Common use of Redemption for Tax Reasons Clause in Contracts

Redemption for Tax Reasons. If, as a result of: (a) any change in or amendment to the laws (including any regulations or rulings promulgated thereunder) of the United States or any political subdivision thereof or therein affecting taxation, which becomes effective after [_______________] or which proposal is made after such date, (b) any change in the official application or interpretation of such laws, including any official proposal for such a change, amendment or change in the application or interpretation of such laws, which change, amendment, application or interpretation is announced or becomes effective after [_______________] or which proposal is made after such date, (c) any action taken by any taxing authority of the United States which action is taken or becomes generally known after [_______________], or any commencement of a proceeding in a court of competent jurisdiction in the United States after such date, whether or not such action was taken or such proceeding was brought with respect to the Company, there is, in such case, in the written opinion of independent legal counsel of recognized standing to the Company, a material increase in the probability that the Company has or may become obligated to pay Additional Amounts, and the Company in its business judgment, determines that such obligation cannot be avoided by the use of reasonable measures available to it, not including assignment of the Securities, the Securities affected thereby may be redeemed, as a whole but not in part, at the Company's option at any time thereafter, upon notice to the Trustee and the Securityholders affected thereby in accordance with the provisions of this Security and the Indenture at a redemption price equal to 100% of the principal amount of the Securities to be redeemed together with accrued interest thereon to the date fixed for redemption.

Redemption for Tax Reasons. If, as a the result of: (a) of any change in or amendment to the laws (including any regulations or rulings promulgated thereunder) of the United States or any political subdivision thereof or therein affecting taxation, including any official proposal for such a change in or amendment to such laws, which becomes became effective after [_______________] the date of the Offering Circular or which proposal is made after such date, (b) , or any change in the official application or interpretation of such laws, including any official proposal for such a change, amendment or change in the application or interpretation of such laws, which change, amendment, application or interpretation is announced or becomes effective after [_______________] the date of the Offering Circular or which proposal is made after such date, (c) , or as the result of any action taken by any taxing authority of the United States which action is taken or becomes generally known after [_______________]the date of the Offering Circular, or any commencement of a proceeding in a court of competent jurisdiction in the United States after such date, whether or not such action was taken or such proceeding was brought with respect to the Company, there is, in such case, in the written opinion of independent legal counsel of recognized standing to the Company, a material increase in the probability that the Company has or may become obligated to pay Additional AmountsAmounts (as described below in Condition 6), and the Company in its business judgment, determines that such obligation cannot be avoided by the use of reasonable measures available to it, not including assignment of the Securities2013 Notes or the 2033 Notes, the Securities affected thereby 2013 Notes and/or the 2033 Notes (as applicable) may be redeemed, as a whole but not in part, at the Company's ’s option at any time thereafter, upon notice to the Trustee and the Securityholders affected thereby in accordance with the provisions of this Security and the Indenture at a redemption price equal to 100% 100 percent of the principal amount of the Securities 2013 Notes or the 2033 Notes (as applicable) to be redeemed together with (as applicable) accrued and unpaid interest thereon to (but not including) the date fixed for redemptionredemption (the “Redemption Price). Before the publication of any notice of redemption of the 2013 Notes or the 2033 Notes (as applicable), pursuant to the foregoing, the Company shall deliver to the Fiscal Agent the opinion of a nationally recognized independent tax advisor to the Company as described above and a certificate setting out facts showing that the conditions precedent to the right of the Company so to redeem have occurred.

Redemption for Tax Reasons. If, as a result of: (a) any change in or amendment to the laws (including any regulations or rulings promulgated thereunder) of the United States or any political subdivision thereof or therein affecting taxation, which becomes effective after [_______________] or which proposal is made after such date, (b) any change in the official application or interpretation of such laws, including any official proposal for such a change, amendment or change in the application or interpretation of such laws, which change, amendment, application or interpretation is announced or becomes effective after [_______________] or which proposal is made after such date, (c) any action taken by any taxing authority of the United States which action is taken or becomes generally known after [_______________], or any commencement of a proceeding in a court of competent jurisdiction in the United States after such date, whether or not such action was taken or such proceeding was brought with respect to the Company, there is, in such case, in the written opinion of independent legal counsel of recognized standing to the Company, a material increase in the probability that the Company has or may become 13 obligated to pay Additional Amounts, and the Company in its business judgment, determines that such obligation cannot be avoided by the use of reasonable measures available to it, not including assignment of the Securities, the Securities affected thereby may be redeemed, as a whole but not in part, at the Company's option at any time thereafter, upon notice to the Trustee and the Securityholders affected thereby in accordance with the provisions of this Security and the Indenture at a redemption price equal to 100% of the principal amount of the Securities to be redeemed together with accrued interest thereon to the date fixed for redemption.

Redemption for Tax Reasons. IfThe Issuer may, at its option, redeem the Notes in whole, but not in part, upon at least 30 days' but not more than 60 days' notice (subject as provided below) to the holders of such Notes at their principal amount together with interest accrued (if any) thereon and arrears of interest (if any) in respect thereof to but excluding the date fixed for redemption, and any Additional Amounts payable under the Notes; provided, that the Issuer shall provide to the Fiscal Agent and the Collateral Agent an opinion in writing of a result reputable firm of lawyers of good standing (such opinion to be in a form, and such firm to be a firm, to which the Fiscal Agent shall have no reasonable objection) to the effect the Issuer will be required to pay Additional Amounts under the Notes upon the next due date for a payment in respect of the Notes (for reasons outside its control and after taking reasonable measures to avoid such obligation) by reason of: (ai) any actual change in or amendment to the laws (including any laws, regulations or rulings promulgated thereunder) of the United States Kingdom of Belgium or any political subdivision or taxing authority thereof or therein affecting taxation, which becomes effective after [_______________] or which proposal is made after such date,therein; or (bii) any actual change in the official application or interpretation of such laws, including any official proposal for such a change, amendment regulations or change in the application or interpretation of such laws, which change, amendment, application or interpretation is announced or becomes effective after [_______________] or which proposal is made after such date,rulings; or (ciii) any action which shall have been taken by any taxing authority of the United States which action is taken or becomes generally known after [_______________], or any commencement of a proceeding in a court of competent jurisdiction in of the United States after such dateKingdom of Belgium or any political subdivision or taxing authority thereof or therein, whether or not such action was taken or such proceeding was brought with respect to the CompanyIssuer, there is, in such case, or (iv) any actual change in the written opinion official application or interpretation of, or any actual execution, or amendment to, any treaty or treaties affecting taxation to which the Kingdom of independent legal counsel Belgium is or is to be a party, which change, amendment or execution becomes effective on or after the Amendment Date. No such notice of recognized standing redemption shall be given earlier than 90 days prior to the Company, a material increase in earliest date on which the probability that the Company has or may become obligated Issuer would be obliged to pay Additional Amounts, and the Company Amounts if a payment in its business judgment, determines that such obligation cannot be avoided by the use of reasonable measures available to it, not including assignment respect of the Securities, the Securities affected thereby may be redeemed, as a whole but not in part, at the Company's option at any time thereafter, upon notice to the Trustee and the Securityholders affected thereby in accordance with the provisions of this Security and the Indenture at a redemption price equal to 100% of the principal amount of the Securities to be redeemed together with accrued interest thereon to the date fixed for redemptionNotes were then due.

Redemption for Tax Reasons. If, as a result of: (ai) any change in or amendment to the laws (including any regulations or rulings promulgated thereunder) of the United States or any political subdivision thereof or therein affecting taxation, which becomes effective after [_______________] the date of the Purchase Agreement or which proposal is made after such date, (bii) any change in the official application or interpretation of such laws, including any official proposal for such a change, amendment or change in the application or interpretation of such laws, which change, amendment, application or interpretation is announced or becomes effective after [_______________] the date of the Purchase Agreement or which proposal is made after such date,, or (ciii) any action taken by any taxing authority of the United States which action is taken or becomes generally known after [_______________]the date of the Purchase Agreement, or any commencement of a proceeding in a court of competent jurisdiction in the United States after such date, whether or not such action was taken or such proceeding was brought with respect to the Company, there is, in such case, in the written opinion of independent legal counsel of recognized standing to the Company, a material increase in the probability that the Company has or may become obligated to pay Additional Amounts, and the Company in its business judgment, determines that such obligation cannot be avoided by the use of reasonable measures available to it, not including assignment of the Securities, the Securities of any Series affected thereby may be redeemed, as a whole but not in part, at the Company's option at any time thereafter, upon notice to the Trustee and the Securityholders Holders of the Securities affected thereby in accordance with the provisions of this Security and the Supplemental Indenture at a redemption price equal to 100% of the principal amount of the Securities to be redeemed together with accrued interest thereon to the date fixed for redemption.

