Common use of Appointment of Process Agent Clause in Contracts

Appointment of Process Agent. The Additional Company agrees that the process by which any Proceeding is begun may be served on it by being delivered in connection with any suit, action or proceeding in England, to: [.] at [.] Telephone: [.] Fascimile [.] or its principal other place of business for the time being. If the appointment of the Person mentioned in this Clause 6 ceases to be effective in respect of the Additional Company, the Additional Company shall immediately appoint a further Person in England to accept service of process on its behalf in England and failing such appointment within 15 days, the Security Trustee shall be entitled to appoint such a Person by notice to Additional Company. Nothing contained herein shall affect the right to serve process in any other manner permitted by law. EXECUTED as a Deed on the day and year first before written. [NB: address for Additional Company] SCHEDULE 8 FORM OF NOTICE OF CHARGE (Part I) (Notice of Charge) [LETTERHEAD OF [ ]] To: [ ] From: [ ] (the "Company") [Date] Dear Sirs ACCOUNT NO: [ ] NOTICE OF CHARGE We refer to Account No: [ ] (the "Special Accounts"). We notify you by this letter that we have charged by way of fixed charge, pursuant to a Debenture entered into by us in favour of [Name of Security Trustee] (the "Security Trustee") dated [ ] 200[ ] (the "Debenture"), all monies now or at any time standing to the credit of the Special Accounts. All terms defined in the Debenture which are used in this letter shall bear the same meaning as in the Debenture. We irrevocably and unconditionally instruct and authorise you (but subject to the provisions of the Intercreditor Agreement at all times after the Security Trustee has given you notice of an Event of Default which is continuing (an "Enforcement Notice"):

Appointment of Process Agent. The Additional Company agrees that Issuer and the process by which any Proceeding is begun may Guarantor each appoints Adecco UK Limited at its registered office at 00 Xxxxxxx Xxxxxx, Xxxxxx X0 0XX, Xxxxxxx as its agent for Disputes in England and agree that, in the event of Adecco UK Limited ceasing so to act or ceasing to be served on it by being delivered in connection with any suit, action or proceeding registered in England, to: [.] at [.] Telephone: [.] Fascimile [.] or it will appoint another person as its principal other place agent for service of business for the time being. If the appointment of the Person mentioned process in this Clause 6 ceases to be effective England in respect of the Additional Company, the Additional Company shall immediately appoint a further Person any Dispute in England to accept service of process on its behalf in England and failing such appointment within 15 days, the Security Trustee shall be entitled to appoint such a Person by notice to Additional CompanyEngland. Nothing contained herein in this clause shall affect the right to serve process in any other manner permitted by law. EXECUTED as a Deed This Agreement has been entered into on the day and year first before writtendate stated at the beginning of this Agreement. [NBADECCO INTERNATIONAL FINANCIAL SERVICES B.V.] By: address for Additional Company[ADECCO FINANCIAL SERVICES (NORTH AMERICA), LLC] By: ADECCO GROUP AG By: THE BANK OF NEW YORK MELLON By: [CALCULATION AGENT] [Address of Calculation Agent] Email address: ⚫ Telefax No: ⚫ Attention: ⚫ By: SCHEDULE 8 ONE TO THE CALCULATION AGENCY AGREEMENT Series Number Issue Date Maturity Date (if any) Title and Nominal Amount NGN [Yes/No] Annotation by Calculation Agent/Issuers SCHEDULE 2 FORM OF PUT NOTICE OF CHARGE for Notes in definitive form [ADECCO GROUP AG / ADECCO INTERNATIONAL FINANCIAL SERVICES B.V. / ADECCO FINANCIAL SERVICES (Part INORTH AMERICA), LLC] [title of relevant Series of Notes] By depositing this duly completed Notice with Registrar (in the case of Registered Notes) or any Paying Agent (Notice in the case of ChargeBearer Notes) [LETTERHEAD OF [ ]] To: [ ] From: [ ] for the above Series of Notes (the "Company"Notes) the undersigned holder of the Notes surrendered with this Notice and referred to below irrevocably exercises its option to have [Datethe full/………]1. nominal amount of the Notes redeemed in accordance with Condition [Redemption and Purchase – Redemption at the option of the Noteholders - Investor Put or Redemption and Purchase – Redemption at the option of the Noteholders – Change of Control ] Dear Sirs ACCOUNT NOon [redemption date]. This Notice relates to Notes in the aggregate nominal amount of bearing the following serial numbers: [ ] NOTICE OF CHARGE We refer ………………………………………………....................………...........................…........................................................... If the Notes or new Registered Note in respect of the balance of the Notes referred to Account No: [ ] (the "Special Accounts")above are to be returned2. We notify you by this letter that we have charged by way of fixed charge, pursuant to a Debenture entered into by us in favour of [Name of Security Trustee] (the "Security Trustee") dated [ ] 200[ ] (the "Debenture"), all monies now or at any time standing to the credit undersigned under clause 12.4 of the Special Accounts. All terms defined in the Debenture which are used in this letter shall bear the same meaning as in the Debenture. We irrevocably and unconditionally instruct and authorise you (but subject to the provisions of the Intercreditor Agreement at all times after the Security Trustee has given you notice of an Event of Default which is continuing (an "Enforcement Notice"):Agency Agreement, they should be returned by post to: ………………………………………………....................………..........................................................................................

