Common use of Redemption for Taxation Reasons Clause in Contracts

Redemption for Taxation Reasons. The Notes will be redeemable, at the Issuer’s or any Guarantor’s option, in whole, but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice to the Holders, with a copy to the Trustee (which notice will be irrevocable) at 100% of the principal amount thereof, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor has or shall become obligated to pay Additional Amounts (x) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, or regulations of the Cayman Islands or Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance of the Notes. No such notice of redemption will be given earlier than sixty calendar days prior to the earliest date on which the Issuer or a Guarantor would be obligated to pay such Additional Amounts if a payment in respect of such Notes or the Guarantee were then due. Prior to the publication or mailing of any notice of redemption of the Notes as described above, the Issuer or a Guarantor shall deliver to the Trustee an opinion of an independent legal counsel of recognized standing stating that the Issuer or a Guarantor would be obligated to pay Additional Amounts due to the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence of the satisfaction of the conditions precedent set forth above, in which event it will be conclusive and binding on the Holders.

Redemption for Taxation Reasons. The Notes will be redeemable, at the Issuer’s or any Guarantor’s option, in whole, but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice to the Holders, with a copy to the Trustee (which notice will be irrevocable) at 100% of the principal amount thereof, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor has or shall become obligated to pay Additional Amounts (x) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, or regulations of the Cayman Islands or Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance of the Notes. Notes.‌‌ No such notice of redemption will be given earlier than sixty calendar days prior to the earliest date on which the Issuer or a Guarantor would be obligated to pay such Additional Amounts if a payment in respect of such Notes or the Guarantee were then due. Prior to the publication or mailing of any notice of redemption of the Notes as described above, the Issuer or a Guarantor shall deliver to the Trustee an opinion of an independent legal counsel of recognized standing stating that the Issuer or a Guarantor would be obligated to pay Additional Amounts due to the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence of the satisfaction of the conditions precedent set forth above, in which event it will be conclusive and binding on the Holders.

Redemption for Taxation Reasons. The Notes will be redeemable, at If as a result of any change in or amendment to the Issuer’s laws or treaties (or any Guarantor’s optionrules or regulations thereunder) of any Relevant Taxing Jurisdiction, or any amendment to or change in wholean official interpretation, but not administration or application of such laws, treaties, rules or regulations (including a holding by a court of competent jurisdiction), which change or amendment or change in part, upon giving not less than thirty nor more than sixty calendar days’ notice to official position becomes effective on or after the Holdersissue date of the Securities or on or, with respect to a copy to successor, after the Trustee (which notice will be irrevocable) at 100% of date a successor assumes the principal amount thereofobligations under the Securities, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor has the Company or shall the successor have or will become obligated to pay Additional Amounts (x) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, or regulations described under Section 4.13 of the Cayman Islands or Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, Indenture in excess of the Additional Amounts that a Guarantor the Issuer or the Company would be obligated to pay if payments by it were subject to withholding or deduction or withholding at a rate of 1515.0% (or at a rate of 25.0% in case the holder of the Securities is resident in a tax haven jurisdiction, i.e., countries which do not impose any income tax or which impose it at a maximum rate lower than 20.0%, or 25% in where the case laws impose restrictions on the disclosure of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties ownership composition or other similar additions to tax, securities ownership) as a result of any change inthe taxes, or amendment toduties, assessments and other governmental charges described above (the “Minimum Withholding Level”), the lawsIssuer may, treaties or regulations at its option, redeem all, but not less than all, of the Cayman IslandsSecurities, Brazil or any Governmental Authority thereof or therein having power at a redemption price equal to tax100.0% of their principal amount, or any change in together with interest and Additional Amounts accrued to the application or official interpretation date fixed for redemption, upon publication of irrevocable notice not less than 30 days nor more than 90 days prior to the date fixed for redemption. No notice of such laws, treaties or regulations, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance of the Notes. No such notice of redemption will may be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor would would, but for such redemption, be obligated to pay such the Additional Amounts if above the Minimum Withholding Level, were a payment in respect of such Notes or the Guarantee were then due. Prior The Issuer shall not have the right to so redeem the publication or mailing of any notice of redemption of Securities in the Notes as described aboveevent it becomes obliged to pay Additional Amounts which are less than the Additional Amounts payable at the Minimum Withholding Level. Notwithstanding the foregoing, the Issuer shall not have the right to so redeem the Securities unless: (i) it has taken measures it considers reasonable to avoid the obligation to pay Additional Amounts; and (ii) it has complied with all applicable regulations to legally effect such redemption; provided, however, that for this purpose reasonable measures shall not include any change in the Issuer’s, the Company’s or a Guarantor any successor’s jurisdiction of incorporation or organization or location of its principal executive or registered office. In the event that the Issuer elects to so redeem the Securities, it shall deliver to the Trustee an opinion Trustee: (i) a certificate, signed in the name of an independent legal counsel the Issuer by two of recognized standing its directors or by its attorney-in-fact in accordance with its articles of association, stating that the Issuer is entitled to redeem the Securities pursuant to their terms and setting forth a statement of facts showing that the condition or a Guarantor would be conditions precedent to the right of the Issuer to so redeem have occurred or been satisfied; and (ii) an Opinion of Counsel (as provided for in the Indenture) to the effect that the Issuer has or will become obligated to pay Additional Amounts due to the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence excess of the satisfaction Additional Amounts payable at the Minimum Withholding Level as a result of the conditions precedent set forth abovechange or amendment, and that all governmental approvals necessary for the Issuer to effect the redemption have been obtained and are in which event it will be conclusive full force and binding on the Holderseffect.

Redemption for Taxation Reasons. The Notes will be redeemable, at If as a result of any change in or amendment to the Issuer’s laws (or any Guarantor’s optionrules or regulations thereunder) of the Relevant Jurisdiction, or any amendment to or change in wholean official interpretation, but not administration or application of such laws, treaties, rules, or regulations (including a holding by a court of competent jurisdiction), which change or amendment or change in part, upon giving not less than thirty nor more than sixty calendar days’ notice to official position becomes effective on or after the Holdersissue date of the Securities or on or, with respect to a copy to successor, after the Trustee (which notice will be irrevocable) at 100% of date a successor assumes the principal amount thereofobligations under the Securities, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor has the Company or shall the successor have or will become obligated to pay Additional Amounts (x) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, or regulations described under Section 4.21 of the Cayman Islands or Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, Indenture in excess of the Additional Amounts that a Guarantor the Issuer or the Company would be obligated to pay if payments by it were subject to withholding or deduction or withholding at a rate of 15%, % (or at a rate of 25% in case the case holder of beneficiaries located the Securities is resident in a tax haven jurisdictions for purposes jurisdiction, i.e., countries which do not impose any income tax or which impose it at a maximum rate lower than 20% or where the laws impose restrictions on the disclosure of Brazilian tax law, in each case determined without regard to any interest, fees, penalties ownership composition or other similar additions to tax, securities ownership) as a result of any change inthe taxes, or amendment toduties, assessments and other governmental charges described above (the “Minimum Withholding Level”), the lawsIssuer may, treaties or regulations at its option, redeem all, but not less than all, of the Cayman IslandsSecurities, Brazil or any Governmental Authority thereof or therein having power at a redemption price equal to tax100% of their principal amount, or any change in together with interest accrued to the application or official interpretation date fixed for redemption, upon publication of irrevocable notice not less than 30 days nor more than 90 days prior to the date fixed for redemption. No notice of such laws, treaties or regulations, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance of the Notes. No such notice of redemption will may be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor would would, but for such redemption, be obligated to pay such the Additional Amounts if a payment above the Minimum Withholding Level. The Issuer shall not have the right to so redeem the Securities in respect of such Notes or the Guarantee were then dueevent it becomes obliged to pay Additional Amounts which are less than the Additional Amounts payable at the Minimum Withholding Level. Prior to Notwithstanding the publication or mailing of any notice of redemption of the Notes as described aboveforegoing, the Issuer shall not have the right to so redeem the Securities unless: (i) it has taken reasonable measures to avoid the obligation to pay Additional Amounts; and (ii) it has complied with all applicable regulations to legally effect such redemption; provided, however, that for this purpose reasonable measures shall not include any change in the Issuer’s, the Company’s or a Guarantor any successor’s jurisdiction of incorporation or organization or location of its principal executive or registered office. In the event that the Issuer elects to so redeem the Securities, it shall deliver to the Trustee an opinion Trustee: (1) a certificate, signed in the name of an independent legal counsel the Issuer by two of recognized standing its directors or by its attorney in fact in accordance with its articles of association, stating that the Issuer is entitled to redeem the Securities pursuant to their terms and setting forth a statement of facts showing that the condition or a Guarantor would be conditions precedent to the right of the Issuer to so redeem have occurred or been satisfied; and (2) an Opinion of Counsel to the effect that the Issuer has or will become obligated to pay Additional Amounts due to the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence excess of the satisfaction Additional Amounts payable at the Minimum Withholding Level as a result of the conditions precedent set forth above, change or amendment and that all governmental approvals necessary for the Issuer to effect the redemption have been obtained and are in which event it will be conclusive full force and binding on the Holderseffect.

Redemption for Taxation Reasons. The Notes will may be redeemableredeemed in whole but not in part for a redemption price equal to 100 per cent. of the principal amount of the Notes plus accrued and unpaid interest (including any Additional Amounts) to, but excluding, the date fixed for redemption (the “Tax Redemption Date”), at the option of the Issuer’s or any Guarantor’s option, in whole, but not in part, upon giving not less than thirty 30 days’ nor more than sixty calendar 60 days’ notice to the Holders, with (a copy “Tax Redemption Notice”) to the Trustee (which notice will be irrevocable) at 100% of the principal amount thereofand to Noteholders in accordance with Condition 17, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer determines that as a result of (i) any change in or amendment to the laws, or any regulations or rulings promulgated under the laws of a Guarantor Relevant Jurisdiction, as defined below, or (ii) any change in official position regarding the application or interpretation of the laws, regulations or rulings referred to above (including a holding by a court of competent jurisdiction), which change or amendment becomes effective or, in the case of a change in official position, is announced on or after the Pricing Date (or, in the case that a successor entity has assumed the obligations of the Issuer or shall any Guarantor, after the date of such assumption), the Issuer or any Guarantor, as the case may be, is or will become obligated to pay Additional Amounts (x) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, or regulations of the Cayman Islands or Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the GuaranteeNotes pursuant to Condition 8; provided such obligation cannot be avoided by the Issuer or Guarantor, in excess of as the Additional Amounts that a Guarantor would pay if payments by case may be, taking reasonable measures available to it were subject to deduction or withholding at a rate of 15%(including, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax lawa Guarantor, in each case determined if a Guarantor could provide funds to the Issuer and the Issuer could make payment without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change inAdditional Amounts, or amendment to, the laws, treaties or regulations if payment could be made by another Guarantor without payment of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, which change or amendment (either in clause (x) or (yAdditional Amounts)) occurs after the date of issuance of the Notes. No such notice of redemption will shall be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor Guarantor, as the case may be, would be obligated to pay such Additional Amounts if a payment in respect of such the Notes or the Guarantee were then due. Prior to giving the publication or mailing of any notice of the redemption of the Notes as described abovepursuant to the foregoing, the Issuer will deliver or a Guarantor shall deliver procure that there is delivered to the Trustee (a) a certificate signed by two duly authorised officers of the Issuer stating that the Issuer is entitled to effect the redemption and setting forth a statement of facts showing that the conditions precedent to the right of the Issuer to so redeem have occurred, and (b) an opinion of an independent legal counsel of recognized recognised standing stating with respect to such matters to that effect based on the Issuer or a Guarantor would be obligated to pay Additional Amounts due to the changes in tax laws, treaties or regulations or in the application or official interpretation thereofstatement of facts. The Trustee shall be entitled to accept such certificate and opinion as sufficient evidence of the satisfaction of the conditions precedent set forth circumstances referred to in (i) and (ii) above, in which event it will they shall be conclusive and binding on the Holdersholders of the Notes.

Redemption for Taxation Reasons. The Notes will be redeemable, at If as a result of any change in or amendment to the Issuer’s laws (or any Guarantor’s optionrules or regulations thereunder) of a Relevant Jurisdiction, or any amendment to or change in an official interpretation, administration or application of such laws, treaties, rules, or regulations (including a holding by a court of competent jurisdiction), which change or amendment becomes effective or, in wholethe case of a change in official position, but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice to is announced on or after the Holders, with a copy to the Trustee (which notice will be irrevocable) at 100% issue date of the principal amount thereofNotes (or in the case of a successor on or after the date a successor assumes the obligations under the Notes), plus accrued interest and (i) the Company or any successor has or will become obligated to pay any Additional Amounts payable with respect thereto, only in excess of the Additional Amounts the Company or any such successor would be obligated to pay if payments were subject to withholding or deduction at a rate of 0% (or in the Issuer case of a successor the rate of withholding in the jurisdiction of any successor to the Company on the date such successor replaces the Company) or a (ii) Guarantor or any successor has or shall will become obligated to pay Additional Amounts (x) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, or regulations of the Cayman Islands or Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor or any such successor would be obligated to pay if payments by it were subject to withholding or deduction or withholding at a rate of 15%, % or at a rate of 25% in case the case Holder of beneficiaries located the Notes is resident in a tax haven jurisdictions jurisdiction for purposes of Brazilian tax lawpurposes (i.e., countries which do not impose any income tax or which impose it at a maximum rate lower than 20% or where the laws impose restrictions on the disclosure of ownership composition or securities ownership) (the rates in each case determined without regard to any interest(i) and (ii), fees, penalties or other similar additions to taxthe “Minimum Withholding Level”), as a result of any change inthe taxes, or amendment toduties, assessments and other governmental charges described above, the lawsCompany, treaties or regulations of the Cayman Islands, Brazil Guarantor or any Governmental Authority thereof or therein having power to taxsuch successor may, or any change in the application or official interpretation of such lawsat its option, treaties or regulationsredeem all, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance but not less than all, of the Notes. No such , at a Redemption Price equal to 100% of their principal amount, together with interest accrued to the date fixed for redemption, upon publication of irrevocable notice of redemption will not less than 30 days nor more than 90 days prior to the date fixed for redemption. No notice of such redemption may be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor would be obligated to pay such Additional Amounts if would first be paid were a payment in respect of such Notes or the Guarantee were then due. Prior Notwithstanding the foregoing, the Company, the Guarantor or any successor shall not have the right to the publication or mailing of any notice of redemption of so redeem the Notes unless: (i) it or the Guarantor, as described abovethe case may be, has taken reasonable measures to avoid the Issuer or a Guarantor shall deliver to the Trustee an opinion of an independent legal counsel of recognized standing stating that the Issuer or a Guarantor would be obligated obligation to pay Additional Amounts due (provided, however, for this purpose reasonable measures shall not include the Company, the Guarantor or any successor moving or changing jurisdiction); and (ii) it or the Guarantor, as the case may be, has complied with all necessary regulations to the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall accept legally effect such opinion as sufficient evidence of the satisfaction of the conditions precedent set forth above, in which event it will be conclusive and binding on the Holdersredemption.

Redemption for Taxation Reasons. The Notes will may be redeemableredeemed in whole but not in part for a redemption price equal to 100 per cent. of the principal amount of the Notes plus accrued and unpaid interest (including any Additional Amounts) to, but excluding, the date fixed for redemption (the “Tax Redemption Date”), at the option of the Issuer’s or any Guarantor’s option, in whole, but not in part, upon giving not less than thirty 10 days’ nor more than sixty calendar 60 days’ notice to the Holders, with (a copy “Tax Redemption Notice”) to the Trustee (which notice will be irrevocable) at 100% of the principal amount thereofand to Noteholders in accordance with Condition 17, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer determines that as a result of (i) any change in or amendment to the laws, or any regulations or rulings promulgated under the laws of a Guarantor Relevant Jurisdiction, as defined below, or (ii) any change in official position regarding the application or interpretation of the laws, regulations or rulings referred to above (including a holding by a court of competent jurisdiction), which change or amendment becomes effective or, in the case of a change in official position, is announced on or after the Pricing Date (or, in the case that a successor entity has assumed the obligations of the Issuer or shall any Guarantor, after the date of such assumption), the Issuer or any Guarantor, as the case may be, is or will become obligated to pay Additional Amounts (x) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, or regulations of the Cayman Islands or Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the GuaranteeNotes pursuant to Condition 8; provided such obligation cannot be avoided by the Issuer or such Guarantor, in excess of as the Additional Amounts that a Guarantor would pay if payments by case may be, taking reasonable measures available to it were subject to deduction or withholding at a rate of 15%(including, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax lawa Guarantor, in each case determined if a Guarantor could provide funds to the Issuer and the Issuer could make payment without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change inAdditional Amounts, or amendment to, the laws, treaties or regulations if payment could be made by another Guarantor without payment of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, which change or amendment (either in clause (x) or (yAdditional Amounts)) occurs after the date of issuance of the Notes. No such notice of redemption will shall be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor Guarantor, as the case may be, would be obligated to pay such Additional Amounts if a payment in respect of such the Notes or the Guarantee were then due. Prior to giving the publication or mailing of any notice of the redemption of the Notes as described abovepursuant to the foregoing, the Issuer will deliver or a Guarantor shall deliver procure that there is delivered to the Trustee (a) a certificate signed by two duly authorised officers of the Issuer stating that the Issuer is entitled to effect the redemption and setting forth a statement of facts showing that the conditions precedent to the right of the Issuer to so redeem have occurred, and (b) an opinion of an independent legal counsel of recognized recognised standing stating with respect to such matters to that effect based on the Issuer or a Guarantor would be obligated to pay Additional Amounts due to the changes in tax laws, treaties or regulations or in the application or official interpretation thereofstatement of facts. The Trustee shall be entitled to accept such certificate and opinion as sufficient evidence of the satisfaction of the conditions precedent set forth circumstances referred to in (i) and (ii) above, in which event it will they shall be conclusive and binding on the Holdersholders of the Notes.

