Common use of DUTIES OF THE PAYING AGENTS Clause in Contracts

DUTIES OF THE PAYING AGENTS. 6.1 Subject to the payments to the Principal Paying Agent provided for by Clause 4 being duly made and subject to the provisions of Clause 7, the Paying Agents shall act as paying agents of the Issuer in respect of the Securities and pay or cause to be paid on behalf of the Issuer, on and after each date on which any payment becomes due and payable, the amounts of principal, premium (if any) and/or interest then payable on surrender or, in the case of a Global Security, endorsement, of Securities or Coupons under the Conditions and this Agreement. If any payment provided for by Clause 4 is made late but otherwise under the terms of this Agreement the Paying Agents shall nevertheless act as paying agents following receipt by them of payment. 6.2 If default is made by the Issuer in respect of any payment, unless and until the full amount of the payment has been made under the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Agent have been made, neither the Principal Paying Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agents. 6.3 Without prejudice to sub-clauses 6.1 and 6.2, if the Principal Paying Agent pays any amounts to the holders of Securities or Coupons or to any other Paying Agent at a time when it has not received payment in full in respect of the Securities in accordance with sub-clause 4.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer will, in addition to paying amounts due under sub-clause 4.1, pay to the Principal Paying Agent on demand interest (at a rate which represents the Principal Paying Agent's cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Agent of the Shortfall. 6.4 Whilst any Securities are represented by a Global Security, all payments due in respect of the Securities shall be made to, or to the order of, the holder of the Global Security, subject to and in accordance with the provisions of the Global Security. On the occasion of each payment, the Paying Agent to which the Global Security was presented for the purpose of making the payment shall cause the appropriate Schedule to the relevant Global Security to be annotated so as to evidence the amounts and dates of the payments of principal and/or interest as applicable. 6.5 If on presentation of a Security or Coupon the amount payable in respect of the Security or Coupon is not paid in full (otherwise than as a result of withholding or deduction for or on account of any Taxes as permitted by the Conditions) the Paying Agent to whom the Security or Coupon is presented shall procure that the Security or Coupon is enfaced with a memorandum of the amount paid and the date of payment.

DUTIES OF THE PAYING AGENTS. 6.1 Subject to the payments to the Principal Paying Agent provided for by Clause 4 being duly made and subject to the provisions of Clause 7, the 8.1 The Paying Agents shall act as paying agents of the Issuer relevant Trustee in respect of the Securities each Series of Trust Certificates and shall pay or cause to be paid on behalf of the Issuerrelevant Trustee, on and after each date on which any payment becomes due and payable, the amounts of principal, premium (if any) and/or interest Dissolution Amount or Periodic Distribution Amount then payable on surrender or, in the case of a the Global SecurityTrust Certificate, endorsement, of Securities or Coupons Trust Certificates under the Conditions and this Agreement. If any payment provided for by pursuant to Clause 4 6 (Payment to the Principal Paying Agent) is made late but otherwise under pursuant to the terms of this Agreement the Paying Agents shall nevertheless act as paying agents following receipt by them of payment. 6.2 If default is made by the Issuer in respect of any payment, unless and until the full amount of the payment has been made under the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Agent have been made, neither the Principal Paying Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agents. 6.3 Without prejudice to sub-clauses 6.1 and 6.2, if the Principal Paying Agent pays any amounts to the holders of Securities or Coupons or to any other Paying Agent at a time when it has not received payment in full in respect of the Securities in accordance with sub-clause 4.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer will, in addition to paying amounts due under sub-clause 4.1, pay to the Principal Paying Agent on demand interest (at a rate which represents the Principal Paying Agent's cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Agent of the Shortfall. 6.4 Whilst any Securities are represented by a Global Security, all payments due in respect of the Securities shall be made to, or to the order of, the holder of the Global Security, subject to and in accordance with the provisions of the Global Security. On the occasion of each payment, the Paying Agent to which the Global Security was presented for the purpose of making the payment shall cause the appropriate Schedule to the relevant Global Security to be annotated so as to evidence the amounts and dates of the payments of principal and/or interest as applicable. 6.5 8.2 If on presentation of a Security or Coupon Trust Certificate the amount payable in respect of the Security or Coupon relevant Trust Certificate is not paid in full (otherwise than as a result of withholding or deduction for or on account of any withholding or deduction for, or on account of, any Taxes as permitted by the Conditions) the Principal Paying Agent or the Paying Agent to whom the Security or Coupon Trust Certificate is presented shall procure that the Security or Coupon Trust Certificate is enfaced with a memorandum of the amount paid and the date of payment, and shall procure that the Registrar shall make a note of the details of such payment in the Register. In addition, in the case of any Global Trust Certificate which is held under the NSS, the Registrar or the Principal Paying Agent shall also instruct Euroclear and Clearstream, Luxembourg to make appropriate entries in their records to reflect such shortfall in payment. 8.3 If, the relevant Trustee or the IsDB determines in its sole discretion that any withholding or deduction for or on account of any tax will be required by Applicable Law in connection with any payment due to any Agent on any Trust Certificates, then the relevant Trustee or the IsDB will be entitled to re-direct or reorganise any such payment in any way that it sees fit in order that the payment may be made without such withholding or deduction provided that any such re-directed or reorganised payment is made through a recognised institution of international standing and such payment is otherwise made in accordance with this Agreement and the Trust Deed. The relevant Trustee will promptly notify the Principal Paying Agent and the Delegate of any such redirection or reorganisation. For the avoidance of doubt, FATCA Withholding is a withholding or deduction which is deemed to be required by Applicable Law for the purposes of this Clause 8.3. 8.4 The Paying Agents agree to act in accordance with any instructions given by the Delegate in respect of any meeting of Certificateholders as provided for in schedule 5 (Provisions for Meetings of Certificateholders) of the Master Trust Deed. 8.5 In relation to each Series where the relevant Global Trust Certificate is held under the NSS, the relevant Issuer hereby authorises and instructs the Principal Paying Agent to elect either Euroclear or Clearstream, Luxembourg as Common Safekeeper. From time to time, the relevant Issuer and the Principal Paying Agent may agree to vary this election. The relevant Issuer acknowledges that any such election is subject to the right of Euroclear and Clearstream, Luxembourg to jointly determine that the other shall act as Common Safekeeper in relation to any such issue and agrees that no liability shall attach to the Principal Paying Agent in respect of any such election made by it.

DUTIES OF THE PAYING AGENTS. 6.1 Subject to the payments to the Principal Paying Agent provided for by Clause in clause 4 being duly made and subject to the provisions of Clause clause 7, the Paying Agents shall act as paying agents of the Issuer and/or the Guarantor in respect of the Securities Notes and shall pay or cause to be paid on behalf of the IssuerIssuer and/or the Guarantor, on and after each date on which any payment becomes due and payable, the amounts of any principal, premium (if any) and/or or interest then payable on surrender or, in the case of a Global Security, endorsement, of Securities or Coupons under the Conditions and this Agreement. If any payment provided for by Clause 4 is made late but otherwise under the terms of this Agreement the Paying Agents shall nevertheless act as paying agents following receipt by them of payment. 6.2 If default is made by the Issuer and the Guarantor in respect of any payment, then unless and until the full amount of the relevant payment has been made under in accordance with the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Agent have been made, neither the Principal no Paying Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agentsagent. 6.3 Without prejudice to sub-clauses 6.1 and 6.2, if the Principal Paying Agent pays any amounts to the holders of Securities Notes or Coupons or to any other Paying Agent at a time when it has not received payment in full in respect of the Securities Notes in accordance with sub-clause 4.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer (failing which the Guarantor) will, in addition to paying amounts due under sub-clause 4.1, pay to the Principal Paying Agent on demand interest (at a rate which represents the Principal Paying Agent's cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Agent of the Shortfall. 6.4 Whilst any Securities Notes are represented by a Global SecurityNote, all payments due in respect of the Securities Notes shall be made to, or to the order of, the holder of the Global SecurityNote, subject to and in accordance with the provisions of the Global SecurityNote. On the occasion of each payment, the Principal Paying Agent shall instruct Euroclear and Clearstream, Luxembourg to which the Global Security was presented for the purpose of making the payment shall cause make the appropriate Schedule entries in their records to the relevant Global Security to be annotated so as to evidence the amounts and dates of the payments of principal and/or interest as applicablereflect such payment. 6.5 If on presentation of a Security Note or Coupon the amount payable in respect of the Security Note or Coupon is not paid in full (otherwise than as a result of withholding or deduction for or on account of any Taxes as permitted by the Conditions) the Principal Paying Agent shall instruct Euroclear and Clearstream, Luxembourg to whom the Security or Coupon is presented shall procure that the Security or Coupon is enfaced with a memorandum of the amount paid and the date of make appropriate entries in their records to reflect such shortfall in payment.

DUTIES OF THE PAYING AGENTS. 6.1 Subject to the payments to the Principal Paying Agent provided for by Clause in clause 4 being duly made and subject to the provisions of Clause clause 7, the Paying Agents shall act as paying agents of the Issuer in respect of the Securities Notes and shall pay or cause to be paid on behalf of the Issuer, on and after each date on which any payment becomes due and payable, the amounts of any principal, premium (if any) and/or or interest then payable on surrender or, in the case of a Global Security, endorsement, of Securities or Coupons under the Conditions and this Agreement. If any payment provided for by Clause 4 is made late but otherwise under the terms of this Agreement the Paying Agents shall nevertheless act as paying agents following receipt by them of payment. 6.2 If default is made by the Issuer in respect of any payment, then unless and until the full amount of the relevant payment has been made under in accordance with the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Agent have been made, neither the Principal no Paying Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agentsagent. 6.3 Without prejudice to sub-clauses subclauses 6.1 and 6.2, if the Principal Paying Agent pays any amounts to the holders of Securities Notes or Coupons or to any other Paying Agent at a time when it has not received payment in full in respect of the Securities Notes in accordance with sub-clause subclause 4.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer will, in addition to paying amounts due under sub-clause subclause 4.1, pay to the Principal Paying Agent on demand interest (at a rate which represents the Principal Paying Agent's cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Agent of the Shortfall. 6.4 Whilst any Securities Notes are represented by a Global SecurityNote, all payments due in respect of the Securities Notes shall be made to, or to the order of, the holder of the Global SecurityNote, subject to and in accordance with the provisions of the Global SecurityNote. On the occasion of each payment, the Paying Agent to which the Global Security Note was presented for the purpose of making the payment shall cause the appropriate Schedule to the relevant Global Security Note to be annotated so as to evidence the amounts and dates of the payments of principal and/or interest as applicable. 6.5 If on presentation of a Security Note or Coupon the amount payable in respect of the Security Note or Coupon is not paid in full (otherwise than as a result of withholding or deduction for or on account of any Taxes as permitted by the ConditionsConditions or by reason of a FATCA Withholding) the Paying Agent to whom the Security Note or Coupon is presented shall procure make a record of the shortfall on the relevant Note or Coupon and the record shall in the absence of manifest error, be prima facie evidence that the Security or Coupon is enfaced with a memorandum of the amount paid and the date of paymentpayment in question has not to that extent been made.

DUTIES OF THE PAYING AGENTS. 6.1 Subject to the payments to the Principal Paying Agent provided for by Clause 4 being duly made and subject to the provisions of Clause 7, the ‌ 7.1 The Paying Agents shall shall, upon receipt of the necessary information from the Registrar, act as paying agents of the Issuer Trustee in respect of the Securities Certificates and shall pay or cause to be paid paid, on behalf of the IssuerTrustee or, as the case may be, the Delegate, on and after each date on which any payment becomes due and payable, the amounts of principalDissolution Amount, premium (if any) and/or interest Optional Redemption Amount or Periodic Distribution Amount then payable on surrender or, in the case of a Global Security, endorsement, of Securities or Coupons under the Conditions and this Agreement. If any payment provided for by pursuant to Clause 4 5 is made late but otherwise under pursuant to the terms of this Agreement Agreement, the Paying Agents shall nevertheless act as paying agents following receipt by them of payment. 6.2 If default is made by the Issuer in respect of any payment, unless and until the full amount of the payment has been made under the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Agent have been made, neither the Principal Paying Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agents. 6.3 Without prejudice to sub-clauses 6.1 and 6.2, if the Principal Paying Agent pays any amounts to the holders of Securities or Coupons or to any other Paying Agent at a time when it has not received payment in full in respect of the Securities in accordance with sub-clause 4.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer will, in addition to paying amounts due under sub-clause 4.1, pay to the Principal Paying Agent on demand interest (at a rate which represents the Principal Paying Agent's cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Agent of the Shortfall. 6.4 Whilst any Securities are represented by a Global Security, all payments due in respect of the Securities shall be made to, or to the order of, the holder of the Global Security, subject to and in accordance with the provisions of the Global Security. On the occasion of each payment, the Paying Agent to which the Global Security was presented for the purpose of making the payment shall cause the appropriate Schedule to the relevant Global Security to be annotated so as to evidence the amounts and dates of the payments of principal and/or interest as applicable. 6.5 7.2 If on presentation of a Security or Coupon the amount payable in respect of the Security or Coupon any Certificate is not paid in full when due (otherwise than as a result of withholding or deduction for or on account of any withholding or deduction for, or on account of, any Taxes (as defined in the Conditions) as permitted by the ConditionsConditions or required pursuant to an agreement described in Section 1471(b) of the Code or otherwise imposed pursuant to Sections 1471 through 1474 of the Code) the Registrar shall make a record of the details of such shortfall in payment in the Register and such record shall, in the absence of manifest error, be prima facie evidence that the payment in question has not to that extent been made. 7.3 If, for any reason, the Principal Paying Agent or any Paying Agent fails to whom become, or ceases to be, a Participating FFI and the Security Trustee considers in its sole discretion that it may be liable as a result to withhold any FATCA Withholding Tax in respect of any payment due on any Certificates, then the Trustee will be entitled to re-direct or Coupon is presented shall procure reorganise any such payment in any way that it sees fit in order that the Security payment may be made without FATCA Withholding Tax. 7.4 The Agents shall be entitled to make payments hereunder net of any Taxes or Coupon other sums required by Applicable Law to be withheld or deducted. If such withholding or deduction is enfaced required by Applicable Law, no Agent shall be obliged to gross up or pay any additional amounts to the recipient in respect of any amount so withheld or deducted. 7.5 Each party shall, within 10 Business Days of a written request by another party, supply to that other party such forms, documentation and other information relating to it, its status, or the Certificates as that other party reasonably requests for the purposes of that other party's compliance with a memorandum Applicable Law and shall notify the relevant other party reasonably promptly in the event that it becomes aware that any of the amount paid forms, documentation or other information provided by such party is (or becomes) inaccurate in any material respect; provided, however, that no party shall be required to provide any forms, documentation or other information pursuant to this paragraph to the extent that: (i) any such form, documentation or other information (or the information required to be provided on such form or documentation) is not reasonably available to such party and cannot be obtained by such party using reasonable efforts; or (ii) doing so would or might in the date reasonable opinion of paymentsuch party constitute a breach of any: (a) Applicable Law; (b) fiduciary duty; or (c) duty of confidentiality.

