Common use of Changes to the Lenders Clause in Contracts

Changes to the Lenders. Cessions and delegations by the Lenders Subject to this Clause 23, a Lender (the Existing Lender) may transfer, cede and/or delegate any of its rights under any Finance Document (a Transfer) to an Eligible Institution which is regularly engaged in or established for the purpose of making, purchasing or investing in loans, securities or other financial assets (the New Lender). The Parent hereby consents to any splitting of claims which may arise as a result of a Transfer permitted by this Agreement. Conditions of Transfer The consent of the Parent is required for Transfer by an Existing Lender, unless the Transfer: 23.3.1.1 is to another Lender or an Affiliate of a Lender; or 23.3.1.2 takes effect at a time when an Event of Default has occurred and is continuing. The consent of the Parent to a Transfer (if required) must not be unreasonably withheld or delayed. The Parent will be deemed to have given its consent 5 (five) Business Days after the Existing Lender has requested it unless consent is expressly refused by the Parent within that time. A Transfer will only be effective if the procedure set out in Clause 23.6 (Procedure for transfer) is complied with. If: 23.3.4.1 a Lender Transfers any of its rights or obligations under the Finance Documents or changes its Facility Office; and 23.3.4.2 as a result of circumstances existing at the date the Transfer or change occurs, an Obligor would be obliged to make a payment to the New Lender or Lender acting through its new Facility Office under Clause 12 (Tax Gross-up and Indemnities) or Clause 13 (Increased Costs), then the New Lender or Lender acting through its new Facility Office is only entitled to receive payment under those Clauses to the same extent as the Existing Lender or Lender acting through its previous Facility Office would have been if the Transfer or change had not occurred. Each New Lender, by executing the relevant Transfer Certificate, confirms, for the avoidance of doubt, that the Facility Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the Transfer becomes effective in accordance with this Agreement and that it is bound by that decision to the same extent as the Existing Lender would have been had it remained a Lender. - 73 - conformed copy Gold Fields RCF Agreement_Revised Execution II(14711163.2) Transfer fee The New Lender shall, on the date upon which a Transfer takes effect, pay to the Facility Agent (for its own account) a fee of ZAR10,000.00 (Ten Thousand Rand), unless the Facility Agent, in its sole discretion, agrees to waive the payment of such fee. Limitation of responsibility of Existing Lenders Unless expressly agreed to the contrary, an Existing Lender makes no representation or warranty and assumes no responsibility to a New Lender for: 23.5.1.1 the legality, validity, effectiveness, adequacy or enforceability of the Finance Documents or any other documents; 23.5.1.2 the financial condition of any Obligor; 23.5.1.3 the performance and observance by any Obligor of its obligations under the Finance Documents or any other documents; or 23.5.1.4 the accuracy of any statements (whether written or oral) made in or in connection with any Finance Document or any other document, and any representations or warranties implied by law are excluded. Each New Lender confirms to the Existing Lender and the other Finance Parties that it: 23.5.2.1 has made (and shall continue to make) its own independent investigation and assessment of the financial condition and affairs of each Obligor and its related entities in connection with its participation in this Agreement and has not relied exclusively on any information provided to it by the Existing Lender in connection with any Finance Document; and 23.5.2.2 will continue to make its own independent appraisal of the creditworthiness of each Obligor and its related entities whilst any amount is or may be outstanding under the Finance Documents or any Commitment is in force. Nothing in any Finance Document obliges an Existing Lender to: 23.5.3.1 accept a re-transfer from a New Lender of any of the rights and obligations transferred under this Clause 23; or 23.5.3.2 support any losses directly or indirectly incurred by the New Lender by reason of the non- performance by any Obligor of its obligations under the Finance Documents or otherwise. Procedure for transfer Subject to the conditions set out in Clause 23.3 (Conditions of transfer) a Transfer is effected in accordance with Clause 23.6.3 below when the Facility Agent executes an otherwise duly completed Transfer Certificate delivered to it by the Existing Lender and the New Lender. The Facility Agent shall, subject to Clause 23.6.2 below, as soon as reasonably practicable after receipt by it of a duly completed Transfer Certificate appearing on its face to comply with the terms of this