Appointment of Process Agent. The Additional Company agrees that the process by which any Proceeding is begun may be served on it by being delivered in connection with any suit, action or proceeding in England, to: [.] Issuer irrevocably appoints Law Debenture Corporate Services Limited at [.] Telephone: [.] Fascimile [.] or its principal other place of business registered office for the time being. If , currently at Fifth Floor, 000 Xxxx Xxxxxx, Xxxxxx, XX0X 0XX as its agent under this Agreement for service of process in any proceedings before the appointment English courts in relation to any Dispute, and agrees that, in the event of the Person mentioned Law Debenture Corporate Services Limited being unable or unwilling for any reason so to act, it will immediately appoint another person as its agent for service of process in this Clause 6 ceases to be effective England in respect of any Dispute on terms acceptable to the Additional CompanyCalculation Agent, failing which the Additional Company shall immediately Calculation Agent may appoint another process agent for this purpose. The Issuer agrees that failure by a further Person in England process agent to accept service notify it of any process on its behalf in England and failing such appointment within 15 days, the Security Trustee shall be entitled to appoint such a Person by notice to Additional Companywill not invalidate service. Nothing contained herein in this clause 10 shall affect the right to serve process in any other manner permitted by law. EXECUTED as a Deed THIS AGREEMENT has been entered into on the day and year first before writtendate stated at the beginning of this Agreement. GRAND CITY PROPERTIES S.A. By: By: PRUDENTIAL TRUSTEE COMPANY LIMITED By: [NB: address for Additional CompanyCALCULATION AGENT] SCHEDULE 8 FORM OF NOTICE OF CHARGE (Part I) (Notice [Address of Charge) [LETTERHEAD OF [ ]Calculation Agent] To: [ ] From: [ ] (the "Company") [Date] Dear Sirs ACCOUNT NO: [ ] NOTICE OF CHARGE We refer to Account Telefax No: [ ] Attention: By: [ ] Contact Details THE BANK OF NEW YORK MELLON, LONDON BRANCH The Bank of New York Mellon, London Branch Xxx Xxxxxx Xxxxxx London E14 5AL United Kingdom Telefax No: +00 000 000 0000 Attention: Corporate Trust Services SCHEDULE TO THE CALCULATION AGENCY AGREEMENT Series Number Issue Date Maturity Date Title and Nominal Amount NGN [Yes/No] Annotation by Calculation Agent/Issuer SCHEDULE 2 FORM OF PUT NOTICE, CHANGE OF CONTROL PUT EXERCISE NOTICE AND MERGER PUT EXERCISE NOTICE for Senior Notes in definitive form GRAND CITY PROPERTIES S.A. [title of relevant Series of Notes] By depositing this duly completed Notice with the Registrar (in the case of Registered Notes) or any Paying Agent (in the case of Bearer Notes) for the above Series of Notes (the "Special Accounts")Notes) the undersigned holder of the Notes surrendered with this Notice and referred to below irrevocably exercises its option to have [the full/ ](1) nominal amount of the Notes redeemed in accordance with Condition 7.5/7.6/7.7 on [Optional Redemption Date/Merger Redemption Date/Change of Control Redemption Date]. We notify you by this letter that we have charged by way This Notice relates to Notes in the aggregate nominal amount of fixed charge, pursuant ................... bearing the following serial numbers: .............................................................................................................................................................................. If the Notes or a new Registered Note in respect of the balance of the Notes referred to a Debenture entered into by us in favour of [Name of Security Trustee] above are to be returned or delivered (as the "Security Trustee"case may be)(2) dated [ ] 200[ ] (the "Debenture"), all monies now or at any time standing to the credit undersigned under clause 12.6 of the Special Accounts. All terms defined Agency Agreement, they should be returned or delivered (as the case may be) by uninsured post to: .............................................................................................................................................................................. Payment Instructions Please make payment in respect of the Debenture which are used in this letter shall bear the same meaning as in the Debenture. We irrevocably and unconditionally instruct and authorise you (but subject above-mentioned Notes by transfer to the provisions of the Intercreditor Agreement at all times after the Security Trustee has given you notice of an Event of Default which is continuing (an "Enforcement Notice"following bank account(1):

Appointment of Process Agent. The Additional Company agrees that Issuer[ and the process by which any Proceeding is begun may Guarantor each] appoints Adecco UK Limited at its registered office at 00 Xxxxxxx Xxxxxx, Xxxxxx X0 0XX, Xxxxxxx as its agent for Disputes in England and agree that, in the event of Adecco UK Limited ceasing so to act or ceasing to be served on it by being delivered in connection with any suit, action or proceeding registered in England, to: [.] at [.] Telephone: [.] Fascimile [.] or it will appoint another person as its principal other place agent for service of business for the time being. If the appointment of the Person mentioned process in this Clause 6 ceases to be effective England in respect of the Additional Company, the Additional Company shall immediately appoint a further Person any Dispute in England to accept service of process on its behalf in England and failing such appointment within 15 days, the Security Trustee shall be entitled to appoint such a Person by notice to Additional CompanyEngland. Nothing contained herein in this clause shall affect the right to serve process in any other manner permitted by law. EXECUTED as a Deed This Agreement has been entered into on the day and year first before writtendate stated at the beginning of this Agreement. [NBADECCO INTERNATIONAL FINANCIAL SERVICES B.V.] By: address for Additional Company[ADECCO FINANCIAL SERVICES (NORTH AMERICA), LLC] By: ADECCO GROUP AG By: BNY MELLON CORPORATE TRUSTEE SERVICES LIMITED By: [CALCULATION AGENT] [Address of Calculation Agent] Email address: ⚫ Attention: ⚫ By: SCHEDULE 8 ONE TO THE CALCULATION AGENCY AGREEMENT Series Number Issue Date Maturity Date (if any) Title and Nominal Amount NGN [Yes/No] Annotation by Calculation Agent/Issuers SCHEDULE 2 FORM OF PUT NOTICE OF CHARGE for Notes in definitive form [ADECCO GROUP AG / ADECCO INTERNATIONAL FINANCIAL SERVICES B.V. / ADECCO FINANCIAL SERVICES (Part INORTH AMERICA), LLC] [title of relevant Series of Notes] By depositing this duly completed Notice with Registrar (in the case of Registered Notes) or any Paying Agent (Notice in the case of ChargeBearer Notes) [LETTERHEAD OF [ ]] To: [ ] From: [ ] for the above Series of Notes (the "Company"Notes) the undersigned holder of the Notes surrendered with this Notice and referred to below irrevocably exercises its option to have [Datethe full/………]1. nominal amount of the Notes redeemed in accordance with Condition [Redemption and Purchase – Redemption at the option of the Noteholders - Investor Put or Redemption and Purchase – Redemption at the option of the Noteholders – Change of Control Event] Dear Sirs ACCOUNT NOon [redemption date]. This Notice relates to Notes in the aggregate nominal amount of bearing the following serial numbers: [ ] NOTICE OF CHARGE We refer ………………………………………………....................………...........................…........................................................... If the Notes or new Registered Note in respect of the balance of the Notes referred to Account No: [ ] (the "Special Accounts")above are to be returned2. We notify you by this letter that we have charged by way of fixed charge, pursuant to a Debenture entered into by us in favour of [Name of Security Trustee] (the "Security Trustee") dated [ ] 200[ ] (the "Debenture"), all monies now or at any time standing to the credit undersigned under subclause 12.4 of the Special Accounts. All terms defined in the Debenture which are used in this letter shall bear the same meaning as in the Debenture. We irrevocably and unconditionally instruct and authorise you (but subject to the provisions of the Intercreditor Agreement at all times after the Security Trustee has given you notice of an Event of Default which is continuing (an "Enforcement Notice"):Agency Agreement, they should be returned by post to: ………………………………………………....................………..........................................................................................