DUTIES OF THE PAYING AGENTS. 6.1 Subject to the payments to the Principal Paying Agent provided for by Clause 4 being duly made and subject to the provisions of Clause 7, the 7.1 The Paying Agents shall shall, upon receipt of any necessary information from the Registrar, act as paying agents of the Issuer Trustee in respect of the Securities Certificates and shall pay or cause to be paid paid, on behalf of the IssuerTrustee or, as the case may be, the Delegate, on and after each date on which any payment becomes due and payable, the amounts of principal, premium (if any) and/or interest any Dissolution Amount or Periodic Distribution Amount then payable on surrender or, in the case of a Global Security, endorsement, of Securities or Coupons under the Conditions and this Agreement. If any payment provided for by pursuant to Clause 4 5 is made late but otherwise under pursuant to the terms of this Agreement Agreement, the Paying Agents shall nevertheless act as paying agents following receipt acknowledgement by them of the receipt of the relevant payment. 6.2 7.2 If default is made by the Issuer Trustee in respect of the amount of any paymentpayment required to be made to the Transaction Account pursuant to Clause 5, then unless and until the full amount of the relevant payment has been made under in accordance with the terms provisions of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Agent have been made, neither the Principal no Paying Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agentsagent. 6.3 Without prejudice to sub-clauses 6.1 and 6.27.3 Subject as provided above, if the Principal Paying Agent pays shall pay or cause to be paid on behalf of the Trustee, on and after each date on which any payment becomes due and payable, the amounts to the holders of Securities or Coupons or to any other Paying Agent at a time when it has not received payment in full payable in respect of each Certificate under the Securities Conditions and the provisions of this Agreement and, in accordance with sub-clause 4.1 (the excess case of a payment of the amounts so paid over Dissolution Amount, following receipt of the amounts so received being Certificate at the “Shortfall”), the Issuer will, in addition to paying amounts due under sub-clause 4.1, pay to the Principal Paying Agent on demand interest (at a rate which represents the Principal specified office of any Paying Agent's cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Agent of the Shortfall. 6.4 7.4 Whilst any Securities Certificates are represented by a Global SecurityCertificate, all payments due in respect of the Securities Certificates shall be made to, or to the order of, the holder of the relevant Global SecurityCertificate, subject to and in accordance with the provisions of the relevant Global SecurityCertificate. On the occasion of each payment, the Paying Agent to which the relevant Global Security Certificate was presented for the purpose of making the payment shall cause notify the Registrar which shall make an appropriate Schedule to entry in the relevant Global Security to be annotated so as Register to evidence the amounts amount and dates date of the payments of principal and/or interest as applicablerelevant payment. 6.5 7.5 If on presentation of a Security or Coupon the amount payable in respect of the Security or Coupon any Certificate is not paid in full when due (otherwise than as a result of withholding or deduction for or on account of any Taxes Tax as permitted by the Conditions) the Registrar shall make a note of the details of such shortfall in payment in the Register. 7.6 In the case of a Tranche in respect of which there is only one Dealer, the Principal Paying Agent to whom will determine the Security or Coupon is presented shall procure that the Security or Coupon is enfaced with a memorandum end of the amount paid Distribution Compliance Period in respect of the Tranche as being the fortieth day following the date determined and certified by the relevant Dealer to the Principal Paying Agent as being the date on which distribution of the Certificates of that Tranche was completed. 7.7 In the case of a Tranche in respect of which there is more than one Dealer but which is not issued on a syndicated basis, the Principal Paying Agent will determine the end of the Distribution Compliance Period in respect of the Tranche as being the fortieth day following the last of the dates determined and certified by all the relevant Dealers to the Principal Paying Agent as being the respective dates on which distribution of the Certificates of that Tranche purchased by each Dealer was completed. 7.8 In the case of a Tranche issued on a syndicated basis, the Principal Paying Agent will determine the end of the Distribution Compliance Period in respect of the Tranche as being the fortieth day following the date determined and certified by the Lead Manager to the Principal Paying Agent as being the date on which distribution of the Certificates of that Tranche was completed. 7.9 Immediately after it determines the end of the Distribution Compliance Period in respect of any Tranche, the Principal Paying Agent shall notify the determination to the Trustee, Majid Al Futtaim Properties, the Guarantor, the Delegate, Euroclear, Clearstream, Luxembourg and the date of paymentrelevant Dealer or Lead Manager, as the case may be.

DUTIES OF THE PAYING AGENTS. 6.1 Subject to the payments to the Principal Paying Agent provided for by Clause clause 4 being duly made and subject to the provisions of Clause clause 7, the Paying Agents shall act as paying agents of the Issuer and/or the Guarantors in respect of the Securities Notes and pay or cause to be paid on behalf of the IssuerIssuer and/or the Guarantors, on and after each date on which any payment becomes due and payable, the amounts of principal, premium (if any) principal and/or interest then payable on surrender or, in the case of a Global SecurityNote, endorsement, of Securities Notes or Coupons under the Conditions and this Agreement. If any payment provided for by Clause clause 4 is made late but otherwise under the terms of this Agreement the Paying Agents shall nevertheless act as paying agents following receipt by them of payment. 6.2 If default is made by the Issuer and the Guarantors in respect of any payment, unless and until the full amount of the payment has been made under the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Agent have been made, neither the Principal Paying Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agents. 6.3 Without prejudice to sub-clauses subclauses 6.1 and 6.2, if the Principal Paying Agent pays any amounts to the holders of Securities Notes or Coupons or to any other Paying Agent at a time when it has not received payment in full in respect of the Securities Notes in accordance with sub-clause subclause 4.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer (failing which the Guarantors) will, in addition to paying : (a) pay the amounts due under sub-clause subclause 4.1, ; and (b) pay to the Principal Paying Agent on demand interest (at a rate which represents the Principal Paying Agent's ’s cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Agent of the Shortfall, provided however that any payment made under subclause 6.3(a) shall satisfy pro tanto the obligations of the Issuer or (as the case may be) the Guarantors under clause 4.1. 6.4 Whilst any Securities Notes are represented by a Global SecurityNote, all payments due in respect of the Securities Notes shall be made to, or to the order of, the holder of the Global SecurityNote, subject to and in accordance with the provisions of the Global SecurityNote. On the occasion of each payment, the Paying Agent to which the Global Security Note was presented for the purpose of making the payment shall cause the appropriate Schedule to the relevant Global Security Note to be annotated so as to evidence the amounts and dates of the payments of principal and/or interest as applicable. 6.5 If on presentation of a Security Note or Coupon the amount payable in respect of the Security Note or Coupon is not paid in full (otherwise than as a result of withholding or deduction for or on account of any Taxes as permitted by the Conditions) the Paying Agent to whom the Security Note or Coupon is presented shall procure that the Security Note or Coupon is enfaced with a memorandum of the amount paid and the date of payment.

DUTIES OF THE PAYING AGENTS. 6.1 Subject to The Paying Agents shall perform such duties as are set out herein and in the payments to Conditions and, in performing those duties, shall act in accordance with the Principal Paying Agent provided for by Clause 4 being duly made Conditions and subject to the provisions of Clause 7, the this Agreement. 6.2 The Paying Agents shall shall, unless they receive a notification from the Fiscal Agent under Clause 5, act as paying agents of the Issuer in respect of the Securities Notes and shall pay or cause to be paid, on behalf of the Issuer, on and after each date on which any payment becomes due and payable, any principal or interest then payable under the Conditions and this Agreement. If any payment provided for pursuant to Clause 4 is made late but otherwise pursuant to the terms of this Agreement, the Paying Agents shall nevertheless act as paying agents following receipt of the relevant payment. 6.3 If default is made by the Issuer in respect of any payment, then unless and until the full amount of the relevant payment has been made in accordance with the provisions of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Fiscal Agent have been made, no Paying Agent shall be bound to act as paying agent. 6.4 The Fiscal Agent shall pay or cause to be paid on behalf of the Issuer, on and after each date on which any payment becomes due and payable, the amounts payable in respect of principal, premium (if any) and/or interest then payable on surrender oreach Note under the Conditions and the provisions of this Agreement and, in the case of a Global Securitypayment of principal, endorsement, of Securities or Coupons under the Conditions and this Agreement. If any payment provided for by Clause 4 is made late but otherwise under the terms of this Agreement the Paying Agents shall nevertheless act as paying agents following receipt by them of paymentthe Certificate representing such Note at the Specified Office of any Paying Agent. 6.2 If default is made by the Issuer in respect of any payment, unless and until the full amount of the payment has been made under the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Agent have been made, neither the Principal Paying Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agents. 6.3 Without prejudice to sub-clauses 6.1 and 6.2, if the Principal Paying Agent pays any amounts to the holders of Securities or Coupons or to any other Paying Agent at a time when it has not received payment in full in respect of the Securities in accordance with sub-clause 4.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer will, in addition to paying amounts due under sub-clause 4.1, pay to the Principal Paying Agent on demand interest (at a rate which represents the Principal Paying Agent's cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Agent of the Shortfall. 6.4 6.5 Whilst any Securities Notes are represented by a Global SecurityCertificate, all payments due in respect of the Securities Notes shall be made to, or to the order of, the holder of the relevant Global SecurityCertificate, subject to and in accordance with the provisions of the relevant Global SecurityCertificate. On the occasion of each payment, the Paying Fiscal Agent to shall notify the Registrar which the Global Security was presented for the purpose of making the payment shall cause the make an appropriate Schedule to entry in the relevant Global Security to be annotated so as Register to evidence the amounts amount and dates date of the payments of principal and/or interest as applicablerelevant payment. 6.5 6.6 If on presentation of a Security or Coupon the amount payable in respect of the Security or Coupon any Note is not paid in full when due (otherwise than as a result of withholding or deduction for or on account of any Taxes as permitted by the Conditions) the Paying Registrar shall make a note of the details of such shortfall in payment in the relevant Register. 6.7 The Issuer shall notify each Agent in the event that it determines that any payment to whom be made by an Agent under the Security or Coupon Notes is presented shall procure a payment which could be subject to FATCA Withholding if such payment were made to a recipient that is generally unable to receive payments free from FATCA Withholding, and the extent to which the relevant payment is so treated, provided, however, that the Security or Coupon is enfaced with a memorandum Issuer's obligation under this Clause 6.7 shall apply only to the extent that such payments are so treated by virtue of characteristics of the amount paid Issuer, the Notes, or both. 6.8 In the event that the Issuer determines in its sole discretion that withholding or deduction for or an account of any Tax will be required by Applicable Law in connection with any payment due to any of the Agents on any Notes, then the Issuer will be entitled to redirect or reorganise any such payment in any way that it sees fit in order that the payment may be made without such withholding or deduction provided that any such redirected or reorganised payment is made through a recognised institution of international standing and otherwise made in accordance with this Agreement. The Issuer will promptly notify the date Agents of paymentany such redirection or reorganisation. For the avoidance of doubt, FATCA Withholding is a withholding or deduction which is deemed to be required by Applicable Law for the purposes of this Clause 6.8. In this Clause 6.8. Applicable Law shall have the meaning set out in Clause 8 below.

DUTIES OF THE PAYING AGENTS. 6.1 Subject to the payments to the Principal Paying Fiscal Agent provided for by Clause in clause 4 being duly made and subject to the provisions of Clause 7made, the Paying Agents Fiscal Agent shall act as paying agents of the Issuer in respect of the Securities and pay or cause to be paid paid, on behalf of the Issuer, on and after each date on which any payment becomes due and payable, the amounts of principal, premium (if any) and/or any principal or interest then payable on surrender orunder the Conditions and this Agreement and, in the case of a Global Securitypayment of principal, endorsement, of Securities or Coupons under the Conditions and this Agreement. If any payment provided for by Clause 4 is made late but otherwise under the terms of this Agreement the Paying Agents shall nevertheless act as paying agents following receipt by them of payment.the relevant Certificate at the specified office of the Fiscal Agent or any Paying Agent (if required).‌ 6.2 If default is made for any reason the Fiscal Agent considers in its sole discretion that the amounts to be received by it under subclause 4.1 will be, or the Issuer amounts actually received by it are, insufficient to satisfy all claims in respect of payments then falling due in respect of the Notes, no Paying Agent shall be obliged to pay any payment, unless and such claims until the Fiscal Agent has received the full amount of the payment has been made under the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Agent have been made, neither the Principal Paying Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agentsall such payments. 6.3 Whilst any Notes are evidenced by a Global Certificate, all payments due in respect of the Notes shall be made to, or to the order of, the registered holder of the relevant Global Certificate, subject to and in accordance with the provisions of the relevant Global Certificate. 6.4 Without prejudice to sub-clauses 6.1 subclauses 4.4 and 6.2, if the Principal Paying Fiscal Agent pays any amounts to the holders of Securities or Coupons Notes or to any other Paying Agent at a time when it has not received payment in full in respect of the Securities Notes in accordance with sub-clause subclause 4.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer will, in addition to paying amounts due under sub-clause subclause 4.1, pay to the Principal Paying Fiscal Agent on demand interest (at a rate which represents the Principal Paying Fiscal Agent's cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given ; as certified to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Fiscal Agent of the Shortfall. 6.4 Whilst any Securities 6.5 For the purposes of this Agreement, payment will not be “final” until the Fiscal Agent has received immediately available funds which, under applicable local laws, regulations, rules, customs or practices, are represented by a Global Security, all payments due in respect of the Securities shall be made to, or to the order of, the holder of the Global Security, not reversible and not subject to and in accordance with the provisions of the Global Security. any security interest, levy or other encumbrance that may be specifically applicable to such transaction. 6.6 On the occasion of each payment, the Paying Fiscal Agent to shall notify the Registrar which the Global Security was presented for the purpose of making the payment shall cause the make an appropriate Schedule to entry in the relevant Global Security to be annotated so as Register to evidence the amounts amount and dates date of the payments of principal and/or interest as applicable. 6.5 relevant payment. If on presentation of a Security or Coupon the amount payable in respect of the Security or Coupon any Note is not paid in full when due (otherwise than as a result of withholding or deduction for or on account of any Taxes as permitted by the Conditions) the Paying Agent to whom Registrar shall make a note of the Security or Coupon is presented shall procure details of such shortfall in payment in the relevant Register and each record shall, in the absence of manifest error, be prima facie evidence that the Security or Coupon is enfaced with a memorandum of the amount paid and the date of paymentpayment in question has not to that extent been made.

DUTIES OF THE PAYING AGENTS. 6.1 (1) Subject to the payments to the Principal Paying Fiscal Agent provided for by Clause 4 clause 5 being duly made and subject to the provisions of Clause 7made, the Paying Agents shall act as paying agents of the Issuer and/or the Guarantor in respect of the Securities Bonds and pay or cause to be paid on behalf of the IssuerIssuer and/or the Guarantor, on and after each date on which any payment becomes due and payable, the amounts of principal, premium (if any) principal and/or interest then payable on surrender or, in the case of a Global SecurityBond, endorsementendorsement as required pursuant to the terms of the Global Bond, of Securities Bonds or Coupons under the Conditions and this Agreement. If any payment provided for by Clause 4 clause 5 is made late but otherwise under the terms of this Agreement the Paying Agents shall nevertheless act as paying agents following receipt by them of paymentagents. 6.2 (2) If default is made by the Issuer and the Guarantor in respect of any payment, unless and until the full amount of the payment has been made under the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Fiscal Agent have been made, neither the Principal Paying Fiscal Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agents. 6.3 Without prejudice to sub-clauses 6.1 and 6.2, if the Principal Paying Agent pays any amounts to the holders of Securities or Coupons or to any other Paying Agent at a time when it has not received payment in full in respect of the Securities in accordance with sub-clause 4.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer will, in addition to paying amounts due under sub-clause 4.1, pay to the Principal Paying Agent on demand interest (at a rate which represents the Principal Paying Agent's cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given to the Issuer3) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Agent of the Shortfall. 6.4 Whilst any Securities are represented by a Global Security, all payments due in respect of the Securities shall be made to, or to the order of, the holder of the Global Security, subject to and in accordance with the provisions of the Global Security. On the occasion of each payment, the Paying Agent to which the Global Security was presented for the purpose of making the payment shall cause the appropriate Schedule to the relevant Global Security to be annotated so as to evidence the amounts and dates of the payments of principal and/or interest as applicable. 6.5 If on presentation of a Security Bond or Coupon the amount payable in respect of the Security Bond or Coupon is not paid in full (otherwise than as a result of withholding or deduction for or on account of any Taxes as permitted by the Conditions) the Paying Agent to whom the Security Bond or Coupon is presented shall procure that the Security Bond or Coupon is enfaced with a memorandum of the amount paid and the date of payment. (4) Any monies paid by the Issuer or the Guarantor, as the case may be, to a Paying Agent in respect of a Bond or Coupon, and remaining unclaimed at the end of two years after such payment shall have become due and payable (whether at maturity or upon call for redemption, purchase or otherwise), shall then be repaid to the Issuer, and upon such repayment all liability of such Paying Agent, with respect thereto shall thereupon cease, without, however, limiting in any way any obligation the Issuer or the Guarantor may have to pay such payment in respect of the Bond or Coupon as the same shall become due. Any such payments that the Issuer or the Guarantor, as the case may be, shall be obligated to make shall be made at offices or agencies selected by it outside the United States and its territories and possessions.