Changes to the Lenders. Cessions 23.1. Assignments and delegations transfers by the Lenders Subject to this Clause clause 23, a Lender (the "Existing Lender") may transfer, cede and/or delegate may: 23.1.1. assign any (or all) of its rights; or 23.1.2. transfer by novation any (or all) of its rights under any Finance Document (a Transfer) and obligations, to an Eligible Institution which is regularly engaged in another bank or established for the purpose of making, purchasing or investing in loans, securities or other financial assets institution (the "New Lender"). The Parent hereby consents to any splitting of claims which may arise as a result of a Transfer permitted by this Agreement23.2. Conditions of Transfer assignment or transfer 23.2.1. The consent of the Parent Borrowers is required for Transfer an assignment or transfer by an Existing Lender, unless the Transferassignment or transfer: 23.3.1.1 23.2.1.1. is to another Lender or an Affiliate of a Lender; or 23.3.1.2 takes effect at 23.2.1.2. a time when an Event of Default has occurred and is continuingPermitted Transferee as set out in Schedule 9 hereto. 23.2.2. The consent of the Parent Borrowers to a Transfer (if required) an assignment or transfer must not be unreasonably withheld withheld, made subject to conditions or delayed. The Parent Borrowers will be deemed to have given its their consent 5 (five) Business Days after the Existing Lender has requested it it, unless consent is expressly refused by the Parent Borrowers within that time. A Transfer will only 23.2.3. The Borrowers (acting reasonably) shall at any time (other than during the 15 (fifteen) Business Day notice period referred to below (Notification)) be effective if entitled to deliver a written notice to the procedure Agent specifying that it wishes to remove a Permitted Transferee from the Permitted Transferee list. Such written notice shall set out reasonable grounds for the Borrower’s request to remove such Permitted Transferee from the list. If the Agent is satisfied (acting reasonably) that the Borrowers has reasonable grounds for such removal the Agent shall notify the Borrowers in Clause 23.6 (Procedure for transfer) writing accordingly and such Permitted Transferee shall thereupon cease to be a Permitted Transferee; provided that, to the extent that such Permitted Transferee is complied with. If: 23.3.4.1 already a Lender Transfers any of its rights or obligations under the Finance Documents or changes its Facility Office; and 23.3.4.2 as a result of circumstances existing at the date the Transfer of such removal, such removal shall not obligate any Finance Party to acquire or change occurs, an Obligor would be obliged to make a payment to the New Lender or Lender acting through its new Facility Office under Clause 12 (Tax Grossre-up and Indemnities) or Clause 13 (Increased Costs), then the New Lender or Lender acting through its new Facility Office is only entitled to receive payment under those Clauses to the same extent as the Existing Lender or Lender acting through its previous Facility Office would have been if the Transfer or change had not occurredacquire such Permitted Transferees participation in any Loan. Each New Lender, by executing the relevant Transfer Certificate, confirms, for the avoidance of doubt, that the Facility Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf 23.2.4. The consent of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the Transfer becomes effective in accordance with this Agreement Borrowers under clause 23.2.1 shall not be required when an Event of Default has occurred and that it is bound by that decision to the same extent as the Existing Lender would have been had it remained a Lender. - 73 - conformed copy Gold Fields RCF Agreement_Revised Execution II(14711163.2) Transfer fee The New Lender shall, on the date upon which a Transfer takes effect, pay to the Facility Agent (for its own account) a fee of ZAR10,000.00 (Ten Thousand Rand), unless the Facility Agent, in its sole discretion, agrees to waive the payment of such fee. Limitation of responsibility of Existing Lenders Unless expressly agreed to the contrary, an Existing Lender makes no representation or warranty and assumes no responsibility to a New Lender for: 23.5.1.1 the legality, validity, effectiveness, adequacy or enforceability of the Finance Documents or any other documents; 23.5.1.2 the financial condition of any Obligor; 23.5.1.3 the performance and observance by any Obligor of its obligations under the Finance Documents or any other documents; or 23.5.1.4 the accuracy of any statements (whether written or oral) made in or in connection with any Finance Document or any other document, and any representations or warranties implied by law are excluded. Each New Lender confirms to the Existing Lender and the other Finance Parties that it: 23.5.2.1 has made (and shall continue to make) its own independent investigation and assessment of the financial condition and affairs of each Obligor and its related entities in connection with its participation in this Agreement and has not relied exclusively on any information provided to it by the Existing Lender in connection with any Finance Document; and 23.5.2.2 will continue to make its own independent appraisal of the creditworthiness of each Obligor and its related entities whilst any amount is or may be outstanding under the Finance Documents or any Commitment is in force. Nothing in any Finance Document obliges an Existing Lender to: 23.5.3.1 accept a re-transfer from a New Lender of any of the rights and obligations transferred under this Clause 23; or 23.5.3.2 support any losses directly or indirectly incurred by the New Lender by reason of the non- performance by any Obligor of its obligations under the Finance Documents or otherwise. Procedure for transfer Subject to the conditions set out in Clause 23.3 (Conditions of transfer) a Transfer is effected in accordance with Clause 23.6.3 below when the Facility Agent executes an otherwise duly completed Transfer Certificate delivered to it by the Existing Lender and the New Lender. The Facility Agent shall, subject to Clause 23.6.2 below, as soon as reasonably practicable after receipt by it of a duly completed Transfer Certificate appearing on its face to comply with the terms of thiscontinuing.

Changes to the Lenders. Cessions and delegations by the Lenders Subject to this Clause 23, a Lender (the Existing Lender) may transfer, cede and/or delegate any of its rights under any Finance Document (a Transfer) to an Eligible Institution which is regularly engaged in or established for the purpose of making, purchasing or investing in loans, securities or other financial assets (the New Lender). The Parent hereby consents to any splitting of claims which may arise as a result of a Transfer permitted by this Agreement. Conditions of Transfer The consent of the Parent is required for Transfer by an Existing Lender, unless the Transfer: 23.3.1.1 is to another Lender or an Affiliate of a Lender; or 23.3.1.2 takes effect at a time when an Event of Default has occurred and is continuing. The consent of the Parent to a Transfer (if required) must not be unreasonably withheld or delayed. The Parent will be deemed to have given its consent 5 (five) Business Days after the Existing Lender has requested it unless consent is expressly refused by the Parent within that time. A Transfer will only be effective if the procedure set out in Clause 23.6 (Procedure for transfer) is complied with. If: 23.3.4.1 a Lender Transfers any of its rights or obligations under the Finance Documents or changes its Facility Office; and 23.3.4.2 as a result of circumstances existing at the date the Transfer or change occurs, an Obligor would be obliged to make a payment to the New Lender or Lender acting through its new Facility Office under Clause 12 (Tax Gross-up and Indemnities) or Clause 13 (Increased Costs), then the New Lender or Lender acting through its new Facility Office is only entitled to receive payment under those Clauses to the same extent as the Existing Lender or Lender acting through its previous Facility Office would have been if the Transfer or change had not occurred. Each New Lender, by executing the relevant Transfer Certificate, confirms, for the avoidance of doubt, that the Facility Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the Transfer becomes effective in accordance with this Agreement and that it is bound by that decision to the same extent as the Existing Lender would have been had it remained a Lender. - 73 - conformed copy Gold Fields WA2 ZAR RCF Agreement_Revised Execution II(14711163.2) 2023.CONFORMED COPY.EXECUTION COPY Transfer fee The New Lender shall, on the date upon which a Transfer takes effect, pay to the Facility Agent (for its own account) a fee of ZAR10,000.00 (Ten Thousand Rand), unless the Facility Agent, in its sole discretion, agrees to waive the payment of such fee. Limitation of responsibility of Existing Lenders Unless expressly agreed to the contrary, an Existing Lender makes no representation or warranty and assumes no responsibility to a New Lender for: 23.5.1.1 the legality, validity, effectiveness, adequacy or enforceability of the Finance Documents or any other documents; 23.5.1.2 the financial condition of any Obligor; 23.5.1.3 the performance and observance by any Obligor of its obligations under the Finance Documents or any other documents; or 23.5.1.4 the accuracy of any statements (whether written or oral) made in or in connection with any Finance Document or any other document, and any representations or warranties implied by law are excluded. Each New Lender confirms to the Existing Lender and the other Finance Parties that it: 23.5.2.1 has made (and shall continue to make) its own independent investigation and assessment of the financial condition and affairs of each Obligor and its related entities in connection with its participation in this Agreement and has not relied exclusively on any information provided to it by the Existing Lender in connection with any Finance Document; and 23.5.2.2 will continue to make its own independent appraisal of the creditworthiness of each Obligor and its related entities whilst any amount is or may be outstanding under the Finance Documents or any Commitment is in force. Nothing in any Finance Document obliges an Existing Lender to: 23.5.3.1 accept a re-transfer from a New Lender of any of the rights and obligations transferred under this Clause 23; or 23.5.3.2 support any losses directly or indirectly incurred by the New Lender by reason of the non- performance by any Obligor of its obligations under the Finance Documents or otherwise. Procedure for transfer Subject to the conditions set out in Clause 23.3 (Conditions of transfer) a Transfer is effected in accordance with Clause 23.6.3 below when the Facility Agent executes an otherwise duly completed Transfer Certificate delivered to it by the Existing Lender and the New Lender. The Facility Agent shall, subject to Clause 23.6.2 below, as soon as reasonably practicable after receipt by it of a duly completed Transfer Certificate appearing on its face to comply with the terms of this

