Common use of European Economic Area Clause in Contracts

European Economic Area. In relation to each Member State of the European Economic Area which has implemented the Prospectus Directive (each, a “Relevant Member State”), each Purchaser represents and agrees that with effect from and including the date on which the Prospectus Directive is implemented in that Relevant Member State (the “Relevant Implementation Date”) it has not made and will not make an offer of Notes to the public in that Relevant Member State prior to the publication of a prospectus in relation to the Notes which has been approved by the competent authority in that Relevant Member State or, where appropriate, approved in another Relevant Member State and notified to the competent authority in that Relevant Member State, all in accordance with the Prospectus Directive, except that it may, with effect from and including the Relevant Implementation Date, make an offer of Notes to the public in that Relevant Member State at any time:

European Economic Area. In relation to each Member State of the European Economic Area which has implemented the Prospectus Directive (each, a “Relevant Member State”), each Purchaser represents the Underwriter has represented and agrees agreed that with effect from and including the date on which the Prospectus Directive is implemented in that Relevant Member State (the “Relevant Implementation Date”) it has not made and will not make an offer of Notes certificates to the public in that Relevant Member State prior to the publication of a prospectus in relation to the Notes certificates which has been approved by the competent authority in that Relevant Member State or, where appropriate, approved in another Relevant Member State and notified to the competent authority in that Relevant Member State, all in accordance with the Prospectus Directive, except that it may, with effect from and including the Relevant Implementation Date, make an offer of Notes certificates to the public in that Relevant Member State at any time:

European Economic Area. In relation to each Member State of the European Economic Area which has implemented the Prospectus Directive (each, a “"Relevant Member State”"), each Purchaser Manager represents and agrees that with effect from and including the date on which the Prospectus Directive is implemented in that Relevant Member State (the “"Relevant Implementation Date”") it has not made and will not make an offer of Notes to the public in that Relevant Member State prior to the publication of a prospectus in relation to the Notes which has been approved by the competent authority in that Relevant Member State or, where appropriate, approved in another Relevant Member State and notified to the competent authority in that Relevant Member State, all in accordance with the Prospectus Directive, except that it may, with effect from and including the Relevant Implementation Date, make an offer of Notes to the public in that Relevant Member State at any time:

European Economic Area. In relation to each Member State of the European Economic Area which has implemented the Prospectus Directive (each, a “Relevant Member State”), each Purchaser represents the Underwriters have represented and agrees agreed that with effect from and including the date on which the Prospectus Directive is implemented in that Relevant Member State (the “Relevant Implementation Date”) it has they have not made and will not make an offer of Notes the Securities to the public in that Relevant Member State prior to the publication of a prospectus in relation to the Notes Securities which has been approved by the competent authority in that Relevant Member State or, where appropriate, approved in another Relevant Member State and notified to the competent authority in that Relevant Member State, all in accordance with the Prospectus Directive, except that it may, with effect from and including the Relevant Implementation Date, make an offer of Notes Securities to the public in that Relevant Member State at any time:

European Economic Area. In relation to each Member State of the European Economic Area which has implemented the Prospectus Directive (each, a “Relevant Member State”), each Purchaser Underwriter represents and agrees that with effect from and including the date on which the Prospectus Directive is implemented in that Relevant Member State (the “Relevant Implementation Date”) it has not made and will not make an offer of Notes the Securities to the public in that Relevant Member State prior to the publication of a prospectus in relation to the Notes Securities which has been approved by the competent authority in that Relevant Member State or, where appropriate, approved in another Relevant Member State and notified to the competent authority in that Relevant Member State, all in accordance with the Prospectus Directive, except that it may, with effect from and including the Relevant Implementation Date, make an offer of Notes the Securities to the public in that Relevant Member State at any time:

European Economic Area. In relation to each Member State member state of the European Economic Area which that has implemented the Prospectus Directive (each, a “Relevant Member State”)Directive, each Purchaser represents of the Managers, acting severally and not jointly nor jointly and severally, agrees that that, with effect from and including the date on which the Prospectus Directive is implemented in that Relevant Member State relevant member state (the “Relevant Implementation Daterelevant implementation date”) ), it has not made and will not make an offer of Notes Bonds to which are the subject of the Offering to the public in that Relevant Member State relevant member state prior to the publication of a prospectus in relation to the Notes which has securities that have been approved by the competent authority in that Relevant Member State relevant member state or, where appropriate, approved in another Relevant Member State relevant member state and notified to the competent authority in that Relevant Member Staterelevant member state, all in accordance with the Prospectus Directive, except that it maythat, with effect from and including the Relevant Implementation Daterelevant implementation date, make an offer the obligation to publish a prospectus does not apply to any of Notes to the public in that Relevant Member State at any timefollowing types of offer:

European Economic Area. In relation to each Member State of the European Economic Area which has implemented the Prospectus Directive (each, a “Relevant Member State”), each Purchaser represents Underwriter has represented and agrees agreed that with effect from and including the date on which the Prospectus Directive is implemented in that Relevant Member State (the “Relevant Implementation Date”) it has not made and will not make an offer of Notes certificates to the public in that Relevant Member State prior to the publication of a prospectus in relation to the Notes certificates which has been approved by the competent authority in that Relevant Member State or, where appropriate, approved in another Relevant Member State and notified to the competent authority in that Relevant Member State, all in accordance with the Prospectus Directive, except that it may, with effect from and including the Relevant Implementation Date, make an offer of Notes certificates to the public in that Relevant Member State at any time:

European Economic Area. In relation to each Member State of the European Economic Area which has implemented the Prospectus Directive (each, a “Relevant Member State”), each Purchaser Underwriter represents and agrees that with effect from and including the date on which the Prospectus Directive is implemented in that Relevant Member State (the “Relevant Implementation Date”) it has not made and will not make an offer of Notes Securities to the public in that Relevant Member State prior to the publication of a prospectus in relation to the Notes Securities which has been approved by the competent authority in that Relevant Member State or, where appropriate, approved in another Relevant Member State and notified to the competent authority in that Relevant Member State, all in accordance with the Prospectus Directive, except that it may, with effect from and including the Relevant Implementation Date, make an offer of Notes Securities to the public in that Relevant Member State at any time:

European Economic Area. In relation to each Member State of the European Economic Area which has implemented the Prospectus Directive (each, a “Relevant Member State”), each Purchaser represents the Underwriter has represented and agrees agreed that with effect from and including the date on which the Prospectus Directive is implemented in that Relevant Member State (the “Relevant Implementation Date”) it has not made and will not make an offer of Notes the Securities to the public in that Relevant Member State prior to the publication of a prospectus in relation to the Notes Securities which has been approved by the competent authority in that Relevant Member State or, where appropriate, approved in another Relevant Member State and notified to the competent authority in that Relevant Member State, all in accordance with the Prospectus Directive, except that it may, with effect from and including the Relevant Implementation Date, make an offer of Notes Securities to the public in that Relevant Member State at any time: