OF INSURANCE OF THE COMMONWEALTH OF KENTUCK Y OR OTHER DESIGNATED RECEIVER, AND FOR SECURING THE OTHER AMOUNTS AND OBLIGATIO NS REFERRED TO IN THE TRUST DEED

THE PAYMENT OF LOSSES (INCLUDING CLAIMS FOR THE RETURN OF UNEARNED PREMIUM) UNDE R CONTRACTS OR POLICIES OF REINSURANCE I NCEPTING ON OR AFTER 1ST AUGUST 1995 UND ERWRITTEN BY THE COMPANY AS A MEMBER OF SYNDICATE NO.112 (THE "SYNDICATE") AND A LLOCABLE TO THE RELEVANT YEAR OF ACCOUNT OR IN RESPECT OF WHICH THE COMPANY IS L IABLE AS A MEMBER OF THE SYNDICATE FOR T HE RELEVANT YEAR OF ACCOUNT FOR AN EARLI ER YEAR OF ACCOUNT PURSUANT TO ANY CONTR ACT OF REINSURANCE TO CLOSE AND ISSUED T O A CEDING INSURER DOMICILED IN A STATE, DISTRICT, TERRITORY, COMMONWEALTH OR PO SSESSION OF THE UNITED STATES (AN "AMERI CAN REINSURANCE POLICY"), ALL EXPENDITUR ES AND FEES OF THE TRUSTEE (AS DEFINED I N THE TRUST DEED AND BEING, AS AT THE DA TE THEREOF, CITIBANK N.A. OF 111 WALL ST REET, NEW YORK, U.S.A.), REPAYMENT OF CA SH OR SECURITIES ADVANCED BY THE TRUSTEE TO THE TRUST HELD UNDER THE PROVISIONS OF THE TRUST DEED, AND CERTAIN TRANSFERS BY THE TRUSTEE TO AN OVERSEAS FUND (AS DEFINED IN THE TRUST DEED) OR TO THE SUP ERINTENDENT OF INSURANCE OF THE STATE OF NEW YORK OR OTHER DESIGNATED RECEIVER, AND FOR SECURING THE OTHER AMOUNTS AND O BLIGATIONS REFERRED TO IN THE TRUST DEED

THE PAYMENT OF LOSSES (INCLUDING CLAIMS FOR THE RETURN OF UNEARNED PREMIUM) UNDE R CONTRACTS OR POLICIES OF INSURANCE INC EPTING ON OR AFTER 1ST AUGUST 1995 UNDER WRITTEN BY THE COMPANY AS A MEMBER OF SY NDICATE NO.112 (THE "SYNDICATE") AND ALL OCABLE TO THE RELEVANT YEAR OF ACCOUNT O R IN RESPECT OF WHICH THE COMPANY IS LIA BLE AS A MEMBER OF THE SYNDICATE FOR THE RELEVANT YEAR OF ACCOUNT FOR AN EARLIER YEAR OF ACCOUNT PURSUANT TO ANY CONTRAC T OF REINSURANCE TO CLOSE AND ISSUED TO A POLICYHOLDER PURSUANT TO SURPLUS LINES OR EXCESS LINES LAWS OF ANY UNITED STAT ES JURISDICTION PROVIDING INSURANCE WITH RESPECT TO PROPERTY OR RISKS SITUATED I N A STATE, DISTRICT, TERRITORY, COMMONWE ALTH OR POSSESSION OF THE UNITED STATES (AN "AMERICAN POLICY"), ALL EXPENDITURES AND FEES OF THE TRUSTEE (AS DEFINED IN THE TRUST DEED AND BEING, AS AT THE DATE THEREOF,CITIBANK N.A.OF 111 WALL STREET , NEW YORK, U.S.A.), REPAYMENT OF CASH O R SECURITIES ADVANCED BY THE TRUSTEE TO THE TRUST HELD UNDER THE PROVISIONS OF T HE TRUST DEED, AND CERTAIN TRANSFERS BY THE TRUSTEE TO AN OVERSEAS FUND (AS DEFI NED IN THE TRUST DEED) OR TO THE SUPERIN TENDENT OF INSURANCE OF THE STATE OF NEW YORK OR OTHER DESIGNATED RECEIVER, AND FOR SECURING THE OTHER AMOUNTS AND OBLIG ATIONS REFERRED TO IN THE TRUST DEED

