Cover Note No TG0000617 [LOGO] Aon Re Worldwide Aon Re Japan 8 Devonshire Square London EC2M 4PL tel: 0171 623 5500 fax: 0171 621 1511 PXRE REINSURANCE COMPANY 399 THORNALL STREET 14TH FLOOR EDISON NEW JERSEY 08837 U.S.A. Date: 7th January 2000 COVER NOTE REASSURED: PXRE REINSURANCE COMPANY PERIOD: Continuous contract from 1st January, 2000, subject to 90 days written notice of cancellation prior to 31st December any year. Covering new and renewal business. TYPE: QUOTA SHARE TREATY. CLASS: All business written by the Reassured. TERRITORIAL SCOPE: As per original business written by Reassured. TREATY DETAIL: Reassured to cede up to a maximum of $20,000,000 any one programme for 100% on all business written and retained for net account. Hereon 0.7% Quota Share. COMMISSION: As original plus 5% overrider on Gross Written Premium as reimbursement for expenses. PROFIT COMMISSION: 100% of underwriting profits after commissions, including overrider. Reinsurers Management Expenses $100,000. LOSS CORRIDOR: Reassured to retain all losses in excess of 90% Combined Ratio. ACCOUNTS: Quarterly. Page 1 of 3 Please examine the terms, conditions and security shown on this Cover Note and advise us immediately if any of these are not in accordance with your requirements. - -------------------------------------------------------------------------------- Aon Group Limited Registered Office: 8 Devonshire Square London EC2M 4PL Registered in London No. 210725 o VAT Registration No. 480 8401 48 LLOYD's BROKER Aon Re Worldwide [LOGO] Continuation of Cover Note No. TG0000617 FUNDS WITHHELD: All cash balances in excess of $100,000 (in the aggregate any one year). CASH LOSS: Special Cash request for individual losses and/or catastrophe losses above $250,000 for 100%. (Waived for Kyoei's participation). GENERAL CONDITIONS: Special Termination Clause as per wording. Access to Records Clause. Errors and Omissions Clause. Insolvency Clause. Arbitration Clause. Offset Clause. WORDING: To be agreed. INFORMATION: 1999 Revised Estimated Premium Income - $128,756,000 (for 100%). 2000 Estimated Premium Income - $152,267,000 (for 100%). ORDER HEREON: 100% of 0.7% Quota Share. Reinsured With: 100.0000% THE KYOEI MUTUAL FIRE AND MARINE INSURANCE COMPANY TOKYO, JAPAN --------- 100,0000% --------- Page 2 of 3 Aon Re Worldwide [LOGO] Continuation of Cover Note No. TG0000617 Statement Of Connected Interests Aon Corporation is the ultimate parent company of Aon Group Limited. Aon Corporation has, through its subsidiaries, made minority investments in certain Lloyd's syndicates which may be participants in this placement. These investments are subject to strict Lloyd's regulations prohibiting any influence upon the business conduct of such syndicates. For and on behalf of AON GROUP LIMITED /s/ David Ambrose /s/ Philip Rees Director Director CLARKSON BAIN JAPAN CLARKSON BAIN JAPAN Page 3 of 3