Common use of FATCA Information Clause in Contracts

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is a FATCA Exempt Party or not a FATCA Exempt Party; (ii) supply to that requesting Party such forms, documentation and other information relating to its status under FATCA as that requesting Party reasonably requests for the purposes of that requesting Party’s compliance with FATCA; and (iii) supply to that requesting Party such forms, documentation and other information relating to its status as that requesting Party reasonably requests for the purposes of that requesting Party’s compliance with any other law, regulation or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(ii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunder) as if it is not a FATCA Exempt Party, until such time as that Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i13.8(a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a13.8(a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii13.8(a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i13.8(a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If an Obligor is a US Tax Obligor or the Agent reasonably believes that its obligations under FATCA or any other applicable law or regulation require it, each Lender shall, within 10 Business Days of: (i) where an Original Obligor is a US Tax Obligor and the relevant Lender is an Original Lender, the date of this Agreement; (ii) where an Obligor is a US Tax Obligor on a Transfer Date and the relevant Lender is a New Lender, the relevant Transfer Date; (iii) the date a new US Tax Obligor accedes as an Obligor; or (iv) where an Obligor is not a US Tax Obligor, the date of a request from the Agent, supply to the Agent: (A) a withholding certificate on Form W-8, Form W-9 or any other relevant form; or (B) any withholding statement or other document, authorisation or waiver as the Agent may require to certify or establish the status of such Lender under FATCA or that other law or regulation. (f) The Agent shall provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender fails pursuant to supply any forms, documentation and other information in accordance with paragraph (ae) aboveabove to the relevant Obligor. (g) If any withholding certificate, withholding statement, document, authorisation or any forms, documentation and other information waiver provided to the Agent by a Lender pursuant to the Facility Agent paragraph (e) above is or becomes materially inaccurate or incomplete, then such that Lender shall indemnify promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Facility Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Agent). The Agent shall provide any such updated withholding certificate, within five Business Days of demandwithholding statement, against document, authorisation or waiver to the relevant Obligor. (h) The Agent may rely on any costwithholding certificate, losswithholding statement, Tax document, authorisation or liability waiver it receives from a Lender pursuant to paragraph (including e) or (g) above without further verification. The Agent shall not be liable for negligence any action taken by it under or any other category of liability whatsoeverin connection with paragraphs (e), (f) incurred by the Facility Agent or (including any related interest and penaltiesg) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompletenessabove.

FATCA Information. (a) Subject to paragraph subclause (c) below, each Party party to a Security Document shall, within 10 Business ten Banking Days of a reasonable request by another Partyparty to the Security Documents: (i) confirm to that other Party party whether it is a FATCA Exempt Party or is not a FATCA Exempt Party; (ii) supply to that the requesting Party party such forms, documentation and other information relating to its status under FATCA as that the requesting Party party reasonably requests for the purposes of that such requesting Partyparty’s compliance with FATCA; and (iii) supply to that the requesting Party party such forms, documentation and other information relating to its status as that the requesting Party party reasonably requests for the purposes of that the requesting Partyparty’s compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party party to any Security Document confirms to another Party party pursuant to paragraph subclause (a)(ia) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party party shall notify that other Party party and the Agent reasonably promptly. (c) Paragraph Subclause (a) above shall not oblige any Finance Party Bank to do anything, and paragraph Subclause (a)(iiia) (iii) above shall not oblige any other Party party to a Security Document to do anything, which would or might in its reasonable opinion constitute a breach of: (i) of any law or regulation; (ii) , any policy of that Bank, any fiduciary duty; or (iii) duty or any duty of confidentiality. (d) If a Party party to any Security Document fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph subclause (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party party shall be treated for the purposes of the Finance Security Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that Party the party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Borrower is a US Tax Obligor or the Agent reasonably believes that its obligations under FATCA or any other applicable law or regulation require it, each Lender fails shall, within ten Business Days of: (i) where a Borrower is a US Tax Obligor and the relevant Lender is the Original Lender, the Closing Date; (ii) where a Borrower is a US Tax Obligor on a date on which any other Lender becomes a Party as a Lender, that date; (iii) the date a new US Tax Obligor accedes as a Borrower; or ​ (iv) where a Borrower is not a US Tax Obligor, the date of a request from the Agent, supply to supply the Agent: (A) a withholding certificate on Form W-8, Form W-9 or any formsother relevant form; or (B) any withholding statement or other document, documentation and authorisation or waiver as the Agent may require to certify or establish the status of such Lender under FATCA or that other information in accordance with law or regulation. (f) The Agent shall provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender pursuant to paragraph (ae) aboveabove to the relevant Borrower. (g) If any withholding certificate, withholding statement, document, authorisation or any forms, documentation and other information waiver provided to the Agent by a Lender pursuant to the Facility Agent paragraph (e) above is or becomes materially inaccurate or incomplete, then such that Lender shall indemnify promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Facility Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Agent). The Agent shall provide any such updated withholding certificate, within five Business Days of demandwithholding statement, against document, authorisation or waiver to the relevant Borrower. (h) The Agent may rely on any costwithholding certificate, losswithholding statement, Tax document, authorisation or liability waiver it receives from a Lender pursuant to paragraph (including e) or (g) above without further verification. The Agent shall not be liable for negligence any action taken by it under or any other category of liability whatsoeverin connection with paragraph (e), (f) incurred by the Facility Agent or (including any related interest and penaltiesg) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompletenessabove.

FATCA Information. (ai) Subject to paragraph (ciii) below, each Party party to a Finance Document shall, within 10 Business Days of a reasonable request by another Partyparty to the Finance Documents: (iA) confirm to that other Party party whether it is a FATCA Exempt Party or is not a FATCA Exempt Party;; and (iiB) supply to that the requesting Party party such forms, documentation and other information relating to its status under FATCA (including its applicable “passthru percentage” or other information required under the U.S. Treasury regulations or other official guidance including intergovernmental agreements) as that the requesting Party party reasonably requests for the purposes of that such requesting Partyparty’s compliance with FATCA; and (iii) supply to that requesting Party such forms, documentation and other information relating to its status as that requesting Party reasonably requests for the purposes of that requesting Party’s compliance with any other law, regulation or exchange of information regime. (bii) If a Party party to any Finance Document confirms to another Party party pursuant to paragraph (a)(iClause 22.6(a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party party shall notify that other Party party and the Agent reasonably promptly. (ciii) Paragraph Sub-clause (ai) above shall not oblige any Finance Creditor Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, anything which would or might in its reasonable opinion constitute a breach of: (i) of any law or regulation; (ii) , any fiduciary duty; or (iii) duty or any duty of confidentiality. (div) If a Party party to any Finance Document fails to confirm whether or not it is a FATCA Exempt Party its status or to supply forms, documentation or other information requested in accordance with paragraph sub-clause (a)(i) or (a)(iii) above (including, for the avoidance of doubt, where paragraph sub-clause (ciii) above applies), then: (A) if that party failed to confirm whether it is (and/or remains) a FATCA Exempt Party then such Party party shall be treated for the purposes of the Finance Documents as if it is not a FATCA Exempt Party; and (B) if that party failed to confirm its applicable passthru percentage then such party shall be treated for the purposes of the Finance Documents (and payments made thereunder) as if it its applicable passthru percentage is not a FATCA Exempt Party100 per cent., until (in each case) such time as that Party the party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party as soon as reasonably promptlypracticable. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If the Borrower is a US Tax Obligor or the Agent reasonably believes that its obligations under FATCA or any other applicable law or regulation require it, each Lender shall, within ten Business Days of: (i) where the Borrower is a US Tax Obligor and the relevant Lender is an Original Lender, the date of this Agreement; (ii) where the Borrower is a US Tax Obligor on a date on which any Lender becomes a Party as a Lender, that date; or (iii) where the Borrower is not a US Tax Obligor, the date of a request from the Agent, supply to the Agent: (A) a withholding certificate on Form W-8, Form W-9 or any other relevant form; or (B) any withholding statement or other document, authorisation or waiver as the Agent may require to certify or establish the status of such Lender under FATCA or that other law or regulation. (f) The Agent shall provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender pursuant to paragraph (e) above to the Borrower. (g) If any withholding certificate, withholding statement, document, authorisation or waiver provided to the Agent by a Lender pursuant to paragraph (e) above is or becomes materially inaccurate or incomplete, that Lender shall promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Agent). The Agent shall provide any such updated withholding certificate, withholding statement, document, authorisation or waiver to the Borrower. (h) The Agent may rely on any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender pursuant to paragraph (e) or (g) above without further verification. The Agent shall not be liable for any action taken by it under or in connection with paragraph (e), (f) or (g) above. (i) Without prejudice to any other term of this Agreement, if a Lender fails to supply any formswithholding certificate, documentation and other withholding statement, document, authorisation, waiver or information in accordance with paragraph (ae) above, or any formswithholding certificate, documentation and other withholding statement, document, authorisation, waiver or information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five three Business Days of demand, against any cost, loss, Tax or liability (including including, without limitation, for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure. (j) If, inaccuracy in accordance with paragraph (f) above, the Agent provides an Obligor with sufficient information to determine its withholding obligations under FATCA, but the Obligor fails to withhold as required by FATCA, the Borrower shall indemnify the Agent, within three Business Days of demand, against any cost, loss, Tax or incompletenessliability (including, without limitation, for negligence or any other category of liability whatsoever) incurred by the Agent (including any related interest and penalties) in acting as Agent under the Finance Documents as a result of such failure.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any a Finance Party to do anything, anything and paragraph (a)(iii) above shall not oblige any other Party to do anything, anything which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph paragraphs (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (aA) Subject to paragraph (cClause 12.8(C) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i1) confirm to that other Party whether it is is: (a) a FATCA Exempt Party or Party; or (b) not a FATCA Exempt Party; (ii2) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii3) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (bB) If a Party confirms to another Party pursuant to paragraph (a)(iClause 12.8(A)(1) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (cC) Paragraph (aClause 12.8(A) above shall not oblige any Finance Party to do anything, and paragraph (a)(iiiClause 12.8(A)(3) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i1) any law or regulation; (ii2) any fiduciary duty; or (iii3) any duty of confidentiality. (dD) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(iClause 12.8(A)(1) or (a)(ii12.8(A)(2) above (including, for the avoidance of doubt, where paragraph (cClause 12.8(C) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (eE) If the Borrower is a US Tax Obligor or the Agent reasonably believes that its obligations under FATCA or any other applicable law or regulation require it, each Lender fails shall, within ten Business Days of: (1) where the Borrower is a US Tax Obligor and the relevant Lender is an Original Lender, the date of this Agreement; (2) where the Borrower is a US Tax Obligor on a Transfer Date and the relevant Lender is a New Lender, the relevant Transfer Date; (3) where the Borrower is a US Tax Obligor on a date on which an increase in Commitments takes effect and the relevant Lender is an Increase Lender, that date; (4) where the Borrower is not a US Tax Obligor, the date of a request from the Agent, supply to supply any forms, documentation and other information in accordance with paragraph the Agent: (a) abovea withholding certificate on Form W-8, Form W-9 or any formsother relevant form; or (b) any withholding statement or other document, documentation and authorisation or waiver as the Agent may require to certify or establish the status of such Lender under FATCA or that other information law or regulation. (F) The Agent shall provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender pursuant to Clause 12.8(E) above to the Borrower. (G) If any withholding certificate, withholding statement, document, authorisation or waiver provided to the Agent by a Lender pursuant to the Facility Agent Clause 12.8(E) above is or becomes materially inaccurate or incomplete, then such that Lender shall indemnify promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Facility Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Agent). The Agent shall provide any such updated withholding certificate, within five Business Days of demandwithholding statement, against document, authorisation or waiver to the Borrower. (H) The Agent may rely on any costwithholding certificate, losswithholding statement, Tax document, authorisation or liability (including waiver it receives from a Lender pursuant to Clause 12.8(E) above or Clause 12.8(G) above without further verification. The Agent shall not be liable for negligence any action taken by it under or any other category of liability whatsoeverin connection with Clause 12.8(E) incurred by the Facility Agent (including any related interest and penaltiesabove, Clause 12.8(F) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy above or incompletenessClause 12.8(G) above.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph paragraphs (a)(i) or (a)(ii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Borrower is a US Tax Obligor or the Facility Agent reasonably believes that its obligations under FATCA or any other applicable law or regulation require it, each Lender fails shall, within ten Business Days of: (i) where an Original Borrower is a US Tax Obligor and the relevant Lender is an Original Lender, the date of this Agreement; (ii) where a Borrower is a US Tax Obligor on a Transfer Date and the relevant Lender is a New Lender, the relevant Transfer Date; (iii) the date a new US Tax Obligor accedes as a Borrower; or (iv) where a Borrower is not a US Tax Obligor, the date of a request from the Facility Agent, supply to supply the Facility Agent: (A) a withholding certificate on Form W-8, Form W-9 or any formsother relevant form; or (B) any withholding statement or other document, documentation and authorisation or waiver as the Facility Agent may require to certify or establish the status of such Lender under FATCA or that other information in accordance with law or regulation. (f) The Facility Agent shall provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender pursuant to paragraph (ae) aboveabove to the relevant Borrower. (g) If any withholding certificate, withholding statement, document, authorisation or any forms, documentation and other information waiver provided by a Lender to the Facility Agent by a Lender pursuant to paragraph (e) above is or becomes materially inaccurate or incomplete, then such that Lender shall indemnify promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Facility Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the ). The Facility Agent shall provide any such updated withholding certificate, withholding statement, document, authorisation or waiver to the relevant Borrower. (including any related interest and penaltiesh) in acting as The Facility Agent may rely on any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender pursuant to paragraph (e) or (g) above without further verification. The Facility Agent shall not be liable for any action taken by it under the Finance Documents as a result of such failureor in connection with paragraph (e), inaccuracy (f) or incompleteness(g) above.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party;; and (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and; (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party Party, or to supply forms, documentation or other information requested in accordance with paragraph (a)(ic)(i) or (a)(iic)(ii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (aA) Subject to paragraph (c) belowClause 11.8(C), each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i1) confirm to that other Party whether it is is: (a) a FATCA Exempt Party or Party; or (b) not a FATCA Exempt Party; (ii2) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii3) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (bB) If a Party confirms to another Party pursuant to paragraph (a)(iClause 11.8(A)(1) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (cC) Paragraph (aClause 11.8(A) above shall not oblige any Finance Party to do anything, and paragraph (a)(iiiClause 11.8(A)(3) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i1) any law or regulation; (ii2) any fiduciary duty; or (iii3) any duty of confidentiality. (dD) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(iClause 11.8(A)(1) or (a)(iiClause 11.8(A)(2) above (including, for the avoidance of doubt, where paragraph (cClause 11.8(C) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (eE) If the Borrower is a US Tax Obligor or the Agent reasonably believes that its obligations under FATCA or any other applicable law or regulation require it, each Lender fails shall, within ten Business Days of: (1) where the Borrower is a US Tax Obligor and the relevant Lender is an Original Lender, the date of the Original Facility Agreement; (2) where the Borrower is a US Tax Obligor on a date on which any other Lender becomes a Party as a Lender, that date; or (3) where the Borrower is not a US Tax Obligor, the date of a request from the Agent, supply to supply any forms, documentation and other information in accordance with paragraph the Agent: (a) abovea withholding certificate on Form W-8, Form W-9 or any formsother relevant form; or (b) any withholding statement or other document, documentation and authorisation or waiver as the Agent may require to certify or establish the status of such Lender under FATCA or that other information law or regulation. (F) The Agent shall provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender (or in the case of the Original Lender, the Arranger, acting on its behalf) pursuant to Clause 11.8(E) above to the Borrower. (G) If any withholding certificate, withholding statement, document, authorisation or waiver provided to the Agent by a Lender pursuant to the Facility Agent Clause 11.8(E) above is or becomes materially inaccurate or incomplete, then such that Lender shall indemnify promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Facility Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Agent). The Agent shall provide any such updated withholding certificate, within five Business Days withholding statement, document, authorisation or waiver to the Borrower. (H) The Agent may rely on any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender (or in the case of demandthe Original Lender, against the Arranger acting on its behalf) pursuant to Clause 11.8(E) or Clause 11.8(G) above without further verification. The Agent shall not be liable for any costaction taken by it under or in connection with Clause 11.8(E), loss, Tax Clause 11.8(F) or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompletenessClause 11.8(G).

