Common use of Payment to the Principal Paying Agent Clause in Contracts

Payment to the Principal Paying Agent. 4.1 The Issuer or, failing the Issuer, the Guarantor shall, by no later than 10.00 a.m. (London time) on the day on which any payment of principal, premium or interest in respect of any of the Notes becomes due under the Conditions, transfer to an account specified by the Principal Paying Agent such amount of Pounds Sterling as shall be sufficient for the purposes of the payment of principal, premium and/or interest in immediately available funds. 4.2 The Issuer or, as the case may be, the Guarantor shall ensure that, before 10.00 a.m. (London time) on the second Business Day immediately prior to each day on which any payment is to be made to the Principal Paying Agent under clause 4.1, the Principal Paying Agent shall receive a copy of an irrevocable payment instruction to the bank through which the payment is to be made. For the purposes of this clause 4.2, Business Day means a day on which commercial banks and foreign exchange markets settle payments and are open for general business in London. 4.3 Subject to payment being duly made as provided in clause 4.1, the Principal Paying Agent or the relevant Paying Agent shall pay or cause to be paid all amounts due in respect of the Notes on behalf of the Issuer in the manner provided in the Conditions. If any payment provided for in clause 4.1 is made late but otherwise in accordance with the provisions of this Agreement, the Principal Paying Agent and each Paying Agent shall nevertheless make payments in respect of the Notes as aforesaid following receipt by it of such payment. 4.4 If for any reason the Principal Paying Agent considers in its sole discretion that the amounts to be received by the Principal Paying Agent pursuant to clause 4.1 will be, or the amounts actually received by it pursuant thereto are, insufficient to satisfy all claims in respect of all payments then falling due in respect of the Notes, the Principal Paying Agent shall then forthwith notify the Issuer and the Guarantor of such insufficiency and, until such time as the Principal Paying Agent has received the full amount of all such payments, neither the Principal Paying Agent nor any Paying Agent shall be obliged to pay any such claims. 4.5 For the avoidance of doubt, the Paying Agents shall not have any obligation to make any payment of principal, premium or interest in respect of the Notes to the Noteholders until the Principal Paying Agent has been put in funds by the Issuer.

Payment to the Principal Paying Agent. 4.1 The Issuer or, failing the Issuer, the Guarantor shall, by no not later than 10.00 a.m. (London Milan time) on the day each date on which any payment of principal, premium or and/or interest in respect of any of the Notes Securities becomes due under the Conditionsdue, transfer to an account specified by the Principal Paying Agent such amount of Pounds Sterling euro as shall be sufficient for the purposes of the payment of principal, premium and/or interest in immediately available funds. 4.2 The Issuer or, as the case may be, the Guarantor shall ensure that, before 10.00 a.m. (London time) on not later than the second Business Day immediately prior to each day preceding the date on which any payment is to be made to the Principal Paying Agent under pursuant to sub-clause 4.1, the Principal Paying Agent shall receive a copy of an irrevocable payment instruction to confirmation by fax or SWIFT from the bank through which the payment is to be made. For the purposes of this clause 4.2, Business Day means a day on which commercial banks and foreign exchange markets settle payments and are open for general business in LondonIssuer. 4.3 Subject The Issuer shall notify the Principal Paying Agent and the Trustee at least five, but not more than 30, Business Days prior to: 4.3.1 any Interest Payment Date in respect of which the Issuer elects (pursuant to Condition 4.2(a) (Interest Deferral - Optional Interest Deferral)) to defer (in whole but not in part), the payment being duly made as provided of interest accrued in clause 4.1respect of the Securities during the Interest Period ending immediately prior to such Interest Payment Date; and 4.3.2 any date upon which Arrears of Interest shall become due and payable in accordance with and subject to Condition 4.2(b) (Interest Deferral – Optional Settlement of Arrears of Interest) and Condition 4.2(c) (Interest Deferral – Mandatory Settlement of Arrears of Interest). 4.4 The Issuer shall notify the Principal Paying Agent and the Trustee at least 30 but not more than 60 Business Days’ prior to the exchange or variation of the Securities in accordance 4.5 If for any reason, the Principal Paying Agent or any other Paying Agent does not become, or ceases to be, a Participating FFI or otherwise exempt from any FATCA withholding tax (i) such Principal Paying Agent or other Paying Agent shall give notice thereof to the Issuer as soon as reasonably practicable upon becoming aware of such fact and (ii) if as a result of making any payment due on the Securities through the relevant Paying Agent shall pay the Issuer is required to deduct or cause withhold any amount pursuant to be paid all amounts due FATCA in respect of the Notes any payment due on behalf of any Securities, then the Issuer will be entitled to re-direct or reorganise any such payment in the manner provided in the Conditions. If any payment provided for in clause 4.1 is made late but otherwise way that it sees fit in accordance with the provisions of this Agreement, the Principal Paying Agent and each Paying Agent shall nevertheless make payments transaction documents in respect of the Notes as aforesaid following receipt by it of such payment. 4.4 If for any reason the Principal Paying Agent considers in its sole discretion order that the amounts to payment may be received by 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 and the Principal Paying Agent pursuant to clause 4.1 Trust Deed. The Issuer will be, or the amounts actually received by it pursuant thereto are, insufficient to satisfy all claims in respect of all payments then falling due in respect of the Notes, the Principal Paying Agent shall then forthwith promptly notify the Issuer Agents and the Guarantor Trustee of any such insufficiency and, until such time as the Principal Paying Agent has received the full amount of all such payments, neither redirection or reorganisation. Neither the Principal Paying Agent nor any other Paying Agent shall be obliged to pay act on any such claims. 4.5 For instruction from the avoidance of doubt, the Paying Agents shall not have any obligation Issuer to make redirect or reorganise any payment which would, in its opinion, result in the breach of principal, premium or interest in respect of the Notes to the Noteholders until its internal ‘know your customer’ checks and internal compliance procedures. Neither the Principal Paying Agent has been put in funds nor any other Paying Agent shall be liable to any other party for any liability incurred by such party as a consequence of such redirection or reorganisation by the Issuer.