DUTIES OF THE PAYING AGENTS. 6.1 Subject to the payments to the Principal Paying Fiscal Agent provided for by Clause in clause 4 being duly made and subject to the provisions of Clause 7made, the Paying Agents Fiscal Agent shall act as paying agents of the Issuer in respect of the Securities and pay or cause to be paid paid, on behalf of the Issuer, on and after each date on which any payment becomes due and payable, the amounts of principal, premium (if any) and/or any principal or interest then payable on surrender orunder the Conditions and this Agreement and, in the case of a Global Securitypayment of principal, endorsement, of Securities or Coupons under the Conditions and this Agreement. If any payment provided for by Clause 4 is made late but otherwise under the terms of this Agreement the Paying Agents shall nevertheless act as paying agents following receipt by them of paymentthe relevant Certificate at the specified office of the Fiscal Agent or any Paying Agent (if required). 6.2 If default is made for any reason the Fiscal Agent considers in its sole discretion that the amounts to be received by it under subclause 4.1 will be, or the Issuer amounts actually received by it are, insufficient to satisfy all claims in respect of payments then falling due in respect of the Notes, no Paying Agent shall be obliged to pay any payment, unless and such claims until the Fiscal Agent has received the full amount of the payment has been made under the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Agent have been made, neither the Principal Paying Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agentsall such payments. 6.3 Whilst any Notes are evidenced by a Global Certificate, all payments due in respect of the Notes shall be made to, or to the order of, the registered holder of the relevant Global Certificate, subject to and in accordance with the provisions of the relevant Global Certificate. 6.4 Without prejudice to sub-clauses 6.1 subclauses 4.4 and 6.2, if the Principal Paying Fiscal Agent pays any amounts to the holders of Securities or Coupons Notes or to any other Paying Agent at a time when it has not received payment in full in respect of the Securities Notes in accordance with sub-clause subclause 4.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer will, in addition to paying amounts due under sub-clause subclause 4.1, pay to the Principal Paying Fiscal Agent on demand interest (at a rate which represents the Principal Paying Fiscal Agent's cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given ; as certified to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Fiscal Agent of the Shortfall. 6.4 Whilst any Securities 6.5 For the purposes of this Agreement, payment will not be “final” until the Fiscal Agent has received immediately available funds which, under applicable local laws, regulations, rules, customs or practices, are represented by a Global Security, all payments due in respect of the Securities shall be made to, or to the order of, the holder of the Global Security, not reversible and not subject to and in accordance with the provisions of the Global Security. any security interest, levy or other encumbrance that may be specifically applicable to such transaction. 6.6 On the occasion of each paymentpayment and upon any Write-Down or Write-Up of the Notes, the Paying Fiscal Agent to shall notify the Registrar which the Global Security was presented for the purpose of making the payment shall cause the make an appropriate Schedule to entry in the relevant Global Security to be annotated so as Register to evidence the amounts amount and dates date of the payments of principal and/or interest as applicable. 6.5 relevant payment or Write-Down or Write-Up. If on presentation of a Security or Coupon the amount payable in respect of the Security or Coupon any Note is not paid in full when due (otherwise than as a result of withholding or deduction for or on account of any Taxes as permitted by the Conditions) the Paying Agent to whom Registrar shall make a note of the Security or Coupon is presented shall procure details of such shortfall in payment in the relevant Register and each record shall, in the absence of manifest error, be prima facie evidence that the Security or Coupon is enfaced with a memorandum of the amount paid and the date of paymentpayment in question has not to that extent been made.

DUTIES OF THE PAYING AGENTS. 6.1 ‌ 7.1 Subject to the payments to the Principal Paying Fiscal Agent provided for by Clause 4 5 being duly made and subject to the provisions of Clause 7made, the Paying Agents shall act as paying agents of the Issuer in respect of and/or the Securities Guarantor and shall pay or cause to be paid on behalf of the IssuerIssuer and/or the Guarantor, on and (if late payment is made by the Issuer or the Guarantor, as applicable) after each date on which any payment becomes due and payable, the amounts of principal, premium (if any) principal and/or interest then payable on surrender orin respect of each Capital Security under and in accordance with the Conditions and the provisions of this Agreement and, in the case of a Global Securitypayment of principal, endorsement, following receipt of Securities or Coupons under the Conditions and this AgreementCapital Security at the specified office of the relevant Paying Agent. If any payment provided for by Clause 4 5 is made late but otherwise under the terms of this Agreement the Paying Agents shall nevertheless act as paying agents pay or cause to be paid such amounts following receipt by them of payment.payment thereof.‌ 6.2 7.2 If default is made by the Issuer due date for any payment referred to in respect of any paymentClause 5, the Fiscal Agent has not received the full amount so payable on such date by the time specified for its receipt, unless and until the full such amount of the payment has been made received by, and identified in the specified account of, the Fiscal Agent under the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Agent have been made, neither the Principal Paying Fiscal Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agentsmake any payments under the Capital Securities. 6.3 7.3 Without prejudice to sub-clauses 6.1 Clauses 7.1 and 6.27.2, if the Principal Paying Fiscal Agent pays any amounts to the holders of Capital Securities or Coupons or to any other Paying Agent at a time when it has not received payment in full in respect of the Capital Securities in accordance with sub-clause 4.1 Clause 5.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer (failing which the Guarantor) will, in addition to paying amounts due under sub-clause 4.1Clause 5.1, pay to the Principal Paying Fiscal Agent on demand interest (at a rate which represents the Principal Paying Fiscal Agent's cost of funding the Shortfall, provided that written evidence of as certified by the basis of the calculation of such rate is given Fiscal Agent to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Fiscal Agent of the Shortfall. 6.4 7.4 Whilst any Capital Securities are represented by a Global SecurityCertificate, all payments due in respect of the Capital Securities shall be made to, or to the order of, the holder of the such Global SecurityCertificate, subject to and in accordance with the provisions of the such Global SecurityCertificate. On the occasion of each payment, the Paying Agent to which the such Global Security Certificate was presented for the purpose of making the payment shall cause notify the Registrar which shall make an appropriate Schedule to entry in the relevant Global Security to be annotated so as Register to evidence the amounts amount and dates date of the payments of principal and/or interest as applicablerelevant payment. 6.5 7.5 If on presentation of a Security or Coupon the amount payable in respect of the any Capital Security or Coupon is not paid in full when due (otherwise than as a result of withholding withholding, deduction or deduction retention for or on account of any Taxes as permitted by the Conditions) the Paying Agent to whom the Security or Coupon is presented Registrar shall procure that the Security or Coupon is enfaced with make a memorandum note of the amount paid and details of such shortfall in payment in the date of paymentRegister.

DUTIES OF THE PAYING AGENTS. 6.1 Subject to the payments to the Principal Paying Agent provided for by Clause 4 being duly made and subject to the provisions of Clause 7, the 7.1 The Paying Agents shall shall, upon receipt of any necessary information from the Registrar, act as paying agents of the Issuer Trustee in respect of the Securities Certificates and shall pay or cause to be paid paid, on behalf of the IssuerTrustee or, as the case may be, the Delegate, on and after each date on which any payment becomes due and payable, any Dissolution Amount or the amounts Periodic Distribution Amount or any other amount payable under the Master Declaration of principal, premium (if any) and/or interest Trust as supplemented by the relevant Supplemental Declaration of Trust or any other Transaction Document then payable on surrender or, in the case of a Global Security, endorsement, of Securities or Coupons under the Conditions and this Agreement. If any payment provided for by pursuant to Clause 4 5 is made late but otherwise under pursuant to the terms of this Agreement Agreement, the Paying Agents shall nevertheless act as paying agents following receipt acknowledgement by them of the receipt of the relevant payment. 6.2 7.2 If default is made by the Issuer Trustee in respect of the amount of any paymentpayment required to be made to the Transaction Account pursuant to Clause 5, then unless and until the full amount of the relevant payment has been made under in accordance with the terms provisions of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Agent have been made, neither the Principal no Paying Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agentsagent. 6.3 Without prejudice to sub-clauses 6.1 and 6.27.3 Subject as provided above, if the Principal Paying Agent pays shall pay or cause to be paid on behalf of the Trustee, on and after each date on which any payment becomes due and payable, the amounts payable in respect of each Certificate under the Conditions and the provisions of this Agreement and, in the case of a payment of the Dissolution Amount, following receipt of the Certificate at the specified office of any Paying Agent. No Agent shall be obliged to make payment to the holders of Securities or Coupons or to any other Paying Agent at a Certificates until such time when as it has not received payment in full in respect funds and has been able to identify or confirm receipt of the Securities in accordance with sub-clause 4.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer will, in addition to paying amounts due under sub-clause 4.1, pay to the Principal Paying Agent on demand interest (at a rate which represents the Principal Paying Agent's cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Agent of the Shortfallfunds. 6.4 7.4 Whilst any Securities Certificates are represented by a Global SecurityCertificate, all payments due in respect of the Securities Certificates shall be made to, or to the order of, the holder of the relevant Global SecurityCertificate, subject to and in accordance with the provisions of the relevant Global SecurityCertificate. On the occasion of each payment, the Paying Agent to which the relevant Global Security Certificate was presented for the purpose of making the payment shall cause notify the Registrar which shall make an appropriate Schedule to entry in the relevant Global Security to be annotated so as Register to evidence the amounts amount and dates date of the payments of principal and/or interest as applicablerelevant payment. 6.5 7.5 If on presentation of a Security or Coupon the amount payable in respect of the Security or Coupon any Certificate is not paid in full when due (otherwise than as a result of withholding or deduction for or on account of any Taxes as permitted by the ConditionsConditions or by reason of a FATCA Withholding or a certification required by the terms of a Certificate not being received) the Paying Registrar shall make a note of the details of such shortfall in payment in the Register. 7.6 Notwithstanding any other provision of this Agreement, each Agent shall be entitled to whom make a deduction or withholding from any payment which it makes under any Certificates for or on account of any Tax, if and only to the Security extent so required by Applicable Law, in which event such Agent shall make such payment after such deduction or Coupon withholding has been made and shall account to the relevant Authority within the time allowed for the amount so deducted or withheld or, at its option, shall reasonably promptly after making such payment return to the Trustee the amount so deducted or withheld, in which case, the Trustee shall so account to the relevant Authority for such amount. For the avoidance of doubt, FATCA Withholding is presented shall procure a withholding or deduction which is deemed to be required by Applicable Law for the purposes of this Clause 7.6. 7.7 In the event that the Security Trustee or Coupon Dar Al-Arkan determines in its sole discretion that any deduction or withholding for or on account of any Tax will be required by Applicable Law in connection with any payment due to any Agent on any Certificates, then the Trustee or Dar Al-Arkan will be entitled to re-direct or reorganise any such payment in any way that it sees fit in order that the payment may be made without such deduction or withholding provided that any such re-directed or reorganised payment is enfaced made through a recognised institution of international standing and otherwise made in accordance with a memorandum of the amount paid this Agreement and the date Master Trust Deed. The Trustee will promptly notify the Agents and the Delegate of paymentany such redirection or reorganisation. For the avoidance of doubt, FATCA Withholding is a deduction or withholding which is deemed to be required by Applicable Law for the purposes of this Clause 7.7.

DUTIES OF THE PAYING AGENTS. 6.1 7.1 Subject to the payments to the Principal Paying Agent as provided for by Clause 4 being duly made and subject to the provisions of Clause 7above, the Paying Agents and Issuing Agent in the United Kingdom shall act as paying agents of the Issuer in respect of the Securities and pay or cause to be paid on behalf of the Issuer, on and after each date on which any payment becomes due and payable, the amounts Principal Amount and interest payable in respect of principal, premium (if any) and/or interest then payable on surrender oreach Registered Note under the Conditions and the provisions of this Agreement and, in the case of a Global Securitypayment of Principal Xxxxxx, endorsement, of Securities or Coupons under following instruction from the Conditions and this Agreement. If any payment provided for by Clause 4 is made late but otherwise under the terms of this Agreement the Paying Agents shall nevertheless act as paying agents following receipt by them of paymentIssuer. 6.2 7.2 If default is made by the Issuer in respect of any payment, unless and until the full amount of the payment has been made under the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying and Issuing Agent have been made, neither the Principal Paying and Issuing Agent nor any of the other Paying Agents (if any) shall be obliged, but shall be entitled, to pay any such claims until it has received the full amount of all such payments and nor shall the Registrar be bound to act as paying agentsmake payments under subclause 7.1. 6.3 7.3 Without prejudice to sub-clauses 6.1 subclauses 7.1 and 6.27.2, if the Principal Paying and Issuing Agent pays any amounts to the holders of Securities Notes or Coupons or to any other Paying Agent at a time when it has not received payment in full in respect of the Securities Notes in accordance with sub-clause 4.1 subclause 5.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer will, in addition to paying amounts due under sub-clause 4.1subclause 5.1, pay to the Principal Paying and Issuing Agent on demand interest (at a rate which represents the Principal Paying and Issuing Agent's cost of funding the Shortfall, provided that written evidence Shortfall plus a margin of the basis of the calculation of such rate is given to the Issuer%) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying and Issuing Agent of the Shortfall. 6.4 7.4 Whilst any Securities Notes are represented by a Global Securityoutstanding, all payments due in respect of the Securities Notes shall be made to, or to the order of, the holder of the Global Security, subject to and in accordance with the provisions of the Global Security. On the occasion of each payment, the Paying Agent to which the Global Security was presented for the purpose of making the payment shall cause the appropriate Schedule to the relevant Global Security to be annotated so as to evidence the amounts and dates of the payments of principal and/or interest as applicableapplicable Noteholder. 6.5 7.5 If on presentation of a Security Note or Coupon the amount payable in respect of the Security Note or Coupon is not paid in full (otherwise than as a result of withholding or deduction for or on account of any Taxes (as defined in Clause 6 of the Principal Trust Deed) as permitted by the Conditions) the Paying Agent or the Registrar, as the case may be, to whom the Security Note or Coupon is presented shall procure that the Security Note or Coupon is enfaced with a memorandum of the amount paid and the date of payment.

DUTIES OF THE PAYING AGENTS. 6.1 Subject to the payments to the Principal Paying Fiscal Agent provided for by Clause 4 clause 4.1 being duly made and subject to the provisions of Clause 7clause 4.2, the Paying Agents shall act as paying agents of the Issuer in respect of the Securities Notes and pay or cause to be paid on behalf of the Issuer, on and after each date on which any payment becomes due and payable, the amounts of principal, premium (if any) principal and/or interest then payable on surrender or, in the case of a Global SecurityNote, endorsement, of Securities Notes or Coupons under the Conditions and this Agreement. If any payment provided for by Clause clause 4 is made late but otherwise under the terms of this Agreement Agreement, the Paying Agents shall nevertheless act as paying agents following receipt by them of paymentagents. 6.2 If default is made by the Issuer in respect of any payment, unless and until the full amount of the payment has been made under the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Fiscal Agent have been made, neither the Principal Paying Fiscal Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agents. 6.3 Without prejudice to sub-clauses 6.1 and 6.2, if the Principal Paying Agent pays any amounts to the holders of Securities or Coupons or to any other Paying Agent at a time when it has not received payment in full in respect of the Securities in accordance with sub-clause 4.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer will, in addition to paying amounts due under sub-clause 4.1, pay to the Principal Paying Agent on demand interest (at a rate which represents the Principal Paying Agent's cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Agent of the Shortfall. 6.4 Whilst any Securities are represented by a Global Security, all payments due in respect of the Securities shall be made to, or to the order of, the holder of the Global Security, subject to and in accordance with the provisions of the Global Security. On the occasion of each payment, the Paying Agent to which the Global Security was presented for the purpose of making the payment shall cause the appropriate Schedule to the relevant Global Security to be annotated so as to evidence the amounts and dates of the payments of principal and/or interest as applicable. 6.5 If on presentation of a Security Note or Coupon the amount payable in respect of the Security Note or Coupon is not paid in full (otherwise than as a result of withholding the circumstances provided in Condition 7(b) or deduction for or on account of any Taxes as permitted by the ConditionsCondition 9) the Paying Agent to whom the Security Note or Coupon is presented shall procure that the Security Note or Coupon is enfaced with a memorandum of the amount paid and the date of payment. 6.4 If the Fiscal Agent pays any amounts to Noteholders or to the other Paying Agents at a time when it has not received payment in full in respect of such Note the Issuer shall, in addition to paying amounts due under clause 4.1, pay to the Fiscal Agent on demand interest at a rate reasonably determined by the Fiscal Agent to represent its cost of funding until receipt in full by the Fiscal Agent of the funds.

DUTIES OF THE PAYING AGENTS. 6.1 Subject to the payments to the Principal Paying Agent provided for by Clause 4 being duly made and subject to the provisions of Clause 7made, the Paying Agents Agents, if any, shall act as paying agents of the Issuer in respect of the Securities Notes and pay or cause to be paid on behalf of the Issuer, on and after each date on which any payment becomes due and payable, the amounts of principal, premium (if any) principal and/or interest then payable on surrender or, in the case of a Global Security, endorsement, of Securities or Coupons under the Conditions and this Agreement. If any payment provided for by Clause 4 is made late but otherwise under in accordance with the terms of this Agreement the Paying Agents Agents, if any, shall nevertheless act as paying agents following receipt by them of payment. 6.2 If default is made by the Issuer defaults in respect of any payment, unless and until the full amount of the payment has been made under the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Agent have been made, neither the Principal Paying Agent nor any of the other Paying Agents (Agents, if any) , shall be bound to act as paying agents. 6.3 Without prejudice to sub-clauses subclauses 6.1 and 6.2, if the Principal Paying Agent pays any amounts to the Noteholders (or holders of Securities or Coupons Coupons) or to any other Paying Agent at a time when it has not received payment in full in respect of the Securities Notes in accordance with sub-clause subclause 4.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer will, in addition to paying amounts due under sub-clause subclause 4.1, pay to the Principal Paying Agent on demand interest (at a rate which represents the Principal Paying Agent's reasonable and substantiated cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Agent of the Shortfall. 6.4 Whilst any Securities Notes are represented by a Global SecurityNote, all payments due in respect of the Securities Notes shall be made to, or to the order of, the holder of the Global SecurityNote, subject to and in accordance with the provisions of the Global SecurityNote. On the occasion of each payment, the Principal Paying Agent shall instruct Euroclear and Clearstream, Luxembourg to which the Global Security was presented for the purpose of making the payment shall cause make the appropriate Schedule entries in their records to the relevant Global Security to be annotated so as to evidence the amounts and dates of the payments of principal and/or interest as applicablereflect such payment. 6.5 If on presentation for endorsement of a Security Note or presentation of a Coupon the amount payable in respect of the Security Note or Coupon is not paid in full (otherwise than as a result of withholding or deduction for or on account of any Taxes taxes as permitted by the Conditions) the Paying Agent to whom the Security Note or Coupon is presented shall procure that the Security Note or Coupon is enfaced with a memorandum of the amount paid and the date of payment.

