ACE LIMITED EXECUTIVE SEVERANCE PLAN

1.0

DEFINITIONS

1.1

“Affiliate” of a person or other entity shall mean a person or other entity that directly or indirectly controls, is controlled by, or is under common control with the person or other entity specified.

1.2

“Beneficiary” shall mean a beneficiary designated in writing by a Participant to receive any Separation Benefits in accordance with Sections 5 through 10 below. If no beneficiary is designated by the Participant, then the Participant’s estate shall be deemed to be the Participant’s Beneficiary.

1.3

“Board” shall mean the Board of Directors of the Company.

1.4

“Bonus” shall mean the 3-year average of the annual bonuses paid or payable to the Participant with respect to the 3 most recently completed fiscal years immediately preceding the Separation Date, with such amount increased (if applicable) to take into account any elective or mandatory deferrals. For a Participant who has not been employed by the Company with respect to the 3 most recently completed fiscal years immediately preceding the Separation Date, the average annual bonus amount shall be calculated based on the number of full fiscal years of employment. For a Participant who has not been employed long enough to receive an annual bonus with respect to 1 completed fiscal year, the annual bonus amount shall be equal to the Participant’s annual target bonus.

1.5

“Cause” shall mean – unless otherwise defined in an employment agreement between the Participant and the Company or Subsidiary – the occurrence of any of the following:

(1)

a conviction of the Participant with respect to a (i) felony or (ii) a misdemeanor involving moral turpitude; or

(2)

willful misconduct or gross negligence by the Participant resulting, in either case, in harm to the Company or any Subsidiary; or

(3)

failure by the Participant to carry out the lawful and reasonable directions of the Board or the Participant’s immediate supervisor, as the case may be; or

(4)

refusal to cooperate or non-cooperation by the Participant with any governmental regulatory authority; or

(5)

fraud, embezzlement, theft or dishonesty by the Participant against the Company or any Subsidiary or a material violation by the Participant of a policy or procedure of the Company, resulting, in any case, in harm to the Company or any Subsidiary.

1.6

“CEO” shall mean the Executive serving as the chief executive officer of the Company at the relevant time.

1.7

“Change in Control” shall mean the occurrence of any of the following events:

(1)

any “person,” as such term is used in Sections 3(a)(9) and 13(d) of the Exchange Act, becomes a “beneficial owner,” as such term is used in Rule 13d-3 promulgated under the Exchange Act, of 50% or more of the Voting Stock (as defined below) of the Company; or

(2)

the majority of the Board consists of individuals other than Incumbent Directors; provided that any person becoming a director subsequent to the Effective Date whose election or nomination for election was supported by three-quarters of the directors who then comprised the Incumbent Directors shall be considered to be an Incumbent Director; or

(3)

the Company adopts any plan of liquidation providing for the distribution of all or substantially all of its assets; or

(4)

all or substantially all of the assets or business of the Company is disposed of pursuant to a merger, consolidation or other transaction (unless the shareholders of the Company immediately prior to such merger, consolidation or other transaction beneficially own, directly or indirectly, in substantially the same proportion as they owned the Voting Stock of the Company, all of the Voting Stock or other ownership interests of the entity or entities, if any, that succeed to the business of the Company); or

(5)

the Company combines with another company and is the surviving corporation but, immediately after the combination, the shareholders of the Company immediately prior to the combination hold, directly or indirectly, 50% or less of the Voting Stock of the combined company (there being excluded from the number of shares held by such shareholders, but not from the Voting Stock of the combined company, any shares received by Affiliates of such other company in exchange for stock of such other company).

1.8

“Change-in-Control Date” shall mean the date that a Change in Control first occurs.

1.9

“Change-in-Control Health Continuation Period” shall mean the period commencing on the Separation Date and continuing until the end of the applicable period as shown on Schedule A and which is to be used if the Participant’s Separation is without Cause or for Good Reason in connection with a Change in Control.

1.10

“Change-in-Control Non-competition Period” shall mean the period commencing on the date the Executive becomes a Participant and continuing until the end of the applicable period as shown on Schedule A and which is to be used if the Participant’s Separation is without Cause or for Good Reason in connection with a Change in Control.

1.11

“Change-in-Control Non-solicitation Period” shall mean the period commencing on the date the Executive becomes a Participant and continuing until the end of the applicable period as shown on Schedule A and which is to be used if the Participant’s Separation is without Cause or for Good Reason in connection with a Change in Control.