Appointment of Process Agent. The Additional Company agrees that Each of the process by which any Proceeding is begun may Issuer and the Keep Well Providers has appointed Xxxxxxxx Chance Secretaries Limited at its registered office for the time being (being at the date hereof at 00 Xxxxx Xxxx Xxxxxx, Xxxxxx X00 0XX) as its agent for service of process, and undertakes that, in the event of Xxxxxxxx Chance Secretaries Limited ceasing so to act or ceasing to be served on it by being delivered in connection with any suit, action or proceeding registered in England, to: [.] at [.] Telephone: [.] Fascimile [.] or it will appoint such other person as the Trustee may approve (which approval shall not be unreasonably withheld) as its principal other place agent for service of business for the time being. If the appointment of the Person mentioned process in this Clause 6 ceases to be effective England in respect of the Additional Company, the Additional Company shall immediately appoint a further Person in England to accept service of process on its behalf in England and failing such appointment within 15 days, the Security Trustee shall be entitled to appoint such a Person by notice to Additional Companyany Proceedings. Nothing contained herein shall affect the right to serve process in any other manner permitted by law. EXECUTED as a Deed on the day and year first before writtenPRINCIPAL PAYING AGENT AND TRANSFER AGENT Citibank, N.A. 21st Floor Citigroup Centre Canada Square Xxxxxx Xxxxx Xxxxxx X00 0XX REGISTRAR AND TRANSFER AGENT Citibank, N.A. 000 Xxxx Xxxxxx Xxx Xxxx Xxx Xxxx 00000 SCHEDULE 2 FORMS OF GLOBAL AND DEFINITIVE NOTES, RECEIPTS, COUPONS AND TALONS PART I FORM OF TEMPORARY BEARER GLOBAL NOTE ANY UNITED STATES PERSON WHO HOLDS THIS OBLIGATION WILL BE SUBJECT TO LIMITATIONS UNDER THE UNITED STATES INCOME TAX LAWS, INCLUDING THE LIMITATIONS PROVIDED IN SECTIONS 165(j) AND 1287(a) OF THE INTERNAL REVENUE CODE. [NB: address for Additional Company] SCHEDULE 8 FORM OF NOTICE OF CHARGE PORTUGAL TELECOM INTERNATIONAL FINANCE B.V. (Part IA private company with limited liability incorporated under the laws of The Netherlands and having its corporate seat in Amsterdam, The Netherlands) (Notice the “Issuer”)/ PORTUGAL TELECOM, SGPS, S.A. (a company incorporated with limited liability under the laws of ChargePortugal) [LETTERHEAD OF [ ]] To: [ ] From: [ ] (the "Company") [Date] Dear Sirs ACCOUNT NO: [ ] NOTICE OF CHARGE We refer to Account No: [ ] (the "Special Accounts"“Issuer”)](1). We notify you by this letter that we have charged by way of fixed charge, pursuant to a Debenture entered into by us in favour of [Name of Security Trustee] (the "Security Trustee") dated [ ] 200[ ] (the "Debenture"), all monies now or at any time standing to the credit of the Special Accounts. All terms defined in the Debenture which are used in this letter shall bear the same meaning as in the Debenture. We irrevocably and unconditionally instruct and authorise you (but subject to the provisions of the Intercreditor Agreement at all times after the Security Trustee has given you notice of an Event of Default which is continuing (an "Enforcement Notice"):

Appointment of Process Agent. The Additional Company agrees that Issuer[ and the process by which any Proceeding is begun may Guarantor each] appoints Adecco UK Limited at its registered office at 00 Xxxxxxx Xxxxxx, Xxxxxx X0 0XX, Xxxxxxx as its agent for Disputes in England and agree that, in the event of Adecco UK Limited ceasing so to act or ceasing to be served on it by being delivered in connection with any suit, action or proceeding registered in England, to: [.] at [.] Telephone: [.] Fascimile [.] or it will appoint another person as its principal other place agent for service of business for the time being. If the appointment of the Person mentioned process in this Clause 6 ceases to be effective England in respect of the Additional Company, the Additional Company shall immediately appoint a further Person any Dispute in England to accept service of process on its behalf in England and failing such appointment within 15 days, the Security Trustee shall be entitled to appoint such a Person by notice to Additional CompanyEngland. Nothing contained herein in this clause shall affect the right to serve process in any other manner permitted by law. EXECUTED as a Deed This Agreement has been entered into on the day and year first before writtendate stated at the beginning of this Agreement. [NBADECCO INTERNATIONAL FINANCIAL SERVICES B.V.] By: address for Additional Company[ADECCO FINANCIAL SERVICES (NORTH AMERICA), LLC] By: ADECCO GROUP AG By: BNY MELLON CORPORATE TRUSTEE SERVICES LIMITED By: [CALCULATION AGENT] [Address of Calculation Agent] Email address: ⚫ Telefax No: ⚫ Attention: ⚫ By: SCHEDULE 8 ONE TO THE CALCULATION AGENCY AGREEMENT Series Number Issue Date Maturity Date (if any) Title and Nominal Amount NGN [Yes/No] Annotation by Calculation Agent/Issuers SCHEDULE 2 FORM OF PUT NOTICE OF CHARGE for Notes in definitive form [ADECCO GROUP AG / ADECCO INTERNATIONAL FINANCIAL SERVICES B.V. / ADECCO FINANCIAL SERVICES (Part INORTH AMERICA), LLC] [title of relevant Series of Notes] By depositing this duly completed Notice with Registrar (in the case of Registered Notes) or any Paying Agent (Notice in the case of ChargeBearer Notes) [LETTERHEAD OF [ ]] To: [ ] From: [ ] for the above Series of Notes (the "Company"Notes) the undersigned holder of the Notes surrendered with this Notice and referred to below irrevocably exercises its option to have [Datethe full/………]1. nominal amount of the Notes redeemed in accordance with Condition [Redemption and Purchase – Redemption at the option of the Noteholders - Investor Put or Redemption and Purchase – Redemption at the option of the Noteholders – Change of Control ] Dear Sirs ACCOUNT NOon [redemption date]. This Notice relates to Notes in the aggregate nominal amount of bearing the following serial numbers: [ ] NOTICE OF CHARGE We refer ………………………………………………....................………...........................…........................................................... If the Notes or new Registered Note in respect of the balance of the Notes referred to Account No: [ ] (the "Special Accounts")above are to be returned2. We notify you by this letter that we have charged by way of fixed charge, pursuant to a Debenture entered into by us in favour of [Name of Security Trustee] (the "Security Trustee") dated [ ] 200[ ] (the "Debenture"), all monies now or at any time standing to the credit undersigned under clause 12.4 of the Special Accounts. All terms defined in the Debenture which are used in this letter shall bear the same meaning as in the Debenture. We irrevocably and unconditionally instruct and authorise you (but subject to the provisions of the Intercreditor Agreement at all times after the Security Trustee has given you notice of an Event of Default which is continuing (an "Enforcement Notice"):Agency Agreement, they should be returned by post to: ………………………………………………....................……….................................................................................... ......

Appointment of Process Agent. The Additional Company agrees that the process by which any Proceeding is begun may be served on it by being delivered in connection with any suit, action or proceeding in England, to: [.] Issuer irrevocably appoints Law Debenture Corporate Services Limited at [.] Telephone: [.] Fascimile [.] or its principal other place of business registered office for the time being. If , currently at Xxxxx Xxxxx, 000 Xxxx Xxxxxx, Xxxxxx, XX0X 0XX as its agent under this Agreement for service of process in any proceedings before the appointment English courts in relation to any Dispute, and agrees that, in the event of the Person mentioned Law Debenture Corporate Services Limited being unable or unwilling for any reason so to act, it will immediately appoint another person as its agent for service of process in this Clause 6 ceases to be effective England in respect of any Dispute on terms acceptable to the Additional CompanyCalculation Agent, failing which the Additional Company shall immediately Calculation Agent may appoint another process agent for this purpose. The Issuer agrees that failure by a further Person in England process agent to accept service notify it of any process on its behalf in England and failing such appointment within 15 days, the Security Trustee shall be entitled to appoint such a Person by notice to Additional Companywill not invalidate service. Nothing contained herein in this clause 10 shall affect the right to serve process in any other manner permitted by law. EXECUTED as a Deed THIS AGREEMENT has been entered into on the day date stated at the beginning of this Agreement. GRAND CITY PROPERTIES S.A. By: By: PRUDENTIAL TRUSTEE COMPANY LIMITED By: [CALCULATION AGENT] [Address of Calculation Agent] Telefax No: Attention: [ [ ] ] By: Contact Details THE BANK OF NEW YORK MELLON, LONDON BRANCH The Bank of New York Mellon, London Branch Xxx Xxxxxx Xxxxxx Xxxxxx X00 0XX Xxxxxx Xxxxxxx Telefax No: +00 000 000 0000 Attention: Corporate Trust Services SCHEDULE TO THE CALCULATION AGENCY AGREEMENT Series Number Issue Date Maturity Date Title and year first before written. Nominal Amount NGN [NB: address for Additional CompanyYes/No] Annotation by Calculation Agent/Issuer SCHEDULE 8 2 FORM OF PUT NOTICE, CHANGE OF CONTROL PUT EXERCISE NOTICE OF CHARGE AND MERGER PUT EXERCISE NOTICE for Senior Notes in definitive form GRAND CITY PROPERTIES S.A. [title of relevant Series of Notes] By depositing this duly completed Notice with the Registrar (Part Iin the case of Registered Notes) or any Paying Agent (Notice in the case of ChargeBearer Notes) [LETTERHEAD OF [ ]] To: [ ] From: [ ] for the above Series of Notes (the "Company"Notes) the undersigned holder of the Notes surrendered with this Notice and referred to below irrevocably exercises its option to have [the full/ ](1) nominal amount of the Notes redeemed in accordance with Condition 7.5/7.6/7.7 on [Optional Redemption Date] Dear Sirs ACCOUNT NO/Merger Redemption Date/Change of Control Redemption Date]. This Notice relates to Notes in the aggregate nominal amount of ................... bearing the following serial numbers: [ ] NOTICE OF CHARGE We refer .............................................................................................................................................................................. If the Notes or a new Registered Note in respect of the balance of the Notes referred to Account No: [ ] above are to be returned or delivered (as the "Special Accounts"). We notify you by this letter that we have charged by way of fixed charge, pursuant to a Debenture entered into by us in favour of [Name of Security Trustee] (the "Security Trustee"case may be)(2) dated [ ] 200[ ] (the "Debenture"), all monies now or at any time standing to the credit undersigned under clause 12.6 of the Special Accounts. All terms defined Agency Agreement, they should be returned or delivered (as the case may be) by uninsured post to: .............................................................................................................................................................................. Payment Instructions Please make payment in respect of the Debenture which are used in this letter shall bear the same meaning as in the Debenture. We irrevocably and unconditionally instruct and authorise you (but subject above-mentioned Notes by transfer to the provisions of the Intercreditor Agreement at all times after the Security Trustee has given you notice of an Event of Default which is continuing (an "Enforcement Notice"following bank account(1):

Appointment of Process Agent. The Additional Company Issuer irrevocably appoints Crédit Industriel et Commercial, London Branch at its registered office at Xxxxxxxx Xxxxxx Xxxxx, 00 Xxxxxxxx Xxxxxx, Xxxxxx, XX0X 0XX as its agent under this Agreement for service of process in any proceedings before the English courts in relation to any Dispute, and agrees that that, in the process by which event of Crédit Industriel et Commercial, London Branch being unable or unwilling for any Proceeding is begun may be served on reason so to act, it by being delivered in connection with any suit, action or proceeding in England, to: [.] at [.] Telephone: [.] Fascimile [.] or will immediately appoint another person as its principal other place of business agent for the time being. If the appointment service of the Person mentioned process in this Clause 6 ceases to be effective England in respect of any Dispute on terms acceptable to the Additional CompanyCalculation Agent, failing which the Additional Company shall immediately Calculation Agent may appoint another process agent for this purpose. The Issuer agrees that failure by a further Person in England process agent to accept service notify it of any process on its behalf in England and failing such appointment within 15 days, the Security Trustee shall be entitled to appoint such a Person by notice to Additional Companywill not invalidate service. Nothing contained herein in this clause 10 shall affect the right to serve process in any other manner permitted by law. EXECUTED as a Deed This Agreement has been entered into on the day date stated at the beginning of this Agreement. CREDIT INDUSTRIEL ET COMMERCIAL By: CALCULATION AGENT [Address of Calculation Agent] Telefax No:  Attention:  By: Contact Details AGENT [Address of Agent] Telefax No:  Attention:  SCHEDULE 1 TO THE CALCULATION AGENCY AGREEMENT Series Number Issue Date Maturity Date [(if any)] Title and year first before writtenNominal Amount NGN [Yes/No] Annotation by Calculation Agent/Issuer SCHEDULE 2 TERMS AND CONDITIONS OF THE NOTES TERMS AND CONDITIONS OF THE ENGLISH LAW NOTES‌ The following are the Terms and Conditions of the English Law Notes which will be incorporated by reference into each Global Note (as defined below) and each definitive Note, in the latter case only if permitted by the relevant stock exchange or other relevant authority (if any) and agreed by the Issuer and the relevant Dealer at the time of issue but, if not so permitted and agreed, such definitive Note will have endorsed thereon or attached thereto such Terms and Conditions. [NB: address The applicable Final Terms in relation to any Tranche of Notes will complete the following Terms and Conditions. The applicable Final Terms (or the relevant provisions thereof) will be endorsed upon, or attached to, each Global Note and definitive Note. Reference should be made to "Form of the Notes" for Additional Company] SCHEDULE 8 FORM OF NOTICE OF CHARGE a description of the content of Final Terms which will specify which of such terms are to apply in relation to the relevant Notes. This Note is one of a Series (Part Ias defined below) (Notice of Charge) [LETTERHEAD OF [ ]] To: [ ] From: [ ] Notes issued by Crédit Industriel et Commercial (the "Company"Issuer) [Date] Dear Sirs ACCOUNT NO: [ ] NOTICE OF CHARGE We refer to Account No: [ ] subject to, and with the benefit of, the Agency Agreement (the "Special Accounts"as defined below). We notify you by this letter that we have charged by way of fixed charge, pursuant to a Debenture entered into by us in favour of [Name of Security Trustee] (the "Security Trustee") dated [ ] 200[ ] (the "Debenture"), all monies now or at any time standing References herein to the credit of the Special Accounts. All terms defined in the Debenture which are used in this letter Notes shall bear the same meaning as in the Debenture. We irrevocably and unconditionally instruct and authorise you (but subject be references to the provisions Notes of the Intercreditor Agreement at all times after the Security Trustee has given you notice of an Event of Default which is continuing (an "Enforcement Notice"):this Series and shall mean:

Appointment of Process Agent. The Additional Company agrees that the process by which any Proceeding is begun may be served on it by being delivered in connection with any suit, action or proceeding in England, to: [.] Issuer irrevocably appoints Law Debenture Corporate Services Limited at [.] Telephone: [.] Fascimile [.] or its principal other place of business registered office for the time being. If , currently at Xxxxx Xxxxx, 000 Xxxx Xxxxxx, Xxxxxx, XX0X 0XX as its agent under this Agreement for service of process in any proceedings before the appointment English courts in relation to any Dispute, and agrees that, in the event of the Person mentioned Law Debenture Corporate Services Limited being unable or unwilling for any reason so to act, it will immediately appoint another person as its agent for service of process in this Clause 6 ceases to be effective England in respect of any Dispute on terms acceptable to the Additional CompanyCalculation Agent, failing which the Additional Company shall immediately Calculation Agent may appoint another process agent for this purpose. The Issuer agrees that failure by a further Person in England process agent to accept service notify it of any process on its behalf in England and failing such appointment within 15 days, the Security Trustee shall be entitled to appoint such a Person by notice to Additional Companywill not invalidate service. Nothing contained herein in this clause 10 shall affect the right to serve process in any other manner permitted by law. EXECUTED as a Deed THIS AGREEMENT has been entered into on the day and year first before writtendate stated at the beginning of this Agreement. AROUNDTOWN SA By: By: Function: Function: PRUDENTIAL TRUSTEE COMPANY LIMITED By: [NB: address for Additional CompanyCALCULATION AGENT] SCHEDULE 8 FORM OF NOTICE OF CHARGE (Part I) (Notice [Address of Charge) [LETTERHEAD OF [ ]Calculation Agent] To: [ ] From: [ ] (the "Company") [Date] Dear Sirs ACCOUNT NO: [ ] NOTICE OF CHARGE We refer to Account Telefax No: [ ] Attention: [ ] By: Contact Details THE BANK OF NEW YORK MELLON, LONDON BRANCH The Bank of New York Mellon, London Branch Xxx Xxxxxx Xxxxxx Xxxxxx X00 0XX Xxxxxx Xxxxxxx Telefax No: +00 000 000 0000 Attention: Corporate Trust Services SCHEDULE TO THE CALCULATION AGENCY AGREEMENT Series Number Issue Date Maturity Date Title and Nominal Amount NGN [Yes/No] Annotation by Calculation Agent/Issuer SCHEDULE 2 FORM OF PUT NOTICE, CHANGE OF CONTROL PUT EXERCISE NOTICE AND MERGER PUT EXERCISE NOTICE for Senior Notes in definitive form AROUNDTOWN SA [title of relevant Series of Notes] By depositing this duly completed Notice with the Registrar (in the case of Registered Notes) or any Paying Agent (in the case of Bearer Notes) for the above Series of Notes (the "Special Accounts")Notes) the undersigned holder of the Notes surrendered with this Notice and referred to below irrevocably exercises its option to have [the full/ ](1) nominal amount of the Notes redeemed in accordance with Condition 7.5/7.6/7.7 on [Optional Redemption Date/Merger Redemption Date/Change of Control Redemption Date]. We notify you by this letter that we have charged by way This Notice relates to Notes in the aggregate nominal amount of fixed charge, pursuant ................... bearing the following serial numbers: .............................................................................................................................................................................. If the Notes or a new Registered Note in respect of the balance of the Notes referred to a Debenture entered into by us in favour of [Name of Security Trustee] above are to be returned or delivered (as the "Security Trustee"case may be)(2) dated [ ] 200[ ] (the "Debenture"), all monies now or at any time standing to the credit undersigned under subclause 12.6 of the Special Accounts. All terms defined Agency Agreement, they should be returned or delivered (as the case may be) by uninsured post to: .............................................................................................................................................................................. Payment Instructions Please make payment in respect of the Debenture which are used in this letter shall bear the same meaning as in the Debenture. We irrevocably and unconditionally instruct and authorise you (but subject above-mentioned Notes by transfer to the provisions of the Intercreditor Agreement at all times after the Security Trustee has given you notice of an Event of Default which is continuing (an "Enforcement Notice"following bank account(1):

Appointment of Process Agent. The Additional Company Issuer irrevocably appoints Crédit Industriel et Commercial, London Branch at its registered office at Finsbury Circus House, 00 Xxxxxxxx Xxxxxx, Xxxxxx, XX0X 0XX as its agent under this Agreement for service of process in any proceedings before the English courts in relation to any Dispute, and agrees that that, in the process by which event of Crédit Industriel et Commercial, London Branch being unable or unwilling for any Proceeding is begun may be served on reason so to act, it by being delivered in connection with any suit, action or proceeding in England, to: [.] at [.] Telephone: [.] Fascimile [.] or will immediately appoint another person as its principal other place of business agent for the time being. If the appointment service of the Person mentioned process in this Clause 6 ceases to be effective England in respect of any Dispute on terms acceptable to the Additional CompanyCalculation Agent, failing which the Additional Company shall immediately Calculation Agent may appoint another process agent for this purpose. The Issuer agrees that failure by a further Person in England process agent to accept service notify it of any process on its behalf in England and failing such appointment within 15 days, the Security Trustee shall be entitled to appoint such a Person by notice to Additional Companywill not invalidate service. Nothing contained herein in this clause 10 shall affect the right to serve process in any other manner permitted by law. EXECUTED as a Deed This Agreement has been entered into on the day and year first before writtendate stated at the beginning of this Agreement. CRÉDIT INDUSTRIEL ET COMMERCIAL By: [NBCALCULATION AGENT] [Address of Calculation Agent] Telephone: address for Additional Company⚫ Email: ⚫ Attention: ⚫ By: Contact Details [BNP PARIBAS, LUXEMBOURG BRANCH] [Address of Agent] Telephone: ⚫ Email: [⚫] Attention: [⚫] SCHEDULE 8 FORM 1 TO THE CALCULATION AGENCY AGREEMENT Series Number Issue Date Maturity Date [(if any)] Title and Nominal Amount NGN [Yes/No] Annotation by Calculation Agent/Issuer SCHEDULE 2 TERMS AND CONDITIONS OF NOTICE THE NOTES TERMS AND CONDITIONS OF CHARGE THE ENGLISH LAW NOTES TERMS AND CONDITIONS OF THE ENGLISH LAW NOTES The following are the Terms and Conditions of the English Law Notes which will be incorporated by reference into each Global Note (Part Ias defined below) and each definitive Note, in the latter case only if permitted by the relevant stock exchange or other relevant authority (Notice if any) and agreed by the Issuer and the relevant Dealer at the time of Chargeissue but, if not so permitted and agreed, such definitive Note will have endorsed thereon or attached thereto such Terms and Conditions. The applicable Final Terms in relation to any Tranche of Notes will complete the following Terms and Conditions. The applicable Final Terms (or the relevant provisions thereof) [LETTERHEAD OF [ ]] To: [ ] From: [ ] will be endorsed upon, or attached to, each Global Note and definitive Note. Reference should be made to "Form of the Notes" for a description of the content of Final Terms which will specify which of such terms are to apply in relation to the relevant Notes. This Note is one of a Series (as defined below) of Notes issued by Crédit Industriel et Commercial (the "Company"Issuer) [Date] Dear Sirs ACCOUNT NO: [ ] NOTICE OF CHARGE We refer to Account No: [ ] subject to, and with the benefit of, the Agency Agreement (the "Special Accounts"as defined below). We notify you by this letter that we have charged by way of fixed charge, pursuant to a Debenture entered into by us in favour of [Name of Security Trustee] (the "Security Trustee") dated [ ] 200[ ] (the "Debenture"), all monies now or at any time standing References herein to the credit of the Special Accounts. All terms defined in the Debenture which are used in this letter Notes shall bear the same meaning as in the Debenture. We irrevocably and unconditionally instruct and authorise you (but subject be references to the provisions Notes of the Intercreditor Agreement at all times after the Security Trustee has given you notice of an Event of Default which is continuing (an "Enforcement Notice"):this Series and shall mean:

Appointment of Process Agent. The Additional Company Issuer irrevocably appoints Xxxx Xxxx LLP at Ten Bishops Square, London E1 6EG, as its agent under this Agreement for service of process in any proceedings before the English courts in relation to any Dispute, and agrees that that, in the event of Xxxx Xxxx LLP being unable or unwilling for any reason so to act, it will immediately appoint another person as its agent for service of process by which any Proceeding is begun may be served on it by being delivered in connection with any suit, action or proceeding in England, to: [.] at [.] Telephone: [.] Fascimile [.] or its principal other place of business for the time being. If the appointment of the Person mentioned in this Clause 6 ceases to be effective England in respect of the Additional Company, the Additional Company shall immediately appoint any Dispute. The Issuer agrees that failure by a further Person in England process agent to accept service notify it of any process on its behalf in England and failing such appointment within 15 days, the Security Trustee shall be entitled to appoint such a Person by notice to Additional Companywill not invalidate service. Nothing contained herein in this clause 11 shall affect the right to serve process in any other manner permitted by law. EXECUTED as a Deed THIS AGREEMENT has been entered into on the day and year first before writtendate stated at the beginning of this Agreement. NESTE CORPORATION By: [NB: address for Additional CompanyCALCULATION AGENT] SCHEDULE 8 FORM OF NOTICE OF CHARGE (Part I) (Notice [Address of Charge) [LETTERHEAD OF [ ]Calculation Agent] ToE-mail: [ ] FromAttention: [ ] By: Contact Details CITIBANK, N.A., LONDON BRANCH Citigroup Centre Canada Square Canary Wharf London E14 5LB United Kingdom E-mail: xxxx.xxxxxx@xxxx.xxx Attention: Agency & Trust – Rate fixing SCHEDULE TO THE CALCULATION AGENCY AGREEMENT Series Number Issue Date Maturity Date Title and Nominal Amount NGN [Yes/No] Annotation by Calculation Agent/Issuer SCHEDULE 2 TERMS AND CONDITIONS OF THE NOTES The following are the Terms and Conditions of the Notes which will be incorporated by reference into each Global Note (as defined below) and each definitive Note, in the latter case only if permitted by the relevant stock exchange or other relevant authority (if any) and agreed by the Issuer and the relevant Dealer at the time of issue but, if not so permitted and agreed, such definitive Note will have endorsed thereon or attached thereto such Terms and Conditions. The applicable Final Terms (or the relevant provisions thereof) will be endorsed upon, or attached to, each Global Note and definitive Note. Reference should be made to "Applicable Final Terms" for a description of the content of Final Terms which will specify which of such terms are to apply in relation to the relevant Notes. This Note is one of a Series (as defined below) of Notes issued by Neste Corporation (the "Company"Issuer) [Date] Dear Sirs ACCOUNT NO: [ ] NOTICE OF CHARGE We refer pursuant to Account No: [ ] the Agency Agreement (the "Special Accounts"as defined below). We notify you by this letter that we have charged by way of fixed charge, pursuant to a Debenture entered into by us in favour of [Name of Security Trustee] (the "Security Trustee") dated [ ] 200[ ] (the "Debenture"), all monies now or at any time standing References herein to the credit of the Special Accounts. All terms defined in the Debenture which are used in this letter Notes shall bear the same meaning as in the Debenture. We irrevocably and unconditionally instruct and authorise you (but subject be references to the provisions Notes of the Intercreditor Agreement at all times after the Security Trustee has given you notice of an Event of Default which is continuing (an "Enforcement Notice"):this Series and shall mean:

Appointment of Process Agent. The Additional Company Issuer irrevocably appoints Heimstaden Holding UK Ltd at Xxx Xxxxx Xxxxx, Xxxxxx, Xxxxxxx, XX0X 0XX as its agent under this Agreement for service of process in any proceedings before the English courts in relation to any Dispute, and agrees that that, in the event of Heimstaden Holding UK Ltd being unable or unwilling for any reason so to act, it will immediately appoint another person as its agent for service of process by which any Proceeding is begun may be served on it by being delivered in connection with any suit, action or proceeding in England, to: [.] at [.] Telephone: [.] Fascimile [.] or its principal other place of business for the time being. If the appointment of the Person mentioned in this Clause 6 ceases to be effective England in respect of any Dispute on terms acceptable to the Additional CompanyCalculation Agent, failing which the Additional Company shall immediately Calculation Agent may appoint another process agent for this purpose. The Issuer agrees that failure by a further Person in England process agent to accept service notify it of any process on its behalf in England and failing such appointment within 15 days, the Security Trustee shall be entitled to appoint such a Person by notice to Additional Companywill not invalidate service. Nothing contained herein in this clause 11 shall affect the right to serve process in any other manner permitted by law. EXECUTED as a Deed THIS AGREEMENT has been entered into on the day and year first before writtendate stated at the beginning of this Agreement. HEIMSTADEN AB (PUBL) By: DEUTSCHE TRUSTEE COMPANY LIMITED By: [NB: address for Additional CompanyCALCULATION AGENT] SCHEDULE 8 FORM OF NOTICE OF CHARGE (Part I) (Notice [Address of Charge) [LETTERHEAD OF [ ]Calculation Agent] To: [ ] From: [ ] (the "Company") [Date] Dear Sirs ACCOUNT NO: [ ] NOTICE OF CHARGE We refer to Account Telefax No: [ ] Email: Attention: [ [ ] ] By: Contact Details DEUTSCHE BANK AG, LONDON BRANCH Winchester House 0 Xxxxx Xxxxxxxxxx Xxxxxx Xxxxxx XX0X 0XX Xxxxxx Xxxxxxx Telephone: +00 00 0000 0000 Telefax: +00 00 0000 0000 Email: xxx-xxx.xxx@xx.xxx Attention: Debt and Agency Services SCHEDULE TO THE CALCULATION AGENCY AGREEMENT Series Number Issue Date Maturity Date [(if any)] Title and Nominal Amount NGN [Yes/No] Annotation by Calculation Agent/Issuer SCHEDULE 2 FORM OF CHANGE OF CONTROL/PUT NOTICE for Notes in definitive form HEIMSTADEN AB (PUBL) [title of relevant Series of Notes] By depositing this duly completed Notice with the Registrar (in the case of Registered Notes) or any Paying Agent (in the case of Bearer Notes) for the above Series of Notes (the "Special Accounts")Notes) the undersigned holder of the Notes surrendered with this Notice and referred to below irrevocably exercises its option to have [the full/.......](1) nominal amount of the Notes redeemed in accordance with Condition [[7.5]/[7.6]](2) on [redemption date]. We notify you by this letter that we have charged by way This Notice relates to Notes in the aggregate nominal amount of fixed charge, pursuant ................... bearing the following serial numbers: .............................................................................................................................................................................. If the Notes or a new Registered Note in respect of the balance of the Notes referred to a Debenture entered into by us in favour of [Name of Security Trustee] above are to be returned or delivered (as the "Security Trustee"case may be)(3) dated [ ] 200[ ] (the "Debenture"), all monies now or at any time standing to the credit undersigned under clause 12.4 of the Special Accounts. All terms defined Agency Agreement, they should be returned or delivered (as the case may be) by uninsured post to: .............................................................................................................................................................................. Payment Instructions Please make payment in respect of the Debenture which are used in this letter shall bear the same meaning as in the Debenture. We irrevocably and unconditionally instruct and authorise you (but subject above-mentioned Notes by transfer to the provisions of the Intercreditor Agreement at all times after the Security Trustee has given you notice of an Event of Default which is continuing (an "Enforcement Notice"following bank account(1):