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(A) THE PAYMENT OF LOSSES UNDER ANY CONT RACT OR POLICY WHICH SATISFIES THE DEFIN ITION OF A KENTUCKY POLICY IN LLOYD'S KE NTUCKY TRUST DEED (AS AMENDED FROM TIME TO TIME), (A "KENTUCKY POLICY"); (B) RET URNS OF UNEARNED PREMIUM UNDER A KENTUCK Y POLICY; (C) ALL EXPENDITURES AND FEES OF THE TRUSTEE (AS DEFINED IN THE TRUST DEED AND BEING, AS AT THE DATE THEREOF, NATIONAL CITY BANK, KENTUCKY, OF LOUISVI LLE, KENTUCKY, USA); (D) REPAYMENT OF CA SH OR SECURITIES ADVANCED BY THE TRUSTEE TO THE TRUST HELD UNDER THE PROVISIONS OF THE TRUST DEED; (E) CERTAIN TRANSFER S BY THE TRUSTEE TO OTHER TRUST FUNDS OR TO THE KENTUCKY COMMISSIONER OR OTHER D ESIGNATED RECEIVER, AND FOR SECURING THE OTHER AMOUNTS AND OBLIGATIONS REFERRED TO IN THE TRUST DEED

(A) THE PAYMENT OF LOSSES UNDER: (I) ANY CONTRACT OR POLICY OF INSURANCE ISSUED BY ONE OR MORE MEMBERS OR PAST MEMBERS O F LLOYD'S PURSUANT TO SURPLUS LINES OR E XCESS LINES LAWS OF ANY UNITED STATES JU RISDICTION WHICH IS ISSUED TO A POLICYHO LDER RESIDENT OR DOING BUSINESS IN THE U NITED STATES AND PROVIDING INSURANCE WIT H RESPECT TO PROPERTY OR RISKS SITUATED IN A STATE, DISTRICT, TERRITORY, COMMONW EALTH OR POSSESSION OF THE UNITED STATES PROVIDED THAT, WITH THE EXCEPTION OF SU CH CONTRACTS OR POLICIES ATTACHING ON OR PRIOR TO 15 NOVEMBER 1995 UNDERWRITTEN UNDER ANY BINDING AUTHORITY INCEPTING PR IOR TO 1ST AUGUST 1995 AND SUBJECT TO (I I) BELOW, SUCH CONTRACTS OR POLICIES SHA LL NOT INCLUDE ANY CONTRACT OR POLICY OF INSURANCE INCEPTING ON OR AFTER 1ST AUG UST 1995 WHICH IS UNDERWRITTEN BY MEMBER S ON OR AFTER THAT DATE, OR (II) ANY CON TRACT OR POLICY WHICH SATISFIES THE DEFI NITION OF AN AMERICAN POLICY IN LLOYD'S UNITED STATES SITUS SURPLUS LINES TRUST DEED (AS AMENDED FROM TIME TO TIME), (AN "AMERICAN POLICY"); (B) RETURNS OF UNEA RNED PREMIUM UNDER AN AMERICAN POLICY; ( C) ALL EXPENDITURES AND FEES OF THE TRUS TEE (AS DEFINED IN THE TRUST DEED AND BE ING, AS AT THE DATE THEREOF, CITIBANK N. A. OF 111 WALL STREET, NEW YORK, USA); ( D) REPAYMENT OF CASH OR SECURITIES ADVAN CED BY THE TRUSTEE TO THE TRUST HELD UN DER THE PROVISIONS OF THE TRUST DEED; (E ) CERTAIN TRANSFERS BY THE TRUSTEE TO OT HER TRUST FUNDS OR TO THE CHIEF REGULATO RY OFFICER FOR INSURANCE OF THE STATE OF NEW YORK OR OTHER DESIGNATED RECEIVER, AND FOR SECURING THE OTHER AMOUNTS AND O BLIGATIONS REFERRED TO IN THE TRUST DEED