1.12

“Change-in-Control Severance Multiple” shall mean the multiplier that shall be used to determine cash Separation Benefits paid to a Participant as shown on Schedule A and which is to be used if the Participant’s Separation is without Cause or for Good Reason in connection with a Change in Control.

1.13

“Code” shall mean the Internal Revenue Code of 1986, as amended from time to time.

1.14

“Committee” shall mean the Board’s Compensation Committee as constituted from time to time.

1.15

“Company” shall mean ACE Limited, a Swiss company, including any successor entity or any successor to the assets of the Company that has assumed the Plan.

1.16

“ Competitive Activity ” shall mean the Participant’s engaging in an activity – whether as an employee, consultant, principal, member, agent, officer, director, partner or shareholder (except as a less than 1% shareholder of a publicly traded company) – that is competitive with any business of the Company or any Subsidiary conducted by the Company or such Subsidiary at any time during the Standard Non-competition Period or the Change-in-Control Non-competition Period (as applicable); provided, however , that the Participant may be employed by or otherwise associated with:

(i)

a business of which a subsidiary, division, segment, unit, etc. is in competition with the Company or any Subsidiary but as to which such subsidiary, division, segment, unit, etc. the Participant has absolutely no direct or indirect responsibilities or involvement, or

(ii)

a company where the Competitive Activity is:

(A)

from the perspective of such company, de minimis with respect to the business of such company and its affiliates, and

(B)

from the perspective of the Company or any Subsidiary, not in material competition with the Company or any Subsidiary.

1.17

“Disability” shall mean a disability as determined in accordance with the Company’s (or the applicable Subsidiary’s) long-term disability plan or program in effect on the date that the disability first occurs, or if no such plan or program is in effect on the date that the disability first occurs, then a disability as defined under Code Section 22(e)(3).

1.18

“Effective Date” shall mean January 1, 2009.

1.19

“ERISA” shall mean the Employee Retirement Income Security Act of 1974, as amended from time to time.

1.20

“Exchange Act” shall mean the Securities Exchange Act of 1934, as amended from time to time.

1.21

“Executive” shall mean a regular full-time employee of the Company or any Subsidiary with executive, managerial or similar duties and responsibilities.

1.22

“Good Reason” shall mean – unless otherwise defined in an in-force employment agreement between the Participant and the Company or Subsidiary – the occurrence of any of the following within the 60-day period preceding a Separation Date without the Participant’s prior written consent:

(1)

a material adverse diminution of the Participant’s titles, authority, duties or responsibilities, or the assignment to the Participant of titles, authority, duties or responsibilities that are materially inconsistent with his or her titles, authority, duties and/or responsibilities in a manner materially adverse to the Participant; or

(2)

a reduction in the Participant’s base salary or annual bonus opportunity (other than any reduction applicable to all similarly situated Executives generally); or

(3)

a failure of the Company to obtain the assumption in writing of its obligations under the Plan by any successor to all or substantially all of the assets of the Company within 45 days after a merger, consolidation, sale or similar transaction that qualifies as a Change in Control.

1.23

“Incumbent Directors” shall mean the members of the Board as of the Effective Date.

1.24

“Participant” shall mean an Executive who has been designated to participate in the Plan in accordance with Section 3 below and who is participating in the Plan on the Separation Date.

1.25

“Plan” shall mean the ACE Limited Executive Severance Plan.

1.26

“Quit” shall mean termination of a Participant’s employment by the Participant other than due to death, Disability or Retirement.

1.27

“Retirement” shall mean that the Participant has retired and is or will be receiving benefits under the Company’s primary qualified pension plan.

1.28

“Salary” shall mean the highest annual base salary paid to the Participant during the 12-month period immediately preceding the earlier of (i) the Separation Date or (ii) the Change-in-Control Date, with such amount increased (if applicable) to take into account any elective or mandatory deferrals.

1.29

“Separated Participant” shall mean a Participant whose employment with the Company and/or any of its Subsidiaries has been terminated.

1.30

“Separation” shall mean a termination of the Participant’s employment:

(1)

due to the death of the Participant; or

(2)

by the Company or by the Participant due to Disability; or

(3)

by the Participant as a Retirement; or

(4)

by the Company for Cause or by the Participant without Good Reason; or

(5)

by the Company without Cause or by the Participant for Good Reason.

1.31

“Separation Benefits” shall mean the compensation and benefits payable or provided to a Separated Participant under the Plan.