DUTIES OF THE PAYING AGENTS. 6.1 Subject to the payments to the Principal Paying Agent provided for by Clause in clause 4 being duly made and subject to the provisions of Clause clause 7, the Paying Agents shall act as paying agents of the Issuer and/or the Guarantor in respect of the Securities and shall pay or cause to be paid on behalf of the IssuerIssuer and/or the Guarantor, on and after each date on which any payment becomes due and payable, the amounts of any principal, premium (if any) and/or or interest then payable on surrender or, in the case of a Global Security, endorsement, of Securities or Coupons under the Conditions and this Agreement. If any payment provided for by Clause 4 is made late but otherwise under the terms of this Agreement the Paying Agents shall nevertheless act as paying agents following receipt by them of payment. 6.2 If default is made by the Issuer in respect of any payment, unless and until the full amount of the payment has been made under the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Agent have been made, neither the Principal Paying Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agents. 6.3 Without prejudice to sub-clauses 6.1 subclauses 4.3, 4.4, 4.5 and 6.26.1, if the Principal Paying Agent pays any amounts to the holders of Securities or Coupons or to any other Paying Agent at a time when it has not received payment in full in respect of the Securities in accordance with sub-clause subclause 4.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer (failing which the Guarantor) will, in addition to paying amounts due under sub-clause subclause 4.1, pay to the Principal Paying Agent on demand interest (at a rate which represents the Principal Paying Agent's cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Agent of the Shortfall. 6.4 6.3 Whilst any Securities are represented by a Global Security, all payments due in respect of the Securities shall be made to, or to the order of, the holder of the Global Security, subject to and in accordance with the provisions of the Global Security. On the occasion of each payment, the Paying Agent to which the Global Security was presented for the purpose of making the payment shall cause the appropriate Schedule to the relevant Global Security to be annotated so as to evidence the amounts and dates of the payments of principal and/or interest as applicable. 6.5 6.4 If on presentation of a Security or Coupon the amount payable in respect of the Security or Coupon is not paid in full (otherwise than as a result of withholding or deduction for or on account of any Taxes Taxes, or by reason of FATCA Withholding, (in each case) as permitted by the Conditions) the Paying Agent to whom the Security or Coupon is presented shall procure that make a record of the shortfall on the relevant Security or Coupon is enfaced with a memorandum of the amount paid and the date record shall in the absence of paymentmanifest error, be prima facie evidence that the payment in question has not to that extent been made.

DUTIES OF THE PAYING AGENTS. 6.1 ‌ 7.1 Subject to the payments to the Principal Paying Fiscal Agent provided for by Clause 4 5 being duly made and subject to the provisions Fiscal Agent identifying or confirming receipt of Clause 7such funds, the Paying Agents shall act as paying agents of the Issuer in respect of the Securities and shall pay or cause to be paid on behalf of the Issuer, on and after each date on which any payment becomes due and payable, the amounts of principal, premium (if any) principal and/or interest distributions then payable on surrender orin respect of each Capital Security under the Conditions and the provisions of this Agreement and, in the case of a Global Securitypayment of principal payable in respect of a Capital Security represented by an Individual Certificate, endorsement, following receipt of Securities or Coupons under the Conditions and this AgreementCapital Security at the specified office of the relevant Paying Agent. If any payment provided for by Clause 4 5 is made late but otherwise under the terms of this Agreement the Paying Agents shall nevertheless act as paying agents pay or cause to be paid such amounts following receipt by them of payment.payment thereof.‌ 6.2 7.2 If default is made by the Issuer due date for any payment referred to in respect of any paymentClause 5, the Fiscal Agent has not received the full amount so payable on such date by the time specified for its receipt, unless and until the full such amount of the payment has been made received by the Fiscal Agent under the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Fiscal Agent have been made, neither the Principal Paying Fiscal Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agentsmake any payments under the Capital Securities. 6.3 7.3 Without prejudice to sub-clauses 6.1 Clauses 7.1 and 6.27.2, if the Principal Paying Fiscal Agent pays any amounts to the holders of Capital Securities or Coupons or to any other Paying Agent at a time when it has not received payment in full in respect of the Capital Securities in accordance with sub-clause 4.1 Clause 5.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer will, in addition to paying amounts due under sub-clause 4.1Clause 5.1, pay to the Principal Paying Fiscal Agent on demand interest (at a rate which represents the Principal Paying Fiscal Agent's cost of funding the Shortfall, provided that written evidence of as certified by the basis of the calculation of such rate is given Fiscal Agent to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Fiscal Agent of the Shortfall. Such interest shall be compounded daily. 6.4 7.4 Whilst any Capital Securities are represented by a the Global SecurityCertificate, all payments due in respect of the Capital Securities shall be made to, or to the order of, the holder of the Global SecurityCertificate, subject to and in accordance with the provisions of the Global SecurityCertificate. On the occasion of each payment, the Paying Agent to which the Global Security Certificate was presented for the purpose of making the payment shall cause notify the Registrar which shall make an appropriate Schedule to entry in the relevant Global Security to be annotated so as Register to evidence the amounts amount and dates date of the payments of principal and/or interest as applicablerelevant payment. 6.5 7.5 If on presentation of a Security or Coupon the amount payable in respect of the any Capital Security or Coupon is not paid in full when due (otherwise than as a result of withholding or deduction for or on account of any Taxes as permitted by the Conditions) or by reason of a FATCA withholding the Paying Agent to whom the Security or Coupon is presented Registrar shall procure that the Security or Coupon is enfaced with make a memorandum note of the details of such shortfall in payment in the Register.‌ 7.6 Notwithstanding any other provision of this Agreement, each Agent shall be entitled to make a withholding or deduction from any payment which it makes under any Capital Securities for or on account of any Tax, if and only to the extent so required by Applicable Law, in which event the Agent shall make such payment after such withholding or deduction has been made, shall not pay any additional amount paid in respect of that withholding or deduction and shall account to the date relevant Authority within the time allowed for the amount so withheld or deducted or, at its option, shall reasonably promptly after making such payment return to the Issuer the amount so withheld or deducted, in which case, the Issuer shall so account to the relevant Authority for such amount. For the avoidance of payment.doubt, FATCA withholding is a withholding or deduction which is deemed to be required by Applicable Law for the purposes of this Clause 7.6. In this Clause 7.6 and Clause 7.7 and 23.22, Applicable Law means any law or regulation, Authority means any competent regulatory, prosecuting, Tax or governmental authority in any jurisdiction and Tax means any present or future taxes, duties, assessments or governmental charges of whatever nature imposed, levied, collected, withheld or assessed by or on behalf of any Authority having power to tax.‌

DUTIES OF THE PAYING AGENTS. ‌ 6.1 Subject to the payments to the Principal Paying Agent provided for by Clause 4 being duly made and subject to the provisions of Clause clause 7, the Paying Agents shall act as paying agents of the Issuer in respect of the Securities and Notes and, subject to the payments to the Principal Paying Agent provided for in clause 4 being duly made, shall pay or cause to be paid on behalf of the Issuer, on and after each date on which any payment becomes due and payable, the amounts of principal, premium (if any) and/or any principal or interest then payable on surrender or, in the case of a Global SecurityNote, endorsement, of Securities Notes or Coupons under the Conditions and this Agreement. If any payment provided for by Clause 4 is made late but otherwise under the terms of this Agreement the Paying Agents shall nevertheless act as paying agents following receipt by them of payment.Agreement.‌ 6.2 If default is made by the Issuer in respect of any payment, then unless and until the full amount of the relevant payment has been made under in accordance with the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Agent have been made, neither the Principal no Paying Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agentsagent. 6.3 Without prejudice to sub-clauses subclauses 6.1 and 6.2, if the Principal Paying Agent pays any amounts to the holders of Securities Notes or Coupons or to any other Paying Agent at a time when it has not received payment in full in respect of the Securities Notes in accordance with sub-clause subclause 4.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer will, in addition to paying amounts due under sub-clause subclause 4.1, pay to the Principal Paying Agent on demand interest (at a rate which represents the Principal Paying Agent's cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Agent of the Shortfall. 6.4 Whilst any Securities Notes are represented by a Global SecurityNote, all payments due in respect of the Securities Notes shall be made to, or to the order of, the holder of the Global SecurityNote, subject to and in accordance with the provisions of the Global SecurityNote. On the occasion of each payment, the Paying Agent to which the Global Security Note was presented for the purpose of making the payment shall cause the appropriate Schedule to the relevant Global Security Note to be annotated so as to evidence the amounts and dates of the payments of principal and/or interest as applicable. 6.5 If on presentation of a Security Note or Coupon the amount payable in respect of the Security Note or Coupon is not paid in full (otherwise than as a result of withholding or deduction for or on account of any Taxes as permitted by the Conditions) the Paying Agent to whom the Security Note or Coupon is presented shall procure make a record of the shortfall on the relevant Note or Coupon and the record shall in the absence of manifest error, be prima facie evidence that the Security or Coupon is enfaced with a memorandum of the amount paid and the date of payment.payment in question has not to that extent been made.‌

DUTIES OF THE PAYING AGENTS. 6.1 7.1 Subject to the payments to the Principal Paying Fiscal Agent provided for by Clause 4 clause 5 being duly made and subject to the provisions of Clause 7made, the Paying Agents shall act as paying agents of the Issuer in respect of the Securities Notes and pay or cause to be paid on behalf of the Issuer, on and after each date on which any payment becomes due and payable, the amounts of principal, premium (if any) principal and/or interest then payable on surrender or, in the case of a Global Security, endorsement, of Securities or Coupons under the Conditions and this Agreement. If any payment provided for by Clause 4 clause 5 is made late but otherwise under the terms of this Agreement the Paying Agents shall nevertheless act as paying agents following receipt by them of payment. 6.2 7.2 If default is made by the Issuer in respect of any payment, unless and until the full amount of the payment has been made under the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Fiscal Agent have been made, neither the Principal Paying Fiscal Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agents. 6.3 7.3 Without prejudice to sub-clauses 6.1 subclauses 7.1 and 6.27.2, if the Principal Paying Fiscal Agent pays any amounts to the holders of Securities Notes or Coupons or to any other Paying Agent at a time when it has not received payment in full in respect of the Securities Notes in accordance with sub-clause 4.1 subclause 5.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer will, in addition to paying amounts due under sub-clause 4.1subclause 5.1, pay to the Principal Paying Fiscal Agent on demand interest (at a rate which represents the Principal Paying Fiscal Agent's ’s cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Fiscal Agent of the Shortfall. 6.4 7.4 Whilst any Securities Notes are represented by a Global SecurityNote, all payments due in respect of the Securities Notes shall be made to, or to the order of, the holder of the Global SecurityNote, subject to and in accordance with the provisions of the Global SecurityNote. On the occasion of each payment, the Paying Fiscal Agent shall instruct Euroclear and Clearstream, Luxembourg to which the Global Security was presented for the purpose of making the payment shall cause make the appropriate Schedule entries in their records to the relevant Global Security to be annotated so as to evidence the amounts and dates of the payments of principal and/or interest as applicablereflect such payment. 6.5 7.5 If on presentation of a Security Note or Coupon the amount payable in respect of the Security Note or Coupon is not paid in full (otherwise than as a result of withholding or deduction for or on account of any Taxes as permitted by the Conditions) the Paying Agent to whom the Security Note or Coupon is presented shall procure that the Security Note or Coupon is enfaced with a memorandum of the amount paid and the date of payment.

DUTIES OF THE PAYING AGENTS. 6.1 Subject to the payments to the Principal Paying Agent provided for by Clause clause 4 being duly made and subject to the provisions of Clause clause 7, the Paying Agents shall act as paying agents of the Issuer and/or the Guarantor in respect of the Securities Notes and pay or cause to be paid on behalf of the IssuerIssuer and/or the Guarantor, on and after each date on which any payment becomes due and payable, the amounts of principal, premium (if any) principal and/or interest then payable on surrender or, in the case of a Global SecurityNote, endorsement, of Securities Notes or Coupons under the Conditions and this Agreement. If any payment provided for by Clause clause 4 is made late but otherwise under the terms of this Agreement the Paying Agents shall nevertheless act as paying agents following receipt by them of payment. 6.2 If default is made by the Issuer and the Guarantor in respect of any payment, unless and until the full amount of the payment has been made under the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Agent have been made, neither the Principal Paying Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agents. 6.3 Without prejudice to sub-clauses subclauses 6.1 and 6.2, if the Principal Paying Agent pays any amounts to the holders of Securities Notes or Coupons or to any other Paying Agent at a time when it has not received payment in full in respect of the Securities Notes in accordance with sub-clause subclause 4.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer Issuer, failing which the Guarantor, will, in addition to paying amounts due under sub-clause subclause 4.1, pay to the Principal Paying Agent on demand interest (at a rate which represents the Principal Paying Agent's cost of funding the Shortfall, provided that written evidence of Shortfall as certified by the basis of the calculation of such rate is given to the IssuerPrincipal Paying Agent) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Agent of the Shortfall. 6.4 Whilst any Securities Notes are represented by a Global SecurityNote, all payments due in respect of the Securities Notes shall be made to, or to the order of, the holder of the Global SecurityNote, subject to and in accordance with the provisions of the Global SecurityNote. On the occasion of each payment, the Paying Agent to which the Global Security Note was presented for the purpose of making the payment shall cause the appropriate Schedule to the relevant Global Security Note to be annotated so as to evidence the amounts and dates of the payments of principal and/or interest as applicable. 6.5 If on presentation of a Security or Coupon the amount payable in respect of the Security or Coupon is not paid in full (otherwise than as a result of withholding or deduction for or on account of any Taxes as permitted by the Conditions) the Paying Agent to whom the Security or Coupon is presented shall procure that the Security or Coupon is enfaced with a memorandum of the amount paid and the date of payment.

DUTIES OF THE PAYING AGENTS. 6.1 Subject to the payments to the Principal Paying Fiscal Agent provided for by Clause clause 4 being duly made and subject to the provisions of Clause 7made, the Paying Agents shall act as paying agents of the Issuer and the Guarantor in respect of the Securities Notes and pay or cause to be paid on behalf of the IssuerIssuer and/or the Guarantor in the manner provided in the Conditions, on and after each date on which any payment becomes due and payable, the amounts of principal, premium (if any) any principal and/or interest then payable on surrender or, in the case of a Global Security, endorsement, of Securities or Coupons under the Conditions and this Agreement. If any payment provided for by Clause 4 is made late but otherwise under the terms of this Agreement the Paying Agents shall nevertheless act as paying agents following receipt by them of payment. 6.2 If default is made by the Issuer and the Guarantor in respect of any payment, then unless and until the full amount of the relevant payment has been made under in accordance with the terms provisions of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Fiscal Agent have been made, neither the Principal Paying Fiscal Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agents. 6.3 Without prejudice to sub-clauses subclauses 6.1 and 6.2, if the Principal Paying Fiscal Agent pays any amounts to the holders of Securities Notes or Coupons or to any other Paying Agent at a time when it has not received payment in full in respect of the Securities Notes in accordance with sub-clause subclause 4.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer (failing which the Guarantor) will, in addition to paying amounts due under sub-clause subclause 4.1, pay to the Principal Paying Fiscal Agent on demand interest (at a rate which represents the Principal Paying Fiscal Agent's cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Fiscal Agent of the Shortfall. 6.4 Whilst any Securities Notes are represented by a Global SecurityNote, all payments due in respect of the Securities Notes shall be made to, or to the order of, the holder of the Global SecurityNote, subject to and in accordance with the provisions of the Global SecurityNote. On the occasion of each payment, the Paying Fiscal Agent shall instruct Euroclear and Clearstream, Luxembourg to which the Global Security was presented for the purpose of making the payment shall cause make the appropriate Schedule entries in their records to the relevant Global Security to be annotated so as to evidence the amounts and dates of the payments of principal and/or interest as applicablereflect such payment. 6.5 If on presentation of a Security Note or Coupon the amount payable in respect of the Security Note or Coupon is not paid in full (otherwise than as a result of withholding or deduction for or on account of any Taxes as permitted by the Conditions) the Paying Fiscal Agent shall instruct Euroclear and Clearstream, Luxembourg to whom make the Security or Coupon appropriate entries in their records to reflect such shortfall in payment. 6.6 The Fiscal Agent shall ensure that, if certification of non-U.S. beneficial ownership is presented shall procure that required under U.S. Treasury regulations, payments of both principal, premium (if any) and/or interest in respect of a Temporary Global Note will only be made if such certification of non-U.S. beneficial ownership (in the Security or Coupon is enfaced form set out in Schedule 8) has been received from Euroclear and/or Clearstream, Luxembourg in accordance with a memorandum the terms of the amount paid and the date of paymentTemporary Global Note.

DUTIES OF THE PAYING AGENTS. 6.1 Subject to the payments to the Principal Paying Agent provided for by Clause 4 (Payment to the Principal Paying Agent) being duly made and subject to the provisions of Clause 77 (Trustee's Requirements regarding Paying Agents), the Paying Agents shall act as paying agents of the Issuer in respect of the Securities Notes and pay or cause to be paid on behalf of the Issuer, on and after each date on which any payment becomes due and payable, the amounts of principal, premium (if any) principal and/or interest then payable on surrender or, in the case of a Global SecurityNote, endorsement, of Securities Notes or Coupons under the Conditions and this Agreement. If any payment provided for by Clause 4 (Payment to the Principal Paying Agent) is made late but otherwise under the terms of this Agreement the Paying Agents shall nevertheless act as paying agents following receipt by them of payment. 6.2 If default is made by the Issuer in respect of any payment, unless and until the full amount of the payment has been made received, in cleared funds, under the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Agent have been made, neither the Principal Paying Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agents. 6.3 Without prejudice to sub-clauses subclauses 6.1 and 6.26.2 (Duties of the Paying Agents), if the Principal Paying Agent pays any amounts to the holders of Securities Notes or Coupons or to any other Paying Agent at a time when it has not received payment in full in respect of the Securities Notes in accordance with sub-clause subclause 4.1 (Payment to the Principal Paying Agent) (the excess of the amounts so paid over the amounts so received being the “"Shortfall”"), the Issuer will, in addition to paying amounts due under sub-clause 4.1subclause 4.1 (Payment to the Principal Paying Agent), pay to the Principal Paying Agent on demand interest (at a rate which represents the Principal Paying Agent's cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Agent of the Shortfall. 6.4 Whilst any Securities Notes are represented by a Global SecurityNote, all payments due in respect of the Securities Notes shall be made to, or to the order of, the holder of the Global SecurityNote, subject to and in accordance with the provisions of the Global SecurityNote. On the occasion of each payment, the Paying Agent to which the Global Security Note was presented for the purpose of making the payment shall cause the appropriate Schedule to the relevant Global Security Note to be annotated so as to evidence the amounts and dates of the payments of principal and/or interest as applicable. 6.5 If on presentation of a Security Note or Coupon the amount payable in respect of the Security Note or Coupon is not paid in full (otherwise than as a result of withholding or deduction for or on account of any Taxes as permitted by the ConditionsConditions or required pursuant to an agreement described in Section 1471(b) of the Code or otherwise imposed pursuant to Sections 1471 through 1474 of the Code) the Paying Agent to whom the Security Note or Coupon is presented shall procure that the Security Note or Coupon is enfaced with a memorandum of the amount paid and the date of payment. 6.6 Each Agent shall be entitled to make payments net of any taxes or other sums required by any Applicable Law to be deducted or withheld. If such a withholding or deduction is so required, the Agent shall not pay any additional amount in respect of that withholding or deduction. 6.7 For the purposes of this Agreement:

DUTIES OF THE PAYING AGENTS. ‌ 6.1 Subject to the payments to the Principal Paying Fiscal Agent provided for by Clause 4 being duly made and subject the Fiscal Agent having been able to the provisions identify or confirm receipt of Clause 7such funds, the Paying Agents Agents, if any, shall act as paying agents of the Issuer in respect of the Securities Notes and pay or cause c ause to be paid on behalf of the Issuer, on and after each date on which any payment becomes due and payable, the amounts of principal, premium (if any) principal and/or interest then payable on surrender or, in the case of a Global Security, endorsement, of Securities or Coupons under the Conditions and this Agreement. If any payment provided for by Clause 4 is made late but otherwise under in accordance with the terms of this Agreement the Paying Agents Agents, if any, shall nevertheless act ac t as paying agents following receipt by them of payment.payment.‌ 6.2 If default is made by the Issuer defaults in respect of any payment, unless and until the full amount of the payment has been made under the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Fiscal Agent have been made, neither the Principal Paying Fiscal Agent nor any of the other Paying Agents (Agents, if any) , shall be bound to act as paying agents. If for any reason the Agent considers in its reasonable discretion that the amounts to be received by it will be, or the amounts actually received by it are, insufficient to satisfy all claims in respect of all payments then falling due in respect of the Notes, no Paying Agent shall be obliged to pay any such claims until the Agent has received the full amount of all such payments. 6.3 Without prejudice to sub-clauses subclauses 6.1 and 6.2, if the Principal Paying Fiscal Agent pays any amounts to the Noteholders (or holders of Securities or Coupons Coupons) or to any other Paying Agent at a time when w hen it has not received payment in full in respect of the Securities Notes in accordance with sub-clause subclause 4.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer willw ill, in addition to paying amounts due under sub-clause subclause 4.1, pay to the Principal Paying Fiscal Agent on demand interest (at a rate which represents the Principal Paying Fiscal Agent's reasonable and substantiated cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt rec eipt in full by the Principal Paying Fiscal Agent of the Shortfall. 6.4 Whilst any Securities Notes are represented by a Global SecurityNote, all payments due in respect of the Securities Notes shall be made to, or to the order of, the holder of the Global SecurityNote, subject to and in accordance with the provisions of the Global SecurityNote. On the occasion of each payment, the Paying Fiscal Agent shall instruct Euroclear and Clearstream, Luxembourg to which the Global Security was presented for the purpose of making the payment shall cause make the appropriate Schedule entries in their records to the relevant Global Security to be annotated so as to evidence the amounts and dates of the payments of principal and/or interest as applicablereflect such payment. 6.5 If on presentation for endorsement of a Security Note or presentation of a Coupon the amount payable in respect of the Security Note or Coupon is not paid in full (otherwise than as a result of withholding or deduction for or on account of any Taxes taxes as permitted by the Conditions) the Paying Agent to whom the Security Note or Coupon is presented shall procure that the Security Note or Coupon is enfaced with a memorandum of the amount paid and the date of payment.

DUTIES OF THE PAYING AGENTS. 6.1 Subject to the payments to the Principal Paying Fiscal Agent provided for by Clause in clause 4 being duly made and subject to the provisions of Clause 7made, the Paying Agents Fiscal Agent shall act as paying agents of the Issuer in respect of the Securities and pay or cause to be paid paid, on behalf of the Issuer, on and after each date on which any payment becomes due and payable, the amounts of principal, premium (if any) and/or any principal or interest then payable on surrender orunder the Conditions and this Agreement and, in the case of a Global Securitypayment of principal, endorsement, of Securities or Coupons under the Conditions and this Agreement. If any payment provided for by Clause 4 is made late but otherwise under the terms of this Agreement the Paying Agents shall nevertheless act as paying agents following receipt by them of paymentthe relevant Certificate at the specified office of the Fiscal Agent or any Paying Agent (if required). 6.2 If default is made for any reason the Fiscal Agent considers in its sole discretion that the amounts to be received by it under subclause 4.1 will be, or the Issuer amounts actually received by it are, insufficient to satisfy all claims in respect of payments then falling due in respect of the Notes, no Paying Agent shall be obliged to pay any payment, unless and such claims until the Fiscal Agent has received the full amount of the payment has been made under the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Agent have been made, neither the Principal Paying Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agentsall such payments. 6.3 Whilst any Notes are evidenced by a Global Certificate, all payments due in respect of the Notes shall be made to, or to the order of, the registered holder of the relevant Global Certificate, subject to and in accordance with the provisions of the relevant Global Certificate. 6.4 Without prejudice to sub-clauses 6.1 subclauses 4.4 and 6.2, if the Principal Paying Fiscal Agent pays any amounts to the holders of Securities or Coupons Notes or to any other Paying Agent at a time when it has not received payment in full in respect of the Securities Notes in accordance with sub-clause subclause 4.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer will, in addition to paying amounts due under sub-clause subclause 4.1, pay to the Principal Paying Fiscal Agent on demand interest (at a rate which represents the Principal Paying Fiscal Agent's cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given ; as certified to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Fiscal Agent of the Shortfall. 6.4 Whilst any Securities 6.5 For the purposes of this Agreement, payment will not be “final” until the Fiscal Agent has received immediately available funds which, under applicable local laws, regulations, rules, customs or practices, are represented by a Global Security, all payments due in respect of the Securities shall be made to, or to the order of, the holder of the Global Security, not reversible and not subject to and in accordance with the provisions of the Global Security. any security interest, levy or other encumbrance that may be specifically applicable to such transaction. 6.6 On the occasion of each paymentpayment and upon any Write-Down of the Notes, the Paying Fiscal Agent to shall notify the Registrar which the Global Security was presented for the purpose of making the payment shall cause the make an appropriate Schedule to entry in the relevant Global Security to be annotated so as Register to evidence the amounts amount and dates date of the payments of principal and/or interest as applicable. 6.5 relevant payment or Write-Down. If on presentation of a Security or Coupon the amount payable in respect of the Security or Coupon any Note is not paid in full when due (otherwise than as a result of withholding or deduction for or on account of any Taxes as permitted by the Conditions) the Paying Agent to whom Registrar shall make a note of the Security or Coupon is presented shall procure details of such shortfall in payment in the relevant Register and each record shall, in the absence of manifest error, be prima facie evidence that the Security or Coupon is enfaced with a memorandum of the amount paid and the date of paymentpayment in question has not to that extent been made.

DUTIES OF THE PAYING AGENTS. 6.1 Subject to the payments to the Principal Paying Agent provided for by Clause 4 being duly made and subject to the provisions of Clause 7, the 7.1 The Paying Agents shall shall, upon receipt of any necessary information from the Registrar, act as paying agents of the Issuer Trustee in respect of the Securities Certificates and shall pay or cause to be paid paid, on behalf of the IssuerTrustee or, as the case may be, the Delegate, on and after each date on which any payment becomes due and payable, the amounts of principal, premium (if any) and/or interest any Dissolution Amount or Periodic Distribution Amount then payable on surrender or, in the case of a Global Security, endorsement, of Securities or Coupons under the Conditions and this Agreement. If any payment provided for by pursuant to Clause 4 5 is made late but otherwise under pursuant to the terms of this Agreement Agreement, the Paying Agents shall nevertheless act as paying agents following receipt acknowledgement by them of the receipt of the relevant payment. 6.2 7.2 If default is made by the Issuer Trustee in respect of the amount of any paymentpayment required to be made to the Transaction Account pursuant to Clause 5, then unless and until the full amount of the relevant payment has been made under in accordance with the terms provisions of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Agent have been made, neither the Principal no Paying Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agentsagent. 6.3 Without prejudice to sub-clauses 6.1 and 6.27.3 Subject as provided above, if the Principal Paying Agent pays shall pay or cause to be paid on behalf of the Trustee or, in the circumstances contemplated in Clause 2.4, the Delegate, on and after each date on which any payment becomes due and payable, the amounts payable in respect of each Certificate under the Conditions and the provisions of this Agreement and, in the case of a payment of the Dissolution Amount, following receipt of the Certificate at the specified office of any Paying Agent. No Agent shall be obliged to make payment to the holders of Securities or Coupons or to any other Paying Agent at a Certificates until such time when as it has not received payment in full in respect funds and has been able to identify or confirm receipt of the Securities in accordance with sub-clause 4.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer will, in addition to paying amounts due under sub-clause 4.1, pay to the Principal Paying Agent on demand interest (at a rate which represents the Principal Paying Agent's cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Agent of the Shortfallfunds. 6.4 7.4 Whilst any Securities Certificates are represented by a Global SecurityCertificate, all payments due in respect of the Securities Certificates shall be made to, or to the order of, the holder of the relevant Global SecurityCertificate, subject to and in accordance with the provisions of the relevant Global SecurityCertificate. On the occasion of each payment, the Paying Agent to which the relevant Global Security Certificate was presented for the purpose of making the payment shall cause notify the Registrar which shall make an appropriate Schedule to entry in the relevant Global Security to be annotated so as Register to evidence the amounts amount and dates date of the payments of principal and/or interest as applicablerelevant payment. 6.5 7.5 If on presentation of a Security or Coupon the amount payable in respect of the Security or Coupon any Certificate is not paid in full when due (otherwise than as a result of withholding or deduction for or on account of any Taxes as permitted by the ConditionsConditions or by reason of a FATCA Withholding) the Registrar shall make a note of the details of such shortfall in payment in the Register. 7.6 Each Agent undertakes to inform the Trustee as soon as reasonably practicable if it is not, or ceases to be, a FATCA Exempt Party. If the Trustee determines in its sole discretion that it will be required to withhold or deduct any FATCA Withholding in connection with any payment due on any Certificates, then the Trustee will be entitled to re-direct or re-organise any such payment in any way that it sees fit in order that the payment may be made without FATCA Withholding provided that any such re- direction or re-organisation of any payment is made through a recognised institution of international standing and such payment is otherwise made in accordance with this Agreement. 7.7 Notwithstanding any other provision of this Agreement and the Conditions, the Principal Paying Agent shall be entitled to whom make a withholding or deduction from any payment which it makes under this Agreement for or on account of any present or future taxes, duties or charges if and to the Security extent so required by any Applicable Law, in which event the Principal Paying Agent shall make such payment after such withholding or Coupon deduction has been made and shall account to the relevant authorities for the amount(s) so withheld or deducted. For the avoidance of doubt, FATCA Withholding is presented a withholding or deduction which is deemed to be required by Applicable Law for the purposes of this Clause 7.7. For the avoidance of doubt, the Principal Paying Agent shall procure that the Security have no obligation to pay any additional amount as a result of such withholding tax. In this Clause 7.7, Applicable Law means any law or Coupon is enfaced with a memorandum of the amount paid and the date of paymentregulation.

DUTIES OF THE PAYING AGENTS. 6.1 Subject to the payments to the Principal Paying Agent provided for by Clause 4 being duly made and subject to the provisions of Clause 7, the 7.1 The Paying Agents shall shall, upon receipt of the necessary information from the Registrar, act as paying agents of the Issuer Trustee in respect of the Securities Certificates and shall pay or cause to be paid paid, on behalf of the IssuerTrustee or, as the case may be, the Delegate, on and after each date on which any payment becomes due and payable, the amounts of principalDissolution Amount, premium (if any) and/or interest Optional Redemption Amount or Periodic Distribution Amount then payable on surrender or, in the case of a Global Security, endorsement, of Securities or Coupons under the Conditions and this Agreement. If any payment provided for by pursuant to Clause 4 5 is made late but otherwise under pursuant to the terms of this Agreement Agreement, the Paying Agents shall nevertheless act as paying agents following receipt by them of payment. 6.2 If default is made by the Issuer in respect of any payment, unless and until the full amount of the payment has been made under the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Agent have been made, neither the Principal Paying Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agents. 6.3 Without prejudice to sub-clauses 6.1 and 6.2, if the Principal Paying Agent pays any amounts to the holders of Securities or Coupons or to any other Paying Agent at a time when it has not received payment in full in respect of the Securities in accordance with sub-clause 4.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer will, in addition to paying amounts due under sub-clause 4.1, pay to the Principal Paying Agent on demand interest (at a rate which represents the Principal Paying Agent's cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Agent of the Shortfall. 6.4 Whilst any Securities are represented by a Global Security, all payments due in respect of the Securities shall be made to, or to the order of, the holder of the Global Security, subject to and in accordance with the provisions of the Global Security. On the occasion of each payment, the Paying Agent to which the Global Security was presented for the purpose of making the payment shall cause the appropriate Schedule to the relevant Global Security to be annotated so as to evidence the amounts and dates of the payments of principal and/or interest as applicable. 6.5 7.2 If on presentation of a Security or Coupon the amount payable in respect of the Security or Coupon any Certificate is not paid in full when due (otherwise than as a result of withholding or deduction for or on account of any withholding or deduction for, or on account of, any Taxes (as defined in the Conditions) as permitted by the ConditionsConditions or required pursuant to an agreement described in Section 1471(b) of the Code or otherwise imposed pursuant to Sections 1471 through 1474 of the Code) the Registrar shall make a record of the details of such shortfall in payment in the Register and such record shall, in the absence of manifest error, be prima facie evidence that the payment in question has not to that extent been made. 7.3 If, for any reason, the Principal Paying Agent or any Paying Agent fails to whom become, or ceases to be, a Participating FFI and the Security Trustee considers in its sole discretion that it may be liable as a result to withhold any FATCA Withholding Tax in respect of any payment due on any Certificates, then the Trustee will be entitled to re-direct or Coupon is presented shall procure reorganise any such payment in any way that it sees fit in order that the Security payment may be made without FATCA Withholding Tax. 7.4 The Agents shall be entitled to make payments hereunder net of any Taxes or Coupon other sums required by Applicable Law to be withheld or deducted. If such withholding or deduction is enfaced required by Applicable Law, no Agent shall be obliged to gross up or pay any additional amounts to the recipient in respect of any amount so withheld or deducted. 7.5 Each party shall, within 10 Business Days of a written request by another party, supply to that other party such forms, documentation and other information relating to it, its status, or the Certificates as that other party reasonably requests for the purposes of that other party's compliance with a memorandum Applicable Law and shall notify the relevant other party reasonably promptly in the event that it becomes aware that any of the amount paid forms, documentation or other information provided by such party is (or becomes) inaccurate in any material respect; provided, however, that no party shall be required to provide any forms, documentation or other information pursuant to this paragraph to the extent that: (i) any such form, documentation or other information (or the information required to be provided on such form or documentation) is not reasonably available to such party and cannot be obtained by such party using reasonable efforts; or (ii) doing so would or might in the date reasonable opinion of paymentsuch party constitute a breach of any: (a) Applicable Law; (b) fiduciary duty; or (c) duty of confidentiality.