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, on the date of the Bareboat Charter, and thereafter within 10 ten (10) Business Days of a reasonable request by another the other Party: (i) confirm to that other Party party whether it is a FATCA Exempt Party or is not a FATCA Exempt Party;; and (ii) supply to that the requesting Party party (with a copy to all other relevant parties) such formsother form or forms (including IRS Form W-8 or Form W-9 or any successor or substitute form, as applicable) and any other documentation and other information relating to its status under FATCA (including its applicable “pass thru percentage” or other information required under FATCA or other official guidance including intergovernmental agreements) as that the requesting Party party reasonably requests for the purposes purpose of that the requesting Partyparty’s compliance with FATCA; and (iii) supply to that requesting Party such forms, documentation and other information relating to its status as that requesting Party reasonably requests for the purposes of that requesting Party’s compliance with any other law, regulation or exchange of information regime. (b) If a Party confirms to another any other Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party or provides an IRS Form W-8 or W-9 showing that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, or that Party the said form provided has ceased to be correct or valid, that party shall so notify that all other Party relevant parties or provide the relevant revised form, as applicable, reasonably promptly. (c) Paragraph (a) above Nothing in this Clause shall not oblige any Finance a Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, anything which would or might or, in its reasonable opinion opinion, might constitute a breach of: (i) of any law or regulation; (ii) , any policy of that party, any fiduciary duty; or (iii) duty or any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party , or to supply forms, documentation or other disclose any confidential information requested in accordance with paragraph (a)(i) or (a)(ii) above (including, for the avoidance of doubtwithout limitation, its tax returns and calculations); provided, however, that nothing in this paragraph shall excuse a Party from providing a true, complete and correct IRS Form W-8 or W-9 (or any successor or substitute form where paragraph applicable). Any information provided on such IRS Form W-8 or W-9 (cor any successor or substitute forms) above applies), then such Party shall not be treated as confidential information of such party for the purposes of the Finance Documents (and payments thereunder) as if it is not a FATCA Exempt Party, until such time as that Party in question provides the requested confirmation, forms, documentation or other informationthis paragraph. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph sub-clause (c) below), each Party shall, within 10 ten (10) Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party;; and (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA (including its applicable passthru payment percentage or other information required under the US Treasury Regulations or other official guidance including intergovernmental agreements) as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting Party such forms, documentation and other information relating to its status as that requesting Party reasonably requests for the purposes of that requesting Party’s compliance with any other law, regulation or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph sub-clause (a)(ia)(i)(A) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph Sub-clause (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, anything which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party its status or to supply forms, documentation or other information requested in accordance with paragraph Sub-clause (a)(i) or (a)(iia) above (including, for the avoidance of doubt, where paragraph Sub-clause (c) above applies), then: (i) if that Party failed to confirm whether it is (and/or remains) a FATCA Exempt Party then such Party shall be treated for the purposes of the Finance Documents as if it is not a FATCA Exempt Party; and (ii) if that Party failed to confirm its applicable passthru payment percentage then such Party shall be treated for the purposes of the Finance Documents (and payments made thereunder) as if it its applicable passthru payment percentage is not a FATCA Exempt Party100%, until (in each case) such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, on or after the date which is three months before the earliest FATCA Application Date relating to any payment to the Agent or any Issuing Bank under the Finance Documents, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party;; and (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA (including its applicable “passthru payment percentage” or other information required under the US Treasury Regulations or other official guidance including intergovernmental agreements) as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting Party such forms, documentation and other information relating to its status as that requesting Party reasonably requests for the purposes of that requesting Party’s compliance with any other law, regulation or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, anything which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party its status or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iia) above (including, for the avoidance of doubt, where paragraph (c) above applies), then: (i) if that Party failed to confirm whether it is (and/or remains) a FATCA Exempt Party then such Party shall be treated for the purposes of the Finance Documents as if it is not a FATCA Exempt Party; and (ii) if that Party failed to confirm its applicable “passthru payment percentage” then such Party shall be treated for the purposes of the Finance Documents (and payments made thereunder) as if it its applicable “passthru payment percentage” is not a FATCA Exempt Party100%, until (in each case) such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten (10) Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and. (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph 10.7 (a)(ii) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) 12.17.1. Subject to paragraph (c) Clause 12.17.3 below, each Party party to a Finance Document shall, within 10 ten (10) Business Days of a reasonable request by another Partyparty to the Finance Documents: (ia) confirm to that other Party party whether it is a FATCA Exempt Party or is not a FATCA Exempt Party; (iib) supply to that the requesting Party party such forms, documentation and other information relating to its status under FATCA as that the requesting Party party reasonably requests for the purposes of that such requesting Partyparty’s compliance with FATCA; and (iiic) supply to that the requesting Party party such forms, documentation and other information relating to its status as that the requesting Party party reasonably requests for the purposes of that such requesting Partyparty’s compliance with any other law, regulation regulation, or exchange of information regime. (b) 12.17.2. If a Party party to any Finance Document confirms to another Party party to any Finance Document pursuant to paragraph (a)(iClause 12.17.1(a) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party party shall notify that other Party party reasonably promptly. (c) Paragraph (a) 12.17.3. Clause 12.17.1 above shall not oblige any Finance Party to do anything, and paragraph (a)(iiiClause 12.17.1(c) above shall not oblige any other Party party to any Finance Document to do anything, which would or might in its reasonable opinion constitute a breach of: (i) of any law or regulation; (ii) , any fiduciary duty; or (iii) duty or any duty of confidentiality. (d) 12.17.4. If a Party party to any Finance Document fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(iClause 12.17.1(a) or (a)(iiClause 12.17.1(b) above (including, for the avoidance of doubt, where paragraph (c) Clause 12.17.3 above applies), then such Party party shall be treated for the purposes of the Finance Documents (and payments thereundermade under them) as if it is not a FATCA Exempt Party, Party until such time as that Party the party in question provides the requested confirmation, forms, documentation or other information. (e) 12.17.5. If a Lender Bank fails to supply any formswithholding certificate, documentation and withholding statement, document, authorisation, waiver or information as the Agent may require to certify or establish the status of a Bank under FATCA or any other information in accordance with paragraph (a) abovelaw or regulation, or any formswithholding certificate, documentation and other withholding statement, document, authorisation, waiver or information provided by a Lender Bank to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender Bank shall indemnify the Facility Agent, within five three (3) Business Days of demand, against any cost, loss, Tax or liability (including including, without limitation, for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph subclause (c) below, each Party party to a Security Document shall, within 10 Business ten Banking Days of a reasonable request by another Partyparty to the Security Documents: (i) confirm to that other Party party whether it is a FATCA Exempt Party or is not a FATCA Exempt Party;; and (ii) supply to that the requesting Party party such forms, documentation and other information relating to its status under FATCA (including its applicable “passthru percentage” or other information required under the regulations of the US Treasury Department or other official guidance including intergovernmental agreements) as that the requesting Party party reasonably requests for the purposes of that such requesting Partyparty’s compliance with FATCA; and (iii) supply to that requesting Party such forms, documentation and other information relating to its status as that requesting Party reasonably requests for the purposes of that requesting Party’s compliance with any other law, regulation or exchange of information regime. (b) If a Party party to any Security Document confirms to another Party party pursuant to paragraph subclause (a)(ia) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party party shall notify that other Party party and the Agent reasonably promptly. (c) Paragraph Subclause (a) above shall not oblige any Finance Party Lender to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, anything which would or might in its reasonable opinion constitute a breach of: (i) of any law or regulation; (ii) , any policy of that Lender, any fiduciary duty; or (iii) duty or any duty of confidentiality, or to disclose any confidential information (including, without limitation, its tax returns and calculations); provided, however, that information required (or equivalent to the information so required) by United States Internal Revenue Service Forms W-8 or W-9 (or any successor forms) shall not be treated as confidential information of such Lender for purposes of this subclause (c). (d) If a Party party to any Security Document fails to confirm whether or not it is a FATCA Exempt Party its status or to supply forms, documentation or other information requested in accordance with paragraph subclause (a)(i) or (a)(iia) above (including, for the avoidance of doubt, where paragraph subclause (c) above applies), then (i) if that party failed to confirm whether it is (and/or remains) a FATCA Exempt Party then such Party party shall be treated for the purposes of the Finance Security Documents (and payments thereunder) as if it is not a FATCA Exempt Party; and (ii) if that party failed to confirm its applicable passthru percentage then such party shall be treated for the purposes of the Security Documents (and payments made thereunder) as if its applicable passthru percentage is 100%, until (in each case) such time as that Party the party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, shall within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party;; and (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or a)(i)or (a)(ii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Borrower is a U.S. Tax Obligor or the Agent reasonably believes that its obligations under FATCA or any other applicable law or regulation require it, each Lender fails shall, within ten Business Days of: (i) where an Original Borrower is a U.S. Tax Obligor and the relevant Lender is an Original Lender, the date of this Agreement; (ii) where a Borrower is a U.S. Tax Obligor on a date on which any other Lender becomes a Party as a Lender, that date; (iii) the date a new U.S. Tax Obligor accedes as a Borrower; or (iv) where a Borrower is not a U.S. Tax Obligor, the date of a request from the Agent, supply to supply the Agent: (A) a withholding certificate on Form W-8, Form W-9 or any formsother relevant form; or (B) any withholding statement or other document, documentation and authorisation or waiver as the Agent may require to certify or establish the status of such Lender under FATCA or that other information in accordance with law or regulation. (f) The Agent shall provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender pursuant to paragraph (ae) aboveabove to the relevant Borrower. (g) If any withholding certificate, withholding statement, document, authorisation or any forms, documentation and other information waiver provided to the Agent by a Lender pursuant to the Facility Agent paragraph (e) above is or becomes materially inaccurate or incomplete, then such that Lender shall indemnify promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Facility Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Agent). The Agent shall provide any such updated withholding certificate, within five Business Days of demandwithholding statement, against document, authorisation or waiver to the relevant Borrower. (h) The Agent may rely on any costwithholding certificate, losswithholding statement, Tax document, authorisation or liability waiver it receives from a Lender pursuant to paragraph (including e) or (g) above without further verification. The Agent shall not be liable for negligence any action taken by it under or any other category of liability whatsoeverin connection with paragraphs (e), (f) incurred by the Facility Agent or (including any related interest and penaltiesg) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompletenessabove.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, shall within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party;; and (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(ii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Borrower is a U.S. Tax Obligor or the Agent reasonably believes that its obligations under FATCA or any other applicable law or regulation require it, each Lender fails shall, within ten Business Days of: (i) where an Original Borrower is a U.S. Tax Obligor and the relevant Lender is an Original Lender, the date of this Agreement; (ii) where a Borrower is a U.S. Tax Obligor on a date on which any other Lender becomes a Party as a Lender, that date; (iii) the date a new U.S. Tax Obligor accedes as a Borrower; or (iv) where a Borrower is not a U.S. Tax Obligor, the date of a request from the Agent, supply to supply the Agent: (A) a withholding certificate on Form W-8, Form W-9 or any formsother relevant form; or (B) any withholding statement or other document, documentation and authorisation or waiver as the Agent may require to certify or establish the status of such Lender under FATCA or that other information in accordance with law or regulation. (f) The Agent shall provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender pursuant to paragraph (ae) aboveabove to the relevant Borrower. (g) If any withholding certificate, withholding statement, document, authorisation or any forms, documentation and other information waiver provided to the Agent by a Lender pursuant to the Facility Agent paragraph (e) above is or becomes materially inaccurate or incomplete, then such that Lender shall indemnify promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Facility Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Agent). The Agent shall provide any such updated withholding certificate, within five Business Days of demandwithholding statement, against document, authorisation or waiver to the relevant Borrower. (h) The Agent may rely on any costwithholding certificate, losswithholding statement, Tax document, authorisation or liability waiver it receives from a Lender pursuant to paragraph (including e) or (g) above without further verification. The Agent shall not be liable for negligence any action taken by it under or any other category of liability whatsoeverin connection with paragraphs (e), (f) incurred by the Facility Agent or (including any related interest and penaltiesg) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompletenessabove.