Changes to the Lenders. Cessions and delegations by the Lenders Subject to this Clause 23, a Lender (the Existing Lender) may transfer, cede and/or delegate any of its rights under any Finance Document (a Transfer) to an Eligible Institution which is regularly engaged in or established for the purpose of making, purchasing or investing in loans, securities or other financial assets (the New Lender). The Parent hereby consents to any splitting of claims which may arise as a result of a Transfer permitted by this Agreement. Conditions of Transfer The consent of the Parent is required for Transfer by an Existing Lender, unless the Transfer: 23.3.1.1 is to another Lender or an Affiliate of a Lender; or 23.3.1.2 takes effect at a time when an Event of Default has occurred and is continuing. 68 Conformed copy_ N1 ZAR RCF 2023.EXECUTION II COPY(14711136.2) The consent of the Parent to a Transfer (if required) must not be unreasonably withheld or delayed. The Parent will be deemed to have given its consent 5 (five) Business Days after the Existing Lender has requested it unless consent is expressly refused by the Parent within that time. A Transfer will only be effective if the procedure set out in Clause 23.6 (Procedure for transfer) is complied with. If: 23.3.4.1 a Lender Transfers any of its rights or obligations under the Finance Documents or changes its Facility Office; and 23.3.4.2 as a result of circumstances existing at the date the Transfer or change occurs, an Obligor would be obliged to make a payment to the New Lender or Lender acting through its new Facility Office under Clause 12 (Tax Gross-up and Indemnities) or Clause 13 (Increased Costs), then the New Lender or Lender acting through its new Facility Office is only entitled to receive payment under those Clauses to the same extent as the Existing Lender or Lender acting through its previous Facility Office would have been if the Transfer or change had not occurred. Each New Lender, by executing the relevant Transfer Certificate, confirms, for the avoidance of doubt, that the Facility Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the Transfer becomes effective in accordance with this Agreement and that it is bound by that decision to the same extent as the Existing Lender would have been had it remained a Lender. - 73 - conformed copy Gold Fields RCF Agreement_Revised Execution II(14711163.2) Transfer fee The New Lender shall, on the date upon which a Transfer takes effect, pay to the Facility Agent (for its own account) a fee of ZAR10,000.00 (Ten Thousand Rand), unless the Facility Agent, in its sole discretion, agrees to waive the payment of such fee. Limitation of responsibility of Existing Lenders Unless expressly agreed to the contrary, an Existing Lender makes no representation or warranty and assumes no responsibility to a New Lender for: 23.5.1.1 the legality, validity, effectiveness, adequacy or enforceability of the Finance Documents or any other documents; 23.5.1.2 the financial condition of any Obligor; 23.5.1.3 the performance and observance by any Obligor of its obligations under the Finance Documents or any other documents; or 23.5.1.4 the accuracy of any statements (whether written or oral) made in or in connection with any Finance Document or any other document, and any representations or warranties implied by law are excluded. 69 Conformed copy_ N1 ZAR RCF 2023.EXECUTION II COPY(14711136.2) Each New Lender confirms to the Existing Lender and the other Finance Parties that it: 23.5.2.1 has made (and shall continue to make) its own independent investigation and assessment of the financial condition and affairs of each Obligor and its related entities in connection with its participation in this Agreement and has not relied exclusively on any information provided to it by the Existing Lender in connection with any Finance Document; and 23.5.2.2 will continue to make its own independent appraisal of the creditworthiness of each Obligor and its related entities whilst any amount is or may be outstanding under the Finance Documents or any Commitment is in force. Nothing in any Finance Document obliges an Existing Lender to: 23.5.3.1 accept a re-transfer from a New Lender of any of the rights and obligations transferred under this Clause 23; or 23.5.3.2 support any losses directly or indirectly incurred by the New Lender by reason of the non- performance by any Obligor of its obligations under the Finance Documents or otherwise. Procedure for transfer Subject to the conditions set out in Clause 23.3 (Conditions of transfer) a Transfer is effected in accordance with Clause 23.6.3 below when the Facility Agent executes an otherwise duly completed Transfer Certificate delivered to it by the Existing Lender and the New Lender. The Facility Agent shall, subject to Clause 23.6.2 below, as soon as reasonably practicable after receipt by it of a duly completed Transfer Certificate appearing on its face to comply with the terms of thisthis Agreement and delivered in accordance with the terms of this Agreement, execute that Transfer Certificate. The Facility Agent shall only be obliged to execute a Transfer Certificate delivered to it by the Existing Lender and the New Lender once it is satisfied it has complied with all necessary know your customer or other similar checks under all applicable laws and regulations in relation to the transfer to such New Lender. Subject to Clause 23.9 (Pro rata interest settlement), on the Transfer Date: 23.6.3.1 to the extent that in the Transfer Certificate the Existing Lender seeks to transfer by novation its rights and obligations under the Finance Documents, each of the Obligors and the Existing Lender shall be released from further obligations towards one another under the Finance Documents and their respective rights against one another under the Finance Documents shall be cancelled (being the Discharged Rights and Obligations); 23.6.3.2 each of the Obligors and the New Lender shall assume obligations towards one another and/or acquire rights against one another which differ from the Discharged Rights and Obligations only insofar as that Obligor and the New Lender have assumed and/or acquired the same in place of that Obligor and the Existing Lender; 23.6.3.3