(A) THE PAYMENT OF LOSSES UNDER: (I) ANY CONTRACT OR POLICY OF REINSURANCE ISSUE D BY ONE OR MORE MEMBERS OF LLOYD'S TO A CEDING INSURER DOMICILED IN A STATE, DI STRICT, TERRITORY, COMMONWEALTH OR POSSE SSION OF THE UNITED STATES PROVIDING REI NSURANCE WITH RESPECT TO PROPERTY OR RIS KS SITUATED IN A STATE, DISTRICT, TERRIT ORY, COMMONWEALTH OR POSSESSION OF THE U NITED STATES PROVIDED THAT, WITH THE EXC EPTION OF SUCH CONTRACTS OR POLICIES ATT ACHING ON OR PRIOR TO 15TH NOVEMBER 1995 UNDERWRITTEN UNDER ANY BINDING AUTHORIT Y INCEPTING PRIOR TO 1ST AUGUST 1995 AND SUBJECT TO (II) BELOW, SUCH CONTRACTS O R POLICIES SHALL NOT INCLUDE ANY CONTRAC T OR POLICY OF REINSURANCE INCEPTING ON OR AFTER 1ST AUGUST 1995 WHICH IS UNDERW RITTEN BY MEMBERS ON OR AFTER THAT DATE, OR (II) ANY CONTRACT OR POLICY WHICH SA TISFIES THE DEFINITION OF AN AMERICAN RE INSURANCE POLICY IN LLOYD'S UNITED STATE S CREDIT FOR REINSURANCE TRUST DEED (AS AMENDED FROM TIME TO TIME), (AN "AMERICA N REINSURANCE POLICY"); (B) RETURNS OF U NEARNED PREMIUM UNDER AN AMERICAN REINSU RANCE POLICY; (C) ALL EXPENDITURES AND F EES OF THE TRUSTEE (AS DEFINED IN THE TR UST DEED AND BEING, AS AT THE DATE THERE OF, CITIBANK N.A. OF 111 WALL STREET, NE W YORK, USA); (D) REPAYMENT OF CASH OR S ECURITIES ADVANCED BY THE TRUSTEE TO THE TRUST HELD UNDER THE PROVISIONS OF THE TRUST DEED; (E) CERTAIN TRANSFERS BY TH E TRUSTEE TO OTHER TRUST FUNDS OR TO THE CHIEF REGULATORY OFFICER FOR INSURANCE OF THE STATE OF NEW YORK OR OTHER DESIGN ATED RECEIVER; AND FOR SECURING THE OTHE R AMOUNTS AND OBLIGATIONS REFERRED TO IN THE TRUST DEED

ALL LOSSES CLAIMS RETURNS OF PREMIUMS RE -INSURANCE PREMIUMS AND OTHER OUTGOINGS INCURRED OR ARISING OR WHICH MAY AT ANY TIME BE INCURRED OR ARISE IN CONNECTION WITH THE AMERICAN LONG-TERM BUSINESS THE EXPENSES INCURRED OR WHICH MAY AT ANY T IME BE INCURRED IN CONNECTION WITH THE A MERICAN LONG-TERM BUSINESS WHICH EXPENSE S SHALL BE DEEMED TO INCLUDE (I) REMUNER ATION AND PROPER EXPENSES OF THE AMERICA N TRUSTEE (INCLUDING ANY FORMER AMERICAN TRUSTEE) (II) ANY SALARY COMMISSION OR OTHER REMUNERATION PAYABLE TO THE AGENT OR ANY OTHER PERSON, OR ANY PROPER EXPEN SES OF THE AGENT OR ANY OTHER PERSON IN CONNECTION WITH THE CONDUCT OR WINDING U P OF THE AMERICAN LONG-TERM BUSINESS (II I) A PROPER PROPORTION AS CERTIFIED OR R EPORTED BY AUDITORS APPROVED BY THE COUN CIL OF ANY SALARY COMMISSION OR OTHER RE MUNERATION PAYABLE TO THE AGENT OR ANY P ROPER EXPENSES OF THE AGENT IN CONNECTIO N WITH THE CONDUCT OR WINDING UP OF ANY UNDERWRITING BUSINESS OF THE COMPANY WHE THER THE AMERICAN LONG- TERM BUSINESS OR NOT AND ANY EXPENSES WHATSOEVER FROM TI ME TO TIME INCURRED IN CONNECTION WITH A NY UNDERWRITING BUSINESS OF THE COMPANY WHETHER THE AMERICAN LONG-TERM BUSINESS OR NOT TRANSFERS TO THE PREMIUM TRUST FU ND IF REQUESTED BY THE AGENT AND (WHERE REQUIRED BY THE AMERICAN TRUST DEED) APP ROVED BY THE COUNCIL PURSUANT TO THE TER MS OF THE AMERICAN TRUST DEED AND ALL LI ABILITIES IN RESPECT OF THE AMERICAN LON G-TERM BUSINESS AT ANY TIME