Redemption for Tax Reasons. If, as a result of: (a) any change in or amendment to The Company may, at its option, redeem the laws (including any regulations or rulings promulgated thereunder) of the United States or any political subdivision thereof or therein affecting taxation, which becomes effective after [_______________] or which proposal is made after such date, (b) any change in the official application or interpretation of such laws, including any official proposal for such a change, amendment or change in the application or interpretation of such laws, which change, amendment, application or interpretation is announced or becomes effective after [_______________] or which proposal is made after such date, (c) any action taken by any taxing authority of the United States which action is taken or becomes generally known after [_______________], or any commencement of a proceeding in a court of competent jurisdiction in the United States after such date, whether or not such action was taken or such proceeding was brought with respect to the Company, there isNotes, in such case, in the written opinion of independent legal counsel of recognized standing to the Company, a material increase in the probability that the Company has or may become obligated to pay Additional Amounts, and the Company in its business judgment, determines that such obligation cannot be avoided by the use of reasonable measures available to it, not including assignment of the Securities, the Securities affected thereby may be redeemed, as a whole but not in part, at the Company's option at any time thereafter, upon notice to the Trustee and the Securityholders affected thereby in accordance with the provisions of this Security and the Indenture at a redemption price equal to 100% of the principal amount of the Securities Notes to be redeemed redeemed, together with any accrued and unpaid interest thereon to, but excluding, the redemption date, at any time, if the Company has or, based upon a written opinion of independent tax counsel of nationally recognized standing selected by the Company, will become obliged to pay Additional Amounts with respect to the Notes as a result of any change in, or amendment to, the laws, regulations, treaties, or rulings of the United States or any political subdivision of or in the United States or any taxing authority thereof or therein affecting taxation, or any change in, or amendment to, the application, official interpretation, administration or enforcement of such laws, regulations, treaties or rulings (including a holding by a court of competent jurisdiction in the United States), which change or amendment is enacted, adopted, announced or becomes effective on or after the date fixed for redemptionof the Offering Memorandum. (b) Notice of any redemption will be given pursuant to the procedures described under Section 3.03 hereof; provided, that the notice of redemption shall not be given earlier than 90 days before the earliest date on which the Company would be obligated to pay such Additional Amounts on the Notes if a payment was then due. (c) Notice of any redemption described above or notice thereof may, at the Company’s discretion, be subject to one or more conditions precedent as provided under Section 3.03 hereof.

Redemption for Tax Reasons. IfThe Company may at any time redeem, in whole but not in part, the outstanding Notes (upon giving notice of such redemption within 60 days of the announcement or the effectiveness of any change described in clauses (a) or (b) below, which notice shall be irrevocable) at a redemption price of 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to, but not including, the date of redemption, and all Additional Amounts (if any) then due and which will be come due on the date of redemption as a result of the redemption or otherwise, if on the next date on which any amount would be payable in respect of the Notes, the Company has become or would become obligated to pay any Additional Amounts in respect of the Notes, and the Company cannot avoid any such payment obligation by taking reasonable measures available to it, as a result of: (a) any change in or amendment to the laws (including any or regulations or rulings promulgated thereunder) of the United States or any political subdivision thereof or therein affecting taxationa relevant Tax Jurisdiction, which becomes effective after [_______________] or which proposal is made after such date,or (b) any change in the official application or interpretation of such laws, including amendment to any official proposal for such a change, amendment or change in position regarding the application or interpretation of such lawslaws or regulations, which change, amendment, application change or interpretation amendment is announced and is effective on or becomes effective after [_______________] or which proposal is made the Issue Date (or, if the applicable relevant Tax Jurisdiction became a Tax Jurisdiction on a date after the Issue Date, such later date, (c) any action taken by any taxing authority of the United States which action is taken or becomes generally known after [_______________], or any commencement of a proceeding in a court of competent jurisdiction in the United States after such date, whether or not such action was taken or such proceeding was brought with respect to the Company, there is, in such case, in the written opinion of independent legal counsel of recognized standing to the Company, a material increase in the probability ); provided that the Company has or may become obligated to pay Additional Amountsdetermines, and the Company in its business judgment, determines that the obligation to pay such obligation Additional Amounts cannot be avoided by the use of reasonable measures available to it, not including assignment it as determined by resolution of the SecuritiesBoard of Directors of the Company or as certified in an Officers’ Certificate, and the Securities affected thereby may be redeemed, as a whole but not in part, at the Company's option at any time thereafter, upon notice Company has delivered to the Trustee and a certified copy of such resolution or such Officers’ Certificate, as applicable, prior to giving the Securityholders affected thereby in accordance with the provisions applicable notice of this Security and the Indenture at a redemption price equal to 100% of the principal amount of the Securities to be redeemed together with accrued interest thereon to the date fixed for redemption.