DUTIES OF THE PAYING AGENTS. 6.1 Subject to the payments to Unless they receive a notification from the Principal Paying Agent provided for by under Clause 4 being duly made and subject to the provisions 5.1(a) (Notification of Clause 7Non-Receipt of Payment), the Paying Agents shall act as paying agents shall, subject to and in accordance with the Conditions and upon receipt of any necessary information from the Issuer in respect of the Securities and Registrar, pay or cause to be paid paid, on behalf of the IssuerTrustee or, in the circumstances contemplated in Clause 2.3 (Appointment of Agents), the Delegate, on and after each date on which any payment becomes due and payablepayable under the Certificates, each Periodic Distribution Amount, the amounts Dissolution Distribution Amount or any other amount due in respect of principal, premium (if any) and/or interest then payable on surrender or, in the case of a Global Security, endorsement, of Securities or Coupons under the Conditions and this AgreementCertificates. If any payment provided for by pursuant to Clause 4 (Accounts and Payment) is made late but otherwise under pursuant to the terms of this Agreement Agreement, the Paying Agents shall nevertheless act perform their duties as paying agents following receipt by them of the relevant payment. 6.2 If default is made by the Issuer Trustee or Infracorp in respect of any paymentpayment required to be made into the Transaction Account pursuant to Clause 4 (Accounts and Payment), unless and until the full amount of the relevant payment has been made under in accordance with the terms provisions of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Agent have been made, neither no Paying Agent shall be bound to perform its duties as paying agent. No Paying Agent shall be obliged to make any payment hereunder until such time as it has received the relevant funds and been able to identify or confirm receipt of such funds. 6.3 Subject as provided in Clauses 6.1 and 6.2 (Duties of the Paying Agents) above, the Principal Paying Agent nor any shall pay or cause to be paid on behalf of the other Paying Agents Trustee or, in the circumstances contemplated in Clause 2.3 (if any) shall be bound to act as paying agents. 6.3 Without prejudice to sub-clauses 6.1 Appointment of Agents), the Delegate, on and 6.2after each date on which any payment becomes due and payable, if the Principal Paying Agent pays any amounts to the holders of Securities or Coupons or to any other Paying Agent at a time when it has not received payment in full payable in respect of each Certificate under the Securities Conditions and the provisions of this Agreement and the Declaration of Trust and, in accordance with sub-clause 4.1 (the excess case of a payment of the amounts so paid over Dissolution Distribution Amount, following receipt of the amounts so received being Certificate at the “Shortfall”), the Issuer will, in addition to paying amounts due under sub-clause 4.1, pay to the Principal Paying Agent on demand interest (at a rate which represents the Principal Specified Office of any Paying Agent's cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Agent of the Shortfall. 6.4 Whilst any Securities Certificates are represented by a the Global SecurityCertificate, all payments due in respect of the Securities Certificates shall be made to, or to the order of, the holder of the Global SecurityCertificate, subject to and in accordance with the provisions of the Global SecurityCertificate. On the occasion of each payment, the Paying Agent to which the Global Security Certificate was presented for the purpose of making the payment shall cause notify the Registrar which shall make an appropriate Schedule to entry in the relevant Global Security to be annotated so as Register to evidence the amounts amount and dates date of the payments of principal and/or interest as applicablerelevant payment. 6.5 If on presentation of a Security or Coupon the amount payable in respect of the Security or Coupon any Certificate is not paid in full when due (otherwise than as a result of withholding or deduction for or on account of any Taxes as permitted by the Conditions) the Paying Agent to whom the Security or Coupon is presented Registrar shall procure that the Security or Coupon is enfaced with make a memorandum note of the amount paid and details of such shortfall in payment in the date of paymentRegister.

DUTIES OF THE PAYING AGENTS. 6.1 7.1 Subject to the payments to the Principal Paying Fiscal Agent provided for by Clause 4 clause 5 being duly made and subject to the provisions of Clause 7made, the Paying Agents shall act as paying agents of the Issuer in respect of the Securities Notes and pay or cause to be paid on behalf of the Issuer, on and after each date on which any payment becomes due and payable, the amounts of principal, premium (if any) principal and/or interest then payable on surrender or, in the case of a Global Security, endorsement, of Securities or Coupons under the Conditions and this Agreement. If any payment provided for by Clause 4 clause 5 is made late but otherwise under the terms of this Agreement Agreement, the Paying Agents shall nevertheless act as paying agents following receipt by them of payment. 6.2 7.2 If default is made by the Issuer in respect of any payment, then unless and until the full amount of the payment has been made under the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Fiscal Agent have been made, neither the Principal Paying Fiscal Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agents. 6.3 7.3 Without prejudice to sub-clauses 6.1 subclauses 7.1 and 6.27.2, if the Principal Paying Fiscal Agent pays any amounts to the holders of Securities Notes or Coupons or to any other Paying Agent at a time when it has not received payment in full in respect of the Securities Notes in accordance with sub-clause 4.1 subclause 5.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer will, in addition to paying amounts due under sub-clause 4.1subclause 5.1, pay to the Principal Paying Fiscal Agent on demand interest (at a rate which represents the Principal Paying Fiscal Agent's cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Fiscal Agent of the Shortfall. 6.4 7.4 Whilst any Securities Notes are represented by a Global SecurityNote, all payments due in respect of the Securities Notes shall be made to, or to the order of, the holder of the Global SecurityNote, subject to and in accordance with the provisions of the Global SecurityNote. On the occasion of each payment, the Paying Fiscal Agent shall instruct Euroclear and Clearstream, Luxembourg to which the Global Security was presented for the purpose of making the payment shall cause make the appropriate Schedule entries in their records to the relevant Global Security to be annotated so as to evidence the amounts and dates of the payments of principal and/or interest as applicablereflect such payment. 6.5 7.5 If on presentation of a Security Note or Coupon the amount payable in respect of the Security Note or Coupon is not paid in full (otherwise than as a result of withholding or deduction for or on account of any Taxes present or future taxes, duties, assessments or governmental charges of whatever nature (Taxes) as permitted by the ConditionsConditions or by reason of a FATCA Withholding) the Paying Fiscal Agent shall instruct Euroclear and Clearstream, Luxembourg to whom make the Security or Coupon is presented shall procure that the Security or Coupon is enfaced with a memorandum of the amount paid and the date of appropriate entries in their records to reflect such shortfall in payment.

DUTIES OF THE PAYING AGENTS. 6.1 Subject Unless it has received notice under subclause 5(a), each Paying Agent shall pay or cause to be paid, on behalf of the Issuer, on and after each date on which any payment becomes due and payable, any principal or interest then payable under the Conditions and this Agreement. If any payment provided for pursuant to clause 4 is made late but otherwise pursuant to the payments to the Principal Paying Agent provided for by Clause 4 being duly made and subject to the provisions terms of Clause 7this Agreement, the Paying Agents shall act as paying agents of the Issuer nevertheless make payments in respect of the Securities Notes as stated above following receipt of the relevant payment. 6.2 For the avoidance of doubt, the Paying Agents shall not have any obligation to make any payment of principal or interest in respect of the Notes to the Noteholders until the Fiscal Agent has been put in cleared funds by the Issuer and has been able to identify or confirm receipt of those funds. 6.3 The Fiscal Agent shall pay or cause to be paid on behalf of the Issuer, on and after each date on which any payment becomes due and payable, the amounts payable in respect of principal, premium (if any) and/or interest then payable on surrender oreach Note under the Conditions and the provisions of this Agreement and, in the case of a Global Securitypayment of principal, endorsement, of Securities or Coupons under the Conditions and this Agreement. If any payment provided for by Clause 4 is made late but otherwise under the terms of this Agreement the Paying Agents shall nevertheless act as paying agents following receipt of the Certificate representing such Note at the Specified Office of any Paying Agent.‌‌ 6.4 If for any reason the Fiscal Agent considers in its sole discretion that the amounts to be received by them of payment. 6.2 If default is made it under subclause 4.1 will be, or the amounts actually received by the Issuer it are, insufficient to satisfy all claims in respect of all payments then falling due in respect of the Notes, no Paying Agent shall be obliged to pay any payment, unless and such claims until the Fiscal Agent has received the full amount of all such payments.‌ 6.5 Whilst any Notes are evidenced by a Global Certificate, all payments due in respect of the payment has been Notes shall be made under the terms of this Agreement (except as to, or to the time of making order of, the same) or other arrangements satisfactory to the Principal Paying Agent have been made, neither the Principal Paying Agent nor any registered holder of the other Paying Agents (if any) shall be bound Notes, subject to act as paying agentsand in accordance with the provisions of the relevant Global Certificate. 6.3 6.6 Without prejudice to sub-clauses 6.1 subclauses 6.1, 6.3, 6.5 and 6.26.5, if the Principal Paying Fiscal Agent pays any amounts to the holders of Securities or Coupons Notes or to any other Paying Agent at a time when it has not received payment in full in respect of the Securities Notes in accordance with sub-clause subclause 4.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer will, in addition to paying amounts due under sub-clause subclause 4.1, pay to the Principal Paying Fiscal Agent on demand interest (at a rate which represents the Principal Paying Fiscal Agent's cost of funding the Shortfall, provided that written documented evidence of the basis of the calculation of such rate cost is given delivered to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Fiscal Agent of the Shortfall. 6.4 Whilst any Securities are represented by a Global Security, all payments due in respect of the Securities shall be made to, or to the order of, the holder of the Global Security, subject to and in accordance with the provisions of the Global Security. 6.7 On the occasion of each payment, the Paying Fiscal Agent to shall notify the Registrar which the Global Security was presented for the purpose of making the payment shall cause the make an appropriate Schedule to entry in the relevant Global Security to be annotated so as Register to evidence the amounts amount and dates date of the payments of principal and/or interest as applicablerelevant payment. 6.5 6.8 If on presentation of a Security or Coupon the amount payable in respect of the Security or Coupon any Note is not paid in full when due (otherwise than as a result of withholding or deduction for or on account of any Taxes as permitted by the Conditions) the Paying Agent to whom the Security or Coupon is presented Registrar shall procure that the Security or Coupon is enfaced with make a memorandum note of the amount paid details of such shortfall in payment in the relevant Register. 6.9 For the purposes of this Agreement, payment will not be "final" until the Fiscal Agent has received immediately available funds which, under applicable local laws, regulations, rules, customs or practices, are not reversible and the date of paymentnot subject to any security interest, levy or other encumbrance that may be specifically applicable to such transaction.

DUTIES OF THE PAYING AGENTS. 6.1 7.1 Subject to the payments to the Principal Paying Fiscal Agent provided for by Clause 4 5 being duly made and subject to the provisions of Clause 7made, the Paying Agents shall act as paying agents of the Issuer in respect of and/or the Securities Guarantor and shall pay or cause to be paid on behalf of the IssuerIssuer and/or the Guarantor, on and (if late payment is made by the Issuer or the Guarantor, as applicable) after each date on which any payment becomes due and payable, the amounts of principal, premium (if any) principal and/or interest then payable on surrender orin respect of each Capital Security under and in accordance with the Conditions and the provisions of this Agreement and, in the case of a Global Securitypayment of principal, endorsement, following receipt of Securities or Coupons under the Conditions and this AgreementCapital Security at the specified office of the relevant Paying Agent. If any payment provided for by Clause 4 5 is made late but otherwise under the terms of this Agreement the Paying Agents shall nevertheless act as paying agents pay or cause to be paid such amounts following receipt by them of paymentpayment thereof. 6.2 7.2 If default is made by the Issuer due date for any payment referred to in respect of any paymentClause 5, the Fiscal Agent has not received the full amount so payable on such date by the time specified for its receipt, unless and until the full such amount of the payment has been made received by, and identified in the specified account of, the Fiscal Agent under the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Agent have been made, neither the Principal Paying Fiscal Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agentsmake any payments under the Capital Securities. 6.3 7.3 Without prejudice to sub-clauses 6.1 Clauses 7.1 and 6.27.2, if the Principal Paying Fiscal Agent pays any amounts to the holders of Capital Securities or Coupons or to any other Paying Agent at a time when it has not received payment in full in respect of the Capital Securities in accordance with sub-clause 4.1 Clause 5.1 (the excess of the amounts so paid over the amounts so received being the “"Shortfall”"), the Issuer (failing which the Guarantor) will, in addition to paying amounts due under sub-clause 4.1Clause 5.1, pay to the Principal Paying Fiscal Agent on demand interest (at a rate which represents the Principal Paying Fiscal Agent's cost of funding the Shortfall, provided that written evidence of as certified by the basis of the calculation of such rate is given Fiscal Agent to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Fiscal Agent of the Shortfall. 6.4 7.4 Whilst any Capital Securities are represented by a Global SecurityCertificate, all payments due in respect of the Capital Securities shall be made to, or to the order of, the holder of the such Global SecurityCertificate, subject to and in accordance with the provisions of the such Global SecurityCertificate. On the occasion of each payment, the Paying Agent to which the such Global Security Certificate was presented for the purpose of making the payment shall cause notify the Registrar which shall make an appropriate Schedule to entry in the relevant Global Security to be annotated so as Register to evidence the amounts amount and dates date of the payments of principal and/or interest as applicablerelevant payment. 6.5 7.5 If on presentation of a Security or Coupon the amount payable in respect of the any Capital Security or Coupon is not paid in full when due (otherwise than as a result of withholding withholding, deduction or deduction retention for or on account of any Taxes as permitted by the Conditions) the Paying Agent to whom the Security or Coupon is presented Registrar shall procure that the Security or Coupon is enfaced with make a memorandum note of the amount paid and details of such shortfall in payment in the date of paymentRegister.

