3 PAYMENTS AND TAXES. 3.1 No set-off or counterclaim All payments to be made by the Guarantors under this Guarantee shall be made in full, without any set-off or counterclaim whatsoever and, subject as provided in clause 3.2, free and clear of any deductions or withholdings, in Dollars on the due date to the account of the Owner referred to in clause 9.1 of the Hire Purchase Agreement. 3.2 Grossing up for Taxes If at any time either Guarantor is required to make any deduction or withholding in respect of Taxes from any payment due under this Guarantee for the account of the Owner (or if the Owner is required to make any such deduction or withholding from a payment to Owner, the sum due from the Guarantors in respect of such payment shall be increased to the extent necessary to ensure that, after the making of such deduction or withholding, the Owner receives on the due date for such payment (and retains, free from any liability in respect of such deduction or withholding) a net sum equal to the sum which it would have received had no such deduction or withholding been required to be made and the Guarantors shall jointly and severally indemnify the Owner against any losses or costs incurred by it by reason of any failure of either Guarantor to make any such deduction or withholding or by reason of any increased payment not being made on the due date for such payment. Each Guarantor shall promptly deliver to the Owner any receipts, certificates or other proof evidencing the amounts (if any) paid or payable in respect of any deduction or withholding as aforesaid. Provided that, as a covenant only and not as a condition precedent to the payment obligations of the Guarantors hereunder, the Owner shall co-operate with the Guarantors in providing from time to time, at the request of the Guarantors, a U.S. Internal Revenue Service Form 1001 (or successor form) duly executed by the Owner or such other factual statements and exemptive filings of the Owner as the Guarantors may reasonably request to eliminate or reduce any applicable U.S. Federal income tax withholding requirements.