FATCA Information. (a) Subject to paragraph (c) belowclause 17.12(c), each Party shall, within 10 Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party;; and (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA (including its applicable pass thru percentage or other information required under the Treasury Regulations or other official guidance including intergovernmental agreements) as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting Party such forms, documentation and other information relating to its status as that requesting Party reasonably requests for the purposes of that requesting Party’s compliance with any other law, regulation or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(iclause 17.12(a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (aClause 17.12(a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, anything which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any policy of that Finance Party; (iii) any fiduciary duty; or (iiiiv) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party its status or to supply forms, documentation or other information requested in accordance with paragraph (a)(iclause 17.12(a) or (a)(ii) above (including, for the avoidance of doubt, where paragraph (cclause 17.12(c) above applies), then: (i) if that Party failed to confirm whether it is (and/or remains) a FATCA Exempt Party then such Party shall be treated for the purposes of the Finance Documents as if it is not a FATCA Exempt Party; and (ii) if that Party failed to confirm its applicable passthru percentage then such Party shall be treated for the purposes of the Finance Documents (and payments made thereunder) as if it its applicable passthru percentage is not a FATCA Exempt Party100%, until (in each case) such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (ai) Subject to paragraph (ciii) below, each Party party to a Finance Document shall, within 10 Business Days of a reasonable request by another Partyparty to the Finance Documents: (iA) confirm to that other Party party whether it is a FATCA Exempt Party or is not a FATCA Exempt Party;; and (iiB) supply to that the requesting Party party such forms, documentation and other information relating to its status under FATCA (including its applicable “passthru percentage” or other information required under the US Treasury regulations or other official guidance including intergovernmental agreements) as that the requesting Party party reasonably requests for the purposes of that such requesting Partyparty’s compliance with FATCA; and (iii) supply to that requesting Party such forms, documentation and other information relating to its status as that requesting Party reasonably requests for the purposes of that requesting Party’s compliance with any other law, regulation or exchange of information regime. (bii) If a Party party to any Finance Document confirms to another Party party pursuant to paragraph (a)(iClause 22.6(a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party party shall notify that other Party party reasonably promptly.; (ciii) Paragraph Sub-clause (ai) above shall not oblige any Finance Creditor Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, anything which would or might in its reasonable opinion constitute a breach of: (i) of any law or regulation; (ii) , any policy of that party, any fiduciary duty; or (iii) duty or any duty of confidentiality., or to disclose any confidential information (including, without limitation, its tax returns and calculations); provided, however, that information required (or equivalent to the information so required) by United States Internal Revenue Service Forms W-8 or W-9 (or any successor forms) shall not be treated as confidential information of such party for purposes of this sub-clause (iii); (div) If a Party party to any Finance Document fails to confirm whether or not it is a FATCA Exempt Party its status or to supply forms, documentation or other information requested in accordance with paragraph sub-clause (a)(i) or (a)(iii) above (including, for the avoidance of doubt, where paragraph sub-clause (ciii) above applies), then: (A) if that party failed to confirm whether it is (and/or remains) a FATCA Exempt Party then such Party party shall be treated for the purposes of the Finance Documents as if it is not a FATCA Exempt Party; and (B) if that party failed to confirm its applicable passthru percentage then such party shall be treated for the purposes of the Finance Documents (and payments made thereunder) as if it its applicable passthru percentage is not a FATCA Exempt Party100 per cent., until (in each case) such time as that Party the party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (ai) Subject to paragraph (c) belowSection 3.2(h)(iii), each Party any Lender and any English Borrower shall, within 10 ten (10) Business Days of a reasonable request by another Partysuch a party: (iA) confirm to the party making that other Party request whether it is a FATCA Exempt Party or not a FATCA Exempt Party; (iiB) supply to that requesting Party party such forms, documentation and other information relating to its status under FATCA as that requesting Party other party reasonably requests for the purposes of that requesting Partyother party’s compliance with FATCA; and (iiiC) supply to that requesting Party party such forms, documentation and other information relating to its status as that requesting Party other party reasonably requests for the purposes of that requesting Partyother party’s compliance with any other law, regulation regulation, or exchange of information regime. (bii) If a Party party confirms to another Party party pursuant to paragraph (a)(iSection 3.2(h)(i)(A) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party party shall notify that other Party party reasonably promptly. (ciii) Paragraph (aSection 3.2(h)(i) above shall not oblige any Finance Party Lender to do anything, and paragraph (a)(iiiSection 3.2(h)(i)(C) above shall not oblige any other Party party to do anything, which would or might in its reasonable opinion constitute a breach ofof any: (iA) any law or regulation; (iiB) any fiduciary duty; or (iiiC) any duty of confidentiality. (div) If a Party party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(iSection 3.2(h)(i)(A) or (a)(iiB) above (including, for the avoidance of doubt, where paragraph (cSection 3.2(h)(iii) above applies), then such Party party shall be treated for the purposes of the Finance Loan Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that Party the party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (ai) Subject to paragraph clause (ciii) below, each Party Lender and Dutch Borrower shall, within 10 ten Business Days of a reasonable request by another Partysuch party: (iA) confirm to that other Party party whether it is a FATCA Exempt Party or not a FATCA Exempt Party; (iiB) supply to that requesting Party other party such forms, documentation and other information relating to its status under FATCA as that requesting Party other party reasonably requests for the purposes of that requesting Partyother party’s compliance with FATCA; and (iiiC) supply to that requesting Party other party such forms, documentation and other information relating to its status as that requesting Party other party reasonably requests for the purposes of that requesting Partyother party’s compliance with any other law, regulation regulation, or exchange of information regime. (bii) If a Party party confirms to another Party party pursuant to paragraph clause (a)(ii)(i)(A) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party party shall notify that other Party party reasonably promptly. (ciii) Paragraph Clause (ai) above shall not oblige any Finance Party Lender to do anything, and paragraph clause (a)(iiii)(C) above shall not oblige any other Party party to do anything, which would or might in its reasonable opinion constitute a breach of: (iA) any law or regulation; (iiB) any fiduciary duty; or (iiiC) any duty of confidentiality. (div) If a Party party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph clause (a)(ii)(B) or (a)(iiC) above (including, for the avoidance of doubt, where paragraph clause (cC) above applies), then such Party party shall be treated for the purposes of the Finance Loan Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that Party the party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i) confirm (by providing United States Internal Revenue Service Form W-8BEN-E or any successor form or certificate on which such Party provides its FATCA status and, where applicable, its “global intermediary identification number,” if any) to that other Party whether it is is: (1) a FATCA Exempt Party or Party; or (2) not a FATCA Exempt Party;; and (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA (including its applicable passthru payment percentage or other information required under the US Treasury Regulations or other official guidance including intergovernmental agreements) as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting Party such forms, documentation and other information relating to its status as that requesting Party reasonably requests for the purposes of that requesting Party’s compliance with any other law, regulation or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i7.10(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, anything which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party its status or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iia) above (including, for the avoidance of doubt, where paragraph (c) above applies), then: (i) if that Party failed to confirm whether it is (and/or remains) a FATCA Exempt Party then such Party shall be treated for the purposes of the Finance Documents as if it is not a FATCA Exempt Party; and (ii) if that Party failed to confirm its applicable “passthru payment percentage” then such Party shall be treated for the purposes of the Finance Documents (and payments made thereunder) as if it its applicable “passthru payment percentage” is not a FATCA Exempt Party100%, until (in each case) such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If an Obligor is a Lender fails US Tax Obligor, or where the Agent reasonably believes that its obligations under FATCA require it, each Bank shall, within ten Business Days of: (i) where an Obligor is a US Tax Obligor and the relevant Bank is an Original Bank, the date of this Agreement; (ii) where an Obligor is a US Tax Obligor and the relevant Bank is a Transferee Bank, the date of any relevant Transfer Certificate; or (iii) where the Obligor is not a US Tax Obligor, the date of a request from the Agent, supply to supply the Agent: (iv) a withholding certificate on Form W-8 or Form W-9 (or any forms, documentation successor form) (as applicable); or (v) any withholding statement and other information in accordance with documentation, authorisations and waivers as the Agent may require to certify or establish the status of such Bank under FATCA. The Agent shall provide any withholding certificate, withholding statement, documentation, authorisations and waivers it receives from a Bank pursuant to this paragraph (ae) above, or any forms, documentation and other information provided by a Lender to the Facility Account Party and shall be entitled to rely on any such withholding certificate, withholding statement, documentation, authorisations and waivers provided without further verification. The Agent shall not be liable for any action taken by it under or in connection with this paragraph (e). (f) Each Bank agrees that if any withholding certificate, withholding statement, documentation, authorisations and waivers provided to the Agent pursuant to paragraph (e) above is or becomes materially inaccurate or incomplete, then it shall promptly update such Lender withholding certificate, withholding statement, documentation, authorisations and waivers or promptly notify the Agent in writing of its legal inability to do so. The Agent shall indemnify provide any such updated withholding certificate, withholding statement, documentation, authorisations and waivers to the Facility Agent, within five Business Days of demand, against Account Party. The Agent shall not be liable for any cost, loss, Tax action taken by it under or liability in connection with this paragraph (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompletenessf).

FATCA Information. (a) Subject to paragraph (cclause 15.7(c) below, each Party shall, within 10 ten (10) Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party;, (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting Party other Paty reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph clause (a)(iA) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (aClause 15.7(a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, anything which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party its status or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiclause 15.7(a) above (including, for the avoidance of doubt, where paragraph (cclause 15.7(c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Borrower is a US Tax Obligor, or where the Facility Agent reasonably believes that its obligations under FATCA require it, each Lender fails shall, within ten (10) Business Days of: (i) where a Borrower is a US Tax Obligor and the relevant Lender is an Original Lender, the date of this Agreement; (ii) where a Borrower is a US Tax Obligor and the relevant Lender is a New Lender, the relevant Transfer Date; (iii) the date a new US Tax Obligor accedes as a Borrower; or (iv) where the Borrower is not a US Tax Obligor, the date of a request from the Facility Agent, supply to supply the Facility Agent: (v) a withholding certificate on Form W-8 or Form W-9 (or any forms, documentation successor form) (as applicable); or (vi) any withholding statement and other information in accordance with documentation, authorisations and waivers as the Facility Agent may require to certify or establish the status of such Lender under FATCA. The Facility Agent shall provide any withholding certificate, withholding statement, documentation, authorisations and waivers it receives from a Lender pursuant to this paragraph (ae) aboveto the Borrower and shall be entitled to rely on any such withholding certificate, withholding statement, documentation, authorisations and waivers provided without further verification. The Facility Agent shall not be liable for any action taken by it under or in connection with this paragraph (e). (f) Each Lender agrees that if any formswithholding certificate, documentation withholding statement, documentation, authorisations and other information waivers provided by a Lender to the Facility Agent pursuant to paragraph (e) above is or becomes materially inaccurate or incomplete, then it shall promptly update such Lender shall indemnify the Facility Agentwithholding certificate, within five Business Days of demandwithholding statement, against any costdocumentation, loss, Tax authorisations and waivers or liability (including for negligence or any other category of liability whatsoever) incurred by promptly notify the Facility Agent (including any related interest and penalties) in acting as writing of its legal inability to do so. The Facility Agent shall provide any such updated withholding certificate, withholding statement, documentation, authorisations and waivers to the Borrower. The Facility Agent shall not be liable for any action taken by it under the Finance Documents as a result of such failure, inaccuracy or incompletenessin connection with this paragraph (f).

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten (10) Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iiia)(ii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iia) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each FATCA Relevant Party shall, confirms to each other FATCA Relevant Party whether it is or is not a FATCA Exempt Party on the date hereof and thereafter within 10 ten (10) Business Days of a reasonable request by another PartyFATCA Relevant Party shall: (i) confirm to that other Party party whether it is a FATCA Exempt Party or is not a FATCA Exempt Party;; and (ii) supply to that the requesting Party party (with a copy to all other FATCA Relevant Parties) such formsother form or forms (including IRS Form W-8 or Form W-9 or any successor or substitute form, as applicable) and any other documentation and other information relating to its status under FATCA (including its applicable “passthru percentage” or other information required under FATCA or other official guidance including intergovernmental agreements) as that the requesting Party party reasonably requests for the purposes purpose of that requesting Party’s compliance with FATCA; and (iii) supply determining whether any payment to that requesting Party such forms, documentation and other information relating party may be subject to its status as that requesting Party reasonably requests for the purposes of that requesting Party’s compliance with any other law, regulation or exchange of information regimeFACTA Deduction. (b) If a FATCA Relevant Party confirms to another any other FATCA Relevant Party pursuant that it is a FATCA Exempt Party or provides an IRS Form W-8 or W-9 to paragraph (a)(i) above showing that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party party shall so notify that all other Party FATCA Relevant Parties reasonably promptly. (c) Paragraph (a) above Nothing in this Clause 23.9 shall not oblige obligate any Finance FATCA Relevant Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, anything which would or might or, in its reasonable opinion opinion, might constitute a breach of: (i) of any law or regulation; (ii) , any policy of that party, any fiduciary duty; or (iii) duty or any duty of confidentiality, or to disclose any confidential information (including, without limitation, its tax returns and calculations); provided that nothing in this paragraph shall excuse any FATCA Relevant Party from providing a true complete and correct IRS Form W-8 or W-9 (or any successor or substitute form where applicable). Any information provided on such IRS Form W-8 or W-9 (or any successor or substitute forms) shall not be treated as confidential information of such party for purposes of this paragraph. (d) If a FATCA Relevant Party fails to confirm whether or not it is a FATCA Exempt Party its status or to supply forms, documentation or other information requested in accordance with paragraph the provisions of this agreement or the provided information is insufficient under FATCA, then: (a)(ii) or such party shall be treated as if it were a FATCA Non-Exempt Party; and (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), if that party failed to confirm its applicable passthru percentage then such Party party shall be treated for the purposes of the Finance Documents (and payments made thereunder) as if it its applicable passthru percentage is not a FATCA Exempt Party100%, until (in each case) such time as that Party the party in question provides the requested sufficient confirmation, forms, documentation or other informationinformation to establish the relevant facts. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten (10) Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Interim Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph paragraphs (a)(i) or (a)(ii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Interim Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten (10) Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party;; and (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, anything which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality.. 84 Project Meria: Senior Facilties Agreement (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(ii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each FATCA Relevant Party shall, confirms to each other FATCA Relevant Party whether it is or is not a FATCA Exempt Party on the date hereof and thereafter within 10 ten (10) Business Days of a reasonable request by another PartyFATCA Relevant Party shall: (i) confirm to that other Party party whether it is a FATCA Exempt Party or is not a FATCA Exempt Party;; and (ii) supply to that the requesting Party party (with a copy to all other FATCA Relevant Parties) such formsother form or forms (including IRS Form W-8 or Form W-9 or any successor or substitute form, as applicable) and any other documentation and other information relating to its status under FATCA (including its applicable “passthru percentage” or other information required under FATCA or other official guidance including intergovernmental agreements) as that the requesting Party party reasonably requests for the purposes purpose of that requesting Party’s compliance with FATCA; and (iii) supply determining whether any payment to that requesting Party such forms, documentation and other information relating party may be subject to its status as that requesting Party reasonably requests for the purposes of that requesting Party’s compliance with any other law, regulation or exchange of information regimeFACTA Deduction. (b) If a FATCA Relevant Party confirms to another any other FATCA Relevant Party pursuant that it is a FATCA Exempt Party or provides an IRS Form W-8 or W-9 to paragraph (a)(i) above showing that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party party shall so notify that all other Party FATCA Relevant Parties reasonably promptly. (c) Paragraph (a) above Nothing in this Clause 23.9 shall not oblige obligate any Finance FATCA Relevant Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, anything which would or might or, in its reasonable opinion opinion, might constitute a breach of: (i) of any law or regulation; (ii) , any policy of that party, any fiduciary duty; or (iii) duty or any duty of confidentiality, or to disclose any confidential information (including, without limitation, its tax returns and calculations); provided that nothing in this paragraph shall excuse any FATCA Relevant Party from providing a true complete and correct IRS Form W-8 or W-9 (or any successor or substitute form where applicable). Any information provided on such IRS Form W-8 or W-9 (or any successor or substitute forms) shall not be treated as confidential information of such party for purposes of this paragraph. (d) If a FATCA Relevant Party fails to confirm whether or not it is a FATCA Exempt Party its status or to supply forms, documentation or other information requested in accordance with paragraph the provisions of this agreement or the provided information is insufficient under FATCA, then: (a)(ia) or such party shall be treated as if it were a FATCA Non-Exempt Party; and (a)(iib) above (including, for the avoidance of doubt, where paragraph (c) above applies), if that party failed to confirm its applicable passthru percentage then such Party party shall be treated for the purposes of the Finance Documents (and payments made thereunder) as if it its applicable passthru percentage is not a FATCA Exempt Party100%, until (in each case) such time as that Party the party in question provides the requested sufficient confirmation, forms, documentation or other informationinformation to establish the relevant facts. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party the Lender to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(ii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party as soon as reasonably promptlypracticable. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If the Borrower is a US Tax Obligor or a Finance Party reasonably believes that its obligations under FATCA or any other applicable law or regulation require it, each Lender shall, within ten Business Days of: (i) where the Borrower is a US Tax Obligor and the relevant Lender is an Original Lender, the date of this Agreement; (ii) where the Borrower is a US Tax Obligor on a Transfer Date and the relevant Lender is a New Lender, the relevant Transfer Date; (iii) the date a new US Tax Obligor accedes as the Borrower; or (iv) where the Borrower is not a US Tax Obligor, the date of a request from the Facility Agent, supply to the Facility Agent: (A) a withholding certificate on Form W-8, Form W-9 or any other relevant form; or (B) any withholding statement or other document, authorisation or waiver as the Facility Agent may require to certify or establish the status of such Lender under FATCA or that other law or regulation. (f) The Facility Agent shall provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender pursuant to paragraph (e) above to the relevant Borrower. (g) If any withholding certificate, withholding statement, document, authorisation or waiver provided to Facility Agent by a Lender is or becomes materially inaccurate or incomplete, the relevant Lender shall promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Facility Agent unless it is unlawful for the relevant Lender to do so (in which case the Lender shall promptly notify the Facility Agent). The Facility Agent shall provide any such updated withholding certificate, withholding statement, document, authorisation or waiver to the relevant Borrower. (h) The Facility Agent may rely on any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender pursuant to paragraph (e) or (g) above without further verification. The Facility Agent shall not be liable for any action taken by it under or in connection with paragraph (e), (f) or (g) above. (i) If a Lender fails to supply any formswithholding certificate, documentation and other withholding statement, document, authorisation, waiver or information in accordance with paragraph (ae) above, or any formswithholding certificate, documentation and other withholding statement, document, authorisation, waiver or information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five three Business Days of demand, against any cost, loss, Tax or liability (including including, without limitation, for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party;; and (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten (10) Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party;; and (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA (including other information required under the US Treasury Regulations or other official guidance including intergovernmental agreements) as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting Party such forms, documentation and other information relating to its status as that requesting Party reasonably requests for the purposes of that requesting Party’s compliance with any other law, regulation or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(iClause 13.7(a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, anything which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party its status or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iia) above (including, for the avoidance of doubt, where paragraph (c) above applies), then if that Party failed to confirm whether it is (and/or remains) a FATCA Exempt Party such Party shall be treated for the purposes of the Finance Documents (and payments thereunder) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If the Borrower is a US Tax Obligor, or where the BPIFAE Agent reasonably believes that its obligations under FATCA require it, each Lender shall, within ten Business Days of: (i) where the Borrower is a US Tax Obligor and the relevant Lender is an Original Lender, the date of this Agreement; (ii) where the Borrower is a US Tax Obligor and the relevant Lender is a New Lender, the relevant Transfer Date; or (iii) where the Borrower is not a US Tax Obligor, the date of a request from the BPIFAE Agent, supply to the BPIFAE Agent: (A) a withholding certificate on Form W-8 or Form W-9 (or any successor form) (as applicable); or (B) any withholding statement and other documentation, authorisations and waivers as the BPIFAE Agent may require to certify or establish the status of such Lender under FATCA. The BPIFAE Agent shall provide any withholding certificate, withholding statement, documentation, authorisations and waivers it receives from a Lender fails pursuant to supply any forms, documentation and other information in accordance with this paragraph (ae) above, or any forms, documentation and other information provided by a Lender to the Facility Borrower and shall be entitled to rely on any such withholding certificate, withholding statement, documentation, authorisations and waivers provided without further verification. The BPIFAE Agent shall not be liable for any action taken by it under or in connection with this paragraph (e). (f) Each Lender agrees that if any withholding certificate, withholding statement, documentation, authorisations and waivers provided to the BPIFAE Agent pursuant to paragraph (e) above is or becomes materially inaccurate or incomplete, then it shall promptly update such Lender withholding certificate, withholding statement, documentation, authorisations and waivers or promptly notify the BPIFAE Agent in writing of its legal inability to do so. The BPIFAE Agent shall indemnify provide any such updated withholding certificate, withholding statement, documentation, authorisations and waivers to the Facility Agent, within five Business Days of demand, against Borrower. The BPIFAE Agent shall not be liable for any cost, loss, Tax action taken by it under or liability in connection with this paragraph (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompletenessf).

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality.. ​ (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above a)(iii)above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(ii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunder) as if it is not a FATCA Exempt Party, until such time as that Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.or

FATCA Information. (ai) Subject to paragraph (ciii) below, each Party party to a Finance Document shall, within 10 Business Days of a reasonable request by another Partyparty to the Finance Documents: (iA) confirm to that other Party party whether it is a FATCA Exempt Party or is not a FATCA Exempt Party;; and (iiB) supply to that the requesting Party party such forms, documentation and other information relating to its status under FATCA (including its applicable “passthru percentage” or other information required under the US Treasury regulations or other official guidance including intergovernmental agreements) as that the requesting Party party reasonably requests for the purposes of that such requesting Partyparty’s compliance with FATCA; and (iii) supply to that requesting Party such forms, documentation and other information relating to its status as that requesting Party reasonably requests for the purposes of that requesting Party’s compliance with any other law, regulation or exchange of information regime. (bii) If a Party party to any Finance Document confirms to another Party party pursuant to paragraph (a)(iClause 22.6(a)(i22.8(a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party party shall notify that other Party party reasonably promptly.; (ciii) Paragraph Sub-clause (ai) above shall not oblige any Finance Creditor Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, anything which would or might in its reasonable opinion constitute a breach of: (i) of any law or regulation; (ii) , any policy of that party, any fiduciary duty; or (iii) duty or any duty of confidentiality., or to disclose any confidential information (including, without limitation, its tax returns and calculations); provided, however, that information required (or equivalent to the information so required) by United States Internal Revenue Service Forms W-8 or W-9 (or any successor forms) shall not be treated as confidential information of such party for purposes of this sub-clause (iii); (div) If a Party party to any Finance Document fails to confirm whether or not it is a FATCA Exempt Party its status or to supply forms, documentation or other information requested in accordance with paragraph sub-clause (a)(i) or (a)(iii) above (including, for the avoidance of doubt, where paragraph sub-clause (ciii) above applies), then: (A) if that party failed to confirm whether it is (and/or remains) a FATCA Exempt Party then such Party party shall be treated for the purposes of the Finance Documents as if it is not a FATCA Exempt Party; and (B) if that party failed to confirm its applicable passthru percentage then such party shall be treated for the purposes of the Finance Documents (and payments made thereunder) as if it its applicable passthru percentage is not a FATCA Exempt Party100 per cent., until (in each case) such time as that Party the party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten (10) Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph paragraphs (a)(i) or (a)(ii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If the Borrower is a US Tax Obligor or the Agent reasonably believes that its obligations under FATCA or any other applicable law or regulation require it, each Lender shall, within ten Business Days of the date of a request from the Agent, supply to the Agent: (A) a withholding certificate on Form W-8, Form W-9 or any other relevant form; or (B) any withholding statement or other document, authorisation or waiver as the Agent may require to certify or establish the status of such Lender under FATCA or that other law or regulation. (f) The Agent shall provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender fails pursuant to supply any forms, documentation and other information in accordance with paragraph (ae) aboveabove to the Borrower. (g) If any withholding certificate, withholding statement, document, authorisation or any forms, documentation and other information waiver provided to the Agent by a Lender pursuant to the Facility Agent paragraph (e) above is or becomes materially inaccurate or incomplete, then such that Lender shall indemnify promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Facility Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Agent). The Agent shall provide any such updated withholding certificate, within five Business Days of demandwithholding statement, against document, authorisation or waiver to the Borrower. (h) The Agent may rely on any costwithholding certificate, losswithholding statement, Tax document, authorisation or liability waiver it receives from a Lender pursuant to paragraphs (including e) or (g) above without further verification. The Agent shall not be liable for negligence any action taken by it under or any other category of liability whatsoeverin connection with paragraphs (e), (f) incurred by the Facility Agent or (including any related interest and penaltiesg) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompletenessabove.

FATCA Information. (a) Subject to paragraph (c) below, each Party shallmust, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of to enable that requesting Party’s compliance other Party to comply with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be be, a FATCA Exempt Party, that Party shall must notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iia) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten (10) Business Days of a reasonable request by another Party: (i) confirm to that other Party party whether it is a FATCA Exempt Party or is not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another any other Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Creditor Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Borrower is a US Tax Obligor or the Agent reasonably believes that its obligations under FATCA or any other applicable law or regulation require it, each Lender fails shall, within ten Business Days of: (i) where the Borrower is a US Tax Obligor and the relevant Lender is a Lender as of the Effective Date, the Effective Date; (ii) where the Borrower is a US Tax Obligor on the date of transfer of a Loan and the relevant Lender is a Transferee Lender, the relevant transfer date; or (iii) the date of a request from the Agent, supply to supply the Agent: (A) a withholding certificate on Form W-8, Form W-9 or any formsother relevant form; or (B) any withholding statement or other document, documentation and authorisation or waiver as the Agent may require to certify or establish the status of such Lender under FATCA or that other information in accordance with paragraph law or regulation. (a) aboveThe Agent shall provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender pursuant to paragraph (e) above to the Borrowers. (b) If any formswithholding certificate, documentation and other information withholding statement, document, authorisation or waiver provided to the Agent by a Lender pursuant to the Facility Agent paragraph (e) above is or becomes materially inaccurate or incomplete, then such that Lender shall indemnify promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Facility Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Agent). The Agent shall provide any such updated withholding certificate, within five Business Days of demandwithholding statement, against document, authorisation or waiver to the Borrowers. (c) The Agent may rely on any costwithholding certificate, losswithholding statement, Tax document, authorisation or liability waiver it receives from a Lender pursuant to paragraph (including e) or (g) above without further verification. The Agent shall not be liable for negligence any action taken by it under or any other category of liability whatsoeverin connection with paragraph (e), (f) incurred by the Facility Agent or (including any related interest and penaltiesg) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompletenessabove.

FATCA Information. (aA) Subject to paragraph (cClause 18.8(C) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i1) confirm to that other Party whether it is is: (a) a FATCA Exempt Party or Party; or (b) not a FATCA Exempt Party; (ii2) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii3) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (bB) If a Party confirms to another Party pursuant to paragraph (a)(iClause 18.8(A)(1) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (cC) Paragraph (aClause 18.8(A) above shall not oblige any Finance Party to do anything, and paragraph (a)(iiiClause 18.8(A)(3) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i1) any law or regulation; (ii2) any fiduciary duty; or (iii3) any duty of confidentiality. (dD) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(iA)(1) or (a)(iiA)(2) above (including, for the avoidance of doubt, where paragraph (cC) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (eE) If a Borrower is a US Tax Obligor or the Agent reasonably believes that its obligations under FATCA or any other applicable law or regulation require it, each Lender fails shall, within ten Business Days of: (1) where an Original Borrower is a US Tax Obligor and the relevant Lender is an Original Lender, the date of this Agreement; (2) where a Borrower is a US Tax Obligor on a date on which any other Lender becomes a Party as a Lender, that date; (3) the date a new US Tax Obligor accedes as a Borrower; or (4) where a Borrower is not a US Tax Obligor, the date of a request from the Agent, supply to supply any forms, documentation and other information in accordance with paragraph the Agent: (a) abovea withholding certificate on Form W-8, Form W-9 or any formsother relevant form; or (b) any withholding statement or other document, documentation and authorisation or waiver as the Agent may require to certify or establish the status of such Lender under FATCA or that other information law or regulation. (F) The Agent shall provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender pursuant to paragraph (E) above to the relevant Borrower. (G) If any withholding certificate, withholding statement, document, authorisation or waiver provided to the Agent by a Lender pursuant to the Facility Agent paragraph (E) above is or becomes materially inaccurate or incomplete, then such that Lender shall indemnify promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Facility Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Agent). The Agent shall provide any such updated withholding certificate, within five Business Days of demandwithholding statement, against document, authorisation or waiver to the relevant Borrower. (H) The Agent may rely on any costwithholding certificate, losswithholding statement, Tax document, authorisation or liability waiver it receives from a Lender pursuant to paragraph (including E) or (G) above without further verification. The Agent shall not be liable for negligence any action taken by it under or any other category of liability whatsoeverin connection with paragraph (E), (F) incurred by the Facility Agent or (including any related interest and penaltiesG) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompletenessabove.

FATCA Information. Notwithstanding Section 2.15(e) or any other provision of this Agreement to the contrary: (ai) Subject to paragraph (ciii) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (iA) confirm to that other Party whether it is is: 1066931.03C-CHISR01A - MSW (1) a FATCA Exempt Party or Party; or (2) not a FATCA Exempt Party; (iiB) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and; (iiiC) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (bii) If a Party confirms to another Party pursuant to paragraph (a)(ii)(A) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (ciii) Paragraph (ai) above shall not oblige any Finance Party Lender or the Administrative Agent to do anything, and paragraph (a)(iiii)(C) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (iA) any law or regulation; (iiB) any fiduciary duty; or (iiiC) any duty of confidentiality. (div) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(ii)(A) or (a)(iiB) above (including, for the avoidance of doubt, where paragraph (ciii) above applies), then such Party shall be treated for the purposes of the Finance Loan Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (ev) If the Borrower is a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, U.S. Tax Obligor or any forms, documentation and other information provided by a Lender to the Facility Administrative Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence reasonably believes that its obligations under FATCA or any other category applicable law or regulation require it, each Lender shall, within ten Business Days of: (A) where the Borrower is a U.S. Tax Obligor and the relevant Lender is a Lender on the date of liability whatsoeverthis Agreement, the date of this Agreement; (B) incurred by where the Facility Agent Borrower is a U.S. Tax Obligor on a date on which a Lender becomes a Lender under this Agreement and the relevant Lender was not a Lender on the date of this Agreement, the relevant date on which such Lender becomes a Lender under this Agreement; (including any related interest and penaltiesC) in acting the date a new U.S. Tax Obligor accedes as Facility Agent under the Finance Documents as Borrower; or (D) where the Borrower is not a result U.S. Tax Obligor, the date of such failure, inaccuracy or incompleteness.a request from the Administrative Agent,

FATCA Information. (ai) Subject to paragraph (ciii) below, each Party party shall, within 10 ten Business Days of a reasonable request by another Party: party: (ix) confirm to that other Party party whether it is is: (A) a FATCA Exempt Party Party; or (B) not a FATCA Exempt Party; ; (iiy) supply to that requesting Party other party such forms, documentation and other information relating to its status under FATCA as that requesting Party other party reasonably requests for the purposes of that requesting Partyother party’s compliance with FATCA; and and (iiiz) supply to that requesting Party other party such forms, documentation and other information relating to its status as that requesting Party other party reasonably requests for the purposes of that requesting Partyother party’s compliance with any other law, regulation regulation, or exchange ex-change of information regime. (bii) If a Party party confirms to another Party party pursuant to paragraph (a)(ii)(x) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party party shall notify that other Party party reasonably promptly. (ciii) Paragraph (ai) above shall not oblige any Finance Lender Party to do anything, and paragraph (a)(iiii)(z) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: : (ix) any law or regulation; ; (iiy) any fiduciary duty; or or (iiiz) any duty of confidentiality. (div) If a Party party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(ii)(x) or (a)(iii)(y) above (including, for the avoidance of doubt, where paragraph (ciii) above applies), then such Party party shall be treated for the purposes of the Finance Documents (and payments thereunderaccordingly) as if it is not a FATCA Exempt Party, Party until such time as that Party the party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph subparagraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(ii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If the Company is a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, US Tax Obligor or any forms, documentation and other information provided by a Lender to the Facility Agent reasonably believes that its obligations under FATCA or any other applicable law or regulation require it, each Lender shall, within ten Business Days of: (i) where the Company is or a US Tax Obligor and the relevant Lender is an Original Lender, the date of this Agreement; (ii) where the Company is a US Tax Obligor on a date on which any other Lender becomes materially inaccurate or incompletea Party as a Lender, then such Lender shall indemnify that date; (iii) the date a new US Tax Obligor accedes as the Company; or (iv) where the Company is not a US Tax Obligor, the date of a request from the Facility Agent, within five Business Days of demandsupply to the Facility Agent: 0132948-0000070 HKO1: 2008407391.17 (A) a withholding certificate on Form W-8, against any cost, loss, Tax or liability (including for negligence Form W-9 or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.relevant form; or