DUTIES OF THE PAYING AGENTS. 6.1 7.1 Subject to the payments to the Principal Paying Fiscal Agent provided for by Clause 4 clause 5 being duly made and subject to the provisions of Clause 7made, the Paying Agents shall act as paying agents agent of the Issuer in respect of the Securities Notes and pay or cause to be paid on behalf of the Issuer, on and after each date on which any payment becomes due and payable, the amounts of principal, premium (if any) and/or interest then payable on surrender or, in the case of a Global SecurityNote, endorsement, of Securities Notes or Coupons under the Conditions and this Agreement. If any payment provided for by Clause 4 clause 5 is made late but otherwise under the terms of this Agreement the Paying Agents shall nevertheless act as paying agents following receipt by them of payment. 6.2 7.2 If default is made by the Issuer in respect of any payment, unless and until the full amount of the payment has been made received in same day cleared funds under the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to as agreed between the Principal Paying Fiscal Agent and the Issuer have been made, neither the Principal Paying Fiscal Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agents. 6.3 7.3 Without prejudice to sub-clauses 6.1 subclauses 7.1 and 6.27.2, if the Principal Paying Fiscal Agent pays any amounts to the holders of Securities Notes or Coupons or to any other Paying Agent at a time when it has not received payment in full in respect of the Securities Notes in accordance with sub-clause 4.1 subclause 5.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer will, in addition to paying amounts due under sub-clause 4.1subclause 5.1, pay to the Principal Paying Fiscal Agent on demand interest (at a rate which represents the Principal Paying Fiscal Agent's cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Fiscal Agent of the Shortfall. 6.4 7.4 Whilst any Securities Notes are represented by a Global SecurityNote, all payments due in respect of the Securities Notes shall be made to, or to the order of, the holder of the Global SecurityNote, subject to and in accordance with the provisions of the Global SecurityNote. On the occasion of each payment, the Paying Agent to which the Global Security Note was presented for the purpose of making the payment shall cause the appropriate Schedule to the relevant Global Security Note to be annotated so as to evidence the amounts and dates of the payments of principal and/or interest as applicable. 6.5 7.5 Whilst any Notes are represented by a Global Note, on the occasion of any write-down or write-up of the principal amount of the Notes pursuant to Condition 6 (Loss absorption and reinstatement of principal amount) or in the event of cancellation of any Interest Amounts pursuant to Condition 5 (Interest and interest cancellation), the Paying Agent shall cause the appropriate Schedule to the relevant Global Note to be annotated so as to evidence the amounts and dates of the write-down or write-up, as applicable, or, as appropriate, cancellation of Interest Amounts. 7.6 To the extent that any Notes are represented by a Note in definitive form, upon any write-down or write-up of the principal amount of the Notes pursuant to Condition 6 or in the event of cancellation of any Interest Amounts pursuant to Condition 5, the Paying Agent shall keep appropriate records of any increase or decrease of the principal amount of the Notes so as to evidence the amounts and dates of the write-down or write-up, as applicable or, as appropriate, cancellation of Interest Amounts. In the absence of manifest error, the records so kept by the Paying Agent shall be conclusive evidence of the principal amount owed under any definitive Note presented for payment. 7.7 If on presentation of a Security Note or Coupon the amount payable in respect of the Security Note or Coupon is not paid in full (otherwise than as a result of withholding or deduction for or on account of any Taxes present or future taxes, duties, assessments or governmental charges of whatsoever nature imposed, levied, collected, withheld or assessed by or on behalf of any Tax Jurisdiction or any political subdivision therein or any authority therein having power to tax (Taxes) as permitted by the Conditions) the Paying Agent to whom the Security Note or Coupon is presented shall procure that the Security Note or Coupon is enfaced with a memorandum of the amount paid and the date of payment. 7.8 The Paying Agent shall ensure that payments of both principal and interest in respect of a Temporary Bearer Global Note will only be made if certification of non-U.S. beneficial ownership as required by U.S. Treasury regulations has been received by Euroclear and/or Clearstream, Luxembourg in accordance with the terms of the Temporary Bearer Global Note. 7.9 Notwithstanding anything else herein contained, each of the Agents may refrain without liability from doing anything that would or might in its opinion be contrary to any law of any state or jurisdiction (including but not limited to the United States of America or any jurisdiction forming a part of it and England & Wales) or any directive or regulation of any agency of any such state or jurisdiction and may without liability do anything which is, in its opinion, necessary to comply with any such law, directive or regulation.

DUTIES OF THE PAYING AGENTS. 6.1 7.1 Subject to the payments to the Principal Paying Fiscal Agent provided for by Clause 4 5 being duly made and subject to the provisions of Clause 7made, the Paying Agents shall act as paying agents of the Issuer in respect of the Securities and shall pay or cause to be paid on behalf of the Issuer, on and after each date on which any payment becomes due and payable, the amounts of principal, premium (if any) principal and/or interest then payable on surrender orin respect of each Capital Security under the Conditions and the provisions of this Agreement and, in the case of a Global Securitypayment of principal, endorsement, following receipt of Securities or Coupons under the Conditions and this AgreementCapital Security at the specified office of the relevant Paying Agent. If any payment provided for by Clause 4 5 is made late but otherwise under the terms of this Agreement the Paying Agents shall nevertheless act as paying agents pay or cause to be paid such amounts following receipt by them of paymentpayment thereof. 6.2 7.2 If default is made by the Issuer due date for any payment referred to in respect of any paymentClause 5, the Fiscal Agent has not received the full amount so payable on such date by the time specified for its receipt, unless and until the full such amount of the payment has been made received by the Fiscal Agent under the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Fiscal Agent have been made, neither the Principal Paying Fiscal Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agentsmake any payments under the Capital Securities. 6.3 7.3 Without prejudice to sub-clauses 6.1 Clauses 7.1 and 6.27.2, if the Principal Paying Fiscal Agent pays any amounts to the holders of Capital Securities or Coupons or to any other Paying Agent at a time when it has not received payment in full in respect of the Capital Securities in accordance with sub-clause 4.1 Clause 5.1 (the excess of the amounts so paid over the amounts so received being the “"Shortfall”"), the Issuer will, in addition to paying amounts due under sub-clause 4.1Clause 5.1, pay to the Principal Paying Fiscal Agent on demand interest (at a rate which represents the Principal Paying Fiscal Agent's cost of funding the Shortfall, provided that written evidence of as certified by the basis of the calculation of such rate is given Fiscal Agent to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Fiscal Agent of the Shortfall. Such interest shall be compounded daily. 6.4 7.4 Whilst any Capital Securities are represented by a the Global SecurityCertificate, all payments due in respect of the Capital Securities shall be made to, or to the order of, the holder of the Global SecurityCertificate, subject to and in accordance with the provisions of the Global SecurityCertificate. On the occasion of each payment, the Paying Agent to which the Global Security Certificate was presented for the purpose of making the payment shall cause notify the Registrar which shall make an appropriate Schedule to entry in the relevant Global Security to be annotated so as Register to evidence the amounts amount and dates date of the payments of principal and/or interest as applicablerelevant payment. 6.5 7.5 If on presentation of a Security or Coupon the amount payable in respect of the any Capital Security or Coupon is not paid in full when due (otherwise than as a result of withholding or deduction for or on account of any Taxes as permitted by the ConditionsConditions or by reason of FATCA Withholding) the Paying Agent to whom the Security or Coupon is presented Registrar shall procure that the Security or Coupon is enfaced with make a memorandum note of the amount paid and details of such shortfall in payment in the date of paymentRegister.

DUTIES OF THE PAYING AGENTS. 6.1 Subject to the payments to the Principal Paying Fiscal Agent provided for by Clause 4 being duly made and subject the Fiscal Agent having been able to the provisions identify or confirm receipt of Clause 7such funds, the Paying Agents Agents, if any, shall act as paying agents of the Issuer in respect of the Securities Notes and pay or cause c ause to be paid on behalf of the Issuer, on and after each date on which any payment becomes due and payable, the amounts of principal, premium (if any) principal and/or interest then payable on surrender or, in the case of a Global Security, endorsement, of Securities or Coupons under the Conditions and this Agreement. If any payment provided for by Clause 4 is made late but otherwise under in accordance with the terms of this Agreement the Paying Agents Agents, if any, shall nevertheless act ac t as paying agents following receipt by them of payment. 6.2 If default is made by the Issuer defaults in respect of any payment, unless and until the full amount of the payment has been made under the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Fiscal Agent have been made, neither the Principal Paying Fiscal Agent nor any of the other Paying Agents (Agents, if any) , shall be bound to act as paying agents. If for any reason the Agent considers in its reasonable discretion that the amounts to be received by it will be, or the amounts actually received by it are, insufficient to satisfy all claims in respect of all payments then falling due in respect of the Notes, no Paying Agent shall be obliged to pay any such claims until the Agent has received the full amount of all such payments. 6.3 Without prejudice to sub-clauses subclauses 6.1 and 6.2, if the Principal Paying Fiscal Agent pays any amounts to the Noteholders (or holders of Securities or Coupons Coupons) or to any other Paying Agent at a time when w hen it has not received payment in full in respect of the Securities Notes in accordance with sub-clause subclause 4.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer willw ill, in addition to paying amounts due under sub-clause subclause 4.1, pay to the Principal Paying Fiscal Agent on demand interest (at a rate which represents the Principal Paying Fiscal Agent's reasonable and substantiated cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt rec eipt in full by the Principal Paying Fiscal Agent of the Shortfall. 6.4 Whilst any Securities Notes are represented by a Global SecurityNote, all payments due in respect of the Securities Notes shall be made to, or to the order of, the holder of the Global SecurityNote, subject to and in accordance with the provisions of the Global SecurityNote. On the occasion of each payment, the Paying Fiscal Agent shall instruct Euroclear and Clearstream, Luxembourg to which the Global Security was presented for the purpose of making the payment shall cause make the appropriate Schedule entries in their records to the relevant Global Security to be annotated so as to evidence the amounts and dates of the payments of principal and/or interest as applicablereflect such payment. 6.5 If on presentation for endorsement of a Security Note or presentation of a Coupon the amount payable in respect of the Security Note or Coupon is not paid in full (otherwise than as a result of withholding or deduction for or on account of any Taxes taxes as permitted by the Conditions) the Paying Agent to whom the Security Note or Coupon is presented shall procure that the Security Note or Coupon is enfaced with a memorandum of the amount paid and the date of payment.

DUTIES OF THE PAYING AGENTS. ‌ 6.1 Subject to the payments to the Principal Paying Fiscal Agent provided for by Clause clause 4 being duly made and subject to the provisions of Clause 7made, the Paying Agents shall act as paying agents agent of the Issuer in respect of the Securities Notes and pay or cause to be paid on behalf of the Issuer, on and after each date on which any payment becomes due and payable, the amounts of any principal, premium (if any) and/or interest then payable on surrender or, in the case of a Global SecurityNote, endorsement, of Securities Notes or Coupons under the Conditions and this Agreement. If any payment provided for by Clause 4 is made late but otherwise under the terms of this Agreement the Paying Agents shall nevertheless act as paying agents following receipt by them of payment. 6.2 If default is made by the Issuer in respect of any payment, then unless and until the full amount of the relevant payment has been made under in accordance with the terms provisions of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Fiscal Agent have been made, neither the Principal Paying Fiscal Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agents. 6.3 Without prejudice to sub-clauses subclauses 6.1 and 6.2, if the Principal Paying Fiscal Agent pays any amounts to the holders of Securities Notes or Coupons or to any other Paying Agent at a time when it has not received payment in full in respect of the Securities Notes in accordance with sub-clause subclause 4.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer will, in addition to paying amounts due under sub-clause subclause 4.1, pay to the Principal Paying Fiscal Agent on demand interest (at a rate which represents the Principal Paying Fiscal Agent's cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Fiscal Agent of the Shortfall. 6.4 Whilst any Securities Notes are represented by a Global SecurityNote, all payments due in respect of the Securities Notes shall be made to, or to the order of, the holder of the Global SecurityNote, subject to and in accordance with the provisions of the Global SecurityNote. On the occasion of each payment, the Paying Agent to which the Global Security Note was presented for the purpose of making the payment shall cause the appropriate Schedule to the relevant Global Security Note to be annotated so as to evidence the amounts and dates of the payments of principal and/or interest as applicable. 6.5 If on presentation of a Security Note or Coupon the amount payable in respect of the Security Note or Coupon is not paid in full (otherwise than as a result of withholding or deduction for or on account of any Taxes present or future taxes, duties, assessments or governmental charges of whatsoever nature imposed, levied, collected, withheld or assessed by or on behalf of any Relevant Jurisdiction or any political subdivision therein or any authority therein having power to tax (Taxes) as permitted by the Conditions) the Paying Agent to whom the Security Note or Coupon is presented shall procure make a record of the shortfall on the relevant Note or Coupon and the record shall in the absence of manifest error, be prima facie evidence that the Security payment in question has not to that extent been made. 6.6 In the event that the Issuer determines in its sole discretion that any deduction or Coupon is enfaced withholding for or on account of any Tax will be required by Applicable Law in connection with a memorandum any payment due to any of the amount paid Agents on any Notes, then the Issuer will be entitled to redirect or reorganise any such payment in any way that it sees fit in order that the payment may be made without such deduction or withholding provided that, any such redirected or reorganised payment is made through a recognised institution of international standing and otherwise made in accordance with this Agreement. The Issuer will promptly notify the Agents of any such redirection or reorganisation. For the avoidance of doubt, FATCA Withholding is a deduction or withholding which is deemed to be required by Applicable Law for the purposes of this subclause 6.6.. 6.7 Each party to this Agreement (Party) shall, within ten business days of a written request by another Party, supply to that other Party such forms, documentation and other information relating to it, its operations, or any Notes as that other Party reasonably requests for the purposes of that other Party's compliance with Applicable Law and shall notify the relevant other Party reasonably promptly in the event that it becomes aware that any of the forms, documentation or other information provided by such Party is (or becomes) inaccurate in any material respect; provided, however, that no Party shall be required to provide any forms, documentation or other information pursuant to this subclause 6.7 to the extent that: (i) any such form, documentation or other information (or the information required to be provided on such form or documentation) is not reasonably available to such Party and cannot be obtained by such Party using reasonable efforts; or (ii) doing so would or might in the reasonable opinion of such Party constitute a breach of any: (a) Applicable Law; (b) fiduciary duty; or (c) duty of confidentiality. For purposes of this subclause 6.7, Applicable Law shall be deemed to include (i) any rule or practice of any Authority by which any Party is bound or with which it is accustomed to comply; (ii) any agreement between any Authorities; and (iii) any agreement between any Authority and any Party that is customarily entered into by institutions of a similar nature. 6.8 The Issuer shall notify each Agent in the event that it determines that any payment to be made by an Agent under the Notes is a payment which could be subject to FATCA Withholding if such payment were made to a recipient that is generally unable to receive payments free from FATCA Withholding, and the date extent to which the relevant payment is so treated, provided, however, that the Issuer’s obligation under this subclause 6.8 shall apply only to the extent that such payments are so treated by virtue of paymentcharacteristics of the Issuer, the Notes, or both. 6.9 Notwithstanding any other provision of this Agreement, each Agent shall be entitled to make a deduction or withholding from any payment which it makes under the Notes for or on account of any Tax, if and only to the extent so required by Applicable Law, in which event the Agent shall make such payment after such deduction or withholding has been made and shall account to the relevant Authority within the time allowed for the amount so deducted or withheld or, at its option, shall reasonably promptly after making such payment return to the Issuer the amount so deducted or withheld, in which case, the Issuer shall so account to the relevant Authority for such amount. For the avoidance of doubt, FATCA Withholding is a deduction or withholding which is deemed to be required by Applicable Law for the purposes of this subclause 6.9.

DUTIES OF THE PAYING AGENTS. 6.1 Subject to the payments to the Principal Paying Agent provided for by Clause in clause 4 being duly made and subject to the provisions of Clause clause 7, the Paying Agents shall act as paying agents of the Issuer in respect of the Securities Notes and shall pay or cause to be paid on behalf of the Issuer, on and after each eac h date on which any payment becomes due and payable, the amounts of any principal, premium (if any) and/or or interest then payable on surrender or, in the case of a Global Security, endorsement, of Securities or Coupons under the Conditions and this Agreement. If any payment provided for by Clause 4 is made late but otherwise under the terms of this Agreement the Paying Agents shall nevertheless act as paying agents following receipt by them of payment.Agreement.‌ 6.2 If default is made by the Issuer in respect of any payment, then unless and until the full amount of the relevant payment has been made under in accordance with the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Agent have been made, neither the Principal no Paying Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agentsagent. 6.3 Without prejudice to sub-clauses 6.1 and 6.2, if the Principal Paying Agent pays any amounts to the holders of Securities Notes or Coupons or to any other Paying Agent at a time when it has not received payment in full in respect of the Securities Notes in accordance with sub-clause 4.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer willwill on demand, in addition to paying amounts due under sub-clause 4.1, pay to the Principal Paying Agent interest from the date on demand interest which such amounts are paid to the date of reimbursement (at a rate which represents the Principal Princ ipal Paying Agent's cost of funding the Shortfall, provided that written evidence of Shortfall as certified in writing by the basis of the calculation of such rate is given to the IssuerPrincipal Paying Agent) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Agent of the Shortfall. 6.4 Whilst any Securities Notes are represented by a Global SecurityNote, all payments due in respect of the Securities Notes shall be made to, or to the order of, the holder of the such Global SecurityNote, subject to and in accordance with the provisions of the such Global SecurityNote. On the occasion of each payment, the Principal Paying Agent shall instruct Euroclear and Clearstream, Luxembourg to which the Global Security was presented for the purpose of making the payment shall cause make the appropriate Schedule entries in their rec ords to the relevant Global Security to be annotated so as to evidence the amounts and dates of the payments of principal and/or interest as applicablereflect such payment. 6.5 If on presentation of a Security Note or Coupon the amount payable in respect of the Security Note or Coupon is not paid in full (otherwise than as a result of withholding or deduction for or on account of any Taxes as permitted by the Conditions) the Principal Paying Agent shall instruct Euroclear and Clearstream, Luxembourg to whom the Security or Coupon is presented shall procure that the Security or Coupon is enfaced with a memorandum of the amount paid and the date of make appropriate entries in their records to reflect such shortfall in payment.