Payment to the Principal Paying Agent. 4.1 The Issuer or, failing the Issuer, the Guarantor shall, by no not later than 10.00 a.m. (London Milan time) on the day each date on which any payment of principal, premium or and/or interest in respect of any of the Notes Securities becomes due under the Conditionsdue, transfer to an account specified by the Principal Paying Agent such amount of Pounds Sterling euro as shall be sufficient for the purposes of the payment of principal, premium and/or interest in immediately available funds. 4.2 The Issuer or, as the case may be, the Guarantor shall ensure that, before 10.00 a.m. (London time) on not later than the second Business Day immediately prior to each day preceding the date on which any payment is to be made to the Principal Paying Agent under pursuant to sub-clause 4.1, the Principal Paying Agent shall receive a copy of an irrevocable payment instruction to confirmation by fax or SWIFT from the bank through which the payment is to be made. For the purposes of this clause 4.2, Business Day means a day on which commercial banks and foreign exchange markets settle payments and are open for general business in LondonIssuer. 4.3 Subject to payment being duly made as provided in clause 4.1, the Principal Paying Agent or the relevant Paying Agent The Issuer shall pay or cause to be paid all amounts due in respect of the Notes on behalf of the Issuer in the manner provided in the Conditions. If any payment provided for in clause 4.1 is made late but otherwise in accordance with the provisions of this Agreement, notify the Principal Paying Agent and each Paying Agent shall nevertheless make payments the Trustee at least five, but not more than 30, Business Days prior to: 4.3.1 any Interest Payment Date in respect of which the Issuer elects (pursuant to Condition 4.2(a) (Interest Deferral - Optional Interest Deferral)) to defer (in whole but not in part), the payment of interest accrued in respect of the Notes as aforesaid following receipt by it Securities during the Interest Period ending immediately prior to such Interest Payment Date; and 4.3.2 any date upon which Arrears of such paymentInterest shall become due and payable in accordance with and subject to Condition 4.2(b) (Interest Deferral – Optional Settlement of Arrears of Interest) and Condition 4.2(c) (Interest Deferral – Mandatory Settlement of Arrears of Interest). 4.4 If for any reason The Issuer shall notify the Principal Paying Agent considers and the Trustee at least 10 but not more than 60 Business Days' prior to the exchange or variation of the Securities in accordance with Condition 7 (Exchange or Variation upon a Withholding Tax Event, Tax Deductibility Event, Rating Methodology Event or Accounting Event and Preconditions to such Exchange or Variation), specifying the date fixed for such exchange or variation. 4.5 In the event that the Issuer 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 of the amounts Agents on any Securities, then the Issuer 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 redirected or reorganised payment is made through a recognised institution of international standing and otherwise made in accordance with this Agreement and the Trust Deed. The Issuer will promptly notify the Agents and the Trustee of any such redirection or reorganisation. For the avoidance of doubt, FATCA Withholding is a deduction or withholding which is deemed to be received required by Applicable Law for the Principal Paying Agent pursuant to purposes of this sub-clause 4.1 will be, or the amounts actually received by it pursuant thereto are, insufficient to satisfy all claims in respect of all payments then falling due in respect of the Notes, the Principal Paying Agent shall then forthwith notify the Issuer and the Guarantor of such insufficiency and, until such time as the Principal Paying Agent has received the full amount of all such payments, neither 4.5. Neither the Principal Paying Agent nor any other Paying Agent shall be obliged to pay act on any such claims. 4.5 For instruction from the avoidance of doubt, the Paying Agents shall not have any obligation Issuer to make redirect or reorganise any payment which would, in its opinion, result in the breach of principal, premium or interest in respect of the Notes to the Noteholders until its internal 'know your customer' checks and internal compliance procedures. Neither the Principal Paying Agent has been put in funds nor any other Paying Agent shall be liable to any other party for any liability incurred by such party as a consequence of such redirection or reorganisation by the Issuer.