1.32

“Separation Date” shall mean the date a Participant’s employment with the Company and/or a Subsidiary is terminated.

1.33

“Standard Health Continuation Period” shall mean the period commencing on the Separation Date and continuing until the end of the applicable period as shown on Schedule A and which is to be used if the Participant’s Separation is without Cause and is NOT in connection with a Change in Control.

1.34

“Standard Non-competition Period” shall mean the period commencing on the date the Executive becomes a Participant and continuing until the end of the applicable period as shown on Schedule A and which is to be used if the Participant’s Separation is without Cause and is NOT in connection with a Change in Control.

1.35

“Standard Non-solicitation Period” shall mean the period commencing on the date the Executive becomes a Participant and continuing until the end of the applicable period as shown on Schedule A and which is to be used if the Participant’s Separation is without Cause and is NOT in connection with a Change in Control.

1.36

“Standard Severance Multiple” shall mean the multiplier that shall be used to determine cash Separation Benefits paid to a Participant as shown on Schedule A and which is to be used if the Participant’s Separation is without Cause and is NOT in connection with a Change in Control.

1.37

“Standard Vesting Continuation Period” shall mean the period over which equity-based compensation will continue to vest/become exercisable commencing on the Separation Date and continuing until the end of the applicable period as shown on Schedule A and which is to be used if the Participant’s Separation is without Cause and is NOT in connection with a Change in Control.

1.38

“Subsidiary” shall mean a corporation of which the Company directly or indirectly owns more than 50 percent of the Voting Stock or any other business entity in which the Company directly or indirectly has an ownership interest of more than 50 percent.

1.39

“ Voting Stock” shall mean capital stock of any class or classes having general voting power under ordinary circumstances, in the absence of contingencies, to elect the directors of a corporation.

2.0

PURPOSE AND HISTORY OF PLAN

2.1

Purpose and History .

(a)

to provide the terms and conditions relating to an Executive’s separation from service from the Company and/or any of its Subsidiaries; and

(b)

to retain certain highly qualified individuals as Executives; and

(c)

to maintain the focus of such Executives on the business of the Company and to mitigate the distractions caused by the possibility that the Executive’s employment may be terminated or that the Company may be the target of an acquisition.

3.0

ELIGIBILITY AND PARTICIPATION

3.1

Eligibility . All Executives of the Company shall be eligible to participate in the Plan.

3.2

Participation . Participants shall consist of the CEO and those Executives designated by the CEO in his or her sole discretion to participate in the Plan; provided, however , that the CEO shall not designate an Executive as a new Participant following a Change-in-Control Date. An Executive who becomes a Participant shall remain a Participant until the termination of the Plan in accordance with Section 14 below.

3.3

Committee Approval; Participant Agreement . Notwithstanding anything contained in the Plan to the contrary, all Participants designated by the CEO in accordance with Section 3.2 above shall not become Participants until such designation has been approved in writing by the Committee and such Executive has agreed in writing to be a Participant.

4.0

ADMINISTRATION

4.1

Responsibility . The Committee shall have the responsibility, in its sole discretion, to control, operate, manage and administer the Plan in accordance with its terms.

4.2

Authority of the Committee . The Committee shall have the maximum discretionary authority permitted by law that may be necessary to enable it to discharge its responsibilities with respect to the Plan, including but not limited to the following:

(a)

to determine eligibility for participation in the Plan;

(b)

to approve Participants designated by the CEO;

(c)

to determine or calculate a Participant’s Separation Benefits;

(d)

to correct any defect, supply any omission, or reconcile any inconsistency in the Plan in such manner and to such extent as it shall deem appropriate in its sole discretion to carry the same into effect;

(e)

to issue administrative guidelines as an aid to administer the Plan and make changes in such guidelines as it from time to time deems proper;

(f)

to make rules for carrying out and administering the Plan and make changes in such rules as it from time to time deems proper;

(g)

to the extent permitted under the Plan, grant waivers of Plan terms, conditions, restrictions, and limitations;

(h)

to make reasonable determinations as to a Participant’s eligibility for benefits under the Plan, including determinations as to Cause and Good Reason; and

(i)

to take any and all other actions it deems necessary or advisable for the proper operation or administration of the Plan.

4.3

Action by the Committee . The Committee may act only by a majority of its members. Any determination of the Committee may be made, without a meeting, by a writing or writings signed by all of the members of the Committee. In addition, the Committee may authorize any one or more of its members to execute and deliver documents on behalf of the Committee.