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten (10) Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each FATCA Relevant Party shallconfirms to each other FATCA Relevant Party that it is a FATCA Exempt Party on the date hereof (or in the case of a Transferee Lender, on the date of its applicable Transfer Certificate), and thereafter within 10 ten (10) Business Days of a reasonable request by another PartyFATCA Relevant Party shall: (i) confirm to that other Party party whether it is a FATCA Exempt Party or is not a FATCA Exempt Party;; and (ii) supply to that the requesting Party party (with a copy to all other FATCA Relevant Parties) such formsother form or forms (including IRS Form W-8 (including, without limitation, a W-8BEN-E) or Form W-9 or any successor or substitute form, as applicable) and any other documentation and other information relating to its status under FATCA (including its applicable “passthru percentage” or other information required under FATCA or other official guidance including intergovernmental agreements) as that the requesting Party party reasonably requests for the purposes purpose of that requesting Party’s compliance with FATCA; and (iii) supply determining whether any payment to that requesting Party such forms, documentation and other information relating party is subject to its status as that requesting Party reasonably requests for the purposes of that requesting Party’s compliance with any other law, regulation or exchange of information regimeFATCA Deduction. (b) If a FATCA Relevant Party confirms to another any other FATCA Relevant Party pursuant that it is a FATCA Exempt Party or provides an applicable IRS Form W-8 (including, without limitation, a W-8BEN-E) or W-9 to paragraph (a)(i) above showing that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party party shall so notify that such other FATCA Relevant Party reasonably promptly. (c) Paragraph (a) above Nothing in this Clause 23.9 shall not oblige obligate any Finance FATCA Relevant Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, anything which would or might or, in its reasonable opinion opinion, might constitute a breach of: (i) of any law or regulation; (ii) , any policy of that party, any fiduciary duty; or (iii) duty or any duty of confidentiality, or to disclose any confidential information (including, without limitation, its tax returns and calculations); provided that nothing in this paragraph shall excuse any FATCA Relevant Party from providing a true complete and correct applicable IRS Form W-8 (including, without limitation, a W-8BEN-E) or W-9 (or any successor or substitute form where applicable). Any information provided on such aforementioned IRS Form W-8 or W-9 (or any successor or substitute form where applicable) shall not be treated as confidential information of such party for purposes of this paragraph. (d) If a FATCA Relevant Party fails to confirm whether or not it is a FATCA Exempt Party its status or to supply forms, documentation or other information requested in accordance with paragraph the provisions of this Agreement or the provided information is insufficient under FATCA, then: (a)(ii) or such party shall be treated as if it were a FATCA Non-Exempt Party; and (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), if that party failed to confirm its applicable passthru percentage then such Party party shall be treated for the purposes of the Finance Documents (and payments made thereunder) as if it its applicable passthru percentage is not a FATCA Exempt Party100%, until (in each case) such time as that Party the party in question provides the requested sufficient confirmation, forms, documentation or other informationinformation to establish the relevant facts. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) 14.8.1 Subject to paragraph (c) Clause 14.8.3 below, each Party shall, within 10 ten (10) Business Days of a reasonable request by another Party: (ia) confirm to that other Party whether it is is: (i) a FATCA Exempt Party or Party; or (ii) not a FATCA Exempt Party; (iib) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and (iiic) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime. (b) 14.8.2 If a Party confirms to another Party pursuant to paragraph (a)(iClause 14.8.1(a) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) 14.8.3 Clause 14.8.1 above shall not oblige any Finance Party to do anything, and paragraph (a)(iiiClause 14.8.1(c) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (ia) any law or regulation; (iib) any fiduciary duty; or (iiic) any duty of confidentiality, or would or might otherwise, in the reasonable opinion of such Finance Party, materially prejudice its commercial or legal affairs. (d) 14.8.4 If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(iClause 14.8.1(a) or (a)(ii14.8.1(b) above (including, for the avoidance of doubt, where paragraph (c) ▇▇▇▇▇▇ 14.8.3 above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. 14.8.5 Each Lender shall, within ten (e10) If Business Days of: (i) in respect of each Original Lender, the date of this Agreement; (ii) the date on which any other Lender becomes a Party as a Lender; or (iii) the date of a request from the Agent, supply to the Agent: (A) a withholding certificate on Form W-8, Form W-9 or any other relevant form; or (B) any withholding statement or other document, authorisation or waiver as the Agent may require to certify or establish the status of such Lender under FATCA or that other law or regulation. 14.8.6 The Agent shall provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender fails pursuant to supply clause 14.8.5 above to the Borrowers. 14.8.7 If any formswithholding certificate, documentation and other information in accordance with paragraph (a) abovewithholding statement, document, authorisation or any forms, documentation and other information waiver provided to the Agent by a Lender pursuant to the Facility Agent clause 14.8.5 above is or becomes materially inaccurate or incomplete, then such that Lender shall indemnify promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Facility Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Agent). The Agent shall provide any such updated withholding certificate, within five Business Days of demandwithholding statement, against document, authorisation or waiver to the Borrowers. 14.8.8 The Agent may rely on any costwithholding certificate, losswithholding statement, Tax document, authorisation or liability (including waiver it receives from a Lender pursuant to clause 14.8.5 or clause 14.8.7 above without further verification. The Agent shall not be liable for negligence any action taken by it under or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failureconnection with clauses 14.8.5, inaccuracy 14.8.6 or incompleteness14.8.7 above.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(ii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If the Borrower is a US Tax Obligor or the Agent reasonably believes that its obligations under FATCA or any other applicable law or regulation require it, each Lender shall, within 10 Business Days of: (i) where the Borrower is a US Tax Obligor and the relevant Lender is an Original Lender, the date of this Agreement; (ii) where the Borrower is a US Tax Obligor on a date on which any other Lender becomes a Party as a Lender, that date; or (iii) where the Borrower is not a US Tax Obligor, the date of a request from the Agent, supply to the Agent: (A) a withholding certificate on Form W-8, Form W-9 or any other relevant form; or (B) any withholding statement or other document, authorisation or waiver as the Agent may require to certify or establish the status of such Lender under FATCA or that other law or regulation. (f) The Agent shall provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender fails pursuant to supply any forms, documentation and other information in accordance with paragraph (ae) aboveabove to the Borrower. (g) If any withholding certificate, withholding statement, document, authorisation or any forms, documentation and other information waiver provided to the Agent by a Lender pursuant to the Facility Agent paragraph (e) above is or becomes materially inaccurate or incomplete, then such that Lender shall indemnify promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Facility Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Agent). The Agent shall provide any such updated withholding certificate, within five Business Days of demandwithholding statement, against document, authorisation or waiver to the Borrower. (h) The Agent may rely on any costwithholding certificate, losswithholding statement, Tax document, authorisation or liability waiver it receives from a Lender pursuant to paragraph (including e) or (g) above without further verification. The Agent shall not be liable for negligence any action taken by it under or any other category of liability whatsoeverin connection with paragraph (e), (f) incurred by the Facility Agent or (including any related interest and penaltiesg) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompletenessabove.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten (10) Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party;; and (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA (including its applicable "passthru payment percentage" or other information required under the US Treasury Regulations or other official guidance including intergovernmental agreements) as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and. (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to sub-paragraph (a)(ia) (i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anythinganything , and paragraph (a)(iiia) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. . (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iia) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereundermade under them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten (10) Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party;; and (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA (including its applicable “passthru payment percentage” or other information required under the US Treasury Regulations or other official guidance including intergovernmental agreements) as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and. (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to sub-paragraph (a)(ia) (i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anythinganything , and paragraph (a)(iiia) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iia) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereundermade under them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) belowClause 10.7(c), each Party shall, within 10 ten (10) Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(iClause 10.7(a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (aClause 10.7(a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iiiClause 10.7(a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(iClause 10.7(a)(i) or (a)(iiClause 10.7(a)(ii) above (including, for the avoidance of doubt, where paragraph (cClause 10.7(c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes purpose of that requesting other Party’s 's compliance with FATCA; and; (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(ia) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If the Company is a U.S. Tax Obligor, or the Facility Agent reasonably believes that its obligations under FATCA or any other applicable law or regulation require it, each Lender shall, within 10 Business Days of: (i) where the Company is a U.S. Tax Obligor and the relevant Lender is an Original Lender, the date of the 2025 Amendment and Restatement Agreement; (ii) where the Company is a U.S. Tax Obligor on a date on which any other Lender becomes a Party as a Lender, that date; and (iii) where the Company is not a U.S. Tax Obligor, the date of a request from the Facility Agent, supply to the Facility Agent: (A) a withholding certificate on Form W-8, Form W-9 or any other relevant form; or (B) any withholding statement or other document, authorisation or waiver as the Facility Agent may require to certify or establish the status of such Lender under FATCA or that other law or regulation. (f) The Facility Agent shall provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender fails pursuant to supply any forms, documentation and other information in accordance with paragraph (ae) aboveabove to the Company. (g) If any withholding certificate, withholding statement, document, authorisation or any forms, documentation and other information waiver provided by a Lender to the Facility Agent by a Lender pursuant to paragraph (e) above is or becomes materially inaccurate or incomplete, then such that Lender shall indemnify promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Facility Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the ). The Facility Agent shall provide any such updated withholding certificate, withholding statement, document, authorisation or waiver to the Company. (including any related interest and penaltiesh) in acting as The Facility Agent may rely on any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender pursuant to paragraph (e) or (g) above without further verification. The Facility Agent shall not be liable for any action taken by it under the Finance Documents as a result of such failureor in connection with paragraph (e), inaccuracy (f) or incompleteness(g) above.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, shall within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party;; and (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or a)(i)or (a)(ii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Borrower is a U.S. Tax Obligor or the Agent reasonably believes that its obligations under FATCA or any other applicable law or regulation require it, each Lender fails shall, within ten Business Days of: (i) where an Original Borrower is a U.S. Tax Obligor and the relevant Lender is an Original Lender, the date of this Agreement; (ii) where a Borrower is a U.S. Tax Obligor on a date on which any other Lender becomes a Party as a Lender, that date; (iii) the date a new U.S. Tax Obligor accedes as a Borrower; or (iv) where a Borrower is not a U.S. Tax Obligor, the date of a request from the Agent, supply to supply the Agent: (A) a withholding certificate on Form W-8, Form W-9 or any formsother relevant form; or (B) any withholding statement or other document, documentation and authorisation or waiver as the Agent may require to certify or establish the status of such Lender under FATCA or that other information in accordance with law or regulation. (f) The Agent shall provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender pursuant to paragraph (ae) aboveabove to the relevant Borrower. (g) If any withholding certificate, withholding statement, document, authorisation or any forms, documentation and other information waiver provided to the Agent by a Lender pursuant to the Facility Agent paragraph (e) above is or becomes materially inaccurate or incomplete, then such that Lender shall indemnify promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Facility Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Agent). The Agent shall provide any such updated withholding certificate, within five Business Days of demandwithholding statement, against document, authorisation or waiver to the relevant Borrower. (h) The Agent may rely on any costwithholding certificate, losswithholding statement, Tax document, authorisation or liability waiver it receives from a Lender pursuant to paragraph (including e) or (g) above without further verification. The Agent shall not be liable for negligence any action taken by it under or any other category of liability whatsoeverin connection with paragraphs (e), (f) incurred by the Facility Agent or (including any related interest and penaltiesg) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompletenessabove.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(ii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.. LRXM/076001.00588/92345437.6Page 53

FATCA Information. Notwithstanding Section 2.15(e) or any other provision of this Agreement to the contrary: (ai) Subject to paragraph (ciii) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (iA) confirm to that other Party whether it is is: 1160381.015-CHISR02A - MSW (1) a FATCA Exempt Party or Party; or (2) not a FATCA Exempt Party; (iiB) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and; (iiiC) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (bii) If a Party confirms to another Party pursuant to paragraph (a)(ii)(A) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (ciii) Paragraph (ai) above shall not oblige any Finance Party Lender or any Agent to do anything, and paragraph (a)(iiii)(C) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (iA) any law or regulation; (iiB) any fiduciary duty; or (iiiC) any duty of confidentiality. (div) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(ii)(A) or (a)(iiB) above (including, for the avoidance of doubt, where paragraph (ciii) above applies), then such Party shall be treated for the purposes of the Finance Loan Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (ev) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, Co-Borrower is a U.S. Tax Obligor or any forms, documentation and other information provided by a Lender to the Facility Administrative Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence reasonably believes that its obligations under FATCA or any other category applicable law or regulation require it, each Lender shall, within ten Business Days of: (A) where the Co-Borrower is a U.S. Tax Obligor and the relevant Lender is a Lender on the date of liability whatsoeverthis Agreement, the date of this Agreement; (B) incurred by where a Co-Borrower is a U.S. Tax Obligor on a date on which a Lender becomes a Lender under this Agreement and the Facility Agent relevant Lender was not a Lender on the date of this Agreement, the relevant date on which such Lender becomes a Lender under this Agreement; 1160381.015-CHISR02A - MSW (including any related interest and penaltiesC) in acting as Facility Agent under the Finance Documents date a new U.S. Tax Obligor accedes as a result of such failure, inaccuracy or incompleteness.Co-Borrower; or