Payment to the Principal Paying Agent. 4.1 (i) The Issuer or, failing the Issuer, the Guarantor shall, by no later than 10.00 10:00 a.m. (London Hong Kong time) on the day Business Day immediately preceding each date on which any payment of principal, premium or interest in respect of any of the Notes Bonds becomes due (other than the Make Whole Amount payable under Condition 6(c)) (the Conditions, transfer “Relevant Amount”) have paid the Relevant Amount to an account specified by the Principal Paying Agent such amount of Pounds Sterling as shall be sufficient for the purposes of the payment of principal, premium and/or interest in immediately available funds.Agent; and 4.2 (ii) The Issuer or, as the case may be, the Guarantor shall ensure that, before 10.00 no later than 10:00 a.m. (London Hong Kong time) on the second Business Day immediately prior to each day preceding the date on which any payment is to be made to the Principal Paying Agent under clause 4.1pursuant to subclause 5.1.1(i), the bank effecting payment for it confirms by authenticated SWIFT message to the Principal Paying Agent shall receive a copy of an irrevocable the payment instruction instructions relating to such payment. 5.1.2 In the event that the Issuer exercises its right to redeem the Bonds in accordance with the first paragraph under Condition 6(c): (i) On or before 10:00 a.m. (Hong Kong time) one Business Day immediately preceding such redemption date, the Issuer has paid the Make Whole Price in full to the bank through Principal Paying Agent; (ii) If the Optional Redemption Price is not received in full by the Principal Paying Agent on or before one Business Day immediately preceding such redemption date, the Issuer’s exercise of its right to redeem the Bonds under Condition 6(c) and such Optional Redemption Notice shall be immediately and automatically cancelled forthwith and shall cease to have any further effect. Nothing herein shall prejudice the Issuer’s right to issue a new Optional Redemption Notice after such cancellation; and (iii) The Issuer shall ensure that, no later than 10:00 a.m. (Hong Kong time) on the second Business Day immediately preceding the date on which the any payment is to be made. For the purposes of this clause 4.2, Business Day means a day on which commercial banks and foreign exchange markets settle payments and are open for general business in London. 4.3 Subject made to payment being duly made as provided in clause 4.1, the Principal Paying Agent or the relevant Paying Agent shall pay or cause to be paid all amounts due in respect of the Notes on behalf of the Issuer in the manner provided in the Conditions. If any payment provided for in clause 4.1 is made late but otherwise in accordance with the provisions of this Agreement, the Principal Paying Agent and each Paying Agent shall nevertheless make payments in respect of the Notes as aforesaid following receipt by it of such payment. 4.4 If for any reason the Principal Paying Agent considers in its sole discretion that the amounts to be received by the Principal Paying Agent pursuant to clause 4.1 will besubclause 5.1.2(i), or the amounts actually received bank effecting payment for it confirms by it pursuant thereto areauthenticated SWIFT message to the Principal Paying Agent the payment instructions relating to such payment. 5.1.3 In this Clause 5.1, insufficient to satisfy all claims in respect of all payments then falling due the date on which a payment in respect of the Notes, Bonds becomes due means the Principal Paying Agent shall then forthwith notify the Issuer and the Guarantor of such insufficiency and, until such time as the Principal Paying Agent has received the full amount of all such payments, neither the Principal Paying Agent nor any Paying Agent shall be obliged to pay any such claims. 4.5 For the avoidance of doubt, the Paying Agents shall not have any obligation to make any payment of principal, premium or interest in respect first date on which a holder of the Notes Bonds could claim the relevant payment by transfer to an account under the Noteholders until the Principal Paying Agent has been put in funds by the IssuerConditions.