4.4

Delegation of Authority . The Committee may delegate to one or more of its members, or to one or more agents, such administrative duties as it may deem advisable; provided, however , that any such delegation shall be in writing. In addition, the Committee, or any person to whom it has delegated duties as aforesaid, may employ one or more persons to render advice with respect to any responsibility the Committee or such person may have under the Plan. The Committee may employ such legal or other counsel, consultants and agents as it may deem desirable for the administration of the Plan and may rely upon any opinion or computation received from any such counsel, consultant or agent. Expenses incurred by the Committee in the engagement of such counsel, consultant or agent shall be paid by the Company, or the Subsidiary whose employees have benefited from the Plan, as determined by the Committee.

4.5

Determinations and Interpretations by the Committee . All determinations and interpretations made by the Committee shall be binding and conclusive to the maximum extent permitted by law on all Participants and their heirs, successors, and legal representatives.

4.6

Information . The Company shall furnish to the Committee in writing all information the Committee may deem appropriate for the exercise of its powers and duties in the administration of the Plan. Such information may include, but shall not be limited to, the full names of all Participants, their earnings and their dates of birth, employment, retirement or death. Such information shall be conclusive for all purposes of the Plan, and the Committee shall be entitled to rely thereon without any investigation thereof.

4.7

Liability . No member of the Board, no member of the Committee and no employee of the Company shall be liable for any act or failure to act hereunder, except in circumstances involving his or her bad faith, gross negligence or willful misconduct, or for any act or failure to act hereunder by any other member or employee or by any agent to whom duties in connection with the administration of the Plan have been delegated.

4.8

Indemnification . The Company shall indemnify members of the Committee and any agent of the Committee who is an employee of the Company, against any and all liabilities or expenses to which they may be subjected by reason of any act or failure to act with respect to their duties on behalf of the Plan, except in circumstances involving such person’s bad faith, gross negligence or willful misconduct.

5.0

SEPARATION DUE TO DEATH

5.1

Separation Event . The Participant’s employment with the Company and/or any of its Subsidiaries shall terminate on the date of the Participant’s death, and the Separated Participant shall be entitled to receive the Separation Benefits provided under this Section 5.

5.2

Accrued Obligations . Unless otherwise provided in any written plan, program, agreement or arrangement between the Company and a Participant, the Company shall pay to the Separated Participant during the 30-day period immediately following the Separation Date, a lump sum cash payment equal to the Participant’s earned but unpaid Salary, plus earned but unpaid bonus for prior years’ service, plus unreimbursed expenses, plus any and all other Company obligations that are accrued and due and owing to the Separated Participant.

5.3

Cash Separation Benefits . Unless otherwise provided in any written plan, program, agreement or arrangement between the Company and the Participant, the Company shall have no obligation to pay to the Separated Participant any cash Separation Benefits.

5.4

Long-Term Incentive Compensation. Unless otherwise provided in any written plan, program, agreement or arrangement between the Company and a Participant, any and all long-term incentive arrangements shall vest, be exercisable and/or become payable in accordance with the terms and conditions of the long-term incentive compensation plan and award agreement.

5.5

Pension-Benefit Arrangements . Unless otherwise provided in any written plan, program, agreement or arrangement between the Company and a Participant, all benefits under all pension-benefit arrangements, including deferred compensation arrangements, shall be paid in accordance with the terms and conditions of the applicable plan, program, agreement or arrangement. Notwithstanding the preceding sentence, the Committee may accelerate such payment, in its sole discretion, after having received advice from the Company’s tax counsel that such acceleration would not violate Code Section 409A or any other provision of the Code.

5.6

Welfare-Benefit Arrangements . Unless otherwise provided in any written plan, program, agreement or arrangement between the Company and a Participant, the dependents of the deceased Separated Participant shall be entitled to receive continued health coverage in accordance with rules and provisions under the Consolidated Omnibus Budget Reconciliation Act of 1985. Unless otherwise provided for in any written agreement between the Company and a Separated Participant, or as otherwise agreed to by the Committee in its sole discretion, all other welfare benefits shall cease as of the Separation Date.

5.7

Payment of Separation Benefits to Beneficiaries . Unless otherwise provided in any written plan, program, agreement or arrangement between the Company and a Participant, all Separation Benefits under this Section 5 shall be paid to the Separated Participant’s Beneficiary.