THE PAYMENT OR DISCHARGE OF THE COMPANY' S OBLIGATIONS (AND SUBJECT AS MENTIONED IN THE AMERICAN INSTRUMENT THOSE OF ANY SYNDICATE OR GROUP OF WHICH THE COMPANY IS OR HAS BEEN OR IS ABOUT TO BECOME A M EMBER) AND ALL LOSSES, CLAIMS, RETURNS O F PREMIUMS, REINSURANCE PREMIUMS, AND OT HER OUTGOINGS PAYABLE AS AT THE DATE OF OR AT ANY TIME AFTER THE DATE OF THE AME RICAN INSTRUMENT TO BECOME PAYABLE IN CO NNECTION WITH ANY NEW AMERICAN BUSINESS (AS DEFINED IN THE AMERICAN INSTRUMENT) AND FOR SECURING CERTAIN OTHER EXPENSES, CHARGES AND REMUNERATION, AND PAYMENTS TO THE TRUST FUND SUBJECT TO THE COMPANY 'S LLOYD'S PREMIUMS TRUST DEED, THE TRUS TEE OF THE COMPANY'S EXISTING LLOYD'S AM ERICAN TRUST DEED AND THE TRUSTEES OF AN Y FUND CONSTITUTED OR REGULATED BY AN OV ERSEAS DIRECTION OF THE COUNCIL OF LLOYD 'S, AND THE OTHER AMOUNTS AND OBLIGATION S REFERRED TO IN THE AMERICAN INSTRUMENT

ALL LOSSES, CLAIMS, EXPENSES, RETURNS OF PREMIUMS, RE-INSURANCE PREMIUMS AND OTH ER OUTGOINGS PAYABLE AT THE DATE OF THE TRUST DEED OR AT ANY TIME THEREAFTER TO BECOME PAYABLE IN CONNECTION WITH THE CA NADIAN BUSINESS OF THE COMPANY, INCLUDIN G (1) THE PAYMENT OF ANY AMOUNT INTO AN ESCROW FUND OR ACCOUNT TO BE HELD IN RES PECT OF A PARTICULAR CLAIM OF A POLICYHO LDER OR ANY OTHER PERSON AND (2) ALL EXP ENSES WHATSOEVER FROM TIME TO TIME INCUR RED BY THE COMPANY IN CONNECTION WITH OR ARISING OUT OF THE CANADIAN BUSINESS OF THE COMPANY INCLUDING ANY SALARY, COMMI SSION, OTHER REMUNERATION AND REIMBURSEM ENT OF OUTLAYS PAYABLE BY THE COMPANY TO THE AGENT OR TO ANY OTHER PERSON IN CON NECTION WITH THE CONDUCT OR WINDING UP O F THE CANADIAN BUSINESS, THE REPAYMENT O F ANY OUTSTANDING INDEBTEDNESS INCURRED BY THE COMPANY TO MEET VALID EXPENSES OF THE CANADIAN BUSINESS OF SUCH COMPANY, THE COMPANY'S DUE PROPORTION OF REMUNERA TION AND REIMBURSEMENT OF EXPENSES OF TH E CANADIAN TRUSTEE, THE COMPANY'S DUE PR OPORTION OF ANY SHORTFALL IN THE LLOYD'S CANADIAN BUSINESS FUND (INCLUDING ANY C OSTS OR EXPENSES IN RESPECT THERETO) AND INCLUDING ALSO ANY TAXES INCURRED IN OR BY REASON OF THE CANADIAN BUSINESS