Payment to the Principal Paying Agent. 4.1 The Issuer or, failing the Issuer, the Guarantor shall, by no not later than 10.00 a.m. (London Milan time) on the day each date on which any payment of principal, premium or and/or interest in respect of any of the Notes Securities becomes due under the Conditionsdue, transfer to an account specified by the Principal Paying Agent such amount of Pounds Sterling euro as shall be sufficient for the purposes of the payment of principal, premium and/or interest in immediately available funds. 4.2 The Issuer or, as the case may be, the Guarantor shall ensure that, before 10.00 a.m. (London time) on not later than the second Business Day immediately prior to each day preceding the date on which any payment is to be made to the Principal Paying Agent under clause 4.1, Agent 4.3 The Issuer shall notify the Principal Paying Agent shall receive a copy and the Trustee at least five, but not more than 30, Business Days prior to: 4.3.1 any Interest Payment Date in respect of an irrevocable payment instruction to the bank through which the Issuer elects (pursuant to Condition 4.2(a) (Interest Deferral - Optional Interest Deferral)) to defer (in whole but not in part), the payment is of interest accrued in respect of the Securities during the Interest Period ending immediately prior to be made. For the purposes such Interest Payment Date; and 4.3.2 any date upon which Arrears of this clause 4.2, Business Day means a day on which commercial banks Interest shall become due and foreign exchange markets settle payments payable in accordance with and are open for general business in Londonsubject to Condition 4.2(b) (Interest Deferral – Optional Settlement of Arrears of Interest) and Condition 4.2(c) (Interest Deferral – Mandatory Settlement of Arrears of Interest). 4.3 Subject to payment being duly made as provided in clause 4.14.4 If for any reason, the Principal Paying Agent or any other Paying Agent does not become, or ceases to be, a Participating FFI or otherwise exempt from any FATCA withholding tax (i) such Principal Paying Agent or other Paying Agent shall give notice thereof to the Issuer as soon as reasonably practicable upon becoming aware of such fact and (ii) if as a result of making any payment due on the Securities through the relevant Paying Agent shall pay the Issuer is required to deduct or cause withhold any amount pursuant to be paid all amounts due FATCA in respect of the Notes any payment due on behalf of any Securities, then the Issuer will be entitled to re-direct or reorganise any such payment in the manner provided in the Conditions. If any payment provided for in clause 4.1 is made late but otherwise way that it sees fit in accordance with the provisions of this Agreement, the Principal Paying Agent and each Paying Agent shall nevertheless make payments transaction documents in respect of the Notes as aforesaid following receipt by it of such payment. 4.4 If for any reason the Principal Paying Agent considers in its sole discretion order that the amounts to payment may be received by the Principal Paying Agent pursuant to clause 4.1 will be, made without such deduction or the amounts actually received by it pursuant thereto are, insufficient to satisfy all claims in respect of all payments then falling due in respect of the Notes, the Principal Paying Agent shall then forthwith notify the Issuer and the Guarantor of such insufficiency and, until such time as the Principal Paying Agent has received the full amount of all such payments, neither withholding. Neither the Principal Paying Agent nor any other Paying Agent shall be obliged to pay act on any such claims. 4.5 For instruction from the avoidance of doubt, the Paying Agents shall not have any obligation Issuer to make redirect or reorganise any payment which would, in its opinion, result in the breach of principal, premium or interest in respect of the Notes to the Noteholders until its internal ‘know your customer’ checks and internal compliance procedures. Neither the Principal Paying Agent has been put in funds nor any other Paying Agent shall be liable to any other party for any liability incurred by such party as a consequence of such redirection or reorganisation by the Issuer.

Payment to the Principal Paying Agent. 4.1 The Issuer or, failing the Issuer, the Guarantor shall, by no later than 10.00 a.m. (London time) on one Business Day prior to the day on which any payment of principal, premium or interest in respect of any of the Notes Securities becomes due under the Conditions, transfer to an account specified by the Principal Paying Agent such amount of Pounds Sterling euro as shall be sufficient for the purposes of the payment of principal, premium and/or interest in immediately available funds. 4.2 The Issuer or, as the case may be, the Guarantor shall ensure that, before no later than 10.00 a.m. (London time) on the second Business Day immediately prior to each day on which any payment is to be made to the Principal Paying Agent under clause subclause 4.1, the Principal Paying Agent shall receive a copy payment confirmation by authenticated SWIFT message from the paying bank of an irrevocable payment instruction to the bank through which Issuer or, as the payment is to be madecase may be, the Guarantor. For the purposes of this clause 4.24, Business Day means a day on which commercial banks and foreign exchange markets settle payments and are open for general business in the jurisdiction of incorporation of the Issuer or the Guarantor (as applicable) and London. 4.3 Subject to the Principal Paying Agent being satisfied in its sole discretion that payment being will be duly made as provided in clause 4.1, the Principal Paying Agent or the relevant Paying Agent shall pay or cause to be paid all amounts due in respect of the Notes Securities on behalf of the Issuer in the manner provided in the Conditions. If any payment provided for in clause 4.1 is made late but otherwise in accordance with the provisions of this Agreement, the Principal Paying Agent and each Paying Agent shall nevertheless make payments in respect of the Notes Securities as aforesaid following receipt by it of such payment. 4.4 If for any reason the Principal Paying Agent considers in its sole discretion that the amounts to be received by the Principal Paying Agent pursuant to clause 4.1 will be, or the amounts actually received by it pursuant thereto are, insufficient to satisfy all claims in respect of all payments then falling due in respect of the NotesSecurities, the Principal Paying Agent shall then forthwith notify the Issuer and the Guarantor of such insufficiency and, until such time as the Principal Paying Agent has received the full amount of all such payments, neither the Principal Paying Agent nor any Paying Agent shall be obliged to pay any such claims. 4.5 For the avoidance of doubt, the Paying Agents shall not have any obligation to make any payment of principal, premium or interest in respect of the Notes Securities to the Noteholders Holders until the Principal Paying Agent has been put in funds by the IssuerIssuer or the Guarantor, as the case may be. 4.6 The Principal Paying Agent shall ensure that payments of principal, premium and interest in respect of a Temporary Global Security will only be made if certification of non-U.S. beneficial ownership as required by U.S. Treasury regulations has been received from Euroclear and/or Clearstream, Luxembourg in accordance with the terms of the Temporary Global Security.

Payment to the Principal Paying Agent. 4.1 The Issuer or, failing the Issuer, the Guarantor shall, by no later than 10.00 a.m. midday (London time) on the day on which any payment of principal, premium or interest in respect of any of the Notes becomes due under the Conditions, transfer to an account specified by the Principal Paying Agent such amount of Pounds Sterling as shall be sufficient for the purposes of the relevant payment of principal, premium and/or interest in immediately available funds. 4.2 The Issuer or, as the case may be, the Guarantor shall ensure that, before 10.00 a.m. (London time) on the second Business Day immediately prior to each day on which any payment is to be made to the Principal Paying Agent under clause 4.1, the Principal Paying Agent shall receive a copy of an irrevocable payment instruction to the bank through which the payment is to be made. For the purposes of this clause 4.2, Business Day means a day on which commercial banks and foreign exchange markets settle payments and are open for general business in London. 4.3 Subject to payment being duly made as provided in clause 4.1, the Principal Paying Agent or or, as the case may be, the relevant Paying Agent shall pay or cause to be paid all amounts due in respect of the Notes on behalf of the Issuer in the manner provided in the Conditions. If any payment provided for in clause 4.1 is made late but otherwise in accordance with the provisions of this Agreement, the Principal Paying Agent and each Paying Agent shall nevertheless make payments in respect of the Notes as aforesaid following receipt by it of such payment. 4.4 If If, for any reason reason, the Principal Paying Agent considers in its sole discretion that the amounts to be received by the Principal Paying Agent pursuant to clause 4.1 will be, or the amounts actually received by it pursuant thereto are, insufficient to satisfy all claims in respect of all payments then falling due in respect of the Notes, the Principal Paying Agent shall then forthwith notify the Issuer and the Guarantor of such insufficiency and, until such time as the Principal Paying Agent has received the full amount of all such payments, neither the Principal Paying Agent nor any Paying Agent shall be obliged to pay any such claims. 4.5 For the avoidance of doubt, the Paying Agents shall not have any obligation to make any payment of principal, premium or interest in respect of the Notes to the Noteholders until the Principal Paying Agent has been put in funds by the Issuer.

Payment to the Principal Paying Agent. 4.1 The Issuer or, failing the Issuer, the Guarantor shall, by no later than 10.00 a.m. (London time) on the day each date on which any payment of principal, premium or interest in respect of any of the Notes becomes due under the Conditions, transfer to an account specified by the Principal Paying Agent such amount of Pounds Sterling euros as shall be sufficient for the purposes of the payment of principal, premium and/or interest in immediately available funds. 4.2 The Issuer or, as the case may be, the Guarantor shall ensure that, before no later than 10.00 a.m. (London time) on the second Business Day immediately prior to each day preceding the date on which any payment is to be made to the Principal Paying Agent under clause Clause 4.1, the Principal Paying Agent shall receive a copy of an irrevocable payment instruction to the bank through which the payment is to be made. For the purposes of this clause Clause 4.2, Business Day means a day on which commercial banks and foreign exchange markets settle payments and are open for general business in Londonthe Netherlands, the Republic of Italy and the United Kingdom. 4.3 Subject to payment being duly made as provided in clause 4.1Unless it has received notice under Clause 5(a), the each Principal Paying Agent or the relevant Paying Agent shall pay or cause to be paid all amounts due in respect of the Notes on behalf of the Issuer in the manner provided in the Conditions. If any payment provided for in clause Clause 4.1 is made late but otherwise in accordance with the provisions of this Agreement, the Principal Paying Agent and each Paying Agent shall nevertheless make payments in respect of the Notes as aforesaid following receipt by it of such payment. 4.4 If for any reason the Principal Paying Agent considers in its sole discretion that the amounts to be actually received by the Principal Paying Agent pursuant to clause Clause 4.1 will be, or the amounts actually received by it pursuant thereto are, are insufficient to satisfy all claims in respect of all payments then falling due in respect of the Notes, the Principal Paying Agent shall then forthwith notify the Issuer and the Guarantor of such insufficiency and, until such time as the Principal Paying Agent is satisfied it has received the full amount of all such payments, neither the Principal Paying Agent nor any Paying Agent shall be obliged bound to pay make any such claimspayments in respect of the Notes. 4.5 For the avoidance of doubt, the Paying Agents shall not have any obligation to make any payment of principal, premium or interest in respect of the Notes to the Noteholders until the Principal Paying Agent has been put in funds by the Issuer.

Payment to the Principal Paying Agent. ‌ 4.1 The Issuer or, failing the Issuer, the Guarantor shall, by no later than 10.00 a.m. (London time) on the day each date on which any payment of principal, premium or interest in respect of any of the Notes becomes due under the Conditions, transfer to an account specified by the Principal Paying Agent such amount of Pounds Sterling euros as shall be sufficient for the purposes of the payment of principal, premium and/or interest in immediately available funds.funds.‌ 4.2 The Issuer or, as the case may be, the Guarantor shall ensure that, before no later than 10.00 a.m. (London time) on the second Business Day immediately prior to each day preceding the date on which any payment is to be made to the Principal Paying Agent under clause Clause 4.1, the Principal Paying Agent shall receive a copy of an irrevocable payment instruction to the bank through which the payment is to be made. For the purposes of this clause Clause 4.2, Business Day means a day on which commercial banks and foreign exchange markets settle payments and are open for general business in Londonthe Netherlands, the Republic of Italy and the United Kingdom. 4.3 Subject to payment being duly made as provided in clause 4.1Unless it has received notice under Clause 5(a), the each Principal Paying Agent or the relevant Paying Agent shall pay or cause to be paid all amounts due in respect of the Notes on behalf of the Issuer in the manner provided in the Conditions. If any payment provided for in clause Clause 4.1 is made late but otherwise in accordance with the provisions of this Agreement, the Principal Paying Agent and each Paying Agent shall nevertheless make payments in respect of the Notes as aforesaid following receipt by it of such payment. 4.4 If for any reason the Principal Paying Agent considers in its sole discretion that the amounts to be actually received by the Principal Paying Agent pursuant to clause Clause 4.1 will be, or the amounts actually received by it pursuant thereto are, are insufficient to satisfy all claims in respect of all payments then falling due in respect of the Notes, the Principal Paying Agent shall then forthwith notify the Issuer and the Guarantor of such insufficiency and, until such time as the Principal Paying Agent is satisfied it has received the full amount of all such payments, neither the Principal Paying Agent nor any Paying Agent shall be obliged bound to pay make any such claimspayments in respect of the Notes. 4.5 For the avoidance of doubt, the Paying Agents shall not have any obligation to make any payment of principal, premium or interest in respect of the Notes to the Noteholders until the Principal Paying Agent has been put in funds by the Issuer.

Payment to the Principal Paying Agent. 4.1 The Issuer or, failing the Issuer, the Guarantor shall, by no later than 10.00 a.m. (London time) (or by such earlier time as may be determined by the Principal Paying Agent in its absolute discretion) on the day on which any payment of principal, premium or interest in respect of any of the Notes becomes due under the Conditions, transfer to an account specified by the Principal Paying Agent such amount of Pounds Sterling pounds sterling as shall be sufficient for the purposes of the payment of principal, premium and/or interest in immediately available funds. 4.2 The Issuer or, as the case may be, the Guarantor shall ensure that, before 10.00 a.m. (London time) on the second Business Day immediately prior to each day on which any payment is to be made to the Principal Paying Agent under clause subclause 4.1, the Principal Paying Agent shall receive a copy of an irrevocable payment instruction to the bank through which the payment is to be made. For the purposes of this clause subclause 4.2, Business Day means a day on which commercial banks and foreign exchange markets settle payments and are open for general business in LondonEngland. 4.3 Subject to the Principal Paying Agent being satisfied in its sole discretion that payment being will be duly made as provided in clause subclause 4.1, the Principal Paying Agent or the relevant Paying Agent shall pay or cause to be paid all amounts due in respect of the Notes on behalf of the Issuer in the manner provided in the Conditions. If any payment provided for in clause subclause 4.1 is made late but otherwise in accordance with the provisions of this Agreement, the Principal Paying Agent and each Paying Agent shall nevertheless make payments in respect of the Notes as aforesaid following receipt by it of such payment. 4.4 If for any reason the Principal Paying Agent considers in its sole discretion that the amounts to be received by the Principal Paying Agent pursuant to clause subclause 4.1 will be, or the amounts actually received by it pursuant thereto are, insufficient to satisfy all claims in respect of all payments then falling due in respect of the Notes, the Principal Paying Agent shall then forthwith notify notify, as soon as reasonably practicable, the Issuer and the Guarantor of such insufficiency and, until such time as the Principal Paying Agent has received the full amount of all such payments, neither the Principal Paying Agent nor any Paying Agent shall be obliged to pay any such claims. 4.5 For the avoidance of doubt, the Paying Agents shall not have any obligation to make any payment of principal, premium or interest in respect of the Notes to the Noteholders until the Principal Paying Agent has been put in funds by the Issuer.

Payment to the Principal Paying Agent. ‌ 4.1 The Issuer or, failing the Issuer, the Guarantor shall, by no later than 10.00 a.m. (London time) on the day date on which any payment of principal, premium principal or interest in respect of any of the Notes becomes due under the Conditions, transfer to an account specified by the Principal Paying Agent such amount of Pounds Sterling euro as shall be sufficient for the purposes of the payment of principal, premium principal and/or interest in immediately available funds.funds.‌ 4.2 The Issuer or, as the case may be, the Guarantor shall ensure that, before 10.00 a.m. by no later than 3.00 p.m. (London time) on the second Business Day immediately prior to each day on which any payment is to be made to the Principal Paying Agent under clause subclause 4.1, the Principal Paying Agent shall receive a copy of an irrevocable payment instruction to the bank through which the payment is to be made. For the purposes of this clause 4.2subclause 4.2 and subclause 4.1 above, Business Day means a day on which (i) commercial banks and foreign exchange markets settle payments and are open for general business in LondonItaly and England and (ii) the TARGET System is operating. 4.3 Subject to the Principal Paying Agent being satisfied in its sole discretion that payment being will be duly made as provided in clause subclause 4.1, the Principal Paying Agent or the relevant Paying Agent shall pay or cause to be paid all amounts due in respect of the Notes on behalf of the Issuer in the manner provided in the Conditions. If any payment provided for in clause subclause 4.1 is made late but otherwise in accordance with the provisions of this Agreement, the Principal Paying Agent and each Paying Agent shall nevertheless make payments in respect of the Notes as aforesaid following receipt by it of such payment. 4.4 If for any reason the Principal Paying Agent considers in its sole discretion that the amounts to be received by the Principal Paying Agent pursuant to clause subclause 4.1 will be, or the amounts actually received by it pursuant thereto are, insufficient to satisfy all claims in respect of all payments then falling due in respect of the Notes, the Principal Paying Agent shall then forthwith notify the Issuer and the Guarantor of such insufficiency and, until such time as the Principal Paying Agent has received the full amount of all such payments, neither the Principal Paying Agent nor any Paying Agent shall be obliged to pay any such claims. 4.5 For the avoidance of doubt, the Paying Agents shall not have any obligation to make any payment of principal, premium principal or interest in respect of the Notes to the Noteholders until the Principal Paying Agent has been put in funds by the Issuer. 4.6 Each party shall, as soon as practicable and in any event within 2 calendar months of a written request by another party, supply to that other party such forms, documentation and other information relating to it, its operations, or the 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 Clause 4.6 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 Clause 4.6, Applicable Law shall be deemed to include (i) any rule or practice of any Authority by which any party to this Agreement 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 to this Agreement that is customarily entered into by institutions of a similar nature. 4.7 Notwithstanding any other provision of this Agreement, each Paying Agent shall be entitled to make a deduction or withholding from any payment which it makes under any Notes for or on account of any Tax, if and only to the extent so required by Applicable Law, in which event the Paying 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 4.7. 4.8 In the event that the Issuer 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 of the Paying 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 and the Trust Deed. The Issuer will promptly notify the Paying Agents and the Trustee 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 4.8.