DUTIES OF THE PAYING AGENTS. 6.1 Subject to the payments to the Principal Paying Agent provided for by Clause 4 being duly made and subject to the provisions of Clause 7, the 7.1 The Paying Agents shall shall, upon receipt of any necessary information from the Registrar, act as paying agents of the Issuer Trustee in respect of the Securities Certificates and shall pay or cause to be paid paid, on behalf of the IssuerTrustee or, as the case may be, the Delegate, on and after each date on which any payment becomes due and payable, the amounts of principal, premium (if any) and/or interest any Dissolution Amount or Periodic Distribution Amount then payable on surrender or, in the case of a Global Security, endorsement, of Securities or Coupons under the Conditions and this Agreement. If any payment provided for by pursuant to Clause 4 5 is made late but otherwise under pursuant to the terms of this Agreement Agreement, the Paying Agents shall nevertheless act as paying agents following receipt acknowledgement by them of the receipt of the relevant payment. 6.2 7.2 If default is made by the Issuer Trustee in respect of the amount of any paymentpayment required to be made to the Transaction Account pursuant to Clause 5, then unless and until the full amount of the relevant payment has been made under in accordance with the terms provisions of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Agent have been made, neither the Principal no Paying Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agentsagent. 6.3 Without prejudice to sub-clauses 6.1 and 6.27.3 Subject as provided above, if the Principal Paying Agent pays shall pay or cause to be paid on behalf of the Trustee, on and after each date on which any payment becomes due and payable, the amounts payable in respect of each Certificate under the Conditions and the provisions of this Agreement and, in the case of a payment of the Dissolution Amount, following receipt of the Certificate at the specified office of any Paying Agent. No Agent shall be obliged to make payment to the holders of Securities or Coupons or to any other Paying Agent at a Certificates until such time when as it has not received payment in full in respect funds and has been able to identify or confirm receipt of the Securities in accordance with sub-clause 4.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer will, in addition to paying amounts due under sub-clause 4.1, pay to the Principal Paying Agent on demand interest (at a rate which represents the Principal Paying Agent's cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Agent of the Shortfallfunds. 6.4 7.4 Whilst any Securities Certificates are represented by a Global SecurityCertificate, all payments due in respect of the Securities Certificates shall be made to, or to the order of, the holder of the relevant Global SecurityCertificate, subject to and in accordance with the provisions of the relevant Global SecurityCertificate. On the occasion of each payment, the Paying Agent to which the relevant Global Security Certificate was presented for the purpose of making the payment shall cause notify the Registrar which shall make an appropriate Schedule to entry in the relevant Global Security to be annotated so as Register to evidence the amounts amount and dates date of the payments of principal and/or interest as applicablerelevant payment. 6.5 7.5 If on presentation of a Security or Coupon the amount payable in respect of the Security or Coupon any Certificate is not paid in full when due (otherwise than as a result of withholding or deduction for or on account of any Taxes as permitted by the ConditionsConditions or by reason of a FATCA Withholding) the Registrar shall make a note of the details of such shortfall in payment in the Register. 7.6 Each Agent undertakes to inform the Trustee as soon as reasonably practicable if it is not, or ceases to be, a FATCA Exempt Party. If the Trustee determines in its sole discretion that it will be required to withhold or deduct any FATCA Withholding in connection with any payment due on any Certificates, then the Trustee will be entitled to re-direct or re-organise any such payment in any way that it sees fit in order that the payment may be made without FATCA Withholding provided that any such re-direction or re-organisation of any payment is made through a recognised institution of international standing and such payment is otherwise made in accordance with this Agreement. 7.7 Notwithstanding any other provision of this Agreement and the Conditions, the Principal Paying Agent shall be entitled to whom make a withholding or deduction from any payment which it makes under this Agreement for or on account of any present or future taxes, duties or charges if and to the Security extent so required by any Applicable Law, in which event the Principal Paying Agent shall make such payment after such withholding or Coupon deduction has been made and shall account to the relevant authorities for the amount(s) so withheld or deducted. For the avoidance of doubt, FATCA Withholding is presented a withholding or deduction which is deemed to be required by Applicable Law for the purposes of this Clause 7.7. For the avoidance of doubt, the Principal Paying Agent shall procure that the Security have no obligation to pay any additional amount as a result of such withholding tax. In this Clause 7.7, Applicable Law means any law or Coupon is enfaced with a memorandum of the amount paid and the date of paymentregulation.

DUTIES OF THE PAYING AGENTS. 6.1 Subject to the payments to Unless they receive a notification from the Principal Paying Agent provided for by under Clause 4 being duly made and subject to the provisions 5.1(a) (Notification of Clause 7Non-Receipt of Payment), the Paying Agents shall act as paying agents shall, subject to and in accordance with the Conditions and upon receipt of any necessary information from the Issuer in respect of the Securities and Registrar, pay or cause to be paid paid, on behalf of the IssuerTrustee or, in the circumstances contemplated in Clause 2.3 (Appointment of Agents), the Delegate, on and after each date on which any payment becomes due and payablepayable under the Certificates, each Periodic Distribution Amount, the amounts Dissolution Distribution Amount or any other amount due in respect of principal, premium (if any) and/or interest then payable on surrender or, in the case of a Global Security, endorsement, of Securities or Coupons under the Conditions and this AgreementCertificates. If any payment provided for by pursuant to Clause 4 (Accounts and Payments) is made late but otherwise under pursuant to the terms of this Agreement Agreement, the Paying Agents shall nevertheless act perform their duties as paying agents following receipt by them of the relevant payment. 6.2 If default is made by the Issuer Trustee or the Bank in respect of any paymentpayment required to be made into the Transaction Account pursuant to Clause 4 (Accounts and Payments), unless and until the full amount of the relevant payment has been made under in accordance with the terms provisions of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Agent have been made, neither no Paying Agent shall be bound to perform its duties as paying agent. No Paying Agent shall be obliged to make any payment hereunder until such time as it has received the relevant funds and been able to identify or confirm receipt of such funds. 6.3 Subject as provided in Clauses 6.1 and 6.2 (Duties of the Paying Agents) above, the Principal Paying Agent nor any shall pay or cause to be paid on behalf of the other Paying Agents Trustee or, in the circumstances contemplated in Clause 2.3 (if any) shall be bound to act as paying agents. 6.3 Without prejudice to sub-clauses 6.1 Appointment of Agents), the Delegate, on and 6.2after each date on which any payment becomes due and payable, if the Principal Paying Agent pays any amounts to the holders of Securities or Coupons or to any other Paying Agent at a time when it has not received payment in full payable in respect of each Certificate under the Securities Conditions and the provisions of this Agreement and the Declaration of Trust and, in accordance with sub-clause 4.1 (the excess case of a payment of the amounts so paid over Dissolution Distribution Amount, following receipt of the amounts so received being Certificate at the “Shortfall”), the Issuer will, in addition to paying amounts due under sub-clause 4.1, pay to the Principal Paying Agent on demand interest (at a rate which represents the Principal Specified Office of any Paying Agent's cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Agent of the Shortfall. 6.4 Whilst any Securities Certificates are represented by a the Global SecurityCertificate, all payments due in respect of the Securities Certificates shall be made to, or to the order of, the holder of the Global SecurityCertificate, subject to and in accordance with the provisions of the Global SecurityCertificate. On the occasion of each payment, the Paying Agent to which the Global Security Certificate was presented for the purpose of making the payment shall cause notify the Registrar which shall make an appropriate Schedule to entry in the relevant Global Security to be annotated so as Register to evidence the amounts amount and dates date of the payments of principal and/or interest as applicablerelevant payment. 6.5 If on presentation of a Security or Coupon the amount payable in respect of the Security or Coupon any Certificate is not paid in full when due (otherwise than as a result of withholding or deduction for or on account of any Taxes as permitted by the Conditions) the Paying Agent to whom the Security or Coupon is presented Registrar shall procure that the Security or Coupon is enfaced with make a memorandum note of the amount paid and details of such shortfall in payment in the date of paymentRegister.

DUTIES OF THE PAYING AGENTS. 6.1 Subject to the payments to Unless they receive a notification from the Principal Paying Agent provided for by under Clause 4 being duly made and subject to the provisions of Clause 75.1, the Paying Agents shall act as paying agents of shall, subject to and in accordance with the Issuer in respect of the Securities and Conditions, pay or cause to be paid paid, on behalf of the IssuerTrustee (or the Delegate, as the case may be), on and after each date on which any payment becomes due and payable, the amounts of principal, premium (if any) and/or interest Periodic Distribution Amount and applicable Dissolution Distribution Amount then payable on surrender or, in the case of a Global Security, endorsement, of Securities or Coupons under the Conditions and this Agreement. If any payment provided for by pursuant to Clause 4 is made late but otherwise under pursuant to the terms of this Agreement Agreement, the Paying Agents shall nevertheless act as paying agents following receipt by them of the relevant payment. 6.2 If default is made by the Issuer Trustee in respect of any paymentpayment required to be made into the Transaction Account pursuant to Clause 4, unless and until the full amount of the relevant payment has been made under in accordance with the terms provisions of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Agent have been made, neither no Paying Agent shall be bound to perform its duties as paying agent. 6.3 Subject as provided above, the Principal Paying Agent nor any shall pay or cause to be paid on behalf of the other Paying Agents Trustee (if anyor the Delegate, as the case may be) shall be bound to act as paying agents. 6.3 Without prejudice to sub-clauses 6.1 on and 6.2after each date on which any payment becomes due and payable, if the Principal Paying Agent pays any amounts to the holders of Securities or Coupons or to any other Paying Agent at a time when it has not received payment in full payable in respect of each Certificate under the Securities Conditions and the provisions of this Agreement and, in accordance with sub-clause 4.1 (the excess case of a payment of the amounts so paid over Dissolution Distribution Amount, following receipt of the amounts so received being Certificate at the “Shortfall”), the Issuer will, in addition to paying amounts due under sub-clause 4.1, pay to the Principal Paying Agent on demand interest (at a rate which represents the Principal Specified Office of any Paying Agent's cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Agent of the Shortfall. 6.4 Whilst any Securities Certificates are represented by a the Global SecurityCertificate, all payments due in respect of the Securities Certificates shall be made to, or to the order of, the holder of the Global SecurityCertificate, subject to and in accordance with the provisions of the Global SecurityCertificate. On the occasion of each payment, the Paying Agent to which the Global Security Certificate was presented for the purpose of making the payment shall cause notify the Registrar which shall make an appropriate Schedule to entry in the relevant Global Security to be annotated so as Register to evidence the amounts amount and dates date of the payments of principal and/or interest as applicablerelevant payment. 6.5 If on presentation of a Security or Coupon the amount payable in respect of the Security or Coupon any Certificate is not paid in full when due (otherwise than as a result of withholding or deduction for or on account of any Taxes as permitted by the Conditions) the Paying Registrar shall make a note of the details of such shortfall in payment in the Register. 6.6 Notwithstanding any other provision of this Agreement, each Agent shall be entitled to whom make a withholding or deduction from any payment which it makes under the Security Certificates for or Coupon on account of any Tax, if and only to the extent so required by Applicable Law, in which event the Agent shall make such payment after such withholding or deduction has been made and shall account to the relevant Authority within the time allowed for the amount so withheld or deducted or, at its option, shall reasonably promptly after making such payment return to the Trustee the amount so withheld or deducted, in which case, the Trustee shall so account to the relevant Authority for such amount. For the avoidance of doubt, FATCA Withholding is presented shall procure a withholding or deduction which is deemed to be required by Applicable Law for the purposes of this Clause 6.6. 6.7 In the event that the Security Trustee or Coupon is enfaced DIB determines in its sole discretion that any withholding or deduction for or on account of any Tax will be required by Applicable Law in connection with a memorandum any payment due to any of the amount paid Agents on any Certificates, then the Trustee (acting on the instructions of DIB) will be entitled to redirect or reorganise any such payment in any way that it sees fit in order that the payment may be made without such withholding or deduction, provided that any such redirected or reorganised payment is made through a recognised institution of international standing and otherwise made in accordance with this Agreement and the date Declaration of paymentTrust. The Trustee will promptly notify the Agents of any such redirection or reorganisation. For the avoidance of doubt, FATCA Withholding is a withholding or deduction which is deemed to be required by Applicable Law for the purposes of this Clause 6.7.

DUTIES OF THE PAYING AGENTS. 6.1 Subject to The Paying Agents shall perform such duties as are set out herein and in the payments to Conditions and, in performing those duties, shall act in accordance with the Principal Paying Agent provided for by Clause 4 being duly made Conditions and subject to the provisions of Clause 7, the this Agreement. 6.2 The Paying Agents shall shall, unless they receive a notification from the Fiscal Agent under Clause 5, act as paying agents of the Issuer in respect of the Securities Notes and shall pay or cause to be paid, on behalf of the Issuer, on and after each date on which any payment becomes due and payable, any principal or interest then payable under the Conditions and this Agreement. If any payment provided for pursuant to Clause 4 is made late but otherwise pursuant to the terms of this Agreement, the Paying Agents shall nevertheless act as paying agents following receipt of the relevant payment. 6.3 If default is made by the Issuer in respect of any payment, then unless and until the full amount of the relevant payment has been made in accordance with the provisions of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Fiscal Agent have been made, no Paying Agent shall be bound to act as paying agent. 6.4 The Fiscal Agent shall pay or cause to be paid on behalf of the Issuer, on and after each date on which any payment becomes due and payable, the amounts payable in respect of principal, premium (if any) and/or interest then payable on surrender oreach Note under the Conditions and the provisions of this Agreement and, in the case of a Global Securitypayment of principal, endorsement, of Securities or Coupons under the Conditions and this Agreement. If any payment provided for by Clause 4 is made late but otherwise under the terms of this Agreement the Paying Agents shall nevertheless act as paying agents following receipt by them of paymentthe Certificate representing such Note at the Specified Office of any Paying Agent. 6.2 If default is made by the Issuer in respect of any payment, unless and until the full amount of the payment has been made under the terms of this Agreement (except as to the time of making the same) or other arrangements satisfactory to the Principal Paying Agent have been made, neither the Principal Paying Agent nor any of the other Paying Agents (if any) shall be bound to act as paying agents. 6.3 Without prejudice to sub-clauses 6.1 and 6.2, if the Principal Paying Agent pays any amounts to the holders of Securities or Coupons or to any other Paying Agent at a time when it has not received payment in full in respect of the Securities in accordance with sub-clause 4.1 (the excess of the amounts so paid over the amounts so received being the “Shortfall”), the Issuer will, in addition to paying amounts due under sub-clause 4.1, pay to the Principal Paying Agent on demand interest (at a rate which represents the Principal Paying Agent's cost of funding the Shortfall, provided that written evidence of the basis of the calculation of such rate is given to the Issuer) on the Shortfall (or the unreimbursed portion thereof) until the receipt in full by the Principal Paying Agent of the Shortfall. 6.4 6.5 Whilst any Securities Notes are represented by a Global SecurityCertificate, all payments due in respect of the Securities Notes shall be made to, or to the order of, the holder of the relevant Global SecurityCertificate, subject to and in accordance with the provisions of the relevant Global SecurityCertificate. On the occasion of each payment, the Paying Fiscal Agent to shall notify the Registrar which the Global Security was presented for the purpose of making the payment shall cause the make an appropriate Schedule to entry in the relevant Global Security to be annotated so as Register to evidence the amounts amount and dates date of the payments of principal and/or interest as applicablerelevant payment. 6.5 6.6 If on presentation of a Security or Coupon the amount payable in respect of the Security or Coupon any Note is not paid in full when due (otherwise than as a result of withholding or deduction for or on account of any Taxes as permitted by the Conditions) the Paying Registrar shall make a note of the details of such shortfall in payment in the relevant Register. 6.7 The Issuer shall notify each Agent in the event that it determines that any payment to whom be made by an Agent under the Security or Coupon Notes is presented shall procure a payment which could be subject to FATCA Withholding if such payment were made to a recipient that is generally unable to receive payments free from FATCA Withholding, and the extent to which the relevant payment is so treated, provided, however, that the Security or Coupon is enfaced with a memorandum Issuer's obligation under this Clause‌ 6.7 shall apply only to the extent that such payments are so treated by virtue of characteristics of the amount paid Issuer, the Notes, or both. 6.8 In the event that the Issuer determines in its sole discretion that withholding or deduction for or an account of any Tax will be required by Applicable Law in connection with any payment due to any of the Agents on any Notes, then the Issuer will be entitled to redirect or reorganise any such payment in any way that it sees fit in order that the payment may be made without such withholding or deduction provided that any such redirected or reorganised payment is made through a recognised institution of international standing and otherwise made in accordance with this Agreement. The Issuer will promptly notify the date Agents of paymentany such redirection or reorganisation. For the avoidance of doubt, FATCA Withholding is a withholding or deduction which is deemed to be required by Applicable Law for the purposes of this Clause 6.8. In this Clause 6.8., "Applicable Law" shall have the meaning set out in Clause 8 below.‌