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, anything which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If the Company is a US Tax Obligor or the Facility Agent reasonably believes that its obligations under FATCA or any other applicable law or regulation require it, each Lender shall, within ten Business Days of: (i) where the Company is a US Tax Obligor and the relevant Lender is an Original Lender, the date of this Agreement; (ii) where the Company is a US Tax Obligor on a Transfer Date and the relevant Lender is a New Lender, the relevant Transfer Date; or (iii) where the Company is not a US Tax Obligor, the date of a request from the Facility Agent, supply to the Facility Agent: (A) a withholding certificate on Form W-8, Form W-9 or any other relevant form; or (B) any withholding statement or other document, authorisation or waiver as the Facility Agent may require to certify or establish the status of such Lender under FATCA or that other law or regulation. (f) The Facility Agent shall provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender fails pursuant to supply any forms, documentation and other information in accordance with paragraph (ae) aboveabove to the Company. (g) If any withholding certificate, withholding statement, document, authorisation or any forms, documentation and other information waiver provided by a Lender to the Facility Agent by a Lender pursuant to paragraph (e) above is or becomes materially inaccurate or incomplete, then such that Lender shall indemnify promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Facility Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the ). The Facility Agent shall provide any such updated withholding certificate, withholding statement, document, authorisation or waiver to the Company. (including any related interest and penaltiesh) in acting as The Facility Agent may rely on any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender pursuant to paragraph (e) or (g) above without further verification. The Facility Agent shall not be liable for any action taken by it under the Finance Documents as a result of such failureor in connection with paragraph (e), inaccuracy (f) or incompleteness(g) above.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If Each Original Lender and each New Lender under Clause 25 (Changes to the Lenders) shall: (i) on the date of this Agreement (with regards to each Original Lender only); (ii) on the relevant Transfer Date (with regard to the relevant New Lender only); or (iii) on the date of a request from the Agent, supply to the Agent: (A) a withholding certificate on Form W-8, Form W-9 or any other relevant form certifying its status as a FATCA Exempt Party; or (B) any withholding statement or other document, authorisation or waiver as the Agent may require to certify or establish its status as a FATCA Exempt Party. (f) The Agent shall provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender fails pursuant to supply any forms, documentation and other information in accordance with paragraph (ae) aboveabove to the Company. (g) If any withholding certificate, withholding statement, document, authorisation or any forms, documentation and other information waiver provided to the Agent by a Lender pursuant to the Facility Agent paragraph (e) above is or becomes materially inaccurate or incomplete, then such that Lender shall indemnify promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Facility Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Agent). The Agent shall provide any such updated withholding certificate, within five Business Days of demandwithholding statement, against document, authorisation or waiver to the Company. (h) The Agent may rely on any costwithholding certificate, losswithholding statement, Tax document, authorisation or liability waiver it receives from a Lender pursuant to paragraph (including e) or (g) above without further verification. The Agent shall not be liable for negligence any action taken by it under or any other category of liability whatsoeverin connection with Clauses 14.7(e), (f) incurred by the Facility Agent or (including any related interest and penaltiesg) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompletenessabove.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(ii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten (10) Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and; (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If an Obligor is a US Tax Obligor or the Agent reasonably believes that its obligations under FATCA or any other applicable law or regulation require it, each Lender shall, within ten (10) Business Days of: (i) where that Obligor is a US Tax Obligor and the relevant Lender is an Original Lender, the date of this Agreement; (ii) where that Obligor is a US Tax Obligor on a Transfer Date and the relevant Lender is a New Lender, the relevant Transfer Date; or (iii) where that Obligor is not a US Tax Obligor, the date of a request from the Agent, supply to the Agent: ​ ​ (A) a withholding certificate on Form W-8, Form W-9 or any other relevant form; or (B) any withholding statement or other document, authorisation or waiver as the Agent may require to certify or establish the status of such Lender under FATCA or that other law or regulation. (f) The Agent shall provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender fails pursuant to supply any forms, documentation and other information in accordance with paragraph (ae) aboveabove to the relevant Obligor. (g) If any withholding certificate, withholding statement, document, authorisation or any forms, documentation and other information waiver provided to the Agent by a Lender pursuant to the Facility Agent paragraph (e) above is or becomes materially inaccurate or incomplete, then such that Lender shall indemnify promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Facility Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Agent). The Agent shall provide any such updated withholding certificate, within five Business Days of demandwithholding statement, against document, authorisation or waiver to the relevant Obligor. (h) The Agent may rely on any costwithholding certificate, losswithholding statement, Tax document, authorisation or liability waiver it receives from a Lender pursuant to paragraph (including e) or (g) above without further verification. The Agent shall not be liable for negligence any action taken by it under or any other category of liability whatsoeverin connection with paragraphs (e), (f) incurred by the Facility Agent or (including any related interest and penaltiesg) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompletenessabove.

FATCA Information. (a) Subject to paragraph (cclause 15.7(c) below, each Party shall, within 10 ten (10) Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party;, (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph clause (a)(iA) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (aClause 15.7(a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, anything which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party its status or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiclause 15.7(a) above (including, for the avoidance of doubt, where paragraph (cclause 15.7(c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Borrower is a US Tax Obligor, or where the Facility Agent reasonably believes that its obligations under FATCA require it, each Lender fails shall, within ten (10) Business Days of: (i) where a Borrower is a US Tax Obligor and the relevant Lender is an Original Lender, the date of this Agreement; (ii) where a Borrower is a US Tax Obligor and the relevant Lender is a New Lender, the relevant Transfer Date; (iii) the date a new US Tax Obligor accedes as a Borrower; or (iv) where the Borrower is not a US Tax Obligor, the date of a request from the Facility Agent, supply to supply the Facility Agent: (v) a withholding certificate on Form W-8 or Form W-9 (or any forms, documentation successor form) (as applicable); or (vi) any withholding statement and other information in accordance with documentation, authorisations and waivers as the Facility Agent may require to certify or establish the status of such Lender under FATCA. The Facility Agent shall provide any withholding certificate, withholding statement, documentation, authorisations and waivers it receives from a Lender pursuant to this paragraph (ae) aboveto the Borrower and shall be entitled to rely on any such withholding certificate, withholding statement, documentation, authorisations and waivers provided without further verification. The Facility Agent shall not be liable for any action taken by it under or in connection with this paragraph (e). (f) Each Lender agrees that if any formswithholding certificate, documentation withholding statement, documentation, authorisations and other information waivers provided by a Lender to the Facility Agent pursuant to paragraph (e) above is or becomes materially inaccurate or incomplete, then it shall promptly update such Lender shall indemnify the Facility Agentwithholding certificate, within five Business Days of demandwithholding statement, against any costdocumentation, loss, Tax authorisations and waivers or liability (including for negligence or any other category of liability whatsoever) incurred by promptly notify the Facility Agent (including any related interest and penalties) in acting as writing of its legal inability to do so. The Facility Agent shall provide any such updated withholding certificate, withholding statement, documentation, authorisations and waivers to the Borrower. The Facility Agent shall not be liable for any action taken by it under the Finance Documents as a result of such failure, inaccuracy or incompletenessin connection with this paragraph (f).

FATCA Information. (a) Subject to paragraph (c) below, each Party confirms to each other Party that it is a FATCA Exempt Party on the date of this Agreement (or in the case of a New Lender, on the date of its applicable Transfer Certificate, and except as otherwise indicated therein) and thereafter each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party;; and (ii) supply to that requesting other Party such formsforms (including IRS Form W-8 or Form W-9 or any successor or substitute form, as applicable), documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and (iii) supply to that requesting Party such forms, documentation and other information relating to its status as that requesting Party reasonably requests for the purposes of that requesting Party’s compliance with any other law, regulation or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(ia) above that it is a FATCA Exempt Party or provides an IRS Form W-8 or W-9 showing that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, or that the IRS Form has ceased to be accurate or valid, that Party shall notify that other Party or provide a revised IRS Form, as applicable, reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, anything which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality; provided that nothing in this paragraph shall excuse any Finance Party from providing a true, complete and correct IRS Form W-8 or W-9 (or any successor or substitute form where applicable). Any information provided on such IRS Form W-8 or W-9 (or any successor or substitute forms) shall not be treated as confidential information of such party for purposes of this paragraph. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party its status or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iia) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunder) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten (10) Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and; (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Borrower is a US Tax Obligor or the Agent reasonably believes that its obligations under FATCA or any other applicable law or regulation require it, each Lender fails shall, within ten (10) Business Days of: (i) where the Original Borrower is a US Tax Obligor and the relevant Lender is an Original Lender, the date of this Agreement; (ii) where a Borrower is a US Tax Obligor on a Transfer Date and the relevant Lender is a New Lender, the relevant Transfer Date; (iii) the date a new US Tax Obligor accedes as a Borrower; or (iv) where a Borrower is not a US Tax Obligor, the date of a request from the Agent, supply to supply the Agent: (A) a withholding certificate on Form W-8, Form W-9 or any formsother relevant form; or (B) any withholding statement or other document, documentation and authorisation or waiver as the Agent may require to certify or establish the status of such Lender under FATCA or that other information in accordance with law or regulation. (f) The Agent shall provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender pursuant to paragraph (ae) aboveabove to the relevant Borrower. (g) If any withholding certificate, withholding statement, document, authorisation or any forms, documentation and other information waiver provided to the Agent by a Lender pursuant to the Facility Agent paragraph (e) above is or becomes materially inaccurate or incomplete, then such Lender shall indemnify promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Facility Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Agent). The Agent shall provide any such updated withholding certificate, within five Business Days of demandwithholding statement, against document, authorisation or waiver to the relevant Borrower. (h) The Agent may rely on any costwithholding certificate, losswithholding statement, Tax document, authorisation or liability waiver it receives from a Lender pursuant to paragraph (including e) or (g) above without further verification. The Agent shall not be liable for negligence any action taken by it under or any other category of liability whatsoeverin connection with paragraph (e), (f) incurred by the Facility Agent or (including any related interest and penaltiesg) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompletenessabove.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten (10) Business Days of a reasonable request by another Party: (i) : confirm to that other Party whether it is is: a FATCA Exempt Party Party; or not a FATCA Exempt Party; (ii) ; and supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA (including its applicable "passthru payment percentage" or other information required under the US Treasury Regulations or other official guidance including intergovernmental agreements) as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and (iii) supply to that requesting Party such forms, documentation and other information relating to its status as that requesting Party reasonably requests for the purposes of that requesting Party’s compliance with any other law, regulation or exchange of information regime. (b) . If a Party confirms to another Party pursuant to paragraph (a)(i13.4(a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) . Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, anything which would or might in its reasonable opinion constitute a breach of: (i) : any law or regulation; (ii) ; any fiduciary duty; or (iii) or any duty of confidentiality. (d) . If a Party fails to confirm whether or not it is a FATCA Exempt Party its status or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iia) above (including, for the avoidance of doubt, where paragraph (cb) above applies), then: if that Party failed to confirm whether it is (and/or remains) a FATCA Exempt Party then such Party shall be treated for the purposes of the Finance Documents as if it is not a FATCA Exempt Party; and if that Party failed to confirm its applicable "passthru payment percentage" then such Party shall be treated for the purposes of the Finance Documents (and payments made thereunder) as if it its applicable "passthru payment percentage" is not a FATCA Exempt Party100%, until (in each case) such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) . If an Obligor is required to make a FATCA Deduction, that Obligor shall make that FATCA Deduction and any payment required in connection with that FATCA Deduction within the time allowed and in the minimum amount required by FATCA. If a Lender fails FATCA Deduction is required to supply be made by an Obligor, the amount of the payment due from that Obligor shall be increased to an amount which (after making any formsFATCA Deduction) leaves an amount equal to the payment which would have been due if no FATCA Deduction had been required. The Parent shall promptly upon becoming aware that an Obligor must make a FATCA Deduction (or that there is any change in the rate or the basis of a FATCA Deduction) notify the Agent accordingly. Similarly, documentation a Finance Party shall notify the Agent on becoming so aware in respect of a payment payable to that Finance Party. If the Agent receives such notification from a Finance Party it shall notify the Parent and other information in accordance with paragraph (a) above, that Obligor. Within thirty days of making either a FATCA Deduction or any formspayment required in connection with that FATCA Deduction, documentation and other information provided by a Lender the Obligor making that FATCA Deduction or payment shall deliver to the Facility Agent for the Finance Party entitled to the payment evidence reasonably satisfactory to that Finance Party that the FATCA Deduction has been made or (as applicable) any appropriate payment paid to the relevant governmental and taxation authority. Each Finance Party may make any FATCA Deduction it is required by FATCA to make, and any payment required in connection with that FATCA Deduction, and no Finance Party shall be required to increase any payment in respect of which it makes such a FATCA Deduction or otherwise compensate the recipient of the payment for that FATCA Deduction. A Finance Party which becomes aware that it must make a FATCA Deduction in respect of a payment to another Party (or that there is any change in the rate or the basis of such FATCA Deduction) shall notify that Party and the Agent. If the Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days required to make a FATCA Deduction in respect of demand, against any cost, loss, Tax or liability a payment to a Finance Party under Clause 30.2 (including for negligence or any other category of liability whatsoever) incurred Distributions by the Facility Agent) which relates to a payment by an Obligor, the amount of the payment due from that Obligor shall be increased to an amount which (after the Agent (including any related interest and penalties) has made such FATCA Deduction), leaves the Agent with an amount equal to the payment which would have been made by the Agent if no FATCA Deduction had been required. The Agent will not be obliged to pay or advance such amount before actually receiving the increased amount from the relevant Obligor. The Agent shall promptly upon becoming aware that it must make a FATCA Deduction in acting as Facility Agent respect of a payment to a Finance Party under the Finance Documents as a result of such failure, inaccuracy or incompleteness.Clause

FATCA Information. (aA) Subject to paragraph (cC) below, each Party shall, within 10 Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (a) a FATCA Exempt Party or Party; or (b) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (bB) If a Party confirms to another Party pursuant to paragraph (a)(iA)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (cC) Paragraph (aA) above shall not oblige any Finance Party the Lender to do anything, and paragraph (a)(iiiA)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (dD) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(iA)(i) or (a)(iiA)(ii) above (including, for the avoidance of doubt, where paragraph (cC) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and; (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Borrower is a US Tax Obligor or the Facility Agent reasonably believes that its obligations under FATCA or any other applicable law or regulation require it, each Lender fails shall, within ten Business Days of: (i) where an Original Borrower is a US Tax Obligor and the relevant Lender is an Original Lender, the date of this Agreement; (ii) where a Borrower is a US Tax Obligor on a Transfer Date and the relevant Lender is a New Lender, the relevant Transfer Date; (iii) the date a new US Tax Obligor accedes as a Borrower; or (iv) where a Borrower is not a US Tax Obligor, the date of a request from the Facility Agent, supply to supply the Facility Agent: (A) a withholding certificate on Form W-8, Form W-9 or any formsother relevant form; or (B) any withholding statement or other document, documentation and authorisation or waiver as the Facility Agent may require to certify or establish the status of such Lender under FATCA or that other information in accordance with law or regulation. (f) The Facility Agent shall provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender pursuant to paragraph (ae) aboveabove to the relevant Borrower. (g) If any withholding certificate, withholding statement, document, authorisation or any forms, documentation and other information waiver provided by a Lender to the Facility Agent by a Lender pursuant to paragraph (e) above is or becomes materially inaccurate or incomplete, then such that Lender shall indemnify promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Facility Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the ). The Facility Agent shall provide any such updated withholding certificate, withholding statement, document, authorisation or waiver to the relevant Borrower. (including any related interest and penaltiesh) in acting as The Facility Agent may rely on any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender pursuant to paragraph (e) or (g) above without further verification. The Facility Agent shall not be liable for any action taken by it under the Finance Documents as a result of such failureor in connection with paragraph (e), inaccuracy (f) or incompleteness(g) above.

FATCA Information. (a) Subject to paragraph (c) below, each Party (other than JBIC and ADB) shall, within 10 ten (10) Business Days of a reasonable request by another Partythe Intercreditor Agent: (i) confirm to that other Party the Intercreditor Agent or the Borrower whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party;; and (ii) supply to that requesting Party the Intercreditor Agent or the Borrower such forms, documentation and other information relating to its status under FATCA (including its applicable “passthru payment percentage” or other information required under the relevant United States Treasury regulations or other official guidance including intergovernmental agreements) as that requesting Party the Intercreditor Agent or the Borrower reasonably requests for the purposes of that requesting any other Party’s 's compliance with FATCA; and (iii) supply to that requesting Party such forms, documentation and other information relating to its status as that requesting Party reasonably requests for the purposes of that requesting Party’s compliance with any other law, regulation or exchange of information regime. (b) If a Party confirms to another Party the Intercreditor Agent or the Borrower pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be be, a FATCA Exempt Party, that Party it shall promptly notify that other Party reasonably promptlythe Intercreditor Agent. (c) Paragraph (a) above shall not oblige any Senior Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, anything which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any policy of that Senior Finance Party; (iii) any fiduciary duty; or (iiiiv) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party its status or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iia) above (including, for the avoidance of doubt, where paragraph (cb) above applies), then: (i) if that Party failed to confirm whether it is (and/or remains) a FATCA Exempt Party then that Party shall be treated for the purposes of the Senior Finance Documents as if it is not a FATCA Exempt Party; and (ii) if that Party failed to confirm its applicable “passthru payment percentage” then such Party shall be treated for the purposes of the Senior Finance Documents (and payments made thereunder) as if it its applicable “passthru payment percentage” is not a FATCA Exempt Partyone hundred percent (100%), until (in each case) such time as that Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, anything which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(ii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Borrower is a US Tax Obligor or the Borrower or Agent reasonably believes that its obligations under FATCA or any other applicable law or regulation require it, each Lender fails shall, within ten (10) Business Days of the Utilisation Date: (i) where an Original Borrower is a US Tax Obligor and the relevant Lender is an Original Lender, the date of this Agreement; (ii) where a Borrower is a US Tax Obligor on a date on which any other Lender becomes a Party as a Lender, that date; (iii) the date a new US Tax Obligor accedes as a Borrower; or (iv) where a Borrower is not a US Tax Obligor, the date of a request from the Agent, supply to supply the Agent: (A) a withholding certificate on an applicable Form W-8, Form W-9 or any formsother relevant or successor form; and (B) any withholding statement or other document, documentation and authorisation or waiver as the Borrower or Agent may require to certify or establish the status of such Lender under FATCA or that other information in accordance with law or regulation. (f) The Agent shall promptly provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender pursuant to paragraph (ae) aboveabove to the relevant Borrower. (g) If any withholding certificate, withholding statement, document, authorisation or any forms, documentation and other information waiver provided to the Agent by a Lender pursuant to the Facility Agent paragraph (e) above is or becomes materially inaccurate inaccurate, outdated or incomplete, then such that Lender shall indemnify promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Facility Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Agent). The Agent shall promptly provide any such updated withholding certificate, within five Business Days of demandwithholding statement, against document, authorisation or waiver to the relevant Borrower. (h) The Agent may rely on any costwithholding certificate, losswithholding statement, Tax document, authorisation or liability waiver it receives from a Lender pursuant to paragraph (including e) or (g) above without further verification. The Agent shall not be liable for negligence any action taken by it under or any other category of liability whatsoeverin connection with paragraphs (e), (f) incurred by the Facility Agent or (including any related interest and penaltiesg) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompletenessabove.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten (10) Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party;; and (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for request from the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(ii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderpayment under them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten (10) Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party;; and (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and. (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and; (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Borrower is a US Tax Obligor or the Agent reasonably believes that its obligations under FATCA or any other applicable law or regulation require it, each Lender fails shall, within ten Business Days of: (i) where an Original Borrower is a US Tax Obligor and the relevant Lender is an Original Lender, the date of this Agreement; (ii) where a Borrower is a US Tax Obligor on a Transfer Date and the relevant Lender is a New Lender, the relevant Transfer Date; (iii) the date a new US Tax Obligor accedes as a Borrower; or (iv) where a Borrower is not a US Tax Obligor, the date of a request from the Agent, supply to supply the Agent: (A) a withholding certificate on Form W-8, Form W-9 or any formsother relevant form; or (B) any withholding statement or other document, documentation and authorisation or waiver as the Agent may require to certify or establish the status of such Lender under FATCA or that other information in accordance with law or regulation. (f) The Agent shall provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender pursuant to paragraph (ae) aboveabove to the relevant Borrower. (g) If any withholding certificate, withholding statement, document, authorisation or any forms, documentation and other information waiver provided to the Agent by a Lender pursuant to the Facility Agent paragraph (e) above is or becomes materially inaccurate or incomplete, then such that Lender shall indemnify promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Facility Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Agent). The Agent shall provide any such updated withholding certificate, within five Business Days of demandwithholding statement, against document, authorisation or waiver to the relevant Borrower. (h) The Agent may rely on any costwithholding certificate, losswithholding statement, Tax document, authorisation or liability waiver it receives from a Lender pursuant to paragraph (including e) or (g) above without further verification. The Agent shall not be liable for negligence any action taken by it under or any other category of liability whatsoeverin connection with paragraphs (e), (f) incurred by the Facility Agent or (including any related interest and penaltiesg) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompletenessabove.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten (10) Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party Party; or #10394456/1 (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and. (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph 10.7 (a)(ii) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten (10) Business Days of a reasonable request by another Party: (i) confirm to that other Party party whether it is a FATCA Exempt Party or is not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another any other Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Creditor Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, Borrower is a US Tax Obligor or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence reasonably believes that its obligations under FATCA or any other category applicable law or regulation require it, each Lender shall, within ten Business Days of: (i) where the Borrower is a US Tax Obligor and the relevant Lender is a Lender as of liability whatsoeverthe Effective Date, the Effective Date; (ii) incurred by where the Facility Agent Borrower is a US Tax Obligor on the date of transfer of a Loan and the relevant Lender is a Transferee Lender, the relevant transfer date; or (including any related interest and penaltiesiii) in acting as Facility Agent under the Finance Documents as date of a result of such failurerequest from the Agent, inaccuracy or incompleteness.supply to the Agent:

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party the Lender to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(ii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA (including its applicable passthru percentage or other information required under the Treasury Regulations or other official guidance including intergovernmental agreements) as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, anything which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If an Obligor is a US Tax Obligor or the Agent reasonably believes that its obligations under FATCA or any other applicable law or regulation require it, each Lender shall, within ten Business Days of: (i) where an Obligor is a US Tax Obligor and the relevant Lender is an Original Lender, the date of this Agreement; (ii) where an Obligor is a US Tax Obligor on a Transfer Date and the relevant Lender is a New Lender, the relevant Transfer Date; (iii) the date a new US Tax Obligor accedes as an Obligor; or (iv) where an Obligor is not a US Tax Obligor, the date of a request from the Agent, supply to the Agent: (A) a withholding certificate on Form W-8, Form W-9 or any other relevant form; or (B) any withholding statement or other document, authorisation or waiver as the Agent may require to certify or establish the status of such Lender under FATCA or that other law or regulation. (f) The Agent shall provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender pursuant to paragraph (e) above to the relevant Obligor. (g) If any withholding certificate, withholding statement, document, authorisation or waiver provided to the Agent by a Lender pursuant to paragraph (e) above is or becomes materially inaccurate or incomplete, that Lender shall promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Agent). The Agent shall provide any such updated withholding certificate, withholding statement, document, authorisation or waiver to the relevant Obligor. (h) The Agent may rely on any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender pursuant to paragraph (e) or (g) above without further verification. The Agent shall not be liable for any action taken by it under or in connection with paragraphs (e), (f) or (g) above. (i) If a Lender fails to supply any formswithholding certificate, documentation and other withholding statement, document, authorisation, waiver or information in accordance with paragraph (ae) above, or any formswithholding certificate, documentation and other withholding statement, document, authorisation, waiver or information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five three Business Days of demand, against any cost, loss, Tax or liability (including including, without limitation, for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure. (j) If, inaccuracy in accordance with paragraph (f) above, the Agent provides an Obligor with sufficient information to determine its withholding obligations under FATCA, but the Obligor fails to withhold as required by FATCA, the Company shall indemnify the Agent, within three Business Days of demand, against any cost, loss, Tax or incompletenessliability (including, without limitation, for negligence or any other category of liability whatsoever) incurred by the Agent (including any related interest and penalties) in acting as Agent under the Finance Documents as a result of such failure.

FATCA Information. (ai) Subject to paragraph (ciii) below, each Party party to a Finance Document shall, within 10 Business Days of a reasonable request by another Partyparty to the Finance Documents: (iA) confirm to that other Party party whether it is a FATCA Exempt Party or is not a FATCA Exempt Party;; and (iiB) supply to that the requesting Party party such forms, documentation and other information relating to its status under FATCA (including its applicable “passthru percentage” or other information required under the Treasury regulations or other official guidance including intergovernmental agreements) as that the requesting Party party reasonably requests for the purposes of that such requesting Partyparty’s compliance with FATCA; and (iii) supply to that requesting Party such forms, documentation and other information relating to its status as that requesting Party reasonably requests for the purposes of that requesting Party’s compliance with any other law, regulation or exchange of information regime. (bii) If a Party party to any Finance Document confirms to another Party party pursuant to paragraph (a)(iClause 22.5(a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party party shall notify that other Party party reasonably promptly. (ciii) Paragraph Sub-clause (ai) above shall not oblige any Finance Creditor Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, anything which would or might in its reasonable opinion constitute a breach of: (i) of any law or regulation; (ii) , any policy of that party, any fiduciary duty; or (iii) duty or any duty of confidentiality, or to disclose any confidential information (including, without limitation, its tax returns and calculations); provided, however, that information required (or equivalent to the information so required) by United States Internal Revenue Service Forms W-8 or W-9 (or any successor forms) shall not be treated as confidential information of such party for purposes of this Sub-clause (iii). (div) If a Party party to any Finance Document fails to confirm whether or not it is a FATCA Exempt Party its status or to supply forms, documentation or other information requested in accordance with paragraph sub-clause (a)(i) or (a)(iii) above (including, for the avoidance of doubt, where paragraph sub-clause (ciii) above applies), then: (A) if that party failed to confirm whether it is (and/or remains) a FATCA Exempt Party then such Party party shall be treated for the purposes of the Finance Documents as if it is not a FATCA Exempt Party; and (B) if that party failed to confirm its applicable passthru percentage then such party shall be treated for the purposes of the Finance Documents (and payments made thereunder) as if it its applicable passthru percentage is not a FATCA Exempt Party100 per cent., until (in each case) such time as that Party the party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph subclause (c) below, each Party party to a Finance Document shall, within 10 ten Business Days of a reasonable request by another Partyparty to the Finance Documents: (i) confirm to that other Party party whether it is a FATCA Exempt Party or is not a FATCA Exempt Party; (ii) supply to that the requesting Party party such forms, documentation and other information relating to its status under FATCA as that the requesting Party party reasonably requests for the purposes of that such requesting Partyparty’s compliance with FATCA; and (iii) supply to that the requesting Party party such forms, documentation and other information relating to its status as that the requesting Party party reasonably requests for the purposes of that the requesting Partyparty’s compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party party to any Finance Document confirms to another Party party pursuant to paragraph subclause (a)(ia) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party party shall notify that other Party party and the Agent reasonably promptly. (c) Paragraph Subclause (a) above shall not oblige any Finance Creditor Party to do anything, and paragraph Subclause (a)(iiia) (iii) above shall not oblige any other Party party to a Finance Document to do anything, which would or might in its reasonable opinion constitute a breach of: (i) of any law or regulation; (ii) , any policy of that Creditor Party, any fiduciary duty; or (iii) duty or any duty of confidentiality. (d) If a Party party to any Finance Document fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph subclause (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that Party the party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and; (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph paragraphs (a)(i) or (a)(ii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA 63140965_9 Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Borrower is a US Tax Obligor or the Facility Agent reasonably believes that its obligations under FATCA or any other applicable law or regulation require it, each Lender fails shall, within ten Business Days of: (i) where an Original Borrower is a US Tax Obligor and the relevant Lender is an Original Lender, the date of this Agreement; (ii) where a Borrower is a US Tax Obligor on a Transfer Date and the relevant Lender is a New Lender, the relevant Transfer Date; (iii) the date a new US Tax Obligor accedes as a Borrower; or (iv) where a Borrower is not a US Tax Obligor, the date of a request from the Facility Agent, supply to supply the Facility Agent: (A) a withholding certificate on Form W-8, Form W-9 or any formsother relevant form; or (B) any withholding statement or other document, documentation and authorisation or waiver as the Facility Agent may require to certify or establish the status of such Lender under FATCA or that other information in accordance with law or regulation. (f) The Facility Agent shall provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender pursuant to paragraph (ae) aboveabove to the relevant Borrower. (g) If any withholding certificate, withholding statement, document, authorisation or any forms, documentation and other information waiver provided by a Lender to the Facility Agent by a Lender pursuant to paragraph (e) above is or becomes materially inaccurate or incomplete, then such that Lender shall indemnify promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Facility Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the ). The Facility Agent shall provide any such updated withholding certificate, withholding statement, document, authorisation or waiver to the relevant Borrower. (including any related interest and penaltiesh) in acting as The Facility Agent may rely on any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender pursuant to paragraph (e) or (g) above without further verification. The Facility Agent shall not be liable for any action taken by it under the Finance Documents as a result of such failureor in connection with paragraph (e), inaccuracy (f) or incompleteness(g) above.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten (10) Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party;; and (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i12.18(a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information.. 955371732 81 (e) If Each Original Lender and each New Lender under clause 28 (Changes to the Lenders) shall: (i) on the date of this Agreement (with regard to each Original Lender only); (ii) on the relevant Transfer Date (with regard to the relevant New Lender only); or (iii) on the date of a request from the Facility Agent, supply to the Facility Agent: (A) a withholding certificate on Form W-8, Form W-9 or any other relevant form certifying its status as a FATCA Exempt Party; or (B) any withholding statement or other document, authorisation or waiver as the Facility Agent may require to certify or establish its status as a FATCA Exempt Party. (f) The Facility Agent shall as soon as practicable provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender fails pursuant to supply any forms, documentation and other information in accordance with paragraph (ae) aboveabove to the Borrower. (g) If any withholding certificate, withholding statement, document, authorisation or any forms, documentation and other information waiver provided by a Lender to the Facility Agent by a Lender pursuant to paragraph (e) above is or becomes materially inaccurate or incomplete, then such that Lender shall indemnify promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Facility Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the ). The Facility Agent shall as soon as practicable provide any such updated withholding certificate, withholding statement, document, authorisation or waiver to the Borrower. (including any related interest and penaltiesh) in acting as The Facility Agent under the Finance Documents as may rely on any withholding certificate, withholding statement, document, authorisation or waiver it receives from a result of such failure, inaccuracy or incompleteness.Lender pursuant to paragraph (e) or

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(ii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and; (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party Investor to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (ai) Subject to paragraph (ciii) below, each Party party to a Finance Document shall, within 10 Business Days of a reasonable request by another Partyparty to the Finance Documents: (iA) confirm to that other Party party whether it is a FATCA Exempt Party or is not a FATCA Exempt Party; ; and 61 (iiB) supply to that the requesting Party party such forms, documentation and other information relating to its status under FATCA (including its applicable “passthru percentage” or other information required under the U.S. Treasury regulations or other official guidance including intergovernmental agreements) as that the requesting Party party reasonably requests for the purposes of that such requesting Partyparty’s compliance with FATCA; and (iii) supply to that requesting Party such forms, documentation and other information relating to its status as that requesting Party reasonably requests for the purposes of that requesting Party’s compliance with any other law, regulation or exchange of information regime. (bii) If a Party party to any Finance Document confirms to another Party party pursuant to paragraph (a)(iClause 22.6(a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party party shall notify that other Party party and the Agent reasonably promptly. (ciii) Paragraph Sub-clause (ai) above shall not oblige any Finance Creditor Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, anything which would or might in its reasonable opinion constitute a breach of: (i) of any law or regulation; (ii) , any fiduciary duty; or (iii) duty or any duty of confidentiality. (div) If a Party party to any Finance Document fails to confirm whether or not it is a FATCA Exempt Party its status or to supply forms, documentation or other information requested in accordance with paragraph sub-clause (a)(i) or (a)(iii) above (including, for the avoidance of doubt, where paragraph sub-clause (ciii) above applies), then: (A) if that party failed to confirm whether it is (and/or remains) a FATCA Exempt Party then such Party party shall be treated for the purposes of the Finance Documents as if it is not a FATCA Exempt Party; and (B) if that party failed to confirm its applicable passthru percentage then such party shall be treated for the purposes of the Finance Documents (and payments made thereunder) as if it its applicable passthru percentage is not a FATCA Exempt Party100 per cent., until (in each case) such time as that Party the party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (cb) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Borrower is a US Tax Obligor or the Agent reasonably believes that its obligations under FATCA or any other applicable law or regulation require it, each Lender fails shall, within ten Business Days of: (i) where an Original Borrower is a US Tax Obligor and the relevant Lender is an Original Lender, the date of this Agreement; (ii) where a Borrower is a US Tax Obligor on a Transfer Date or date on which an increase in Commitments takes effect pursuant to Clause 2.3 (Increase) and the relevant Lender is a New Lender or an Increase Lender, the relevant Transfer Date or date on which an increase in Commitments takes effect pursuant to Clause 2.3 (Increase); (iii) the date a new US Tax Obligor accedes as a Borrower; or (iv) where a Borrower is not a US Tax Obligor, the date of a request from the Agent, supply to the Agent: (A) a withholding certificate on Form W-8, Form W-9 or any formsother relevant form; or (B) any withholding statement or other document, documentation and authorisation or waiver as the Agent may require to certify or establish the status of such Lender under FATCA or that other information in accordance with law or regulation. (f) The Agent shall provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender pursuant to paragraph (ae) aboveabove to the relevant Borrower. (g) If any withholding certificate, withholding statement, document, authorisation or any forms, documentation and other information waiver provided to the Agent by a Lender pursuant to the Facility Agent paragraph (e) above is or becomes materially inaccurate or incomplete, then such that Lender shall indemnify promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Facility Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Agent). The Agent shall provide any such updated withholding certificate, within five Business Days of demandwithholding statement, against document, authorisation or waiver to the relevant Borrower. (h) The Agent may rely on any costwithholding certificate, losswithholding statement, Tax document, authorisation or liability waiver it receives from a Lender pursuant to paragraph (including e) or (g) above without further verification. The Agent shall not be liable for negligence any action taken by it under or any other category of liability whatsoeverin connection with paragraphs (e), (f) incurred by the Facility Agent or (including any related interest and penaltiesg) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompletenessabove.