All monies

THE PAYMENT OF LOSSES (INCLUDING CLAIMS FOR THE RETURN OF UNEARNED PREMIUM) UNDE R CONTRACTS OR POLICIES OF INSURANCE INC EPTING ON OR AFTER 1ST AUGUST 1995 UNDER WRITTEN BY THE COMPANY AS A MEMBER OF SY NDICATE NO.490 (THE "SYNDICATE") AND ALL OCABLE TO THE RELEVANT YEAR OF ACCOUNT O R IN RESPECT OF WHICH THE COMPANY IS LIA BLE AS A MEMBER OF THE SYNDICATE FOR THE RELEVANT YEAR OF ACCOUNT FOR AN EARLIER YEAR OF ACCOUNT PURSUANT TO ANY CONTRAC T OF REINSURANCE TO CLOSE AND ISSUED TO A POLICYHOLDER PURSUANT TO SURPLUS LINES OR EXCESS LINES LAWS OF ANY UNITED STAT ES JURISDICTION PROVIDING INSURANCE WITH RESPECT TO PROPERTY OR RISKS SITUATED I N A STATE, DISTRICT, TERRITORY, COMMONWE ALTH OR POSSESSION OF THE UNITED STATES (AN "AMERICAN POLICY"), ALL EXPENDITURES AND FEES OF THE TRUSTEE (AS DEFINED IN THE TRUST DEED AND BEING, AS AT THE DATE THEREOF, CITIBANK N.A. OF 111 WALL STRE ET, NEW YORK, U.S.A.), REPAYMENT OF CASH OR SECURITIES ADVANCED BY THE TRUSTEE T O THE TRUST HELD UNDER THE PROVISIONS OF THE TRUST DEED, AND CERTAIN TRANSFERS B Y THE TRUSTEE TO AN OVERSEAS FUND (AS DE FINED IN THE TRUST DEED) OR TO THE SUPER INTENDENT OF INSURANCE OF THE STATE OF N EW YORK OR OTHER DESIGNATED RECEIVER, AN D FOR SECURING THE OTHER AMOUNTS AND OBL IGATIONS REFERRED TO IN THE TRUST DEED

THE PAYMENT OF LOSSES (INCLUDING CLAIMS FOR THE RETURN OF UNEARNED PREMIUM) UNDE R CONTRACTS OR POLICIES OF REINSURANCE I NCEPTING ON OR AFTER 1ST AUGUST 1995 UND ERWRITTEN BY THE COMPANY AS A MEMBER OF SYNDICATE NO.490 (THE "SYNDICATE") AND A LLOCABLE TO THE RELEVANT YEAR OF ACCOUNT OR IN RESPECT OF WHICH THE COMPANY IS L IABLE AS A MEMBER OF THE SYNDICATE FOR T HE RELEVANT YEAR OF ACCOUNT FOR AN EARLI ER YEAR OF ACCOUNT PURSUANT TO ANY CONTR ACT OF REINSURANCE TO CLOSE AND ISSUED T O A CEDING INSURER DOMICILED IN A STATE, DISTRICT, TERRITORY, COMMONWEALTH OR PO SSESSION OF THE UNITED STATES (AN "AMERI CAN REINSURANCE POLICY"), ALL EXPENDITUR ES AND FEES OF THE TRUSTEE (AS DEFINED I N THE TRUST DEED AND BEING, AS AT THE DA TE THEREOF, CITIBANK N.A. OF 111 WALL ST REET, NEW YORK, U.S.A.), REPAYMENT OF CA SH OR SECURITIES ADVANCED BY THE TRUSTEE TO THE TRUST HELD UNDER THE PROVISIONS OF THE TRUST DEED, AND CERTAIN TRANSFERS BY THE TRUSTEE TO AN OVERSEAS FUND (AS DEFINED IN THE TRUST DEED) OR TO THE SUP ERINTENDENT OF INSURANCE OF THE STATE OF NEW YORK OR OTHER DESIGNATED RECEIVER, AND FOR SECURING THE OTHER AMOUNTS AND O BLIGATIONS REFERRED TO IN THE TRUST DEED

THE PAYMENT OF LOSSES (INCLUDING CLAIMS FOR THE RETURN OF UNEARNED PREMIUM) UNDE R CONTRACTS OR POLICIES OF INSURANCE INC EPTING ON OR AFTER 1ST JANUARY 1996 UNDE RWRITTEN BY THE COMPANY AS A MEMBER OF S YNDICATE NO.490 (THE "SYNDICATE") AND A LLOCABLE TO THE RELEVANT YEAR OF ACCOUNT OR IN RESPECT OF WHICH THE COMPANY IS L IABLE AS A MEMBER OF THE SYNDICATE FOR T HE RELEVANT YEAR OF ACCOUNT FOR AN EARLI ER YEAR OF ACCOUNT PURSUANT TO ANY CONTR ACT OF REINSURANCE TO CLOSE AND ISSUED T O A POLICYHOLDER PURSUANT TO THE INSURAN CE LAWS OF THE COMMONWEALTH OF KENTUCKY PROVIDING INSURANCE WITH RESPECT TO PROP ERTY OR RISKS SITUATED IN SAID COMMONWEA LTH (A "KENTUCKY POLICY"), ALL EXPENDITU RES AND FEES OF THE TRUSTEE (AS DEFINED IN THE TRUST DEED AND BEING, AS AT THE D ATE THEREOF, NATIONAL CITY BANK, KENTUCK Y, U.S.A.), REPAYMENT OF CASH OR SECURIT IES ADVANCED BY THE TRUSTEE TO THE TRUST HELD UNDER THE PROVISIONS OF THE TRUST DEED, AND CERTAIN TRANSFERS BY THE TRUST EE TO AN OVERSEAS FUND (AS DEFINED IN TH E TRUST DEED) OR TO THE COMMISSIONER OF INSURANCE OF THE COMMONWEALTH OF KENTUCK Y OR OTHER DESIGNATED RECEIVER, AND FOR SECURING THE OTHER AMOUNTS AND OBLIGATIO NS REFERRED TO IN THE TRUST DEED

ANY LOSSES CLAIMS RETURNS OR PREMIUMS RE INSURANCE PREMIUMS AND OTHER OUTGOINGS P AYABLE AS AT THE DATE OF THE TRUST DEED OR AT ANY TIME THEREAFTER TO BECOME PAYA BLE IN CONNECTION WITH THE UNDERWRITING (AS DEFINED IN THE TRUST DEED) AND ANY E XPENSES WHATSOEVER FROM TIME TO TIME INC URRED IN CONNECTION WITH OR ARISING OUT OF THE UNDERWRITING (SUCH EXPENSES EXCLU DING ANY NON- DEDUCTIBLE ITEM (AS DEFINE D IN THE TRUST DEED) BUT INCLUDING ANY A NNUAL FEE COMMISSION OTHER REMUNERATION AND REIMBURSEMENT OF OUTLAYS PAYABLE BY THE COMPANY TO ANY OF THE COMPANY'S AGEN TS OR LLOYD'S OR TO THE REGULATING TRUST EE OR EXCEPT WHERE SO EXCLUDED TO ANY OT HER PERSON IN CONNECTION WITH THE CONDUC T OR WINDING-UP OF THE UNDERWRITING AND INCLUDING ALSO ANY FISCAL LIABILITIES IN CURRED IN OR BY REASON OF THE UNDERWRITI NG OR IN RESPECT OF THE TRUST FUND OR I TS INCOME); AND ANY OVERSEAS DEPOSIT FUN DING OBLIGATIONS (AS DEFINED IN THE TRUS T DEED) AND THE OTHER AMOUNTS AND OBLIGA TIONS REFERRED TO IN THE TRUST DEED

ANY LOSSES CLAIMS RETURNS OR PREMIUMS RE INSURANCE PREMIUMS AND OTHER OUTGOINGS P AYABLE AS AT THE DATE OF THE TRUST DEED OR AT ANY TIME THEREAFTER TO BECOME PAYA BLE IN CONNECTION WITH THE UNDERWRITING (AS DEFINED IN THE TRUST DEED) AND ANY E XPENSES WHATSOEVER FROM TIME TO TIME INC URRED IN CONNECTION WITH OR ARISING OUT OF THE UNDERWRITING (SUCH EXPENSES EXCLU DING ANY NON- DEDUCTIBLE ITEM (AS DEFINE D IN THE TRUST DEED) BUT INCLUDING ANY A NNUAL FEE COMMISSION OTHER REMUNERATION AND REIMBURSEMENT OF OUTLAYS PAYABLE BY THE COMPANY TO ANY OF THE COMPANY'S AGEN TS OR LLOYD'S OR TO THE REGULATING TRUST EE OR EXCEPT WHERE SO EXCLUDED TO ANY O THER PERSON IN CONNECTION WITH THE CONDU CT OR WINDING-UP OF THE UNDERWRITING AND INCLUDING ALSO ANY FISCAL LIABILITIES I NCURRED IN OR BY REASON OF THE UNDERWRIT ING OR IN RESPECT OF THE PROPERTY MORTGA GED OR CHARGED OR ITS INCOME)

ANY LOSSES CLAIMS RETURNS OR PREMIUMS RE INSURANCE PREMIUMS AND OTHER OUTGOINGS P AYABLE AS AT THE DATE OF THE TRUST DEED OR AT ANY TIME THEREAFTER TO BECOME PAYA BLE IN CONNECTION WITH THE UNDERWRITING (AS DEFINED IN THE TRUST DEED) AND ANY E XPENSES WHATSOEVER FROM TIME TO TIME INC URRED IN CONNECTION WITH OR ARISING OUT OF THE UNDERWRITING (SUCH EXPENSES EXCLU DING ANY NON- DEDUCTIBLE ITEM (AS DEFINE D IN THE TRUST DEED) BUT INCLUDING ANY A NNUAL FEE COMMISSION OTHER REMUNERATION AND REIMBURSEMENT OF OUTLAYS PAYABLE BY THE COMPANY TO ANY OF THE COMPANY'S AGEN TS OR LLOYD'S OR TO THE REGULATING TRUST EE OR EXCEPT WHERE SO EXCLUDED TO ANY OT HER PERSON IN CONNECTION WITH THE CONDUC T OR WINDING-UP OF THE UNDERWRITING AND INCLUDING ALSO ANY FISCAL LIABILITIES IN CURRED IN OR BY REASON OF THE UNDERWRITI NG OR IN RESPECT OF THE TRUST FUND OR I TS INCOME); AND ANY OVERSEAS DEPOSIT FUN DING OBLIGATIONS (AS DEFINED IN THE TRUS T DEED) AND THE OTHER AMOUNTS AND OBLIGA TIONS REFERRED TO IN THE TRUST DEED

ANY LOSSES CLAIMS RETURNS OR PREMIUMS RE INSURANCE PREMIUMS AND OTHER OUTGOINGS P AYABLE AS AT THE DATE OF THE TRUST DEED OR AT ANY TIME THEREAFTER TO BECOME PAYA BLE IN CONNECTION WITH THE UNDERWRITING (AS DEFINED IN THE TRUST DEED) AND ANY E XPENSES WHATSOEVER FROM TIME TO TIME INC URRED IN CONNECTION WITH OR ARISING OUT OF THE UNDERWRITING (SUCH EXPENSES EXCLU DING ANY NON- DEDUCTIBLE ITEM (AS DEFINE D IN THE TRUST DEED) BUT INCLUDING ANY A NNUAL FEE COMMISSION OTHER REMUNERATION AND REIMBURSEMENT OF OUTLAYS PAYABLE BY THE COMPANY TO ANY OF THE COMPANY'S AGEN TS OR LLOYD'S OR TO THE REGULATING TRUST EE OR EXCEPT WHERE SO EXCLUDED TO ANY OT HER PERSON IN CONNECTION WITH THE CONDUC T OR WINDING-UP OF THE UNDERWRITING AND INCLUDING ALSO ANY FISCAL LIABILITIES IN CURRED IN OR BY REASON OF THE UNDERWRITI NG OR IN RESPECT OF THE PROPERTY MORTGAG ED OR CHARGED OR ITS INCOME) AND THE OTH ER AMOUNTS AND OBLIGATIONS REFERRED TO I N THE TRUST DEED