5.8

Other Benefits. Notwithstanding anything contained in the Plan to the contrary, the Company or the Committee may, in its sole discretion, provide benefits in addition to the benefits described under this Section 5.

6.0

SEPARATION DUE TO DISABILITY

6.1

Separation Event . The Participant’s employment with the Company and/or any of its Subsidiaries shall terminate on the date the Participant or the Company (and/or any of its Subsidiaries) terminates such employment due to a Disability, and the Separated Participant shall be entitled to receive the Separation Benefits provided under this Section 6.

6.2

Accrued Obligations . Unless otherwise provided in any written plan, program, agreement or arrangement between the Company and a Participant, the Company shall pay to the Separated Participant during the 30-day period immediately following the Separation Date, a lump sum cash payment equal to the Participant’s earned but unpaid Salary, plus earned but unpaid bonus for prior years’ service, plus unreimbursed expenses, plus any and all other Company obligations that are accrued and due and owing to the Separated Participant.

6.3

Cash Separation Benefits . Unless otherwise provided in any written plan, program, agreement or arrangement between the Company and the Participant, the Company shall have no obligation to pay to the Separated Participant any cash Separation Benefits.

6.4

Long-Term Incentive Compensation. Unless otherwise provided in any written plan, program, agreement or arrangement between the Company and a Participant, any and all long-term incentive arrangements shall vest, be exercisable and/or become payable in accordance with the terms and conditions of the long-term incentive compensation plan and award agreement.

6.5

Pension-Benefit Arrangements . Unless otherwise provided in any written plan, program, agreement or arrangement between the Company and a Participant, all benefits under all pension-benefit arrangements, including deferred compensation arrangements, shall be paid in accordance with the terms and conditions of the applicable plan, program, agreement or arrangement. Notwithstanding the preceding sentence, the Committee may accelerate such payment, in its sole discretion, after having received advice from the Company’s tax counsel that such acceleration would not violate Code Section 409A or any other provision of the Code.

6.6

Welfare-Benefit Arrangements . Unless otherwise provided in any written plan, program, agreement or arrangement between the Company and a Participant, the Separated Participant and his or her dependents shall be entitled to receive continued health coverage in accordance with rules and provisions under the Consolidated Omnibus Budget Reconciliation Act of 1985. Unless otherwise provided for in any written plan, program, agreement or arrangement between the Company and a Separated Participant, or as otherwise agreed to by the Committee in its sole discretion, all other welfare benefits shall cease as of the Separation Date due to Disability.

6.7

Payment of Separation Benefits to Beneficiaries . Unless otherwise provided in any written plan, program, agreement or arrangement between the Company and a Participant, in the event of the Separated Participant’s death, all Separation Benefits that would have been paid to the Separated Participant under this Section 6 but for his or her death, shall be paid to the Separated Participant’s Beneficiary.

6.8

Other Benefits . Notwithstanding anything contained in the Plan to the contrary, the Company or the Committee may, in its sole discretion, provide benefits in addition to the benefits described under this Section 6.

7.0

SEPARATION DUE TO RETIREMENT

7.1

Separation Event . The Participant’s employment with the Company and/or any of its Subsidiaries shall terminate on the date the Participant terminates his or her employment with the Company and/or any of its Subsidiaries due to a Retirement, and the Separated Participant shall be entitled to receive the Separation Benefits provided under this Section 7.

7.2

Accrued Obligations . Unless otherwise provided in any written plan, program, agreement or arrangement between the Company and the Participant, the Company shall pay to the Separated Participant during the 30-day period immediately following the Separation Date, a lump sum cash payment equal to the Participant’s earned but unpaid Salary, plus earned but unpaid bonus for prior years’ service, plus un-reimbursed expenses, plus any and all other Company obligations that are accrued and due and owing to the Separated Participant.

7.3

Cash Separation Benefits . Unless otherwise provided in any written plan, program, agreement or arrangement between the Company and the Participant, the Company shall have no obligation to pay to the Separated Participant any cash Separation Benefits.

7.4

Long-Term Incentive Compensation . Unless otherwise provided in any written plan, program, agreement or arrangement between the Company and a Participant, any and all long-term incentive arrangements shall vest, be exercisable and/or become payable in accordance with the terms and conditions of the long-term incentive compensation plan and award agreement.

7.5

Pension-Benefit Arrangements . Unless otherwise provided in any wri