FATCA Information. (a) Subject to paragraph (c) below, each Party (but in the case of the Collateral Agent, only following enforcement of the Transaction Security) shall, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other similar law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i13.8(a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph subparagraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with sub-paragraph (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten (10) Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party Party; or (B) not a FATCA Exempt Party; ; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: : (i) any law or regulation; ; (ii) any fiduciary duty; or or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its FATCA status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and; (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that the other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Loan Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of:: 3775032.13 (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (cClause 12.7(c) below, each Party shall, within 10 ten (10) Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (1) a FATCA Exempt Party or Party; or (2) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(iClause 12.7(a)(i)(1) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (aClause 12.7(a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iiiClause 12.7(a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(iClause 12.7(a)(i) or (a)(ii12.7(a)(ii) above (including, for the avoidance of doubt, where paragraph (cClause 12.7(c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If an Obligor is a US Tax Obligor or the Agent reasonably believes that its obligations under FATCA or any other applicable law or regulation require it, each Lender shall, within ten (10) Business Days of: (i) where an Obligor is a US Tax Obligor and the relevant Lender is an Original Lender, the date of this Agreement; (ii) where an Obligor is a US Tax Obligor on a Transfer Date and the relevant Lender is a New Lender or an Increase Lender, the relevant Transfer Date; or (iii) where an Obligor is not a US Tax Obligor, the date of a request from the Agent, supply to the Agent: (1) a withholding certificate on Form W-8 or Form W-9 or any other relevant form; or (2) any withholding statement or other document, authorisation or waiver as the Agent may require to certify or establish the status of such Lender under FATCA or that other law or regulation. (f) The Agent shall provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender fails pursuant to supply Clause 12.7(e) above to the Borrowers. (g) If any formswithholding certificate, documentation and other information in accordance with paragraph (a) abovewithholding statement, document, authorisation or any forms, documentation and other information waiver provided to the Agent by a Lender pursuant to the Facility Agent Clause 12.7(e) is or becomes materially inaccurate or incomplete, then such that Lender shall indemnify promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Facility Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Agent). The Agent shall provide any such updated withholding certificate, within five Business Days of demandwithholding statement, against document, authorisation or waiver to the Borrowers. The Agent may rely on any costwithholding certificate, losswithholding statement, Tax document, authorisation or liability (including waiver it receives from a Lender pursuant to Clause 12.7(e) or 12.7(g) without further verification. The Agent shall not be liable for negligence any action taken by it under or any other category of liability whatsoeverin connection with Clause 12.7(e), 12.7(f) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness12.7(g).

FATCA Information. (ai) Subject to paragraph subparagraph (cC) below, each Party shall, within 10 ten (10) Business Days of a reasonable request by another Party: (iA) confirm to that other Party whether it is is: (1) a FATCA Exempt Party or Party; or (2) not a FATCA Exempt Party; (iiB) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and; (iiiC) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (bii) If a Party confirms to another Party pursuant to paragraph subparagraph (a)(ii)(A) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (ciii) Paragraph Subparagraph (ai) above shall not oblige any Finance Party Lender to do anything, and paragraph subparagraph (a)(iiii)(C) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (iA) any law or regulation; (iiB) any fiduciary duty; or (iiiC) any duty of confidentiality. (div) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph subparagraph (a)(ii)(A) or (a)(iiB) above (including, for the avoidance of doubt, where paragraph (cii) above applies), then such Party shall be treated for the purposes of the Finance Credit Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (ev) If a Lender fails any withholding certificate, withholding statement, document, authorization or waiver provided to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided the Administrative Agent by a Lender pursuant to the Facility Agent subparagraph (i) above is or becomes materially inaccurate or incomplete, then such that Lender shall indemnify promptly update it and provide such updated withholding certificate, withholding statement, document, authorization or waiver to the Facility Administrative Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Administrative Agent). The Administrative Agent shall provide any such updated withholding certificate, within five Business Days of demandwithholding statement, against document, authorization or waiver to the Borrower. (vi) The Administrative Agent may rely on any costwithholding certificate, losswithholding statement, Tax document, authorization or liability waiver it receives from a Lender pursuant to subparagraph (including i) or (iv) above without further verification. The Administrative Agent shall not be liable for negligence any action taken by it under or any other category of liability whatsoeverin connection with subparagraph (i) incurred by the Facility Agent or (including any related interest and penaltiesiv) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompletenessabove.

FATCA Information. ‌ (a) Subject to paragraph (c) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party:Party:‌ (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance 's complianc e with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which whic h would or might in its reasonable opinion constitute a breach of:of:‌ (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(ii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Transaction Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply Notwithstanding any formsother provision of this Agreement, documentation and other information in accordance with paragraph (a) above, or the Company shall not be liable for any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax liability or liability (including for negligence or any other category cost of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the a Finance Documents Party which arises as a result of any failure by a Finance Party to comply with its obligations under this Clause 9.8, or otherwise arises to a Finance Party as a result of that Finance Party’s failure to comply with any information reporting or exchange of information obligations to which such failure, inaccuracy or incompletenessFinance Party is subject.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (1) a FATCA Exempt Party or Party; or (2) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime, including but not limited to the Common Reporting Standard. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party the Lender to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(ii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.. DocuSign Envelope ID: 9280C6A2-0B54-4105-ADC3-B64316B92B07

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and; (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If the Borrower is a US Tax Obligor or the Agent reasonably believes that its obligations under FATCA or any other applicable law or regulation require it, each Lender shall, within ten Business Days of: (i) where the Borrower is a US Tax Obligor and the relevant Lender is an Original Lender, the date of this Agreement; (ii) where a Borrower is a US Tax Obligor on a Transfer Date and the relevant Lender is a New Lender, the relevant Transfer Date; (iii) the date a new US Tax Obligor accedes as a Borrower; or (iv) where a Borrower is not a US Tax Obligor, the date of a request from the Agent, supply to the Agent: (A) a withholding certificate on Form W-8, Form W-9 or any other relevant form; or (B) any withholding statement or other document, authorisation or waiver as the Agent may require to certify or establish the status of such Lender under FATCA or that other law or regulation. (f) The Agent shall provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender fails pursuant to supply any forms, documentation and other information in accordance with paragraph (ae) aboveabove to the relevant Borrower. (g) If any withholding certificate, withholding statement, document, authorisation or any forms, documentation and other information waiver provided to the Agent by a Lender pursuant to the Facility Agent paragraph (e) above is or becomes materially inaccurate or incomplete, then such that Lender shall indemnify promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Facility Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Agent). The Agent shall provide any such updated withholding certificate, within five Business Days of demandwithholding statement, against document, authorisation or waiver to the relevant Borrower. (h) The Agent may rely on any costwithholding certificate, losswithholding statement, Tax document, authorisation or liability waiver it receives from a Lender pursuant to paragraph (including e) or (g) above without further verification. The Agent shall not be liable for negligence any action taken by it under or any other category of liability whatsoeverin connection with paragraph (e), (f) incurred by the Facility Agent or (including any related interest and penaltiesg) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompletenessabove.

FATCA Information. (a) Subject to paragraph (c‎(c) below, each Party shall, within 10 ten (10) Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a‎(a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, anything which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is (and/or remains) a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(ii‎(a) above (including, for the avoidance of doubt, including where paragraph (c‎‎(c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunder) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, Borrower is a U.S. Tax Obligor or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence reasonably believes that its obligations under FATCA or any other category of liability whatsoeverapplicable law or regulation require it, each Lender shall, within ten (10) incurred by Business Days of: (i) the Facility date a new U.S. Tax Obligor becomes a Borrower, or (ii) where a Borrower is a U.S. Tax Obligor on a Transfer Date and the relevant Lender is a New Lender, the relevant Transfer Date, supply to the Agent: (A) a duly executed withholding certificate on an applicable IRS Form W-8, IRS Form W-9 or any other relevant form; or (B) any withholding statement or other document, authorisation or waiver as the Agent (including any related interest and penalties) in acting as Facility Agent under may require to certify or establish the Finance Documents as a result status of such failure, inaccuracy Lender under FATCA or incompletenessthat other law or regulation.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Borrower is a US Tax Obligor or the Agent reasonably believes that its obligations under FATCA or any other applicable law or regulation require it, each Lender fails shall, within ten Business Days of: (i) where an Original Borrower is a US Tax Obligor and the relevant Lender is an Original Lender, the date of this Agreement; (ii) where a Borrower is a US Tax Obligor on a Transfer Date or date on which an increase in Commitments takes effect pursuant to Clause 2.2 (Increase) and the relevant Lender is a New Lender or an Increase Lender, the relevant Transfer Date or date on which an increase in Commitments takes effect pursuant to Clause 2.2 (Increase); (iii) the date a new US Tax Obligor accedes as a Borrower; or (iv) where a Borrower is not a US Tax Obligor, the date of a request from the Agent, supply to the Agent: (A) a withholding certificate on Form W-8, Form W-9 or any formsother relevant form; or (B) any withholding statement or other document, documentation and authorisation or waiver as the Agent may require to certify or establish the status of such Lender under FATCA or that other information in accordance with law or regulation. (f) The Agent shall provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender pursuant to paragraph (ae) aboveabove to the relevant Borrower. (g) If any withholding certificate, withholding statement, document, authorisation or any forms, documentation and other information waiver provided to the Agent by a Lender pursuant to the Facility Agent paragraph (e) above is or becomes materially inaccurate or incomplete, then such that Lender shall indemnify promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Facility Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Agent). The Agent shall provide any such updated withholding certificate, within five Business Days of demandwithholding statement, against document, authorisation or waiver to the relevant Borrower. (h) The Agent may rely on any costwithholding certificate, losswithholding statement, Tax document, authorisation or liability waiver it receives from a Lender pursuant to paragraph (including e) or (g) above without further verification. The Agent shall not be liable for negligence any action taken by it under or any other category of liability whatsoeverin connection with paragraph (e), (f) incurred by the Facility Agent or (including any related interest and penaltiesg) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompletenessabove.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten (10) Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party Holder to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(ii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shallmust, within 10 ten (10) Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such all forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting other Party such all forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(ia)(i)(A) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall must notify that other Party reasonably promptly. (c) Paragraph (a) above shall does not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall does not oblige any other Party to do anything, which would would, or might in its reasonable opinion could reasonably be anticipated to, constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(ii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such that Party shall will be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (a)(ii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the APJ/MSXM/076001.00588/80174749.8Page 53 Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (a) Subject to paragraph (c) below, each Party shall, within 10 Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (A) a FATCA Exempt Party or Party; or (B) not a FATCA Exempt Party;; and (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with FATCA; and; (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s 's compliance with any other law, regulation regulation, or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party Party, or to supply forms, documentation or other information requested in accordance with paragraph (a)(i14.7(c)(i) or (a)(ii14.7(c)(ii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Lender fails to supply any forms, documentation and other information in accordance with paragraph (a) above, or any forms, documentation and other information provided by a Lender to the Facility Agent is or becomes materially inaccurate or incomplete, then such Lender shall indemnify the Facility Agent, within five Business Days of demand, against any cost, loss, Tax or liability (including for negligence or any other category of liability whatsoever) incurred by the Facility Agent (including any related interest and penalties) in acting as Facility Agent under the Finance Documents as a result of such failure, inaccuracy or incompleteness.

FATCA Information. (aA) Subject to paragraph (cC) below, each Party shall, within 10 ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is is: (a) a FATCA Exempt Party or Party; or (b) not a FATCA Exempt Party; (ii) supply to that requesting other Party such forms, documentation and other information relating to its status under FATCA as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with FATCA; and (iii) supply to that requesting other Party such forms, documentation and other information relating to its status as that requesting other Party reasonably requests for the purposes of that requesting other Party’s compliance with any other law, regulation regulation, or exchange of information regime. (bB) If a Party confirms to another Party pursuant to paragraph (a)(iA)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (cC) Paragraph (aA) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (dD) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(iA)(i) or (a)(iiii) above (including, for the avoidance of doubt, where paragraph (cC) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments thereunderunder them) as if it is not a FATCA Exempt Party, Party until such time as that the Party in question provides the requested confirmation, forms, documentation or other information. (eE) If Each Original Lender and each new Lender under Clause 21 (Changes to the Lenders) shall: (i) on the relevant Transfer Date (with regard to the relevant New Lender only); or (ii) on the date of a Lender fails request from the Facility Agent, supply to supply any forms, documentation and other information in accordance with paragraph the Facility Agent: (a) abovea withholding certificate on Form W-8, Form W-9 or any formsother relevant form certifying its status as a FATCA Exempt Party; or (b) any withholding statement or other document, documentation and other information provided by authorisation or waiver as the Facility Agent may require to certify or establish its status as a FATCA Exempt Party. (F) The Facility Agent shall provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender pursuant to paragraph (E) above to the relevant Borrower. (G) If any withholding certificate, withholding statement, document, authorisation or waiver provided to the Facility Agent by a Lender pursuant to paragraph (E) above is or becomes materially inaccurate or incomplete, then such that Lender shall indemnify promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Facility Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Facility Agent). The Facility Agent shall provide any such updated withholding certificate, within five Business Days of demandwithholding statement, against document, authorisation or waiver to the relevant Borrower. (H) The Facility Agent may rely on any costwithholding certificate, losswithholding statement, Tax document, authorisation or liability waiver it receives from a Lender pursuant to paragraph (including E) or (G) above without further verification. The Facility Agent shall not be liable for negligence any action taken by it under or any other category of liability whatsoeverin connection with paragraph (E), (F) incurred by or (G) above. (I) If a Lender subsequently becomes aware that it has ceased to be a FATCA Exempt Party, that Lender shall immediately notify the Facility Agent (including any related interest and penalties) in acting as the Facility Agent under shall notify the relevant Borrower and the other Finance Documents as a result of such failure, inaccuracy or incompletenessParties.