Appointment of Process Agent. The Additional Company Issuer [and the Guarantor each] irrevocably appoints Law Debenture Corporate Services Limited at 0xx Xxxxx, 000 Xxxxxxxxxxx, Xxxxxx XX0X 0XX, Xxxxxx Xxxxxxx as its agent under this Agreement for service of process in any proceedings before the English courts in relation to any Dispute, and agrees that that, in the event of Law Debenture Corporate Services Limited being unable or unwilling for any reason so to act, it will immediately appoint another person as its agent for service of process by which any Proceeding is begun may be served on it by being delivered in connection with any suit, action or proceeding in England, to: [.] at [.] Telephone: [.] Fascimile [.] or its principal other place of business for the time being. If the appointment of the Person mentioned in this Clause 6 ceases to be effective England in respect of any Dispute. The Issuer [and the Additional Company, the Additional Company shall immediately appoint Guarantor each] agrees that failure by a further Person in England process agent to accept service notify it of any process on its behalf in England and failing such appointment within 15 days, the Security Trustee shall be entitled to appoint such a Person by notice to Additional Companywill not invalidate service. Nothing contained herein in this clause 11 shall affect the right to serve process in any other manner permitted by law. EXECUTED as a Deed THIS AGREEMENT has been entered into on the day and year first before writtendate stated at the beginning of this Agreement. [NBSAMHÄLLSBYGGNADSBOLAGET I XXXXXX XX (PUBL)/SBB TREASURY OYJ] By: address for Additional Company[SAMHÄLLSBYGGNADSBOLAGET I XXXXXX XX (PUBL)] SCHEDULE 8 FORM OF NOTICE OF CHARGE (Part I) (Notice By: [CALCULATION AGENT] [Address of Charge) [LETTERHEAD OF [ ]Calculation Agent] To: [ ] From: [ ] (the "Company") [Date] Dear Sirs ACCOUNT NO: [ ] NOTICE OF CHARGE We refer to Account Telefax No: [ ] Attention: [ ] By: Contact Details DEUTSCHE BANK AG, LONDON BRANCH 1 Winchester House Great Xxxxxxxxxx Xxxxxx Xxxxxx XX0X 0XX Xxxxxx Xxxxxxx Telefax No: +00 000 000 0000 Attention: Debt & Agency Services SCHEDULE TO THE CALCULATION AGENCY AGREEMENT Series Number Issue Date Maturity Date Title and Nominal Amount NGN [Yes/No] Annotation by Calculation Agent/Issuer SCHEDULE 2‌‌ TERMS AND CONDITIONS OF THE NOTES The following are the Terms and Conditions of the Notes which will be incorporated by reference into each Global Note (as defined below) and each definitive Note, in the latter case only if permitted by the relevant stock exchange or other relevant authority (if any) and agreed by the relevant Issuer and the relevant Dealer at the time of issue but, if not so permitted and agreed, such definitive Note will have endorsed thereon or attached thereto such Terms and Conditions. The applicable Final Terms (or the relevant provisions thereof) will be endorsed upon, or attached to, each Global Note and definitive Note. Reference should be made to "Applicable Final Terms" for a description of the content of Final Terms which will specify which of such terms are to apply in relation to the relevant Notes. This Note is one of a Series (as defined below) of Notes issued by Samhӓllsbyggnadsbolaget i Xxxxxx XX (publ) ("SBB", and in its capacity as guarantor of Notes issued by SBB Treasury Oyj, the "Special AccountsGuarantor") or SBB Treasury Oyj ("SBBT" and, together with SBB, the "Issuers" and each, an "Issuer") pursuant to the Agency Agreement (as defined below). We notify you by this letter that we have charged by way of fixed charge, pursuant References herein to a Debenture entered into by us in favour of [Name of Security Trustee] (the "Security Trusteerelevant Issuer" shall be references to whichever of SBB or SBBT is specified as the Issuer in the applicable Final Terms (as defined below). If the relevant Issuer of a Series of Notes is SBB, references herein to ") dated [ ] 200[ ] (Guarantor" and "Guarantee", and related expressions, are not applicable and shall be disregarded in respect of such Series. References herein to the "Debenture"), all monies now or at any time standing Notes" shall be references to the credit Notes of the Special Accounts. All terms defined in the Debenture which are used in this letter Series and shall bear the same meaning as in the Debenture. We irrevocably and unconditionally instruct and authorise you (but subject to the provisions of the Intercreditor Agreement at all times after the Security Trustee has given you notice of an Event of Default which is continuing (an "Enforcement Notice"):mean:

Appointment of Process Agent. The Additional Each of the Issuer and the Guarantor appoints Avalon Company agrees that Services at its registered office at 3 Xxxxxxxxx Xxxxxx, Xxxxxxxxxxx, XX0 0XX, Xxxxxx Xxxxxxx for the time being as its agent for service of process by which in respect of any Proceeding is begun may be served on it by being delivered in connection with any suit, action or proceeding Proceedings in England, to: [.] at [.] Telephone: [.] Fascimile [.] and undertakes that, in the event of Avalon Company Services ceasing so to act or its principal other place of business for the time being. If the appointment of the Person mentioned in this Clause 6 ceases ceasing to be effective registered in England, it will appoint another person as its agent for service of process in respect of the Additional Company, the Additional Company shall immediately appoint a further Person any Proceedings in England to accept service of process on its behalf in England and failing such appointment within 15 days, the Security Trustee shall be entitled to appoint such a Person by notice to Additional CompanyEngland. Nothing contained herein in these Conditions or in the Trust Deed shall affect the right to serve process in respect of any Proceedings in any other manner permitted by law. EXECUTED as a Deed on Schedule 2 Form of Certificate On the day and year first before writtenfront: THIS CERTIFICATE HAS NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS. NEITHER THIS CERTIFICATE NOR ANY INTEREST OR PARTICIPATION HEREIN MAY BE REOFFERED, SOLD, ASSIGNED, TRANSFERRED, PLEDGED, ENCUMBERED OR OTHERWISE DISPOSED OF WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, US PERSONS, UNLESS SUCH TRANSACTION IS EXEMPT FROM, OR NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND ANY APPLICABLE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. THIS LEGEND SHALL CEASE TO APPLY UPON THE EXPIRY OF THE PERIOD OF 40 DAYS AFTER THE COMPLETION OF THE DISTRIBUTION OF ALL THE NOTES OF THE TRANCHE OF WHICH THIS NOTE FORMS PART. ISIN: XS2713344195 Common Code: 271334419 Certif. No. [NB: address for Additional Company●] SCHEDULE 8 FORM OF NOTICE OF CHARGE Simon Global Development B.V. (Part Ia private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) under the laws of the Netherlands and having its seat (Notice statutaire zetel) in Amsterdam, The Netherlands and its registered office ax Xxxxxxxx 00 0000 XX, Xxxxxxxxx, Xxx Xxxxxxxxxxx and registered with the Dutch Commercial Register (Handelsregister) under number 73380520) €750,000,000 3.50 per cent. Guaranteed Exchangeable Bonds due 2026 and exchangeable into Exchange Property initially comprising Shares of Charge) [LETTERHEAD OF [ ]] To: [ ] From: [ ] Klépierre SA The Bonds represented by this Certificate form part of a series designated as specified in the title (the "Company"“Bonds”) [Date] Dear Sirs ACCOUNT NO: [ ] NOTICE OF CHARGE We refer to Account No: [ ] of Simon Global Development B.V. (the "Special Accounts"“Issuer”) guaranteed by Simon Property Group, L.P. (the “Guarantor”). We notify you The Bonds are constituted by this letter a trust deed dated 14 November 2023 (the “Trust Deed”) between the Issuer, the Guarantor and BNY Mellon Corporate Trustee Services Limited (the “Trustee”). The Bonds are subject to, and have the benefit of, that we have charged by way of fixed chargeTrust Deed, pursuant to a Debenture the terms and conditions (the “Conditions”) endorsed hereon and the guarantee agreement dated 14 November 2023 entered into by us the Guarantor in favour of [Name of Security Trustee] (the "Security Trustee") dated [ ] 200[ ] (the "Debenture"), all monies now or at any time standing to the credit respect of the Special AccountsBonds. All terms Terms defined in the Debenture which are used in this letter shall bear Trust Deed have the same meaning as meanings when used herein. The Issuer hereby certifies that [●] of [●] is, at the date hereof, entered in the Debentureregister of Bondholders as the holder of Bonds in the principal amount of €[●] ([●] Euro). We irrevocably For value received, the Issuer promises to pay the person who appears at the relevant time on the register of Bondholders as holder of the Bonds in respect of which this Certificate is issued such amount or amounts as shall become due and unconditionally instruct payable from time to time in respect of such Bonds and authorise you otherwise to comply with the Conditions. The Bonds represented by this Certificate are exchangeable into the Exchange Property per Bond (but or, where a Cash Election is made as provided in the Conditions, payment of such sum in cash equal to the relevant Cash Alternative Amount) subject to and in accordance with the provisions Conditions and the Trust Deed. This Certificate is evidence of entitlement only. Title to the Bonds passes only on due registration on the register of Bondholders and only the duly registered holder is entitled to payments on Bonds in respect of which this Certificate is issued. This Certificate shall not be valid for any purpose until authenticated by or on behalf of the Intercreditor Agreement at all times after the Security Trustee has given you notice Registrar. This Certificate and any non-contractual obligations arising out of an Event or in connection with it are governed by, and shall be construed in accordance with, English law. Issued as of Default which is continuing (an "Enforcement Notice"):[●] SIMON GLOBAL DEVELOPMENT B.V. By: Authorised Signatory Dated: [●] Certificate of Authentication Authenticated by The Bank of New York Mxxxxx XX/NV, Dublin Branch as Registrar without recourse, warranty or liability. By: Authorised Signatory Dated: [●] PRINCIPAL PAYING, TRANSFER AND EXCHANGE AGENT The Bank of New York Mellon, London Branch 100 Xxxxx Xxxxxxxx Xxxxxx London EC4V 4LA United Kingdom

Appointment of Process Agent. The Additional Company Issuer irrevocably appoints Crédit Industriel et Commercial, London Branch at its registered office at Finsbury Circus House, 00 Xxxxxxxx Xxxxxx, Xxxxxx, XX0X 0XX as its agent under this Agreement for service of process in any proceedings before the English courts in relation to any Dispute, and agrees that that, in the process by which event of Crédit Industriel et Commercial, London Branch being unable or unwilling for any Proceeding is begun may be served on reason so to act, it by being delivered in connection with any suit, action or proceeding in England, to: [.] at [.] Telephone: [.] Fascimile [.] or will immediately appoint another person as its principal other place of business agent for the time being. If the appointment service of the Person mentioned process in this Clause 6 ceases to be effective England in respect of any Dispute on terms acceptable to the Additional CompanyCalculation Agent, failing which the Additional Company shall immediately Calculation Agent may appoint another process agent for this purpose. The Issuer agrees that failure by a further Person in England process agent to accept service notify it of any process on its behalf in England and failing such appointment within 15 days, the Security Trustee shall be entitled to appoint such a Person by notice to Additional Companywill not invalidate service. Nothing contained herein in this clause 10 shall affect the right to serve process in any other manner permitted by law. EXECUTED as a Deed This Agreement has been entered into on the day and year first before writtendate stated at the beginning of this Agreement. CRÉDIT INDUSTRIEL ET COMMERCIAL By: [NBCALCULATION AGENT] [Address of Calculation Agent] Telephone: address for Additional Company⚫ Email: ⚫ Attention: ⚫ By: Contact Details [BNP PARIBAS, LUXEMBOURG BRANCH] [Address of Agent] Telephone: ⚫ Email: [⚫] Attention: [⚫] SCHEDULE 8 FORM 1 TO THE CALCULATION AGENCY AGREEMENT Series Number Issue Date Maturity Date [(if any)] Title and Nominal Amount NGN [Yes/No] Annotation by Calculation Agent/Issuer ANNEXE 2 TERMS AND CONDITIONS OF NOTICE THE NOTES TERMS AND CONDITIONS OF CHARGE THE ENGLISH LAW NOTES TERMS AND CONDITIONS OF THE ENGLISH LAW NOTES The following are the Terms and Conditions of the English Law Notes which will be incorporated by reference into each Global Note (Part Ias defined below) and each definitive Note, in the latter case only if permitted by the relevant stock exchange or other relevant authority (Notice if any) and agreed by the Issuer and the relevant Dealer at the time of Chargeissue but, if not so permitted and agreed, such definitive Note will have endorsed thereon or attached thereto such Terms and Conditions. The applicable Final Terms in relation to any Tranche of Notes will complete the following Terms and Conditions. The applicable Final Terms (or the relevant provisions thereof) [LETTERHEAD OF [ ]] To: [ ] From: [ ] will be endorsed upon, or attached to, each Global Note and definitive Note. Reference should be made to "Form of the Notes" for a description of the content of Final Terms which will specify which of such terms are to apply in relation to the relevant Notes. This Note is one of a Series (as defined below) of Notes issued by Crédit Industriel et Commercial (the "Company"Issuer) [Date] Dear Sirs ACCOUNT NO: [ ] NOTICE OF CHARGE We refer to Account No: [ ] subject to, and with the benefit of, the Agency Agreement (the "Special Accounts"as defined below). We notify you by this letter that we have charged by way of fixed charge, pursuant to a Debenture entered into by us in favour of [Name of Security Trustee] (the "Security Trustee") dated [ ] 200[ ] (the "Debenture"), all monies now or at any time standing References herein to the credit of the Special Accounts. All terms defined in the Debenture which are used in this letter Notes shall bear the same meaning as in the Debenture. We irrevocably and unconditionally instruct and authorise you (but subject be references to the provisions Notes of the Intercreditor Agreement at all times after the Security Trustee has given you notice of an Event of Default which is continuing (an "Enforcement Notice"):this Series and shall mean: