[CITI LETTERHEAD]

Ladies and Gentlemen,

“the tenor of a Credit issued under Tranche I, Tranche II or Tranche III extends beyond 31 December 2016; or”

“Subject to Section 5.4 and Section 5.5, Tranche I shall be fully utilised prior to a Company being able to utilise Tranche II so that all utilisations of a Credit with a maturity date of on or prior to 31 December 2016 shall first be automatically allocated against Tranche I. Once the Tranche Sub-Limit for Tranche I is fully utilised, all utilisations of a Credit with a maturity date of on or prior to 31 December 2016 shall be automatically allocated against Tranche II. All utilisations of a Credit denominated in Australian dollars or New Zealand dollars shall be automatically allocated against Tranche III.”

“A Credit with a maturity date of on or prior to 31 December 2016 (and no later) may only be issued under Tranches I and II and a Credit denominated in Australian dollars or New Zealand dollars may only be issued under Tranche III.”;

(a) The Applicants shall (jointly and severally) pay to the Issuing Bank an ongoing fee in respect of the unutilised portion of the Facility (for the avoidance of doubt this includes Tranche I having a sub-limit of $300,000,000, Tranche II having a sub-limit of $320,000,000 and Tranche III having a sub-limit of $130,000,000; provided that the Applicants shall have the right to reduce the size of the Facility at any time, with the sub-limits of each of Tranches I, II and III being reduced on a pro rata basis, for the period starting on and including the date of the Master Agreement and ending on and including the Facility end date. The Fee shall be calculated as follows:

Tranche I – Facility amount $300,000,000

Utilisation less than 50%     - Fee 75bps per annum

Utilisation 50% or greater, but less than 75%     - Fee 50bps per annum

Utilisation equal to or greater than 75%     - Fee 25bps per annum

    

Tranche II – Facility amount $320,000,000

Any level of utilisation                 - Fee 15bps per annum

Tranche III – Facility amount $130,000,000

Any level of utilisation                 - Fee 20bps per annum

Ladies and Gentlemen,

“The Facility shall be in a maximum aggregate amount of USD 750,000,000 (Seven hundred and fifty million United States Dollars) (the “Aggregate Facility Limit”) comprising three tranches as follows:

(a)    a committed letter of credit issuance tranche having a sub limit of USD 300,000,000 (three hundred million United States dollars) to be utilised for Credit(s) denominated in a currency other than Australian dollars or New Zealand dollars ("Tranche I");

(b)     a committed letter of credit issuance tranche having a sub limit of USD 375,000,000 (three hundred and seventy five million United States dollars) to be utilised for Credit(s) denominated in a currency other than Australian dollars or New Zealand dollars ("Tranche II"); and

(c)    a committed letter of credit issuance tranche having a sub limit of USD 75,000,000 (seventy five million United States dollars) to be utilised for Credit(s) denominated in Australian dollars or New Zealand dollars ("Tranche III"),

(each such sub-limit being a "Tranche Sub-Limit" and each of Tranche I, Tranche II and Tranche III being a "Tranche").

Should the Companies wish to reduce the Aggregate Facility Limit or any Tranche Sub-Limit, it may do so upon written notification to the Bank. The notification (the “Notification”) must (i) specifically reference this Letter and (ii) clearly state the new facility limit that is to apply to the relevant Tranche Sub-Limit or the Aggregate Facility Limit, as applicable (“the New Limit”). The New Limit will take effect as a revised Tranche Sub-Limit or the Aggregate Facility Limit, as applicable, five Business Days following receipt, by the Bank, of the Notification;

“the tenor of a Credit issued under either Tranche I or under Tranche II extends beyond 31^st December 2014 or the tenor of a Credit issued under Tranche III extends beyond 31^st December 2015;”;

"the proposed issuance would cause the Aggregate Facility Limit or the applicable Tranche Sub-Limit for that Credit to be breached; and/or";

Subject to Section 5.4 and Section 5.5, Tranche I shall be fully utilised prior to a Company being able to utilise Tranche II so that all utilisations of a Credit with a maturity date of on or prior to 31 December 2014 shall first be automatically allocated against Tranche I. Once the Tranche Sub-Limit for Tranche I is fully utilised, all utilisations of a Credit with a maturity date of on or prior to 31 December 2014 shall be automatically allocated against Tranche II. All utilisations of a Credit with a maturity date between 1 January 2015 and 31 December 2015 shall be automatically allocated against Tranche III."

"A Credit with a maturity date of on or prior to 31 December 2014 (and no later) may only be issued under Tranches I and II and a Credit with a maturity date between 1 January 2015 and 31 December 2015 (and no later) or denominated in Australian dollars or New Zealand dollars may only be issued under Tranche III.";

"Any Credit that is renewed in accordance with the Master Agreement shall be deemed to be reissued under the Tranche under which it was originally issued and shall fall within the relevant Tranche Sub-Limit for that Tranche."; and

"Pledge Agreement means the pledge agreement from ASL in favour of the Bank dated 14 May 2012 as amended from time to time."

Ladies and Gentlemen,

“Each Company designates the address below as its address for service of all claim forms, application notices, judgments, orders or other notices of English legal process relating to this Letter and any other Facility Document governed by English law.

c/o AXIS Specialty London

4th Floor, Plantation Place South

60 Great Tower Street

London EC3R 5AZ

United Kingdom

Items served at this address must be marked for the attention of the relevant Company.”.