Payment to the Principal Paying Agent. 4.1 The Issuer or, failing the Issuer, the Guarantor shall, by no later than 10.00 a.m. (London time) (or by such earlier time as may be determined by the Principal Paying Agent in its absolute discretion) on the day on which any payment of principal, premium or interest in respect of any of the Notes becomes due under the Conditions, transfer to an account specified by the Principal Paying Agent such amount of Pounds Sterling euro as shall be sufficient for the purposes of the payment of principal, premium and/or interest in immediately available funds. 4.2 The Issuer or, as the case may be, the Guarantor shall ensure that, before 10.00 a.m. (London time) on the second Business Day immediately prior to each day on which any payment is to be made to the Principal Paying Agent under clause subclause 4.1, the Principal Paying Agent shall receive a copy of an irrevocable payment instruction to the bank through which the payment is to be made. For the purposes of this clause subclause 4.2, Business Day means a day on which commercial banks and foreign exchange markets settle payments and are open for general business in LondonEngland. 4.3 Subject to the Principal Paying Agent being satisfied in its sole discretion that payment being will be duly made as provided in clause subclause 4.1, the Principal Paying Agent or the relevant Paying Agent shall pay or cause to be paid all amounts due in respect of the Notes on behalf of the Issuer in the manner provided in the Conditions. If any payment provided for in clause subclause 4.1 is made late but otherwise in accordance with the provisions of this Agreement, the Principal Paying Agent and each Paying Agent shall nevertheless make payments in respect of the Notes as aforesaid following receipt by it of such payment. 4.4 If for any reason the Principal Paying Agent considers in its sole discretion that the amounts to be received by the Principal Paying Agent pursuant to clause subclause 4.1 will be, or the amounts actually received by it pursuant thereto are, insufficient to satisfy all claims in respect of all payments then falling due in respect of the Notes, the Principal Paying Agent shall then forthwith notify notify, as soon as reasonably practicable, the Issuer and the Guarantor of such insufficiency and, until such time as the Principal Paying Agent has received the full amount of all such payments, neither the Principal Paying Agent nor any Paying Agent shall be obliged to pay any such claims. 4.5 For the avoidance of doubt, the Paying Agents shall not have any obligation to make any payment of principal, premium or interest in respect of the Notes to the Noteholders until the Principal Paying Agent has been put in funds by the Issuer.

Payment to the Principal Paying Agent. 4.1 The Issuer or, failing the Issuer, the Guarantor shall, by no not later than 10.00 a.m. (London Brussels time) (or by such earlier time as may be determined by the Principal Paying Agent in its absolute discretion) on the day each date on which any payment of principal, premium or principal and/or interest in respect of any of the Notes becomes due under the Conditionsdue, transfer to an account specified by the Principal Paying Agent such amount of Pounds Sterling euro as shall be sufficient for the purposes of the payment of principal, premium principal and/or interest in immediately available funds. If the Principal Paying Agent determines in its absolute discretion that payment in accordance with this subclause 4.1 (Payment to the Principal Paying Agent) is required to be made earlier, it will provide the Issuer with no less than 21 days' prior notice in writing of such requirement. 4.2 The Issuer orshall, as the case may be, the Guarantor shall ensure that, before 10.00 a.m. (London time) on not later than the second London Business Day immediately prior to each day preceding the date on which any payment is to be made to the Principal Paying Agent under clause 4.1pursuant to subclause 4.1 (Payment to the Principal Paying Agent), procure that the bank effecting payment for it confirms by tested telex or authenticated SWIFT message to the Principal Paying Agent shall receive a copy of an irrevocable payment instruction to the bank through which the payment is instructions relating to be madesuch payment. For the purposes of this clause 4.2subclause 4.2 (Payment to the Principal Paying Agent), "London Business Day Day" means a day on which commercial banks and foreign exchange markets settle payments and are open for general business in London. 4.3 Subject to payment being duly made as provided in clause 4.1, the Principal Paying Agent or the relevant Paying Each Agent shall pay not be bound to make payment until satisfied, in its sole discretion, that full payment by or cause to be paid all amounts due in respect of the Notes on behalf of the Issuer has been received in the manner provided in the Conditions. If any payment provided for in clause 4.1 is made late but otherwise in accordance with the provisions of this Agreementsame day, the Principal Paying Agent and each Paying Agent shall nevertheless make payments in respect of the Notes as aforesaid following receipt by it of such paymentfreely transferrable, cleared funds. 4.4 If for any reason In the Principal Paying Agent considers event that the Issuer determines in its sole discretion that the amounts any deduction or withholding for or on account of any Tax or other sums will be required by Applicable Law in connection with any payment due to be received by the Principal Paying Agent pursuant to clause 4.1 will be, or the amounts actually received by it pursuant thereto are, insufficient to satisfy all claims in respect of all payments then falling due in respect any of the Agents on any Notes, then the Principal Paying Agent shall then forthwith 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 and the Trust Deed. The Issuer will promptly notify the Issuer Agents and the Guarantor Trustee of such insufficiency and, until such time as the Principal Paying Agent has received the full amount of all such payments, neither the Principal Paying Agent nor any Paying Agent shall be obliged to pay any such claims. 4.5 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 4.4. 4.5 The issuer shall notify each Paying Agents shall not have any obligation to make Agent in the event that it determines that any payment to be made by a Paying 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 extent to ZKLFK WKH UHOHYDQW SD\PHQW LV VR WUHDWHG under this sub clause 4.5 shall apply only to the extent that such payments are so treated by virtue of principal, premium or interest in respect characteristics of the Notes to Issuer, the Noteholders until the Principal Paying Agent has been put in funds by the IssuerNotes, or both.