Redemption for Taxation Reasons. The Notes will be redeemableIssuer may redeem the Notes, at the Issuer’s or any Guarantor’s its option, in whole, but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice at a redemption price equal to the Holders, with a copy to the Trustee (which notice will be irrevocable) at 100100.0% of the principal amount thereof, plus together with accrued and unpaid interest, if any, to (but not including) the Tax Redemption Date (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date) and any all Additional Amounts payable with respect theretoAmounts, only if any, then due or that will become due on the Tax Redemption Date as a result of the redemption or otherwise, if any, if the Issuer or a Guarantor has or shall become obligated to pay Additional Amounts (x) with respect to such Notesdetermines in good faith that, as a result of a Change in Tax Law, any change in, or amendment to, the laws, treaties, or regulations of the Cayman Islands or Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) Payor with respect to the GuaranteeNotes or a Guarantee is, or on the next date on which any amount would be payable in excess respect of the Notes would be, required to pay any Additional Amounts Amounts, and such obligation cannot be avoided by taking reasonable measures available to such Payor (including the appointment of a new Paying Agent or, where such payment would be reasonable, the payment through another Payor); provided that a Guarantor no Payor shall be required to take any measures that in the Issuer’s good-faith determination would pay if payments result in the imposition on such person of any legal or regulatory burden or the incurrence by it were subject to deduction or withholding at a rate such person of 15%additional costs, or 25% would otherwise result in any adverse consequences to such person. In the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment toPayor, the laws, treaties Change in Tax Law must become effective on or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance of the NotesOffering Memorandum. No Notwithstanding the foregoing, no such notice of redemption will be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor Payor would be obligated to pay make such payment of Additional Amounts if a payment in respect of such Notes or the Guarantee were then dueAmounts. Prior to the publication publication, mailing or mailing delivery of any notice of redemption of the Notes as described abovepursuant to the foregoing, the Issuer or a Guarantor shall will deliver to the Trustee Trustee, each in a form reasonably acceptable to the Trustee, (1) an Officer’s Certificate stating that it is entitled to effect such redemption and setting forth a statement of facts showing that the conditions precedent to its right so to redeem have been satisfied and (2) an opinion of an independent legal tax counsel of recognized standing stating to the effect that the Issuer Payor is or a Guarantor would be obligated to pay Additional Amounts due to the changes as a result of a Change in tax laws, treaties or regulations or in the application or official interpretation thereofTax Law. The Trustee shall will accept such Officer’s Certificate and opinion as sufficient evidence of the satisfaction of the conditions precedent set forth described above, in which event it will be conclusive and binding on the Holders. The foregoing provisions will apply mutatis mutandis to the laws and official positions of any jurisdiction in which any successor to a Payor is organized or otherwise considered to be a resident for tax purposes or any political subdivision or taxing authority or agency thereof or therein. The foregoing provisions will survive any termination, defeasance or discharge of the Indenture.

Redemption for Taxation Reasons. The Notes will be redeemable, at the Issuer’s or any Guarantor’s option, in whole, but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice to the Holders, with a copy to the Trustee (which notice will be irrevocable) at 100% of the principal amount thereof, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor has or shall become obligated to pay Additional Amounts (x) with respect to such Notes, If as a result of any change in, or amendment to, the laws, treaties, or regulations of the Cayman Islands or Brazil laws (or any Governmental Authority thereof regulations or therein having power to taxrulings promulgated thereunder) of a Relevant Taxing Jurisdiction, or any change in the official position regarding the application or official interpretation of such laws, treaties regulations or regulations, or rulings (y) with respect to the Guarantee, in excess including a ruling by a court of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% competent jurisdiction in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulationsRelevant Taxing Jurisdiction), which change or amendment (either in clause (x) is announced and becomes effective on or (y)) occurs after the date of issuance the Offering Memorandum (or, in the case of a Relevant Taxing Jurisdiction that becomes a Relevant Taxing Jurisdiction after the date of the Offering Memorandum, after the date such jurisdiction becomes a Relevant Taxing Jurisdiction), the Issuers become or will become obligated to pay Additional Amounts on a series of the Notes on the next applicable payment date (such change or amendment, a “Change in Tax Law”), the Issuers may, at their option, redeem such series of the Notes. No such notice , in whole but not in part, on not less than 10 nor more than 60 days’ prior notice, at a redemption price equal to 100% of their principal amount plus accrued and unpaid interest, if any, thereon to, but excluding, the redemption date and all Additional Amounts, if any, then due and which will be given earlier than sixty calendar days prior to become due on the earliest redemption date on which as a result of the Issuer redemption or a Guarantor would be obligated otherwise if the Issuers determine, in their business judgment, that the obligation to pay such Additional Amounts if a payment in respect cannot be avoided by the use of such Notes or reasonable measures available to the Guarantee were then dueIssuers, not including substitution of the obligor under the Notes. Prior to the publication or mailing of any notice of redemption of the relevant Notes pursuant to this Section 3.04 (and as described abovea condition to such redemption), the Issuer or a Guarantor shall Issuers will deliver to the Trustee (i) an opinion of an independent legal tax counsel of recognized standing stating reasonably satisfactory to the Trustee to the effect that the Issuer Issuers are or a Guarantor would will be obligated to pay Additional Amounts due as a result of a Change in Tax Law and (ii) an Officer’s Certificate stating that the Issuers are entitled to redeem such series of the Notes pursuant to their terms and that the Issuers cannot avoid their obligation to pay Additional Amounts by taking reasonable measures available to the changes Issuers. If the Issuers redeem a series of the Notes under the circumstances described in tax lawsthis Section 3.04, treaties then, notwithstanding any provision to the contrary set forth in this Section 3.04, payments of interest on the Notes on any interest payment date falling on or regulations prior to the applicable redemption date for the Notes will be payable to the Holders of the Notes (or in one or more predecessor Notes) of record at the application or official interpretation thereofclose of business on the relevant Record Date. The Trustee will accept and shall accept be entitled to rely absolutely and without further inquiry on such opinion and Officer’s Certificate as sufficient evidence existence of the satisfaction of the conditions precedent set forth abovein this Section 3.04, in which event it will be conclusive and binding on the Holders.

Redemption for Taxation Reasons. The Notes will be redeemable, at If as a result of any change in or amendment to the Issuer’s laws or treaties (or any Guarantor’s optionrules or regulations thereunder) of any Relevant Taxing Jurisdiction, or any amendment to or change in wholean official interpretation, but not administration or application of such laws, treaties, rules or regulations (including a holding by a court of competent jurisdiction), which change or amendment or change in part, upon giving not less than thirty nor more than sixty calendar days’ notice to official position becomes effective on or after the Holdersissue date of the Securities or on or, with respect to a copy to successor, after the Trustee (which notice will be irrevocable) at 100% of date a successor assumes the principal amount thereofobligations under the Securities, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor has the Company or shall the successor have or will become obligated to pay Additional Amounts (x) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, or regulations described under Section 4.13 of the Cayman Islands or Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, Indenture in excess of the Additional Amounts that a Guarantor the Issuer or the Company would be obligated to pay if payments by it were subject to withholding or deduction or withholding at a rate of 1515.0% (or at a rate of 25.0% in case the holder of the Securities is resident in a tax haven jurisdiction, i.e., countries which do not impose any income tax or which impose it at a maximum rate lower than 20.0%, or 25% in where the case laws impose restrictions on the disclosure of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties ownership composition or other similar additions to tax, securities ownership) as a result of any change inthe taxes, or amendment toduties, assessments and other governmental charges described above (the “Minimum Withholding Level”), the lawsIssuer may, treaties or regulations at its option, redeem all, but not less than all, of the Cayman IslandsSecurities, Brazil or any Governmental Authority thereof or therein having power at a redemption price equal to tax100.0% of their principal amount, or any change in together with interest and Additional Amounts accrued to the application or official interpretation date fixed for redemption, upon publication of irrevocable notice not less than 30 days nor more than 90 days prior to the date fixed for redemption. No notice of such laws, treaties or regulations, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance of the Notes. No such notice of redemption will may be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor would would, but for such redemption, be obligated to pay such the Additional Amounts if above the Minimum Withholding Level, were a payment in respect of such Notes or the Guarantee were then due. Prior The Issuer shall not have the right to so redeem the publication or mailing of any notice of redemption of Securities in the Notes as described aboveevent it becomes obliged to pay Additional Amounts which are less than the Additional Amounts payable at the Minimum Withholding Level. Notwithstanding the foregoing, the Issuer shall not have the right to so redeem the Securities unless: (i) it has taken measures it considers reasonable to avoid the obligation to pay Additional Amounts; and (ii) it has complied with all applicable regulations to legally effect such redemption; provided, however, that for this purpose reasonable measures shall not include any change in the Issuer’s, the Company’s or a Guarantor any successor’s jurisdiction of incorporation or organization or location of its principal executive or registered office. In the event that the Issuer elects to so redeem the Securities, it shall deliver to the Trustee an opinion Trustee: (i) a certificate, signed in the name of an independent legal counsel the Issuer by two of recognized standing its directors or by its attorney-in-fact in accordance with its articles of association, stating that the Issuer is entitled to redeem the Securities pursuant to their terms and setting forth a statement of facts showing that the condition or a Guarantor would be conditions precedent to the right of the Issuer to so redeem have occurred or been satisfied; and (ii) an Opinion of Counsel (as provided for in this Indenture) to the effect that the Issuer has or will become obligated to pay Additional Amounts due to the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence excess of the satisfaction Additional Amounts payable at the Minimum Withholding Level as a result of the conditions precedent set forth abovechange or amendment, and that all governmental approvals necessary for the Issuer to effect the redemption have been obtained and are in which event it will be conclusive full force and binding on the Holderseffect.

Redemption for Taxation Reasons. The Notes Company will be redeemableentitled, at the Issuer’s or any Guarantor’s its option, to redeem the Notes in wholewhole if at any time it becomes obligated to pay additional amounts on the Notes on the next Interest Payment Date with respect to the Notes, but only if the obligation results from a change in, or an amendment to, the laws or treaties (including any regulations or official rulings promulgated thereunder) of a Relevant Tax Jurisdiction (or a political subdivision or taxing authority thereof or therein), or from a change in any official position regarding the interpretation, administration or application of those laws, treaties, regulations or official rulings (including a change resulting from a holding, judgment or order by a court of competent jurisdiction), that becomes effective and is announced after the Issue Date (or, if the applicable Relevant Tax Jurisdiction became a Relevant Tax Jurisdiction on a date after the Issue Date, such later date) and provided the Company cannot avoid the obligation after taking reasonable measures to do so. If the Company redeems the Notes in partthese circumstances, upon giving not less than thirty nor more than sixty calendar days’ notice it will do so at a Redemption Price equal to the Holders, with a copy to the Trustee (which notice will be irrevocable) at 100% of the principal amount thereofof the Notes redeemed, plus accrued interest and unpaid interest, if any, and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor has or shall become obligated to pay Additional Amounts (x) with respect to such Notes, as a result of any change in, or amendment other amounts due to, but excluding, the lawsRedemption Date. If the Company becomes entitled to redeem the Notes in these circumstances, treatiesit may do so at any time on a redemption date of its choice. However, or regulations the Company must give the Holders of Notes being redeemed notice of the Cayman Islands redemption not less than 10 days or Brazil or any Governmental Authority thereof or therein having power to tax, or any change in more than 60 days before the application or official interpretation of such laws, treaties or regulations, or (y) with respect to redemption date and not more than 90 days before the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance of the Notes. No such notice of redemption will be given earlier than sixty calendar days prior to the earliest next date on which the Issuer or a Guarantor it would be obligated to pay such Additional Amounts if a payment additional amounts. In addition, the Company’s obligation to pay additional amounts must remain in respect of such Notes or effect when it gives the Guarantee were then due. Prior to the publication or mailing of any notice of redemption redemption. Notice of the Company’s intent to redeem the Notes shall not be effective until such time as described above, the Issuer or a Guarantor shall deliver it delivers to the Trustee both a certificate signed by two of its officers stating that the obligation to pay additional amounts cannot be avoided by taking reasonable measures and an opinion of an independent legal counsel of recognized standing or an independent auditor stating that the Issuer or a Guarantor would be Company is obligated to pay Additional Amounts due additional amounts because of an amendment to the changes or change in tax lawslaw, treaties or regulations or position as described in the application or official interpretation thereofpreceding paragraph. The Trustee shall accept such opinion In addition to the Company’s rights to redeem Notes as sufficient evidence of the satisfaction of the conditions precedent set forth above, the Company may at any time and from time to time purchase Notes in which event it will be conclusive and binding on the Holdersopen-market transactions, tender offers, privately negotiated purchases or otherwise.

Redemption for Taxation Reasons. The Notes Company will be redeemableentitled, at the Issuer’s or any Guarantor’s its option, to redeem the Notes in wholewhole if at any time it becomes obligated to pay additional amounts on the Notes on the next Interest Payment Date with respect to the Notes, but only if the obligation results from a change in, or an amendment to, the laws or treaties (including any regulations or official rulings promulgated thereunder) of a Relevant Tax Jurisdiction (or a political subdivision or taxing authority thereof or therein), or from a change in any official position regarding the interpretation, administration or application of those laws, treaties, regulations or official rulings (including a change resulting from a holding, judgment or order by a court of competent jurisdiction), that becomes effective and is announced after the Issue Date (or, if the applicable Relevant Tax Jurisdiction became a Relevant Tax Jurisdiction on a date after the Issue Date, such later date) and provided the Company cannot avoid the obligation after taking reasonable measures to do so. If the Company redeems the Notes in partthese circumstances, upon giving not less than thirty nor more than sixty calendar days’ notice it will do so at a Redemption Price equal to the Holders, with a copy to the Trustee (which notice will be irrevocable) at 100% of the principal amount thereofof the Notes redeemed, plus accrued interest and unpaid interest, if any, and any Additional Amounts payable with respect theretoother amounts due to the redemption date. If the Company becomes entitled to redeem the Notes in these circumstances, only if the Issuer or it may do so at any time on a Guarantor has or shall become obligated to pay Additional Amounts (x) with respect to such Notes, as a result redemption date of any change in, or amendment toits choice. However, the laws, treaties, or regulations Company must give the Holders of Notes being redeemed notice of the Cayman Islands redemption not less than 10 days or Brazil or any Governmental Authority thereof or therein having power to tax, or any change in more than 60 days before the application or official interpretation of such laws, treaties or regulations, or (y) with respect to redemption date and not more than 90 days before the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance of the Notes. No such notice of redemption will be given earlier than sixty calendar days prior to the earliest next date on which the Issuer or a Guarantor it would be obligated to pay such Additional Amounts if a payment additional amounts. In addition, the Company’s obligation to pay additional amounts must remain in respect of such Notes or effect when it gives the Guarantee were then due. Prior to the publication or mailing of any notice of redemption redemption. Notice of the Company’s intent to redeem the Notes shall not be effective until such time as described above, the Issuer or a Guarantor shall deliver it delivers to the Trustee both a certificate signed by two of its officers stating that the obligation to pay additional amounts cannot be avoided by taking reasonable measures and an opinion of an independent legal counsel of recognized standing or an independent auditor stating that the Issuer or a Guarantor would be Company is obligated to pay Additional Amounts due additional amounts because of an amendment to the changes or change in tax lawslaw, treaties or regulations or position as described in the application or official interpretation thereofpreceding paragraph. The Trustee shall accept such opinion In addition to the Company’s rights to redeem Notes as sufficient evidence of the satisfaction of the conditions precedent set forth above, the Company may at any time and from time to time purchase Notes in which event it will be conclusive and binding on the Holdersopen-market transactions, tender offers, privately negotiated purchases or otherwise.

Redemption for Taxation Reasons. (i) The Notes will be redeemableIssuer may redeem all and not some only of the Bonds, at the Issuer’s or any Guarantor’s its option, in wholeat any time, but not in part, upon on giving not less than thirty 30 nor more than sixty calendar 60 days’ notice (a “Tax Redemption Notice”) to the Holders, Bondholders in accordance with a copy to the Trustee Condition 11 (which notice will shall be irrevocable), on the date specified in the Tax Redemption Notice for redemption (the “Tax Redemption Date”) at 100% of the their principal amount thereofamount, plus accrued interest and any Additional Amounts payable with respect thereto, only if (a) the Issuer or a Guarantor satisfies the Trustee immediately prior to the giving of such notice that it has or shall will become obligated obliged to pay Additional Tax Amounts (x) with respect as provided or referred to such Notes, in Condition 9 as a result of any change in, or amendment to, the laws, treaties, laws or regulations of the Cayman Islands or Brazil Hong Kong or, in each case, any political subdivision or any Governmental Authority authority thereof or therein having power to tax, or any change in the general application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties laws or regulations, which change or amendment becomes effective on or after 24 October 2013, and (either in clause (xb) or (y)) occurs after such obligation cannot be avoided by the date of issuance of the Notes. No such notice of redemption will Issuer taking commercially reasonable measures available to it, provided that no Tax Redemption Notice shall be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor would be obligated obliged to pay such Additional Tax Amounts if were a payment in respect of such Notes or the Guarantee were Bonds then due. Prior to the publication or mailing of any notice of redemption of the Notes as described aboveTax Redemption Notice pursuant to this Condition, the Issuer or a Guarantor shall deliver to the Trustee an opinion a certificate signed by two directors of an independent legal counsel of recognized standing the Issuer stating that the obligation referred to in (a) above cannot be avoided by the Issuer or a Guarantor would be obligated taking reasonable measures available to pay Additional Amounts due to it and the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall be entitled to accept such opinion certificate as sufficient evidence of the satisfaction of the conditions condition precedent set forth aboveout in (b) above of this Condition 8(B)(i), in which event it will shall be conclusive and binding on the HoldersBondholders. On the Tax Redemption Date, the Issuer (subject to Condition 8(B)(ii)) shall redeem the Bonds at their principal amount.

Redemption for Taxation Reasons. The Notes If as a result of any change in or amendment to the statutes (or any rules or regulations thereunder) of a Relevant Taxing Jurisdiction, or any amendment to or change in an official interpretation, administration or application of such statutes, rules or regulations (including a holding by a court of competent jurisdiction), which change or amendment becomes effective or, in the case of a change in official interpretation, is announced on or after August 6, 2014 or, if the Relevant Taxing Jurisdiction has changed after August 6, 2014, the date on which such change occurred, the Company or its successor is, or will be redeemablebecome, obligated to pay Additional Amounts as described under Section 4.07, the Company or its successor may, at the Issuer’s or any Guarantor’s its option, in wholeredeem all, but not in partless than all, of the Notes, for cash at a price (the “Tax Redemption Price”) equal to 100% of their principal amount, together with accrued and unpaid interest to, but excluding, the Tax Redemption Date and Additional Amounts, if any, upon giving irrevocable notice in writing to each of the Holder of Notes not less than thirty 20 calendar days nor more than sixty 60 calendar days’ notice days prior to the HoldersTax Redemption Date (the “Tax Redemption Notice” and such redemption, with a copy “Tax Redemption”). However, if the Tax Redemption Date occurs after a Regular Record Date and on or prior to the Trustee (which notice corresponding Interest Payment Date, the Company will pay the full amount of accrued and unpaid interest due on such payment date to the record Holder on the Regular Record Date corresponding to such Interest Payment Date, and the Tax Redemption Price payable to the Holder who presents the Note for redemption will be irrevocable) at 100% of the principal amount thereof, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor has or shall become obligated to pay Additional Amounts (x) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, or regulations of the Cayman Islands or Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such lawsNote and Additional Amounts, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance of the Notesany. No such notice of redemption will Tax Redemption Notice may be given earlier than sixty 60 calendar days prior to the earliest date on which the Issuer Company or a Guarantor would any such successor would, but for such Tax Redemption, be obligated to pay the Additional Amounts. Notwithstanding the foregoing, the Company or any such Additional Amounts if a payment in respect of such Notes or successor shall not have the Guarantee were then due. Prior right to the publication or mailing of any notice of redemption of so redeem the Notes as described aboveunless it has taken reasonable measures to avoid the obligation to pay Additional Amounts. In the event that the Company or any successor elects to so redeem the notes, the Issuer or a Guarantor it shall deliver to the Trustee an opinion Trustee: (1) a certificate, signed in the Company’s name or its successor’s name by any two of an independent legal counsel of recognized standing its executive officers stating that it is entitled to redeem the Issuer Notes pursuant to their terms and setting forth a statement of facts showing that the condition or a Guarantor would be conditions precedent to its right or the right of any successor to so redeem have occurred or been satisfied including, that it cannot avoid payment of such Additional Amounts by taking reasonable measures available to it and that all governmental requirements necessary for the Company or any successor to effect the redemption have been complied with; and (2) an Opinion of Counsel, who is acceptable to the Trustee, to the effect that the Company or its successor has or will become obligated to pay Additional Amounts due as a result of the change or amendment. Notwithstanding the foregoing, if the Company or its successor has given a Tax Redemption Notice, each Holder of Notes shall have the right to elect that such Holder’s Notes will not be subject to such Tax Redemption. If a Holder elects not to be subject to a Tax Redemption, the Company or its successor will not be required to pay Additional Amounts with respect to payments made in respect of such Holder’s Notes following the Tax Redemption Date, and all subsequent payments in respect of such Holder’s Notes will be subject to any tax required to be withheld or deducted under the laws of a Relevant Taxing Jurisdiction. The obligation to pay Additional Amounts to any electing Holder for periods up to the changes in tax laws, treaties or regulations or in Tax Redemption Date will remain subject to the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence of the satisfaction of the conditions precedent exceptions set forth aboveunder Section 4.07. Holders must exercise their option to elect to avoid a Tax Redemption by written notice to the Trustee no later than the 15th calendar day prior to the Tax Redemption Date. In the case of such Tax Redemption, in which event it will be conclusive and binding Holders shall have the right to elect to convert the Notes at any time until the close of business on the Holderssecond Business Day preceding the Tax Redemption Date.

Redemption for Taxation Reasons. The Notes will be redeemableCompany may, at the Issuer’s or any Guarantor’s its option, in wholeredeem the Notes, as a whole but not in part, upon giving not more than 60 nor less than thirty nor more than sixty calendar 30 days’ ' notice to the Holders, with a copy to the Trustee (which notice will be irrevocable) at 100% of their principal amount, together with interest accrued to the principal amount date fixed for redemption, if (i) at any time the Company becomes or would become obligated to pay to the holder of any Note or Coupon Additional Amounts under Section 8 of the Conditions or (ii) on or after January 24, 1997 any action or further action shall have been taken by any taxing authority, or any action shall have been brought in a court of competent jurisdiction, of the United States of America or any political subdivision or taxing authority thereof or therein, whether or not such action was taken or brought with respect to the Company or any affiliate thereof, plus accrued interest and or any Additional Amounts payable with respect theretochange, only if amendment, application, interpretation or execution shall have been officially proposed which, in any such case in the Issuer or a Guarantor has or shall become written opinion of independent counsel reasonably acceptable to the Company, will result in the Company becoming obligated to pay Additional Amounts (x) with respect and such obligation cannot be avoided by the Company taking reasonable measures available to such it, then the Company may, at its option, redeem the Notes, as a result whole but not in part, upon not more than 60 nor less than 30 days' notice of any change in100% of their principal amount, or amendment to, the laws, treaties, or regulations of the Cayman Islands or Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) together with respect interest accrued thereon to the Guarantee, in excess of the Additional Amounts date fixed for redemption; provided that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance of the Notes. No no such notice of redemption will shall be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor Company would be obligated to pay such Additional Amounts if additional amounts were a payment in respect of such the Notes or the Guarantee were then due. Prior to the publication or mailing giving of any notice of redemption of the Notes as described abovepursuant to this paragraph, the Issuer or a Guarantor shall Company will deliver to the Trustee an opinion Fiscal Agent (i) a certificate setting forth a statement of an independent legal counsel of recognized standing stating facts showing that the Issuer or a Guarantor would be obligated to pay Additional Amounts due to the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence of the satisfaction of the conditions precedent to the right to effect such redemption have occurred and (ii) a copy of such opinion of independent counsel. Except as set forth abovein the immediately succeeding paragraph, the Company shall redeem the Notes, as a whole but not in which event it will part, upon not more than 60 nor less than 30 days' notice, at 100% of their principal amount, together with interest accrued to the date fixed for redemption, after determining, based on a written opinion of independent counsel reasonably acceptable to the Company, that any certification, identification or information reporting requirements of United States law or regulation with regard to the nationality, residence or identity (as distinguished from status as a United States Alien (as defined below)) of a beneficial owner who is a United States Alien of a Note or a Coupon thereto would be conclusive applicable to a payment of principal of or interest on a Note or a Coupon appertaining thereto made outside the United States of America (including the States and binding on the Holders.District of Columbia), its territories, its possessions and other areas subject to its jurisdiction (the "United States") by the Company or a Paying Agent as agent for the Company and not as agent for the beneficial owner (other than a

Redemption for Taxation Reasons. The Notes will be redeemable, at If as a result of any change in or amendment to the Issuer’s laws (or any Guarantor’s optionrules or regulations thereunder) of a Taxing Jurisdiction, or any amendment to or change in an official interpretation, administration or application of such laws, any treaties, rules, or related agreements to which the Taxing Jurisdiction is a party or regulations (including a holding by a court of competent jurisdiction), which change or amendment becomes effective or, in wholethe case of a change in official position, but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice is announced on or after the issue date of the Notes or on or after the date a successor to the HoldersCompany assumes the obligations under the Notes, with a copy (i) the Company or any successor to the Trustee (which notice will be irrevocable) at 100% of the principal amount thereof, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor Company has or shall will become obligated to pay Additional Amounts (xas defined below in Section 4.06) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, or regulations (ii) either of the Cayman Islands or Brazil Guarantors or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect successor to the Guarantee, Guarantor has or will become obligated to pay Additional Amounts in excess of the Additional Amounts that a either such Guarantor or any such successor to the Guarantor would be obligated to pay if payments by it were subject to withholding or deduction or withholding at a rate of 15%, % or at a rate of 25% in the case that the Holder of beneficiaries located the Notes is resident in a tax haven jurisdictions jurisdiction for purposes of Brazilian tax lawpurposes (i.e., in each case determined without regard to a country that does not impose any interest, fees, penalties income tax or other similar additions to taxthat imposes it at a maximum rate lower than 20% or where the laws impose restrictions on the disclosure of ownership composition or securities ownership) (the “Minimum Withholding Level”), as a result of any change inthe taxes, or amendment toduties, assessments and other governmental charges described above, the laws, treaties or regulations of the Cayman Islands, Brazil Company or any Governmental Authority thereof or therein having power successor to taxthe Company may, or any change in the application or official interpretation of such lawsat their option, treaties or regulationsredeem all, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance but not less than all, of the Notes, at a redemption price equal to 100% of their principal amount, together with accrued and unpaid interest to the date fixed for redemption, including any Additional Amounts with respect thereto, upon publication of irrevocable notice to Holders not less than 30 days nor more than 60 days prior to the date fixed for redemption. No such notice of such redemption will may be given earlier than sixty calendar 60 days prior to the earliest date on which either (x) the Issuer Company or a any successor to the Company would, but for such redemption, become obligated to pay any Additional Amounts, or (y) in the case of payments made under the Guarantees, either Guarantor would or any successor to the Guarantor would, but for such redemption, be obligated to pay such the Additional Amounts if a payment in respect excess of such Notes the Minimum Withholding Level. For the avoidance of doubt, the Company or the Guarantee were then due. Prior any successor to the publication or mailing of any notice of redemption of Company shall not have the right to so redeem the Notes as described above, the Issuer or a Guarantor shall deliver to the Trustee an opinion of an independent legal counsel of recognized standing stating that the Issuer or a Guarantor would be unless (a) it is obligated to pay Additional Amounts due or (b) either Guarantor or any successor to the changes Guarantor is obliged to pay Additional Amounts which in tax lawsthe aggregate amount to more than the Additional Amounts payable at the Minimum Withholding Level. Notwithstanding the foregoing, treaties the Company or any successor to the Company shall not have the right to so redeem the Notes unless it has taken reasonable measures to avoid the obligation to pay Additional Amounts. For the avoidance of doubt, reasonable measures do not include changing the jurisdiction of incorporation of the Company or any successor to the Company or the jurisdiction of incorporation of a Guarantor or any successor to the Guarantor. In the event that the Company or any successor elects to so redeem the Notes pursuant to Section 3.01(c), it will deliver to the Trustee: (i) a certificate, signed in the name of the Company or any successor to the Company by any two of its executive officers or by its attorney-in-fact in accordance with its bylaws, stating that the Company or any successor to the Company is entitled to redeem the Notes pursuant to their terms and setting forth a statement of facts showing that the condition or conditions precedent to the right of the Company or any successor to the Company to so redeem have occurred or been satisfied; and (ii) an Opinion of Counsel to the effect that (1) the Company or any successor to the Company has or will become obligated to pay Additional Amounts or either Guarantor or any successor to the Guarantor has or will become obligated to pay Additional Amounts in excess of the Additional Amounts payable at the Minimum Withholding Level, (2) such obligation is the result of a change in or amendment to the laws (or any rules or regulations or in the application or official interpretation thereof. The Trustee shall accept such opinion thereunder) of a Taxing Jurisdiction, as sufficient evidence of the satisfaction of the conditions precedent set forth described above, in which event (3) the Company or any successor to the Company, or either Guarantor or any successor to the Guarantor, as the case may be, cannot avoid payment of such Additional Amounts by taking reasonable measures available to it will be conclusive and binding on (4) that all governmental requirements necessary for the HoldersCompany or any successor to the Company to effect the redemption have been complied with.

Redemption for Taxation Reasons. The Notes will Bonds may be redeemable, redeemed at the Issuer’s or any Guarantor’s option, option of the Issuer in whole, but not in part, upon at any time, on giving not less than thirty 30 nor more than sixty calendar 60 days’ notice (a “Tax Redemption Notice”) to the Holders, Bondholders in accordance with a copy Condition 17 (which notice shall be irrevocable) and in writing to the Trustee (which notice will be irrevocable) and the Principal Paying Agent, at 100% of the their principal amount thereof(together with interest accrued up to, plus accrued interest and any Additional Amounts payable with respect theretobut excluding, only the date fixed for redemption), if (i) the Issuer satisfies the Trustee immediately prior to the giving of such notice that it (or if the Issuer or a Guarantor were called, the Guarantor) has or shall will become obligated obliged to pay Additional Tax Amounts (x) with respect as provided or referred to such Notes, in Condition 9 as a result of any change in, or amendment to, the laws, treaties, laws or regulations of the Cayman Islands or Brazil British Virgin Islands, the PRC or any Governmental Authority political subdivision or any authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties laws or regulations, or regulations (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard including but not limited to any interest, fees, penalties or other similar additions to tax, as decision by a result court of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulationscompetent jurisdiction), which change or amendment becomes effective on or after 25 January 2021; and (either in clause ii) such obligation cannot be avoided by the Issuer (xor the Guarantor, as the case may be) or (y)) occurs after the date of issuance of the Notes. No such notice of redemption will taking reasonable measures available to it, provided that no Tax Redemption Notice shall be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer (or a Guarantor the Guarantor, as the case may be) would be obligated obliged to pay such Additional Tax Amounts if were a payment in respect of such Notes the Bonds (or the Guarantee were Guarantee, as the case may be) then due. Prior to the publication or mailing giving of any notice of redemption of the Notes as described aboveTax Redemption Notice pursuant to this Condition 7(b), the Issuer or a Guarantor shall deliver to the Trustee an opinion (A) a certificate in English signed by any Authorised Signatory of an independent legal counsel of recognized standing the Issuer (or the Guarantor, as the case may be) stating that the obligation referred to in (i) above of this Condition 7(b) cannot be avoided by the Issuer (or a Guarantor would be obligated the Guarantor, as the case may be) taking reasonable measures available to it; and (B) an opinion, in form and substance satisfactory to the Trustee, of independent tax or legal advisers of recognised standing to the effect that the Issuer (or the Guarantor, as the case may be) has or will become obliged to pay such Additional Tax Amounts due to the changes in tax laws, treaties as a result of such change or regulations or in the application or official interpretation thereofamendments. The Trustee shall be entitled (but shall not be obliged) to accept and rely upon such certificate and opinion as sufficient evidence of the satisfaction of the conditions precedent set forth aboveout in (i) and (ii) above of this Condition 7(b), in which event it will they shall be conclusive and binding on the HoldersBondholders. The Trustee shall be protected and shall have no liability to any Bondholder or any other person for so accepting and relying on such certificate or opinion. Neither the Trustee nor any of the Agents shall be responsible for monitoring or taking any steps to ascertain whether any of the circumstances mentioned in this Condition 7(b) has occurred or for calculating or verifying the calculations of any amount payable under any notice of redemption under this Condition 7(b) and none of them shall be liable to the Bondholders or the Issuer or the Guarantor or any other person for not doing so.

Redemption for Taxation Reasons. The Notes will be redeemableAt any time the Issuer may, at the Issuer’s or any Guarantor’s option, in whole, but not in part, upon giving having given not less than thirty 30 nor more than sixty calendar 60 days’ notice (a “Tax Redemption Notice”) to the Holders, Bondholders in accordance with a copy Condition 15 (Notices) redeem (subject to the Trustee (which notice will be irrevocablesecond following paragraph) at 100% all but not some only of the Bonds for the time being outstanding on the date (the “Tax Redemption Date”) specified in the Tax Redemption Notice at their principal amount thereofamount, plus accrued interest and any Additional Amounts payable with respect thereto, only if (i) the Issuer or a Guarantor has or shall will become obligated obliged to pay Additional Amounts additional amounts in respect of payments on the Bonds pursuant to Condition 9 (xTaxation) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, laws or regulations of the Cayman Islands or Brazil Italy or any Governmental Authority political subdivision or any authority thereof or therein having power to tax, or any change in the general application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties laws or regulations, which change or amendment (either in clause (x) becomes effective on or (y)) occurs after the date of issuance of Closing Date, and (ii) such obligation cannot be avoided by the Notes. No Issuer taking reasonable measures available to it, provided that no such notice of redemption will shall be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor would be obligated obliged to pay such Additional Amounts if additional amounts were a payment in respect of such Notes or the Guarantee were Bonds then duedue (the “Tax Call”). Prior to the publication or mailing of any notice of redemption of the Notes as described abovepursuant to this paragraph, the Issuer or a Guarantor shall deliver to the Trustee Principal Paying, Transfer and Conversion Agent (a) a certificate signed by two directors of the Issuer stating that the obligation referred to in (i) above cannot be avoided by the Issuer taking reasonable measures available to it and (b) an opinion of an independent legal counsel or tax advisers of recognized recognised international standing stating to the effect that such change or amendment has occurred and that the Issuer has or a Guarantor would will be obligated obliged to pay Additional Amounts due such additional amounts as a result thereof (irrespective of whether such amendment or change is then effective). On the Tax Redemption Date the Issuer shall (subject to the changes next following paragraph) redeem the Bonds at their principal amount. If the Issuer gives a Tax Redemption Notice, each Bondholder will have the right to elect that his Bonds shall not be redeemed and that the provisions of Condition 9 (Taxation) shall not apply in tax lawsrespect of any payment to be made on such Bonds which falls due after the relevant Tax Redemption Date, treaties whereupon no additional amounts shall be payable in respect thereof pursuant to Condition 9 (Taxation) and payment of all amounts on such Bonds shall be made subject to the deduction or regulations withholding of any Italian taxation required to be withheld or deducted. To exercise such right, the holder of the relevant Bond must complete, sign and deposit at the specified office of any Paying, Transfer and Conversion Agent a duly completed and signed notice of election, in the application form for the time being current, obtainable from the specified office of any Paying, Transfer and Conversion Agent together with the relevant Bonds on or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence of before the satisfaction of day falling 10 days prior to the conditions precedent set forth above, in which event it will be conclusive and binding on the HoldersTax Redemption Date.

Redemption for Taxation Reasons. The Notes will may be redeemable, redeemed at the Issuer’s or any Guarantor’s option, option of the Issuer in whole, but not in part, upon at any time, on giving not less than thirty 30 nor more than sixty calendar 60 days’ notice to the Holders, with a copy to the Trustee Noteholders (which notice will shall be irrevocable), at their principal amount, (together with interest accrued to (but excluding) at 100% of the principal amount thereofdate fixed for redemption), plus accrued interest and any Additional Amounts payable with respect theretoif (i) the Issuer (or, only if the Issuer or a Guarantor Guarantee were called, the Guarantor) has or shall will become obligated obliged to pay Additional Amounts (x) with respect additional amounts as provided or referred to such Notesin Condition 7 or the Guarantee, as the case may be, as a result of any change in, or amendment to, the laws, treaties, laws or regulations of Luxembourg (in the Cayman Islands case of a payment by the Issuer) or Brazil Switzerland (in the case of a payment by the Guarantor) or, in each case, any political subdivision or any Governmental Authority authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties laws or regulations, which change or amendment becomes effective on or after 19 November 2020, and (either in clause ii) such obligation cannot be avoided by the Issuer (xor the Guarantor, as the case may be) or (y)) occurs after the date of issuance of the Notes. No taking reasonable measures available to it, provided that no such notice of redemption will shall be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer (or a Guarantor the Guarantor, as the case may be) would be obligated obliged to pay such Additional Amounts if additional amounts were a payment in respect of such the Notes (or the Guarantee were Guarantee, as the case may be) then due. Prior to Before the publication or mailing of any notice of redemption of the Notes as described abovepursuant to this paragraph, the Issuer or a Guarantor shall deliver to the Trustee an opinion Fiscal Agent a certificate signed by two directors of an independent legal counsel of recognized standing the Issuer (or the Guarantor, as the case may be) stating that the Issuer or is entitled to effect such redemption and setting forth a Guarantor would be obligated to pay Additional Amounts due to the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence statement of the satisfaction of facts showing that the conditions precedent set forth aboveto the right of the Issuer so to redeem have occurred, and an opinion of independent legal advisers of recognised standing (which may be addressed to the Issuer or the Guarantor) to the effect that the Issuer (or the Guarantor, as the case may be) has or will become obliged to pay such additional amounts as a result of such change or amendment. Upon the expiry of any such notice as is referred to in which event it will be conclusive and binding on this Condition 5(b), the HoldersIssuer shall redeem the Notes in accordance with this Condition 5(b).

Redemption for Taxation Reasons. The Company may redeem the Notes will be redeemable, at the Issuer’s or any Guarantor’s option, its option in whole, but not in part, upon at any time, on giving not less than thirty 30 nor more than sixty calendar 60 days’ written notice to the Holders, with a copy to the Trustee (which notice will be irrevocable) to the Trustee and, if applicable, to the CNV, in writing and to the Luxembourg Stock Exchange, if the rules of such exchange so require, such notice to be given by publication in the English language in a leading newspaper having general circulation in Luxembourg (which is expected to be the d’Wort or the Tageblatt), or, alternatively, on the website of the Luxembourg Stock Exchange at hxxx://xxx.xxxxxx.xx. The notes may be redeemed at a redemption price equal to 100% of the outstanding principal amount thereof, plus together with any accrued but unpaid interest and any Additional Amounts payable with respect theretoto the date fixed for redemption, only if the Issuer or a Guarantor has or shall become obligated to pay Additional Amounts (x) with respect to such Notesif, as a result of any change in, or amendment to, the laws, treaties, laws (or any regulations or rulings issued thereunder) of the Cayman Islands or Brazil Republic of Argentina or any Governmental Authority thereof political subdivision of or therein having power to tax, any taxing authority in the Republic of Argentina (each an Argentine Tax Jurisdiction) or any change in the application application, administration or official interpretation of such laws, treaties regulations or regulationsrulings, including, without limitation, the holding of a court of competent jurisdiction, the Company has or (y) will become obligated to pay Additional Amounts with respect to the Guarantee, a payment on or in excess respect of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulationsNotes, which change or amendment (either in clause (x) becomes effective on or (y)) occurs after the date of issuance of the NotesNotes (or, in the case of a successor Person to the Company, as of the date such Person assumes the obligations of the Company), and the Company determines in good faith that such obligation cannot be avoided by its taking reasonable measures available to it. No such notice of redemption will may be given earlier than sixty calendar 60 days prior to the earliest date on which the Issuer or a Guarantor we would be obligated to pay such Additional Amounts if were a payment in respect of such the Notes or the Guarantee were then due. Prior to the publication or mailing distribution of any notice of redemption of the Notes as described abovepursuant to this paragraph, the Issuer or a Guarantor shall Company will deliver to the Trustee an opinion of an independent legal counsel of recognized standing a certificate signed by a duly authorized Officer stating that it has or will become obligated to pay Additional Amounts as a result of such change or amendment, and that such obligation cannot be avoided by its taking reasonable measures available to it. The Company will also deliver to the Issuer Trustee, prior to the distribution of such notice, an Opinion of Counsel to the effect that as a result of such change or a Guarantor would amendment the Company will be obligated to pay Additional Amounts due to the changes in tax laws, treaties or regulations or in the application or official interpretation thereofAmounts. The Trustee shall will be entitled to accept such certificate and such opinion as sufficient evidence of the satisfaction of the conditions precedent set forth abovecontained in the second preceding sentence, in which event it will be conclusive and binding on the Holders.

Redemption for Taxation Reasons. The If so provided hereon, the Notes will may be redeemable, redeemed at the Issuer’s or any Guarantor’s option, option of the relevant Issuer in whole, but not in part, upon on any Interest Payment Date or, if so specified hereon, at any time on giving not less than thirty 30 nor more than sixty calendar 60 days’ notice to the Holders, with a copy to the Trustee Noteholders (which notice will shall be irrevocable), at their Redemption Amount or (in the case of Zero Coupon Notes) at 100% of Early Redemption Amount (as defined in Condition 6(h) below) (together with interest accrued to (but excluding) the principal amount thereofdate fixed for redemption), plus accrued interest and any Additional Amounts payable with respect theretoif (i) the relevant Issuer (or, only if the Issuer or a Guarantor Guarantee was called, the Guarantor) has or shall will become obligated obliged to pay Additional Amounts (x) with respect additional amounts as provided or referred to in Condition 8, or increase the payment of such Notesadditional amounts, as a result of any change in, or amendment to, the laws, treaties, or regulations of the Cayman Islands or Brazil laws (or any Governmental Authority regulations, rulings or other administrative pronouncements promulgated thereunder) of Singapore or any political subdivision or any authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties rulings or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulationsadministrative pronouncements, which change or amendment (either in clause (x) is made public on or (y)) occurs after the Issue Date or any other date of issuance of specified in the Notes. No Pricing Supplement, and (ii) such obligations cannot be avoided by the relevant Issuer or, as the case may be, the Guarantor, taking reasonable measures available to it, provided that no such notice of redemption will shall be given earlier than sixty calendar 90 days prior to the earliest date on which the relevant Issuer or a or, as the case may be, the Guarantor would be obligated obliged to pay such Additional Amounts if additional amounts were a payment in respect of such the Notes or the Guarantee were then due. Prior to the publication or mailing of any notice of redemption of the Notes as described abovepursuant to this paragraph, the relevant Issuer or a Guarantor shall deliver to the Issuing and Paying Agent and the Trustee a certificate signed by a duly authorised officer of the relevant Issuer or, as the case may be, the Guarantor, stating that the relevant Issuer is entitled to effect such redemption and setting forth a statement of facts showing that the conditions precedent to the right of the relevant Issuer so to redeem have occurred, and an opinion of an independent tax or legal counsel advisers of recognized recognised standing stating to the effect that the relevant Issuer or, as the case may be, the Guarantor, has or a Guarantor would be obligated is likely to become obliged to pay Additional Amounts due to the changes in tax laws, treaties such additional amounts as a result of such change or regulations or in the application or official interpretation thereofamendment. The Trustee shall be entitled to accept such certificate and opinion as sufficient evidence of the satisfaction of the conditions precedent set forth out above, in which event it will shall be conclusive and binding on the HoldersNoteholders.

Redemption for Taxation Reasons. The Notes will be redeemable, at (a) If as a result of any change in or amendment to the Issuer’s laws (or any Guarantor’s optionrules or regulations promulgated thereunder) of a Relevant Taxing Jurisdiction, or any amendment to or change in official position regarding the application, interpretation or administration of such laws, treaties, rules, or regulations (including a holding by a court of competent jurisdiction), which change or amendment becomes effective or, in wholethe case of a change in official position, but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice to is announced on or after the Holdersissue date of the Notes or, with respect to a copy to successor, after the Trustee date a successor assumes the obligations under the Notes, (which notice will be irrevocablei) at 100% of the principal amount thereof, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor has or shall will become obligated to pay Additional Amounts (x) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, or regulations of the Cayman Islands or Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, described above under Section 3.01 in excess of the Additional Amounts that a Guarantor the Issuer would be obligated to pay if payments by it were subject to withholding or deduction at a rate of 0% or (ii) Ultrapar or Ipiranga has or will become obligated to pay Additional Amounts as described above under Section 3.01 in excess of the Additional Amounts Ultrapar or Ipiranga would be obligated to pay if such payments were subject to withholding or deduction at a rate of 15%, % or 25% in , depending on the case location of beneficiaries the holder of the Notes (i.e. if the holder of the Notes is located in a favorable tax haven jurisdictions for purposes of jurisdiction as defined by applicable Brazilian tax lawrules), or, in each case determined without regard to any interesteither case, fees, penalties or other similar additions to taxat a lower rate if there is an applicable tax treaty between Brazil and the country where the holder of the Notes is domiciled providing for such lower rate, as a result of any change inthe taxes, or amendment toduties, assessments and other governmental charges described above (the rates in (i) and (ii), the laws“Minimum Withholding Level”), treaties or regulations of the Cayman IslandsIssuer may, Brazil or any Governmental Authority thereof or therein having power to taxat its option, or any change in the application or official interpretation of such lawsredeem all, treaties or regulationsbut not less than all, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance of the Notes. No such , at a redemption price equal to 100% of their principal amount then Outstanding, together with interest accrued to the date fixed for redemption, upon delivery of irrevocable notice of redemption will to the holders not less than 30 days nor more than 90 days prior to the date fixed for redemption. No notice of such redemption may be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor would would, but for such redemption, be obligated to pay such the Additional Amounts if a payment in respect of such Notes or above the Guarantee were then dueMinimum Withholding Level. Prior The Trustee shall be provided notice by mail not less than 30 days prior to the publication or mailing of any date notice of redemption of is given to the Noteholders. The Issuer shall not have the right to so redeem the Notes as described above, in the Issuer or a Guarantor shall deliver to the Trustee an opinion of an independent legal counsel of recognized standing stating that the Issuer or a Guarantor would be obligated event it becomes obliged to pay Additional Amounts due which are less than the Additional Amounts payable at the Minimum Withholding Level. Notwithstanding the foregoing, the Issuer shall not have the right to so redeem the changes in tax lawsNotes unless: (i) it cannot avoid the obligation to pay Additional Amounts by taking reasonable measures; and (ii) it has complied with all necessary Central Bank regulations to legally effect such redemption; provided, treaties or regulations or however, that for this purpose reasonable measures shall not include any change in the application Issuer’s, Ultrapar’s, Ipiranga’s or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence any successor’s jurisdiction of the satisfaction incorporation or organization or location of the conditions precedent set forth above, in which event it will be conclusive and binding on the Holdersits principal executive or registered office.

Redemption for Taxation Reasons. The If as a result of any change in or amendment to the laws (or any rules or regulations thereunder) of the Cayman Islands, Brazil or any political subdivision or taxing authority thereof or therein affecting taxation, or any amendment to or change in an official interpretation, administration or application of such laws, treaties, rules, or regulations (including a holding by a court of competent jurisdiction), which change or amendment becomes effective or, in the case of a change in official position, is announced on or after the Issue Date of the Notes will or on or after the date a successor assumes the obligations under the Notes, (i) the Company has or shall become obligated to pay any Additional Amounts as described below in Section 4.06 or (ii) the Guarantors have or shall become obligated to pay Additional Amounts, as defined below in Section 4.06, in excess of the Additional Amounts the Guarantors would be redeemableobligated to pay if payments were subject to withholding or deduction at a rate of 15% or at a rate of 25% in case the Holder of the Notes is resident in a tax haven jurisdiction (i.e., countries that do not impose any income tax or that impose it at a maximum rate lower than 20% or where the laws impose restrictions on the disclosure of ownership composition or securities ownership) as a result of the taxes, duties, assessments and other governmental charges described above (the “Minimum Withholding Level”), the Company or the Guarantors may, at the Issuer’s or any Guarantor’s their option, in wholeon any Business Day redeem all, but not in partless than all, of the Notes, at a Redemption Price equal to 100% of their principal amount, together with interest accrued to the date fixed for redemption, upon giving publication of irrevocable notice to Holders not less than thirty 30 days nor more than sixty calendar days’ notice 90 days prior to the Holders, with a copy date fixed for redemption. No notice of such redemption may be given earlier than 90 days prior to the Trustee (earliest date on which notice will the Company, the Guarantors would, but for such redemption, be irrevocable) at 100% of obligated to pay the principal amount thereof, plus accrued interest and any Additional Amounts above the Minimum Withholding Level. The Company shall not have the right to so redeem the Notes in the event it becomes obliged to pay Additional Amounts that are less than the Additional Amounts payable at the Minimum Withholding Level. Notwithstanding the foregoing, the Company shall not have the right to so redeem the Notes unless: (i) it has taken reasonable measures to avoid the obligation to pay Additional Amounts (provided, however, that for this purpose reasonable measures shall not include the Company moving or changing jurisdictions); and (ii) it has complied with respect theretoall necessary regulations of the Central Bank of Brazil to legally effect such redemption. In the event that the Company elects to so redeem the Notes pursuant to Section 3.01(c), only if it shall deliver to the Issuer Trustee: (i) a certificate, signed in the name of the Company by any two of its executive officers or by its attorney-in-fact in accordance with its bylaws, stating that the Company is entitled to redeem the Notes pursuant to their terms and setting forth a Guarantor statement of facts showing that the condition or conditions precedent to the right of the Company to so redeem have occurred or been satisfied; and (ii) an Opinion of Counsel to the effect that the Company has or shall become obligated to pay Additional Amounts (x) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, or regulations of the Cayman Islands or Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding payable at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, Minimum Withholding Level as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, which change or amendment (either in clause (x) or (y)) occurs after amendment, that the date Company has taken reasonable measures to avoid the payment of issuance of the Notes. No such notice of redemption will be given earlier than sixty calendar days prior to the earliest date on which the Issuer or a Guarantor would be obligated to pay such Additional Amounts if a payment in respect of such Notes or and that all governmental requirements necessary for the Guarantee were then due. Prior Company to effect the publication or mailing of any notice of redemption of the Notes as described above, the Issuer or a Guarantor shall deliver to the Trustee an opinion of an independent legal counsel of recognized standing stating that the Issuer or a Guarantor would be obligated to pay Additional Amounts due to the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence of the satisfaction of the conditions precedent set forth above, in which event it will be conclusive and binding on the Holdershave been complied with.

Redemption for Taxation Reasons. The Except in the case of Notes will issued by Natixis where "Tax Gross-up" is specified as "Not Applicable" in the applicable Final Terms, if, by reason of any change in Luxembourg law (in the case of Notes issued by Natixis Structured Issuance SA) or French law (in the case of Notes issued by NATIXIS), or in either case any change in the official application or interpretation of such law, becoming effective after the Issue Date, the relevant Issuer would, on the occasion of the next payment of principal or interest due in respect of the Notes, not be redeemableable to make such payment without having to pay additional amounts as specified under Condition 8, the relevant Issuer may, at the Issuer’s or any Guarantor’s its option, on any Interest Payment Date or, if so specified hereon, at any time, subject to having given not more than 45 nor less than 30 days' prior notice to the Noteholders (which notice shall be irrevocable), in wholeaccordance with Condition 14, redeem all, but not some only, of the Notes at their Redemption Amount (together with any interest accrued to the date set for redemption) provided that the due date for redemption of which notice hereunder may be given shall be no earlier than the latest practicable date on which the relevant Issuer could make payment of principal and interest without withholding for Luxembourg or French taxes, as applicable. In the case of Notes issued by NATIXIS only and except where "Tax Gross-up" is specified as "Not Applicable" in partthe applicable Final Terms, if NATIXIS as Issuer would on the next payment of principal or interest in respect of the Notes be prevented by French law from making payment to the Noteholders, Receiptholders or Couponholders of the full amount then due and payable, notwithstanding the undertaking to pay additional amounts contained in Condition 8, then NATIXIS as Issuer shall forthwith give notice of such fact to the Fiscal Agent and NATIXIS as Issuer shall upon giving not less than thirty nor more than sixty calendar seven days’ ' prior notice to the HoldersNoteholders in accordance with Condition 14, redeem all, but not some only, of the Notes then outstanding at their Redemption Amount (together with a copy (unless specified otherwise in the applicable Final Terms) any interest accrued to the Trustee date set for redemption) on (A) the latest practicable Interest Payment Date on which NATIXIS as Issuer could make payment of the full amount then due and payable in respect of the Notes, Receipts or Coupons provided that if such notice would expire after such Interest Payment Date the date for redemption pursuant to such notice to Noteholders shall be the later of (i) the latest practicable date on which NATIXIS as Issuer could make payment of the full amount then due and payable in respect of the Notes, Receipts or Coupons and (ii) 14 days after giving notice to the Fiscal Agent as aforesaid or (B) if so specified in the applicable Final Terms, at any time, provided that the due date for redemption of which notice hereunder shall be given shall be the latest practicable date at which NATIXIS as Issuer could make payment of the full amount payable in respect of the Notes, Receipts or Coupons or, if that date is passed, as soon as practicable thereafter. In the case of Notes issued by Natixis Structured Issuance SA only, if, following the occurrence of a Loan Tax Event (as defined below), NATIXIS gives to Natixis Structured Issuance SA notice of its intention to prepay the whole (and not part) of any of the loans made under the Loan Agreement (as defined below) corresponding to a particular Tranche of Notes specified in such notice, Natixis Structured Issuance SA may, at its option, at any time, subject to having given not more than 45 nor less than 15 Business Days' prior notice to the Noteholders (which notice will shall be irrevocable) at 100% ), in accordance with Condition 14, redeem all, but not some only, of the principal amount thereof, plus Notes of that Tranche at their Redemption Amount (together with any interest accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor has or shall become obligated to pay Additional Amounts (x) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, or regulations of the Cayman Islands or Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess date set for redemption) provided that the due date for redemption of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance of the Notes. No such notice of redemption will hereunder may be given shall be no earlier than sixty calendar days prior to the earliest date on which the Issuer or a Guarantor would be obligated to pay such Additional Amounts if a payment NATIXIS has notified Natixis Structured Issuance SA that it will prepay in respect of such Notes or the Guarantee were then due. Prior to the publication or mailing of any notice of redemption whole but not in part all of the Notes as described above, relevant loans under the Issuer or a Guarantor shall deliver to the Trustee an opinion of an independent legal counsel of recognized standing stating that the Issuer or a Guarantor would be obligated to pay Additional Amounts due to the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence of the satisfaction of the conditions precedent set forth above, in which event it will be conclusive and binding on the HoldersLoan Agreement.

Redemption for Taxation Reasons. The Except as set forth hereunder, the Notes will may not be redeemable, at the Issuer’s or any Guarantor’s option, in whole, but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice redeemed prior to the Holders, with a copy to the Trustee maturity. If (which notice will be irrevocablea) at 100% of the principal amount thereof, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor has or shall become obligated to pay Additional Amounts (x) with respect to such Notes, as a result of any change in, or amendment to, the laws, treatieslaws (or any regulations or rulings promulgated thereunder) of the United States (or any political subdivision or taxing authority thereof or therein), or regulations of the Cayman Islands or Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in official position regarding the application or official interpretation of such laws, treaties regulations or regulationsrulings, which change or amendment (either in clause (x) is announced or becomes effective on or after July 25, 2000, the Issuer becomes or will become obligated to pay additional amounts as described herein under the heading "Payment of Additional Amounts" or (y)b) occurs any act is taken by a taxing authority of the United States on or after July 25, 2000, whether or not such act is taken with respect to the Issuer or any affiliate, that results in a substantial probability that the Issuer will or may be required to pay such additional amounts, then the Issuer may, at its option, redeem the Notes, as a whole but not in part, upon not less than 35 days' nor more than 60 days' published notice in accordance with "Notices" below at 100% of their principal amount together with interest accrued thereon to the respective date fixed for redemption; provided that the Issuer determines in its business judgment, that the obligation to pay such additional amounts cannot be avoided by the use of issuance reasonable measures available to the Issuer, not including substitution of the obligor under the Notes. No such notice of redemption will pursuant to (b) above may be given earlier than sixty calendar days prior to the earliest date on which made unless the Issuer or a Guarantor would be obligated to pay such Additional Amounts if a payment in respect of such Notes or the Guarantee were then due. Prior to the publication or mailing of any notice of redemption of the Notes as described above, the Issuer or a Guarantor shall deliver to the Trustee have received an opinion of independent counsel to the effect that an independent legal counsel act taken by a taxing authority of recognized standing the United States results in a substantial probability that it will or may be required to pay the additional amounts described herein under the heading "Payment of Additional Amounts" and the Issuer shall have delivered to the Fiscal Agent a certificate, signed by a duly authorized officer, stating that based on such opinion the Issuer or a Guarantor would be obligated is entitled to pay Additional Amounts due redeem the Notes pursuant to the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence of the satisfaction of the conditions precedent set forth above, in which event it will be conclusive and binding on the Holderstheir terms.

Redemption for Taxation Reasons. The Notes will Bonds may be redeemable, redeemed at the Issuer’s or any Guarantor’s option, option of the Issuer in whole, but not in part, upon at any time, on giving not less than thirty 30 nor more than sixty calendar 60 days’ notice (a “Tax Redemption Notice”), which shall specify the date for redemption and the method by which payment shall be made, to the Holders, Bondholders in accordance with a copy Condition 16 (which shall be irrevocable) and in writing to the Trustee (which notice will be irrevocable) and the Principal Paying Agent, at 100% 100 per cent. of the their principal amount thereof(together with any interest accrued to but excluding the date fixed for redemption), plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor satisfies the Trustee immediately prior to the giving of such notice that (i) the Issuer has or shall will become obligated obliged to pay Additional Tax Amounts (x) with respect as provided or referred to such Notes, in Condition 8 as a result of any change in, or amendment to, the laws, treaties, laws or regulations of the Cayman Islands or Brazil PRC or any Governmental Authority political subdivision or any authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties laws or regulations, or regulations (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard including but not limited to any interest, fees, penalties or other similar additions to tax, as decision by a result court of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulationscompetent jurisdiction), which change or amendment becomes effective on or after 27 July 2021, and (either in clause (xii) or (y)) occurs after such obligation cannot be avoided by the date of issuance of the Notes. No such notice of redemption will Issuer taking reasonable measures available to it, provided that no Tax Redemption Notice shall be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor would be obligated obliged to pay such Additional Tax Amounts if were a payment in respect of such Notes or the Guarantee were Bonds then due. Prior to the publication or mailing giving of any notice of redemption of the Notes as described aboveTax Redemption Notice pursuant to this Condition 6(b), the Issuer or a Guarantor shall deliver to the Trustee (A) a certificate in English signed by an opinion of an independent legal counsel of recognized standing Authorised Signatory stating that the obligation referred to in (i) above of this Condition 6(b) cannot be avoided by the Issuer taking reasonable measures available to it, and (B) an opinion, in form and substance satisfactory to the Trustee, of independent tax or a Guarantor would be obligated legal advisers of recognised standing to the effect that the Issuer has or will become obliged to pay such Additional Tax Amounts due to the changes in tax laws, treaties as a result of such change or regulations or in the application or official interpretation thereofamendment. The Trustee shall be entitled (but shall not be obliged) to accept and rely upon such certificate and opinion as sufficient evidence (without further investigation or query and without liability to the Bondholders or any other person) of the satisfaction of the conditions precedent set forth aboveout in (i) and (ii) above of this Condition 6(b), in which event it will they shall be conclusive and binding on the HoldersBondholders.

Redemption for Taxation Reasons. The Company may redeem the Notes will be redeemable, at the Issuer’s or any Guarantor’s option, its option in whole, but not in part, upon at any time, on giving not less than thirty 30 nor more than sixty calendar 60 days’ written notice to the Holders, with a copy to the Trustee (which notice will be irrevocable) to the Trustee and, if applicable, to the CNV, in writing and to the Luxembourg Stock Exchange, if the rules of such exchange so require, such notice to be given by publication in the English language in a leading newspaper having general circulation in Luxembourg (which is expected to be the d’Wort or the Tageblatt), or, alternatively, on the website of the Luxembourg Stock Exchange at xxxx://xxx.xxxxxx.xx. The notes may be redeemed at a redemption price equal to 100% of the outstanding principal amount thereof, plus together with any accrued but unpaid interest and any Additional Amounts payable with respect theretoto the date fixed for redemption, only if the Issuer or a Guarantor has or shall become obligated to pay Additional Amounts (x) with respect to such Notesif, as a result of any change in, or amendment to, the laws, treaties, laws (or any regulations or rulings issued thereunder) of the Cayman Islands or Brazil Republic of Argentina or any Governmental Authority thereof political subdivision of or therein having power to tax, any taxing authority in the Republic of Argentina (each an Argentine Tax Jurisdiction) or any change in the application application, administration or official interpretation of such laws, treaties regulations or regulationsrulings, including, without limitation, the holding of a court of competent jurisdiction, the Company has or (y) will become obligated to pay Additional Amounts with respect to the Guarantee, a payment on or in excess respect of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulationsNotes, which change or amendment (either in clause (x) becomes effective on or (y)) occurs after the date of issuance of the NotesNotes (or, in the case of a successor Person to the Company, as of the date such Person assumes the obligations of the Company), and the Company determines in good faith that such obligation cannot be avoided by its taking reasonable measures available to it. No such notice of redemption will may be given earlier than sixty calendar 60 days prior to the earliest date on which the Issuer or a Guarantor we would be obligated to pay such Additional Amounts if were a payment in respect of such the Notes or the Guarantee were then due. Prior to the publication or mailing distribution of any notice of redemption of the Notes as described abovepursuant to this paragraph, the Issuer or a Guarantor shall Company will deliver to the Trustee an opinion of an independent legal counsel of recognized standing a certificate signed by a duly authorized Officer stating that it has or will become obligated to pay Additional Amounts as a result of such change or amendment, and that such obligation cannot be avoided by its taking reasonable measures available to it. The Company will also deliver to the Issuer Trustee, prior to the distribution of such notice, an Opinion of Counsel to the effect that as a result of such change or a Guarantor would amendment the Company will be obligated to pay Additional Amounts due to the changes in tax laws, treaties or regulations or in the application or official interpretation thereofAmounts. The Trustee shall will be entitled to accept such certificate and such opinion as sufficient evidence of the satisfaction of the conditions precedent set forth abovecontained in the second preceding sentence, in which event it will be conclusive and binding on the Holders.

Redemption for Taxation Reasons. The All but not some only of the Notes will (other than any Notes in respect of which the relevant Noteholders have elected not to have redeemed as described below) may be redeemable, redeemed at their Early Redemption Amount (as defined below) on the date fixed for redemption (the “Tax Redemption Date”) at the Issuer’s or option of the Issuer at any Guarantor’s optiontime, in whole, but not in part, upon on giving not less fewer than thirty 30 nor more than sixty calendar 60 days’ notice (a “Tax Redemption Notice”) to the Holders, Noteholders in accordance with a copy to the Trustee Condition 16 (which notice will shall be irrevocable) at 100% of the principal amount thereof, plus accrued interest and any Additional Amounts payable with respect thereto, only if (i) either the Issuer or a (upon failure by the Issuer) the Guarantor has or shall will become obligated obliged to pay Additional Amounts (xas defined in Condition 11) with respect to such Notes, or further Additional Amounts as a result of any change in, or amendment to, the lawslaws (or any regulations, treatiesrulings or other administrative pronouncements promulgated thereunder) of Bermuda, or regulations of the Cayman Islands or Brazil Hong Kong or any Governmental Authority political subdivision or any authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties rulings or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, administrative pronouncements which change or amendment becomes effective on or after 12 January 2005; and (either in clause ii) such obligation cannot be avoided by the Issuer (xor the Guarantor, as the case may be) or (y)) occurs after the date of issuance of the Notestaking reasonable measures available to it. No such notice of redemption will Tax Redemption Notice shall be given earlier than sixty calendar 90 days prior to nor later than 90 days after, the earliest date on which the Issuer (or a Guarantor the Guarantor, as the case may be) would be obligated obliged to pay such Additional Amounts if were a payment in respect of such the Notes or the Guarantee were then due. Prior to the publication or mailing of any notice of redemption of the Notes as described aboveTax Redemption Notice, the Issuer or a Guarantor shall deliver to the Trustee an opinion a certificate signed by two Directors of an independent legal counsel of recognized standing the Issuer (or the Guarantor, as the case may be) stating that the obligation referred to in (i) above can not be avoided by the Issuer (or a Guarantor would be obligated the Guarantor, as the case may be) taking reasonable measures available to pay Additional Amounts due to it and the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall be entitled to accept such opinion certificate as sufficient evidence of the satisfaction of the conditions precedent set forth out in (i) and (ii) above, in which event it will and shall not be required to make Terms and conditions of the Notes any further enquiry into such circumstances and shall not incur liability to any person (including any Noteholder) as a result of relying on such certificate. If accepted, any such certificate shall be conclusive and binding on the HoldersNoteholders. If the Issuer gives a Tax Redemption Notice, each Noteholder will have the right to elect that his Note(s) shall not be redeemed and that the provisions of Condition 11 shall not apply in respect of the withholding or deduction that gave rise to the right of the Issuer to give such Tax Redemption Notice in respect of any payment of principal, premium or interest to be made in respect of such Note(s) which falls due after the relevant Tax Redemption Date whereupon no Additional Amount shall be payable in respect thereof pursuant to Condition 11 in respect of the withholding or deduction that gave rise to the right of the Issuer to give such Tax Redemption Notice and payment of all amounts shall be made subject to the deduction or withholding of such taxation required to be withheld or deducted by the laws of Bermuda, the Cayman Islands or Hong Kong or any political subdivision or any authority thereof or therein having the power to tax. To exercise a right pursuant to this Condition 9(b), the relevant Noteholder must present the Certificate representing his Note(s) together with a duly completed and signed notice of exercise in the form (for the time being current) obtainable from the specified office of any Paying Agent (a “Noteholder’s Tax Exercise Notice”) on or before the day falling 10 business days (in the location of the relevant Paying Agent’s specified office) prior to the Tax Redemption Date at the specified office of any Paying Agent.

Redemption for Taxation Reasons. The Notes will be redeemable, at the Issuer’s or any Guarantor’s option, in whole, but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice to the Holders, with a copy to the Trustee (which notice will be irrevocable) at 100% of the principal amount thereof, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor has or shall become obligated to pay Additional Amounts (x) with respect to such Notes, If as a result of any change inin or amendment to the laws (or any rules or regulations thereunder) of a Relevant Jurisdiction, or any amendment toto or change in an official interpretation, the administration or application of such laws, treaties, rules, or regulations (including a holding by a court of competent jurisdiction), which change or amendment becomes effective or, in the case of a change in official position, is announced on or after the later of the Cayman Islands Issue Date or Brazil the date a Relevant Jurisdiction becomes a Relevant Jurisdiction (a “Change in Tax Law”), the Company or any Governmental Authority thereof or therein having power to tax, Guarantor or any change successor has or will become obligated to pay any Additional Amounts, as described in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the GuaranteeSection 3.01, in excess of the Additional Amounts that a the Company or any Guarantor or any such successor would be obligated to pay if payments by it were subject to withholding or deduction or withholding at a rate of 1515.0%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change inthe taxes, or amendment toduties, assessments and other governmental charges described above, the laws, treaties or regulations of the Cayman Islands, Brazil Company or any Governmental Authority thereof or therein having power to tax, Guarantor or any change in the application or official interpretation of such lawssuccessor may, treaties or regulationsat its option, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance redeem all, but not less than all, of the Notes. No such , at a Redemption Price equal to 100% of their principal amount, together with interest accrued to the date fixed for redemption, upon delivery of irrevocable notice of redemption will to the Trustee and the Holders of the Notes not less than 30 days nor more than 90 days prior to the date fixed for redemption. No notice of such redemption may be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor would be obligated to pay such Additional Amounts if would first be paid were a payment in respect of such Notes or the Guarantee were then due. Prior Notwithstanding the foregoing, the Company or any Guarantor, or any successor shall not have the right to the publication or mailing of any notice of redemption of so redeem the Notes as described above, unless: (i) it determines that it cannot avoid the Issuer or a Guarantor shall deliver to the Trustee an opinion of an independent legal counsel of recognized standing stating that the Issuer or a Guarantor would be obligated obligation to pay Additional Amounts due by taking reasonable measures (provided, however, for this purpose reasonable measures shall not include the Company or any successor moving or changing jurisdiction); and (ii) it has complied with all necessary regulations to the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall accept legally effect such opinion as sufficient evidence of the satisfaction of the conditions precedent set forth above, in which event it will be conclusive and binding on the Holdersredemption.

Redemption for Taxation Reasons. The Notes will be redeemableSubject to Condition 8(B), at the Issuer’s or any Guarantor’s option, in whole, but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice to the Holders, with a copy to the Trustee if (which notice will be irrevocablea) at 100% of the principal amount thereof, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor has or shall become obligated to pay Additional Amounts (x) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, or regulations of the Cayman Islands or Brazil laws (or any Governmental Authority regulations or rulings promulgated under the laws) of Luxembourg (or any taxing authority thereof or therein having power to taxtherein), or any change in in, or amendments to, an official position regarding the application or official interpretation of such laws, treaties regulations or regulationsrulings, which change or (y) amendment is announced or becomes effective on or after November 18, 2015, the Issuer becomes or, based upon a written opinion of independent counsel selected by the Issuer, will become obligated to pay Additional Amounts as described under Condition 8 with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction Notes or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, (b) as a result of any change in, or amendment to, the laws (or any regulations or rulings promulgated under the laws, treaties or regulations ) of the Cayman Islands, Brazil United States (or any Governmental Authority taxing authority thereof or therein having power to taxtherein), or any change in in, or amendments to, an official position regarding the application or official interpretation of such laws, treaties regulations or regulationsrulings, which change or amendment (either is announced or becomes effective on or after November 18, 2015, the Guarantor becomes or, based upon a written opinion of independent counsel selected by the Guarantor, will become obligated to pay Additional Amounts as described under Condition 8 with respect to the Notes, then the Issuer may at any time at its option, having given not less than 30 nor more than 60 days prior notice to Noteholders, redeem, in clause (x) or (y)) occurs after whole, but not in part, the date Notes at a redemption price equal to 100% of issuance the principal amount of the Notes. No , together with accrued and unpaid interest on the Notes to, but not including, the date fixed for redemption, provided that no such notice of redemption will shall be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a the Guarantor would be obligated obliged to pay such Additional Amounts if a payment in respect of such the Notes were then due or (as the case may be) a demand under the Guarantee were then duemade and, at the time such notification of redemption is given, such obligation to pay such Additional Amounts remains in effect. Prior to the publication or mailing of any notice of redemption of the Notes as described abovepursuant to this Condition 7(3), the Issuer or a Guarantor shall deliver to the Trustee an opinion of an independent legal counsel of recognized standing Fiscal Agent (i) a certificate stating that the Issuer is entitled to effect such redemption and that the conditions precedent to the right of the Issuer to so redeem have occurred and (ii) the written opinion of independent counsel to the effect that the Issuer or a (as the case may be) the Guarantor would be has or will become obligated to pay such Additional Amounts due to the changes in tax laws, treaties as a result of such change or regulations or in the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence of the satisfaction of the conditions precedent set forth above, in which event it will be conclusive and binding on the Holdersamendment.

Redemption for Taxation Reasons. The Notes will be redeemableCompany may, at the Issuer’s or any Guarantor’s its option, redeem the Notes, in whole, whole but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice at a price (the “Tax Redemption Price”) payable in cash and equal to the Holders, with a copy to the Trustee (which notice will be irrevocablei) at 100% of the principal amount thereofof the Notes being redeemed, plus (ii) accrued interest and unpaid interest, if any, to, but excluding, the Tax Redemption Date, including for the avoidance of doubt any Additional Amounts payable with respect theretoto such Tax Redemption Price, only if the Issuer Company has, or a Guarantor has or shall on the next Interest Payment Date would, become obligated to pay to the Holders Additional Amounts (xthat are more than a de minimis amount) with respect to such Notes, as a result of (1) any change in, or amendment toon or after the date of the Offering Memorandum (or, in the lawscase of a jurisdiction that becomes a Relevant Taxing Jurisdiction after such date, treaties, after such later date) in the laws or any rules or regulations of the Cayman Islands a Relevant Taxing Jurisdiction; or Brazil or any Governmental Authority thereof or therein having power to tax, or (2) any change on or after the date of the Offering Memorandum (or, in the case of a jurisdiction that becomes a Relevant Taxing Jurisdiction after such date, after such later date) in an interpretation, administration or application or official interpretation of such laws, treaties rules or regulationsregulations by any legislative body, court, governmental agency, taxing authority or regulatory or administrative authority of such Relevant Taxing Jurisdiction (including the enactment of any legislation and the announcement or publication of any judicial decision or regulatory or administrative interpretation or determination) (each, a “Change in Tax Law” and such redemption, a “Tax Redemption”); provided, that the Company may only elect a Tax Redemption if (x) the Company cannot avoid these obligations by taking commercially reasonable measures available to it; (y) with respect the Company delivers to the Guarantee, Trustee an Opinion of Counsel of recognized standing in excess of the Relevant Taxing Jurisdiction and an Officer’s Certificate attesting to such Change in Tax Law and obligation to pay Additional Amounts; and (z) the obligation to pay Additional Amounts that a Guarantor would is still in effect on the Tax Redemption Date (or, if the Company fails to pay if payments by it were subject to deduction or withholding at a rate of 15%the Tax Redemption Price on the Tax Redemption Date, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance of the Notes. No such notice of redemption will be given earlier than sixty calendar days prior to the earliest later date on which the Issuer Company pays the Tax Redemption Price); provided further that, if the Tax Redemption Date occurs after a Regular Record Date and on or a Guarantor would be obligated prior to the corresponding Interest Payment Date, the Company shall pay the full amount of accrued and unpaid interest, if any, due on such Additional Amounts if a payment in respect Interest Payment Date to the Holder of record of the Notes on the Regular Record Date corresponding to such Interest Payment Date, and, to the extent of such Notes or payment, the Guarantee were then dueTax Redemption Price will not include the amounts described in clause (ii) above. Prior At least 30 days but not more than 60 days prior to a Tax Redemption Date in connection with a Tax Redemption, the publication or mailing of any Company shall provide a notice of redemption to each Holder of Notes to be redeemed (a “Notice of Tax Redemption”); provided that, as long as the Notes as described aboveare held through the Depositary, the Issuer or a Guarantor shall deliver such notice may be made by electronic transmission to the Trustee an opinion of an independent legal counsel of recognized standing stating that the Issuer or a Guarantor would be obligated to pay Additional Amounts due to the changes in tax lawsDepositary, treaties or regulations or in the application or official interpretation thereofas Holder. The Trustee Notice of Tax Redemption shall accept such opinion as sufficient evidence of specify the satisfaction of the conditions precedent set forth above, in which event it will Notes to be conclusive redeemed and binding on the Holders.shall state:

Redemption for Taxation Reasons. The Notes will be redeemable, at If as a result of any change in or amendment to the Issuer’s laws (or any Guarantor’s optionrules or regulations thereunder) of a Taxing Jurisdiction, or any amendment to or change in an official interpretation, administration or application of such laws, any treaties, rules, or related agreements to which the Taxing Jurisdiction is a party or regulations (including a holding by a court of competent jurisdiction), which change or amendment becomes effective or, in wholethe case of a change in official position, but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice is announced on or after the issue date of the Notes or on or after the date a successor to the HoldersCompany assumes the obligations under the Notes, with a copy (i) the Company or any successor to the Trustee (which notice will be irrevocable) at 100% of the principal amount thereof, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor Company has or shall will become obligated to pay Additional Amounts (xas defined below in Section 4.06) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, or regulations (ii) either of the Cayman Islands or Brazil Guarantors or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect successor to the Guarantee, Guarantor has or will become obligated to pay Additional Amounts in excess of the Additional Amounts that a either such Guarantor or any such successor to the Guarantor would be obligated to pay if payments by it were subject to withholding or deduction or withholding at a rate of 15%, % or at a rate of 25% in the case that the Holder of beneficiaries located the Notes is resident in a tax haven jurisdictions jurisdiction for purposes of Brazilian tax lawpurposes (i.e., in each case determined without regard a country that does not impose any income tax or that imposes it at a maximum rate lower than 20% or where the laws impose restrictions on the disclosure of ownership composition, securities ownership or the beneficial ownership or do not allow for the identification of the beneficiary of income paid to any interestnon-resident persons pursuant to Law No. 11,727 of June 23, fees, penalties or other similar additions to tax2008) (the “Minimum Withholding Level”), as a result of any change inthe taxes, or amendment toduties, assessments and other governmental charges described above, the laws, treaties or regulations of the Cayman Islands, Brazil Company or any Governmental Authority thereof or therein having power successor to taxthe Company may, or any change in the application or official interpretation of such lawsat their option, treaties or regulationsredeem all, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance but not less than all, of the Notes, at a redemption price equal to 100% of their principal amount, together with accrued and unpaid interest to the date fixed for redemption, including any Additional Amounts with respect thereto, upon publication of irrevocable notice to Holders not less than 30 days nor more than 60 days prior to the date fixed for redemption. No such notice of such redemption will may be given earlier than sixty calendar 60 days prior to the earliest date on which either (x) the Issuer Company or a any successor to the Company would, but for such redemption, become obligated to pay any Additional Amounts, or (y) in the case of payments made under the Guarantees, either Guarantor would or any successor to the Guarantor would, but for such redemption, be obligated to pay such the Additional Amounts if a payment in respect excess of such Notes the Minimum Withholding Level. For the avoidance of doubt, the Company or the Guarantee were then due. Prior any successor to the publication or mailing of any notice of redemption of Company shall not have the right to so redeem the Notes as described above, the Issuer or a Guarantor shall deliver to the Trustee an opinion of an independent legal counsel of recognized standing stating that the Issuer or a Guarantor would be unless (a) it is obligated to pay Additional Amounts due or (b) either Guarantor or any successor to the changes in tax laws, treaties or regulations or Guarantor is obliged to pay Additional Amounts that in the application aggregate amount to more than the Additional Amounts payable at the Minimum Withholding Level. Notwithstanding the foregoing, the Company or official interpretation thereofany successor to the Company shall not have the right to so redeem the Notes unless it has taken reasonable measures to avoid the obligation to pay Additional Amounts. The Trustee shall accept such opinion as sufficient evidence For the avoidance of doubt, reasonable measures do not include changing the jurisdiction of incorporation of the satisfaction Company or any successor to the Company or the jurisdiction of the conditions precedent set forth above, in which event it will be conclusive and binding on the Holdersincorporation of a Guarantor or any successor to either Guarantor.

Redemption for Taxation Reasons. The Notes will be redeemable, at If as a result of any change in or amendment to the Issuer’s laws (or any Guarantor’s optionrules or regulations thereunder) of the Relevant Jurisdiction, or any amendment to or change in an official interpretation, administration or application of such laws, treaties, rules, or regulations (including a holding by a court of competent jurisdiction), which change or amendment becomes effective or, in wholethe case of a change in official position, but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice to is announced on or after the Holders, with a copy to the Trustee (which notice will be irrevocable) at 100% issue date of the principal amount thereofNotes or on or after the date a successor assumes the obligations under the Notes, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer Company or a the Guarantor has have or shall will become obligated to pay Additional Amounts (x) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, or regulations of the Cayman Islands or Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a the Company or the Guarantor would be obligated to pay if payments by it were subject to withholding or deduction or withholding at a rate of 15%, % or at a rate of 25% in case the case Holder of beneficiaries located the Notes is resident in a tax haven jurisdictions for purposes jurisdiction, i.e., countries which do not impose any income tax or which impose it at a maximum rate lower than 20% or where the laws impose restrictions on the disclosure of Brazilian tax law, in each case determined without regard to any interest, fees, penalties ownership composition or other similar additions to tax, securities ownership) as a result of any change inthe taxes, or amendment toduties, assessments and other governmental charges described above (the “Minimum Withholding Level”), the lawsCompany may, treaties or regulations of the Cayman Islandsat its option, Brazil or any Governmental Authority thereof or therein having power to taxredeem all, or any change in the application or official interpretation of such lawsbut not less than all, treaties or regulations, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance of the Notes, at a Redemption Price equal to 100% of their principal amount, together with interest accrued to the date fixed for redemption (subject to the right of Holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date), upon publication of irrevocable notice to Holders not less than 30 days nor more than 60 days prior to the date fixed for redemption. No such notice of such redemption will may be given earlier than sixty calendar 60 days prior to the earliest date on which the Issuer or a Guarantor would Company would, but for such redemption, be obligated to pay such the Additional Amounts if a payment in respect of such Notes or above the Guarantee were then dueMinimum Withholding Level. Prior The Company shall not have the right to the publication or mailing of any notice of redemption of so redeem the Notes as described above, in the Issuer or a Guarantor shall deliver to the Trustee an opinion of an independent legal counsel of recognized standing stating that the Issuer or a Guarantor would be obligated event it becomes obliged to pay Additional Amounts due which are less than the Additional Amounts payable at the Minimum Withholding Level. Notwithstanding the foregoing, the Company shall not have the right to so redeem the changes in tax laws, treaties or Notes unless: (i) it has taken reasonable measures to avoid the obligation to pay Additional Amounts; and (ii) it has complied with all applicable regulations or in the application or official interpretation thereof. The Trustee shall accept to legally effect such opinion as sufficient evidence of the satisfaction of the conditions precedent set forth above, in which event it will be conclusive and binding on the Holdersredemption.

Redemption for Taxation Reasons. The Notes will be redeemable, at the Issuer’s or any Guarantor’s option, in whole, but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice to the Holders, with a copy to the Trustee (which notice will be irrevocable) at 100% of the principal amount thereof, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor has or shall become obligated to pay Additional Amounts (x) with respect to such Notes, If as a result of any change in, or amendment to, the laws, treaties, or regulations of the Cayman Islands or Brazil laws (or any Governmental Authority thereof regulations or therein having power to taxrulings promulgated thereunder) of a Relevant Taxing Jurisdiction (as defined below), or any change in the official position regarding the application or official interpretation of such laws, treaties regulations or regulations, or rulings (y) with respect to the Guarantee, in excess including a ruling by a court of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% competent jurisdiction in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulationsRelevant Taxing Jurisdiction), which change or amendment (either in clause (x) is announced and becomes effective on or (y)) occurs after the date of issuance the Offering Memorandum (or, in the case of a Relevant Taxing Jurisdiction that becomes a Relevant Taxing Jurisdiction after the date of the Offering Memorandum, after the date such jurisdiction becomes a Relevant Taxing Jurisdiction), the Issuers become or will become obligated to pay Additional Amounts on the Notes on the next payment date (such change or amendment, a “Change in Tax Law”), the Issuers may, at their option, redeem such series of the Notes. No such , in whole but not in part, upon not less than 10 nor more than 30 days’ prior notice of redemption will be given earlier than sixty calendar days prior electronically or by first class mail, postage prepaid, with a copy to the earliest date Trustee, to each Holder of Notes to the address of such Holder appearing in the Note Register (or otherwise in accordance with the alternative delivery procedures specified in the final paragraph of Section 3.03), at a redemption price equal to 100% of their principal amount plus accrued and unpaid interest, if any, thereon to, but not including, the Redemption Date and all Additional Amounts, if any, then due and which will become due on which the Issuer Redemption Date as a result of the redemption or a Guarantor would be obligated otherwise if the Issuers determine, in their business judgment, that the obligation to pay such Additional Amounts if a payment in respect cannot be avoided by the use of such Notes or reasonable measures available the Guarantee were then dueIssuers, not including substitution of the obligor under the Notes. Prior to the publication or mailing of any notice of redemption of the relevant Notes pursuant to the foregoing (and as described abovea condition to such redemption), the Issuer or a Guarantor shall Issuers will deliver to the Trustee (i) an opinion of an independent legal tax counsel of recognized standing stating reasonably satisfactory to the Trustee to the effect that the Issuer Issuers are or a Guarantor would will be obligated to pay Additional Amounts due as a result of a Change in Tax Law and (ii) an Officer’s Certificate stating that the Issuers are entitled to redeem such series of the Notes pursuant to their terms and that the Issuers cannot avoid their obligation to pay Additional Amounts by taking reasonable measures available to the changes Issuers. If the Issuers redeem the Notes under the circumstances described in tax lawsthis Section 3.10, treaties then, notwithstanding any provision to the contrary set forth in this Section 3.10, payments of interest on the Notes on any Interest Payment Date falling on or regulations prior to the applicable Redemption Date for the Notes will be payable to the Holders of the Notes (or one or more predecessor Notes) of record at the close of business on the relevant record date, all as provided in the application or official interpretation thereofthis Indenture. The Trustee will accept and shall accept be entitled to rely absolutely and without further inquiry on such opinion and Officer’s Certificate as sufficient evidence existence of the satisfaction of the conditions precedent set forth described above, in which event it will be conclusive and binding on the Holders.

Redemption for Taxation Reasons. The Notes will may be redeemableredeemed at any time, at the option of the Issuer’s or any Guarantor’s option, in whole, as a whole but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice as set forth in Section 12.02 at a redemption price equal to the Holders, with a copy to the Trustee (which notice will be irrevocable) at 100% of the principal amount thereof, plus together with accrued and unpaid interest and any Additional Amounts payable with respect theretoto the date fixed for redemption, only if the Issuer or a Guarantor has or shall become obligated to pay Additional Amounts any, if (xa) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, laws (or any regulations or rulings promulgated thereunder) of the Cayman British Virgin Islands or Brazil Hong Kong, as the case may be, (or, in the case of Additional Amounts payable by a successor Person to the Issuer or the Guarantor, the applicable Successor Jurisdiction) or any Governmental Authority political subdivision or taxing authority thereof or therein having power to tax, or any change in or amendment to, any official position regarding the application or official interpretation of such laws, treaties regulations or regulationsrulings (including a holding by a court of competent jurisdiction), which change, amendment, application or interpretation becomes effective on or after the date of this Indenture (or, in the case of Additional Amounts payable by a successor Person to the Issuer or the Guarantor, the date on which such successor Person to the Issuer or the Guarantor, as the case may be, became such pursuant to the applicable provisions of this Indenture), either (x) the Issuer, the Guarantor or any such successor Person to the Issuer or the Guarantor, as the case may be, is, or would be, obligated to pay Additional Amounts upon the next payment of principal or interest in respect of the Notes or the Guarantee or (y) with respect the Guarantor or any such successor Person to the GuaranteeGuarantor is, or would be, obligated to pay Additional Amounts upon the next payment of principal or interest in excess respect of the Additional Amounts that a Guarantor would pay if payments Intercompany Loan and (b) such obligation cannot be avoided by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment toIssuer, the laws, treaties or regulations of the Cayman Islands, Brazil Guarantor or any Governmental Authority thereof or therein having power such successor Person to tax, or any change in the application or official interpretation of such laws, treaties or regulations, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance of the Notes. No such notice of redemption will be given earlier than sixty calendar days prior to the earliest date on which the Issuer or a Guarantor would be obligated the Guarantor, as the case may be, taking reasonable measures available to pay such Additional Amounts if a payment in respect of such Notes or the Guarantee were then dueit. Prior to the publication or mailing giving of any notice of redemption of the Notes as described abovepursuant to the foregoing, the Issuer or a Guarantor any such successor Person to the Issuer shall deliver to the Trustee a notice of such redemption election, an opinion of an in writing signed by independent legal counsel of recognized standing stating that to the Issuer, the Guarantor or any such successor Person to the Issuer or a the Guarantor, as the case may be, to the effect that the Issuer, the Guarantor or any such successor Person to the Issuer or the Guarantor, as the case may be, is, or would be become, obligated to pay such Additional Amounts due as described in clause (a) as the result of such change or amendment, and an Officers' Certificate of the Issuer, the Guarantor or any such successor Person to the changes in tax lawsIssuer or the Guarantor, treaties as the case may be, stating that such amendment or regulations change has occurred, describing the facts leading thereto and stating that such requirement cannot be avoided by the Issuer, the Guarantor or in any such successor Person to the application Issuer or official interpretation thereof. The Trustee shall accept such opinion the Guarantor, as sufficient evidence of the satisfaction of the conditions precedent set forth abovecase may be, in which event it will be conclusive and binding on the Holderstaking reasonable measures available to it.

Redemption for Taxation Reasons. The Notes will be redeemableAt any time the Issuer may, at the Issuer’s or any Guarantor’s option, in whole, but not in part, upon giving having given not less than thirty 30 nor more than sixty calendar 60 days’ notice to the Holders, with a copy Trustee and the Principal Agent and to the Trustee Holders in accordance with Condition 17 (which notice will be irrevocable) ), redeem the Bonds in whole but not in part at 100% of their principal amount, together with interest accrued but unpaid thereon to but excluding the principal amount thereofdate fixed for redemption, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor satisfies the Trustee immediately prior to the giving of such notice that (i) the Issuer has or shall will become obligated obliged to pay Additional Amounts (xas defined in Condition 11) with respect as provided or referred to such Notes, under Condition 11 as a result of any change in, amendment or amendment non-renewal of, or judicial decision relating to, the laws, treaties, law or regulations of the PRC, Hong Kong, the Cayman Islands or Brazil any political subdivision or any Governmental Authority authority thereof or therein or having power to tax, or any change in the general application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties laws or regulations, which change or amendment becomes effective on or after 17 June 2020, and (either in clause (xii) or (y)) occurs after such obligation cannot be avoided by the date of issuance of the Notes. No Issuer taking reasonable measures available to it, provided that no such notice of redemption will be given earlier than sixty calendar 90 days prior to before the earliest date on which the Issuer or a Guarantor would be obligated to pay such Additional Amounts if (as defined in Condition 11) were a payment in respect of such Notes or the Guarantee were Bonds then due; provided further, that no such redemption may be made such that the Redemption Date therefor is set during a Suspension Period. Prior to the delivery or publication or mailing of any notice of redemption of the Notes as described abovepursuant to this Condition 10(C), the Issuer or a Guarantor shall will deliver to the Trustee (a) a certificate signed by two Authorised Signatories of the Issuer stating that the Issuer is entitled to effect such redemption and setting forth a statement of facts showing that the conditions precedent to the right of the Issuer so to redeem have occurred, and (b) an opinion of an independent legal counsel of recognized standing stating or tax advisors to the effect that the Issuer is permitted to effect such redemption pursuant to the terms of the Trust Deed and the Issuer has or a Guarantor would be will become obligated to pay Additional Amounts due to the such amounts as a result of such changes in tax laws, treaties or regulations or in the application or official interpretation thereofamendment. The Trustee shall be entitled (but shall not be obliged) to accept and rely conclusively on such certificate and opinion as sufficient evidence of the satisfaction of the conditions precedent set forth aboveout in this Condition 10(C) without further enquiry and without liability to any Bondholder or any other person, in which event it will the same shall be conclusive and binding on the HoldersBondholders. If the Issuer issues a notice pursuant to this Condition 10(C), each Bondholder will have the right to elect that his Bond(s) shall not be redeemed and that the provisions of Condition 11 shall not apply in respect of any payment to be made in respect of such Bond(s) which falls due after the relevant Redemption Date, whereupon no Additional Amounts shall be payable in respect thereof pursuant to Condition 11 and payment of all amounts shall be made subject to the deduction of withholding of any taxation required to be withheld or deducted. To exercise such a right, the relevant Bondholder must complete, sign and deposit during normal office hours (being between 9:00 a.m. and 3:00 p.m. (local time)) at the specified office of any Paying Agent a duly completed and signed notice of election, in the form for the time being current, obtainable at reasonable times during normal business hours (being between 9:00 a.m. and 3:00 p.m. (local time)) from the specified office of any Paying Agent (a “Tax Option Exercise Notice”) together with the Certificate evidencing the Bonds to be redeemed, on or before the day falling 10 days prior to the relevant Redemption Date. A Tax Option Exercise Notice, once delivered, shall be irrevocable and may not be withdrawn without the Issuer’s consent.

Redemption for Taxation Reasons. The Notes will be redeemable, at the Issuer’s or any Guarantor’s option, in whole, but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice to the Holders, with a copy to the Trustee (which notice will be irrevocable) at 100% of the principal amount thereof, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor has or shall become obligated to pay Additional Amounts (x) with respect to such NotesIf, as a result of any amendment to or change in, or amendment to, in the laws, treaties, laws or regulations of the Cayman Islands United Kingdom or Brazil of any political subdivision thereof or any Governmental Authority authority therein or thereof or therein having power to tax, tax or any change in the official or generally accepted interpretation or application or official interpretation of such lawslaws or regulations which becomes effective on or after the Issue Date, treaties either the Issuer has or regulationswill become obliged to pay any additional amounts as described in Condition 8 or the Guarantor would be unable for reasons outside its control to procure payment by the Issuer and in making payment itself would be required to pay such additional amounts (and such amendment or change has been evidenced by the delivery by the Issuer or the Guarantor, or (y) with respect as the case may be, to the Guarantee, in excess Trustee (who shall accept such certificate and opinion as sufficient evidence thereof) of (i) a certificate signed by a director of the Additional Amounts that Issuer or a Guarantor would pay if payments by it were subject to deduction or withholding at a rate director of 15%the Guarantor, or 25% in as the case may be, on behalf of beneficiaries located the Issuer or the Guarantor, as the case may be, stating that such amendment or change has occurred (irrespective of whether such amendment or change is then effective), the issuer may (having given not less than 30 nor more than 90 days’ irrevocable notice to the Trustee and to the holders in tax haven jurisdictions for purposes accordance with Condition 16) redeem all, but not some only, of Brazilian tax lawthe Notes (other than Notes in respect of which the Issuer shall have given a notice of redemption pursuant to Condition 6(d) or an Exercise Notice in accordance with Condition 6(e), in each case determined without regard prior to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, which change or amendment (either in clause (x) or (ynotice being given under this Condition 6(c)) occurs after at their Redemption Amount, together with accrued interest to the date of issuance of the Notes. No fixed for such redemption, provided that no such notice of redemption will shall be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor the Guarantor, as the case may be, would be obligated required to pay such Additional Amounts if additional amounts were a payment in respect of such Notes or the Guarantee were Note then due. Prior Back to the publication or mailing of any notice of redemption of the Notes as described above, the Issuer or a Guarantor shall deliver to the Trustee an opinion of an independent legal counsel of recognized standing stating that the Issuer or a Guarantor would be obligated to pay Additional Amounts due to the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence of the satisfaction of the conditions precedent set forth above, in which event it will be conclusive and binding on the Holders.Contents

Redemption for Taxation Reasons. The Notes will If so provided hereon, the Perpetual Securities may be redeemable, redeemed at the Issuer’s or any Guarantor’s option, option of the relevant Issuer in whole, but not in part, upon on any Distribution Payment Date or, if so specified hereon, at any time on giving not less than thirty 30 nor more than sixty calendar 60 days’ notice to the Holders, with a copy to the Trustee Perpetual Securityholders (which notice will shall be irrevocable) ), at 100% their Redemption Amount (together with distribution (including Arrears of the principal amount thereof, plus accrued interest Distribution and any Additional Amounts payable with respect theretoDistribution Amount) accrued to (but excluding) the date fixed for redemption), only if (i) the relevant Issuer (or, if the Issuer or a Guarantor Guarantee was called, the Guarantor) has or shall will become obligated obliged to pay Additional Amounts (x) with respect additional amounts as provided or referred to in Condition 7, or increase the payment of such Notesadditional amounts, as a result of any change in, or amendment to, the laws, treaties, or regulations of the Cayman Islands or Brazil laws (or any Governmental Authority regulations, rulings or other administrative pronouncements promulgated thereunder) of Singapore or any political subdivision or any authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties rulings or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulationsadministrative pronouncements, which change or amendment (either in clause (x) is made public on or (y)) occurs after the Issue Date or any other date of issuance of specified in the Notes. No Pricing Supplement, and (ii) such obligations cannot be avoided by the relevant Issuer or, as the case may be, the Guarantor, taking reasonable measures available to it, provided that no such notice of redemption will shall be given earlier than sixty calendar 90 days prior to the earliest date on which the relevant Issuer or a or, as the case may be, the Guarantor would be obligated obliged to pay such Additional Amounts if additional amounts were a payment in respect of such Notes or the Guarantee were Perpetual Securities then due. Prior to the publication or mailing of any notice of redemption of the Notes as described abovepursuant to this paragraph, the relevant Issuer or a Guarantor shall deliver to the Issuing and Paying Agent and the Trustee a certificate signed by a duly authorised officer of the relevant Issuer or, as the case may be, the Guarantor, stating that the relevant Issuer is entitled to effect such redemption and setting forth a statement of facts showing that the conditions precedent to the right of the relevant Issuer so to redeem have occurred, and an opinion of an independent tax or legal counsel advisers of recognized recognised standing stating to the effect that the relevant Issuer or, as the case may be, the Guarantor, has or a Guarantor would be obligated is likely to become obliged to pay Additional Amounts due to the changes in tax laws, treaties such additional amounts as a result of such change or regulations or in the application or official interpretation thereofamendment. The Trustee shall be entitled to accept such certificate and opinion as sufficient evidence of the satisfaction of the conditions precedent set forth out above, in which event it will shall be conclusive and binding on the HoldersPerpetual Securityholders.

Redemption for Taxation Reasons. The Notes will be redeemable, at the Issuer’s or any Guarantor’s option, in whole, but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice to the Holders, with a copy to the Trustee (which notice will be irrevocable) at 100% of the principal amount thereof, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor has or shall become obligated to pay Additional Amounts (x) with respect to such NotesIf, as a result of any amendment to or change in, or amendment to, in the laws, treaties, laws or regulations of the Cayman Islands United Kingdom or Brazil of any political subdivision thereof or any Governmental Authority authority therein or thereof or therein having power to tax, tax or any change in the official or generally accepted interpretation or application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties laws or regulations of the Cayman Islands, Brazil which becomes effective on or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance the Trust Deed, the Issuer has or will become obliged to pay any additional amounts as described in Condition 8 or the Guarantor would be unable for reasons outside its control to procure payment by the Issuer and in making payments itself would be required to pay such additional amounts (and such amendment or change has been evidenced by the delivery by the Issuer on behalf of the Notes. No Guarantor or, as the case may be, the Guarantor to the Trustee (who shall accept such certificate and opinion as sufficient evidence thereof) of (i) a certificate signed by either two directors of the Issuer or one director and the company secretary of the Issuer on behalf of the Issuer or, as the case may be, the Guarantor, stating that such amendment or change has occurred (irrespective of whether such amendment or change is then effective) describing the facts leading thereto and stating that such requirement cannot be avoided by the Issuer or Guarantor taking reasonable measures available to it and (ii) an opinion of independent legal advisers of recognised standing to the effect that such amendment or change has occurred (irrespective of whether such amendment or change is then effective)), the Issuer may (having given not less than 30 nor more than 90 days' notice to the Trustee and to the holders in accordance with Condition 16) redeem all, but not some only, of the Notes (other than Notes in respect of which the Issuer shall have given a notice of redemption pursuant to Condition 6(d) prior to any notice being given under this Condition 6(c)) at their Redemption Amount, together with accrued interest to the date fixed for such redemption, provided that no such notice of redemption will shall be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor would be obligated required to pay such Additional Amounts if additional amounts were a payment in respect of such the Notes or the Guarantee were then due. Prior to the publication or mailing of any notice of redemption of the Notes as described above, the Issuer or a Guarantor shall deliver to the Trustee an opinion of an independent legal counsel of recognized standing stating that the Issuer or a Guarantor would be obligated to pay Additional Amounts due to the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence of the satisfaction of the conditions precedent set forth above, in which event it will be conclusive and binding on the Holders.

Redemption for Taxation Reasons. (i) The Notes will be redeemableIssuer may redeem all and not some only of the Bonds, at the Issuer’s or any Guarantor’s its option, in wholeat any time, but not in part, upon on giving not less than thirty 30 nor more than sixty calendar 60 days’ notice (a “Tax Redemption Notice”) to the Holders, Bondholders in accordance with a copy to the Trustee Condition 11 (which notice will shall be irrevocable), on the date specified in the Tax Redemption Notice for redemption (the “Tax Redemption Date”) at 100% of the their principal amount thereofamount, plus accrued interest and any Additional Amounts payable with respect thereto, only if (a) the Issuer or a Guarantor satisfies the Trustee immediately prior to the giving of such notice that it has or shall will become obligated obliged to pay Additional Tax Amounts (x) with respect as provided or referred to such Notes, in Condition 9 as a result of any change in, or amendment to, the laws, treaties, laws or regulations of the Cayman Islands or Brazil Hong Kong or, in each case, any political subdivision or any Governmental Authority authority thereof or therein having power to tax, or any change in the general application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties laws or regulations, which change or amendment becomes effective on or after 7 June 2016, and (either in clause (xb) or (y)) occurs after such obligation cannot be avoided by the date of issuance of the Notes. No such notice of redemption will Issuer taking commercially reasonable measures available to it, provided that no Tax Redemption Notice shall be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor would be obligated obliged to pay such Additional Tax Amounts if were a payment in respect of such Notes or the Guarantee were Bonds then due. Prior to the publication or mailing of any notice of redemption of the Notes as described aboveTax Redemption Notice pursuant to this Condition 8(B)(i), the Issuer or a Guarantor shall deliver to the Trustee an opinion a certificate signed by two directors of an independent legal counsel of recognized standing the Issuer stating that the obligation referred to in (a) above cannot be avoided by the Issuer or a Guarantor would be obligated taking reasonable measures available to pay Additional Amounts due to it and the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall be entitled to accept such opinion certificate as sufficient evidence of the satisfaction of the conditions condition precedent set forth aboveout in (b) above of this Condition 8(B)(i), in which event it will shall be conclusive and binding on the HoldersBondholders. 50 On the Tax Redemption Date, the Issuer (subject to Condition 8(B)(ii)) shall redeem the Bonds at their principal amount.

Redemption for Taxation Reasons. The Subject to Condition 6(i) in the case of Subordinated Notes, the Notes will may be redeemable, redeemed at the Issuer’s or any Guarantor’s option, option of the Issuer in whole, but not in part, upon on any Interest Payment Date or, if so specified in the Pricing Supplement, at any time, on giving not less than thirty 30 nor more than sixty calendar 60 days’ notice to the Holders, with a copy to the Trustee Noteholders (which notice will shall be irrevocable), at their Early Redemption Amount (as described in Condition 6(b) at 100% above) (together with interest accrued to the date fixed for redemption), if (i) the Issuer (or, if any of the principal amount thereofSenior Guarantee (in the case of Senior Guaranteed Notes), plus accrued interest and any Additional Amounts payable with respect theretothe Dated Subordinated Guarantee (in the case of Dated Subordinated Guaranteed Notes) or the Undated Subordinated Guarantee (in the case of Undated Subordinated Guaranteed Notes) (as appropriate) were called, only if the Issuer or a Guarantor Guarantor) has or shall will become obligated obliged to pay Additional Amounts (x) with respect additional amounts as provided or referred to such Notes, in Condition 8 as a result of any change in, or amendment to, the laws, treaties, laws or regulations of the Cayman Islands relevant Guaranteed Issuer’s jurisdiction of incorporation (in the case of payments by a Guaranteed Issuer) or Brazil Hong Kong (in the case of payments by DSB) or any Governmental Authority political subdivision or any authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties laws or regulations, which change or amendment (either in clause (x) becomes effective on or (y)) occurs after the date of issuance of Issue Date, and (ii) such obligation cannot be avoided by the Notes. No Issuer (or the Guarantor, as the case may be) taking reasonable measures available to it, provided that no such notice of redemption will shall be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer (or a Guarantor the Guarantor, as the case may be) would be obligated obliged to pay such Additional Amounts if additional amounts were a payment in respect of such the Notes (or any of the Guarantee were Guarantees, as the case may be) then due. Prior to Before the publication or mailing of any notice of redemption of the Notes as described abovepursuant to this paragraph, the Issuer or a Guarantor shall deliver to the Trustee an opinion Fiscal Agent a certificate signed by two Directors of an independent legal counsel of recognized standing the Issuer (or the Guarantor, as the case may be) stating that the Issuer or is entitled to effect such redemption and setting forth a Guarantor would be obligated to pay Additional Amounts due to the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence statement of the satisfaction of facts showing that the conditions precedent set forth aboveto the right of the Issuer so to redeem have occurred, in which event it and an opinion of independent legal advisers of recognised standing to the effect that the Issuer (or the Guarantor, as the case may be) has or will be conclusive and binding on the Holdersbecome obliged to pay such additional amounts as a result of such change or amendment.

Redemption for Taxation Reasons. The Notes will be redeemable, at the Issuer’s or any Guarantor’s option, in whole, but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice to the Holders, with a copy to the Trustee (which notice will be irrevocable) at 100% of the principal amount thereof, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor has or shall become obligated to pay Additional Amounts (x) with respect to such Notes, If as a result of any change in, in or amendment to, to the laws, treaties, laws (or any rules or regulations of the Cayman Islands or Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (ythereunder) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority political subdivision or taxing authority thereof or therein having power to taxaffecting taxation, or any amendment to or change in the an official interpretation, administration or application or official interpretation of such laws, treaties treaties, rules, or regulationsregulations (including a holding by a court of competent jurisdiction), which change or amendment (either becomes effective or, in clause (x) the case of a change in official position, is announced on or (y)) occurs after the issue date of the Notes or on or after the date of issuance a successor assumes the obligations under the Notes, (i) the Company or any successor has or will become obligated to pay Additional Amounts, or (ii) any Guarantor or any successor has or will become obligated to pay Additional Amounts in excess of the Notes. No such notice of redemption will be given earlier than sixty calendar days prior to Additional Amounts the earliest date on which Company or the Issuer Guarantors, or a Guarantor any successor, as applicable, would be obligated to pay such Additional Amounts if payments were subject to withholding or deduction at a payment rate of 15% or at a rate of 25% in respect of such Notes or case the Guarantee were then due. Prior to the publication or mailing of any notice of redemption Holder of the Notes is resident in a tax haven jurisdiction for Brazilian tax purposes (i.e., a country that does not impose any income tax or that imposes it at a maximum rate lower than 20% or where the laws impose restrictions on the disclosure of ownership composition or securities ownership) (the “Minimum Withholding Level”) as a result of the taxes, duties, assessments and other governmental charges described abovebelow, the Issuer Company or any such Guarantor or any successor may, at its option, redeem all, but not less than all, of the Notes, at a Guarantor shall deliver Redemption Price equal to 100% of their principal amount, together with interest accrued to the Trustee an opinion Redemption Date, upon delivery of an independent legal counsel of recognized standing stating that irrevocable notice to Holders pursuant to Section 3.04. The Company and the Issuer Guarantors or a Guarantor would be any successor shall not have the right to so redeem the Notes unless (a) the Company or any successor becomes obligated to pay Additional Amounts due or (b) any Guarantor or any successor becomes obligated to pay the Additional Amounts above the Minimum Withholding Level. Notwithstanding the foregoing, none of the Company or any Guarantor or any successor shall not have the right to so redeem the Notes unless: (i) it has taken reasonable measures to avoid the obligation to pay Additional Amounts (provided, however for this purpose reasonable measures shall not include the Company or any such Guarantor, as the case may be, moving or changing jurisdiction); and (ii) it has complied with all necessary regulations of the Central Bank of Brazil to legally effect such redemption. In the event that the Company or any Guarantor elects to so redeem the Notes pursuant to this Section 3.01(c), it will deliver to the changes in tax lawsTrustee: (i) an Officers’ Certificate, treaties or regulations or signed in the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence name of the satisfaction Company or such Guarantor, as applicable, stating that the Company is entitled to redeem the Notes pursuant to their terms and setting forth a statement of facts showing that the condition or conditions precedent to the right of the conditions precedent set forth aboveCompany or such Guarantor, as applicable, to so redeem have occurred or been satisfied; and (ii) an Opinion of Counsel to the effect that the Company or any successor has or will become obligated to pay Additional Amounts or any Guarantor or any successor has or will become obligated to pay Additional Amounts in which event excess of the Additional Amounts payable at the Minimum Withholding Level as a result of the change or amendment, that the Company or any such Guarantor, as the case may be, cannot avoid payment of such excess Additional Amounts by taking reasonable measures available to it will be conclusive and binding on that all governmental requirements necessary for the HoldersCompany to effect the redemption have been complied with.

Redemption for Taxation Reasons. The Notes will be redeemableIf, at in the written opinion of independent counsel chosen by the Issuer’s or any Guarantor’s option, in whole, but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice to the Holders, with there is a copy to the Trustee (which notice will be irrevocable) at 100% of the principal amount thereof, plus accrued interest and any Additional Amounts payable with respect thereto, only if substantial probability that the Issuer or a Guarantor has or shall will become obligated to pay Additional Amounts (x) with respect to such Notesadditional interest on the Notes as described below in Condition 8, as a result of any of the following events occurring on or after 5 October 2006 (a) any change in, or amendment to, the laws, treaties, laws (or any regulations or rulings promulgated thereunder) of the Cayman Islands or Brazil United States or any Governmental Authority political subdivision or taxing authority thereof or therein having power to taxaffecting taxation, or any change in official position regarding the application or official interpretation of such laws, treaties regulations or regulationsrulings, (b) any action taken by a taxing authority of the United States or (y) any political subdivision thereof or therein affecting taxation, which action is generally applied or is taken with respect to the GuaranteeIssuer, (c) a decision rendered by a court of competent jurisdiction in excess the United States or any political subdivision thereof or therein, whether or not such decision was rendered with respect to the Issuer, (d) a private letter ruling or technical advice memorandum issued by the National Office of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction United States Internal Revenue Service on substantially the same facts as those affecting the Issuer or withholding at a rate of 15%(e) any change, amendment, application, interpretation or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations execution of the Cayman Islands, Brazil laws of the United States (or any Governmental Authority thereof regulations or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulationsrulings promulgated thereunder) shall have been officially proposed, which change change, amendment, action, application, interpretation or amendment (either in clause (x) or (y)) occurs execution would have effect after 5 October 2006 and the date Issuer determines that such obligation cannot be avoided by the use of issuance reasonable measures then available to the Issuer, then the Issuer may, at its option, upon not less than 30 nor more than 60 days’ prior notice to the holders for the time being of the Notes. No , redeem the Notes in whole, but not in part, at a redemption price equal to 100 per cent of the principal amount thereof plus accrued interest, if any, to the date fixed for redemption, provided that no such notice of redemption will shall be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor would be obligated to pay such Additional Amounts additional interest if a payment in respect to the Notes were due on such date and, at the time such notification of redemption is given, such Notes or the Guarantee were then dueobligation to pay such additional interest remains in effect. Prior to the publication or mailing of any notice of redemption of the Notes as described abovepursuant to this paragraph, the Issuer or a Guarantor shall deliver to the Trustee an opinion of an independent legal counsel of recognized standing Fiscal Agent (i) a certificate stating that the Issuer is entitled to effect such redemption and that the conditions precedent to the right of the Issuer to so redeem have occurred and (ii) an opinion of independent counsel chosen by the Issuer to the effect that there is a substantial probability that the Issuer has or a Guarantor would be will become obligated to pay Additional Amounts due to the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence of the satisfaction of the conditions precedent set forth above, in which event it will be conclusive and binding additional interest on the HoldersNotes.

Redemption for Taxation Reasons. The Subject to Condition 6(i) in the case of Subordinated Notes, the Notes will may be redeemable, redeemed at the Issuer’s or any Guarantor’s option, option of the Issuer in whole, but not in part, upon on any Interest Payment Date (if this Note is either a Floating Rate Note or an Index Linked Note) or, at any time, (if this Note is neither a Floating Rate Note nor an Index Linked Note), on giving not less than thirty 30 nor more than sixty calendar 60 days’ notice to the Holders, with a copy to the Trustee Noteholders (which notice will shall be irrevocable), at their Early Redemption Amount (as described in Condition 6(b) at 100% above) (together with interest accrued to the date fixed for redemption), if (i) the Issuer (or, if any of the principal amount thereofSenior Guarantee (in the case of Senior Guaranteed Notes), plus accrued interest and any Additional Amounts payable with respect theretothe Dated Subordinated Guarantee (in the case of Dated Subordinated Guaranteed Notes) or the Undated Subordinated Guarantee (in the case of Undated Subordinated Guaranteed Notes) (as appropriate) were called, only if the Issuer or a Guarantor Guarantor) has or shall will become obligated obliged to pay Additional Amounts (x) with respect additional amounts as provided or referred to such Notes, in Condition 8 as a result of any change in, or amendment to, the laws, treaties, laws or regulations of the Cayman Islands relevant Guaranteed Issuer’s jurisdiction of incorporation (in the case of payments by a Guaranteed Issuer) or Brazil Hong Kong (in the case of payments by DSB) or any Governmental Authority political subdivision or any authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties laws or regulations, which change or amendment (either in clause (x) becomes effective on or (y)) occurs after the date of issuance on which agreement is reached to issue the first Tranche of the Notes. No , and (ii) such obligation cannot be avoided by the Issuer (or the Guarantor, as the case may be) taking reasonable measures available to it, provided that no such notice of redemption will shall be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer (or a Guarantor the Guarantor, as the case may be) would be obligated obliged to pay such Additional Amounts if additional amounts were a payment in respect of such the Notes (or any of the Guarantee were Guarantees, as the case may be) then due. Prior to Before the publication or mailing of any notice of redemption of the Notes as described abovepursuant to this paragraph, the Issuer or a Guarantor shall deliver to the Trustee an opinion Fiscal Agent a certificate signed by two Directors of an independent legal counsel of recognized standing the Issuer (or the Guarantor, as the case may be) stating that the Issuer or is entitled to effect such redemption and setting forth a Guarantor would be obligated to pay Additional Amounts due to the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence statement of the satisfaction of facts showing that the conditions precedent set forth aboveto the right of the Issuer so to redeem have occurred, in which event it and an opinion of independent legal advisers of recognised standing to the effect that the Issuer (or the Guarantor, as the case may be) has or will be conclusive and binding on the Holdersbecome obliged to pay such additional amounts as a result of such change or amendment.

Redemption for Taxation Reasons. The Notes will may be redeemableredeemed at any time, at the option of the Issuer’s or any Guarantor’s option, in whole, as a whole but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice as set forth in Section 12.02, at a redemption price equal to the Holders, with a copy to the Trustee (which notice will be irrevocable) at 100% of the principal amount thereof, plus together with accrued and unpaid interest and any Additional Amounts payable with respect theretoto the date fixed for redemption, only if the Issuer or a Guarantor has or shall become obligated to pay Additional Amounts any, if (xi) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, laws (or any regulations or rulings promulgated thereunder) of the Cayman British Virgin Islands or Brazil Hong Kong, as the case may be, (or, in the case of Additional Amounts payable by a successor Person to the Issuer or the Guarantor, the applicable Successor Jurisdiction) or any Governmental Authority political subdivision or taxing authority thereof or therein having power to taxaffecting taxation, or any change in or amendment to, any official position regarding the application or official interpretation of such laws, treaties regulations or regulationsrulings (including a holding by a court of competent jurisdiction), which change, amendment, application or interpretation becomes effective on or after the date of this Indenture (or, in the case of Additional Amounts payable by a successor Person to the Issuer or the Guarantor, the date on which such successor Person to the Issuer or the Guarantor, as the case may be, became such pursuant to the applicable provisions of this Indenture), either (x) the Issuer, the Guarantor or any such successor Person to the Issuer or the Guarantor, as the case may be, is, or would be, obligated to pay Additional Amounts upon the next payment of principal or interest in respect of the Notes or (y) with respect the Guarantor or any such successor Person to the GuaranteeGuarantor is, or would be, obligated to pay Additional Amounts upon the next payment of principal or interest in excess respect of the Additional Amounts that a Guarantor would pay if payments Intercompany Loan and (ii) such obligation cannot be avoided by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment toIssuer, the laws, treaties or regulations of the Cayman Islands, Brazil Guarantor or any Governmental Authority thereof or therein having power such successor Person to tax, or any change in the application or official interpretation of such laws, treaties or regulations, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance of the Notes. No such notice of redemption will be given earlier than sixty calendar days prior to the earliest date on which the Issuer or a Guarantor would be obligated the Guarantor, as the case may be, taking reasonable measures available to pay such Additional Amounts if a payment in respect of such Notes or the Guarantee were then dueit. Prior to the publication or mailing giving of any notice of redemption of the Notes as described abovepursuant to the foregoing, the Issuer or a Guarantor any such successor Person to the Issuer shall deliver to the Trustee a notice of such redemption election, an opinion of an in writing signed by independent legal counsel of recognized standing stating that to the Issuer, the Guarantor or any such successor Person to the Issuer or a the Guarantor, as the case may be, to the effect that the Issuer, the Guarantor or any such successor Person to the Issuer or the Guarantor, as the case may be, is, or would be become, obligated to pay such Additional Amounts due as described in clause (i) as the result of such change or amendment, and an Officers' Certificate of the Issuer, the Guarantor or any such successor Person to the changes in tax lawsIssuer or the Guarantor, treaties as the case may be, stating that such amendment or regulations change has occurred, describing the facts leading thereto and stating that such requirement cannot be avoided by the Issuer, the Guarantor or in any such successor Person to the application Issuer or official interpretation thereof. The Trustee shall accept such opinion the Guarantor, as sufficient evidence of the satisfaction of the conditions precedent set forth abovecase may be, in which event it will be conclusive and binding on the Holderstaking reasonable measures available to it.

Redemption for Taxation Reasons. The Notes will Bonds may be redeemable, redeemed at the Issuer’s or any Guarantor’s option, option of the Company in whole, but not in part, upon at any time, on giving not less than thirty 15 business days’ (as defined in Condition 6(f)) nor more than sixty calendar 60 days’ notice (a ‘‘Tax Redemption Notice’’) to the Holders, Bondholders in accordance with a copy to the Trustee Condition 15 (which notice will shall be irrevocable) at 100% 100 per cent. of the their principal amount thereofand together with interest accrued to (but excluding), plus accrued interest and any Additional Amounts payable with respect thereto, only the redemption date if (A) the Issuer or a Guarantor Company has or shall will become obligated obliged to pay Additional Tax Amounts (x) with respect as provided or referred to such Notes, in Condition 8 as a result of any change in, or amendment to, the laws, treaties, laws or regulations or rulings (including a holding by a court of the Cayman Islands or Brazil or competent jurisdiction) of any Governmental Authority thereof or therein having power to taxRelevant Tax Jurisdiction (as defined in Condition 8), or any change in the general application or official interpretation of or the standing of an official position with respect to, such laws, treaties regulations or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulationsrulings, which change or amendment becomes effective, or official position is announced, on or after 23 July 2024, and (either in clause (xB) or (y)) occurs after such obligation cannot be avoided by the date of issuance of the Notes. No such notice of redemption will Company taking reasonable measures available to it, provided that no Tax Redemption Notice shall be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor Company would be obligated obliged to pay such Additional Tax Amounts if were a payment in respect of such Notes or the Guarantee were Bonds then due. Prior to the publication or mailing of any notice of redemption of the Notes as described aboveTax Redemption Notice pursuant to this paragraph, the Issuer or a Guarantor Company shall deliver to the Trustee (a) a certificate signed by an Authorised Signatory (as defined in the Trust Deed) of the Company stating that the obligation referred to above cannot be avoided by the Company taking reasonable measures available to it and (b) an opinion of an independent legal counsel or tax advisors of recognized recognised standing stating that the Issuer or a Guarantor would be obligated to pay Additional Amounts due to the changes in tax laws, treaties effect that such change or regulations amendment has occurred (irrespective of whether such amendment or in the application or official interpretation thereofchange is then effective). The Trustee shall be entitled to accept and rely upon such certificate and opinion as sufficient evidence of the satisfaction of the conditions precedent set forth above, in which event (without further investigation or enquiry) and it will shall be conclusive and binding on the HoldersBondholders, and the Trustee shall be protected and shall have no liability to any Bondholder or any person for so accepting and relying on such certificate or opinion. Upon the expiry of the Tax Redemption Notice, the Company will be bound to redeem the Bonds on the date fixed for redemption.

Redemption for Taxation Reasons. The Notes will be redeemable, at the Issuer’s or any Guarantor’s option, in whole, but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice to the Holders, with a copy to the Trustee (which notice will be irrevocable) at 100% of the principal amount thereof, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor has or shall become obligated to pay Additional Amounts (x) with respect to such Notes, 7.1. If as a result of any change in, in or amendment to, to the laws, treaties, laws (or any rules or regulations thereunder) of the Cayman Islands or Brazil or any Governmental Authority political subdivision or taxing authority thereof or therein having power to taxaffecting taxation, or any amendment to or change in the an official interpretation, administration or application or official interpretation of such laws, treaties rules or regulationsregulations (including a holding by a court of competent jurisdiction), which change or (y) with respect amendment becomes effective on or after the issue date of the Notes, the Company or the Guarantor has or will become obligated to the Guarantee, pay additional amounts as described in Section 5.11 in excess of the Additional Amounts that a additional amounts the Company or the Guarantor would be obligated to pay if payments by it were subject to withholding or deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change inthe taxes, or amendment toduties, assessments and other governmental charges described above (the “Minimum Withholding Level”), the lawsCompany may, treaties or regulations at its option, redeem all, but not less than all, of the Cayman Islandsnotes, Brazil or any Governmental Authority thereof or therein having power at a Redemption Price equal to tax100% of their principal amount, or any change in together with interest accrued to the application or official interpretation date fixed for redemption, upon publication of irrevocable notice not less than 30 days nor more than 90 days prior to the date fixed for redemption. No notice of such laws, treaties or regulations, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance of the Notes. No such notice of redemption will may be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor would Company would, but for such redemption, be obligated to pay such Additional Amounts if a payment in respect of such Notes or the Guarantee were then dueadditional amounts above the Minimum Withholding Level. Prior The Company shall not have the right to the publication or mailing of any notice of redemption of so redeem the Notes as described abovein the event it becomes obliged to pay additional amounts which are less than the additional amounts payable at the Minimum Withholding Level. Notwithstanding the foregoing, the Issuer or a Guarantor Company shall not have the right to so redeem the Notes unless it has taken reasonable measures to avoid the obligation to pay additional amounts. In the event that the Company elects to so redeem the Notes, it will deliver to the Trustee trustee an Officer’s Certificate, stating that the Company is entitled to redeem the Notes pursuant to their terms and setting forth a statement of facts showing that the condition or conditions precedent to the right of the Company so to redeem have occurred or been satisfied and an opinion of an independent legal counsel of recognized standing stating counsel, who is reasonably acceptable to the trustee, to the effect that the Issuer Company has or a Guarantor would be will become obligated to pay Additional Amounts due to the changes additional amounts in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence excess of the satisfaction additional amounts payable at the Minimum Withholding Level as a result of the conditions precedent set forth above, in which event it will be conclusive and binding on the Holderschange or amendment.

Redemption for Taxation Reasons. The Notes will Bonds may be redeemable, redeemed at the Issuer’s or any Guarantor’s option, option of the Issuer in whole, but not in part, upon at any time, on giving not less than thirty 30 nor more than sixty calendar 60 days’ notice (a “Tax Redemption Notice”, which shall specify the date for redemption and the names and addresses of all Paying Agents, and the method by which payment shall be made) to the Holders, Bondholders in accordance with a copy Condition 16 (which shall be irrevocable) and in writing to the Trustee (which notice will be irrevocable) and the Principal Paying Agent, at 100% of the their principal amount thereof, plus (together with any interest accrued interest and any Additional Amounts payable with respect thereto, only to but excluding the date fixed for redemption) if (i) the Issuer or a Guarantor satisfies the Trustee immediately prior to the giving of such notice that the Issuer has or shall will become obligated obliged to pay Additional Tax Amounts (xas defined below) with respect as provided or referred to such Notes, in Condition 8 as a result of any change in, or amendment to, the laws, treaties, laws or regulations of the Cayman Islands or Brazil PRC or any Governmental Authority political subdivision or any authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to taxof, or any change in the application statement of an official position with respect to, such laws or official interpretation regulations (including but not limited to any decision by a court of such laws, treaties or regulationscompetent jurisdiction), which change or amendment becomes effective on or after 17 June 2021, and (either in clause (xii) or (y)) occurs after such obligation cannot be avoided by the date of issuance of the Notes. No such notice of redemption will Issuer taking reasonable measures available to it, provided that no Tax Redemption Notice shall be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor would be obligated obliged to pay such Additional Tax Amounts if were a payment in respect of such Notes or the Guarantee were Bonds then due. Prior to the publication or mailing giving of any notice of redemption of the Notes as described aboveTax Redemption Notice pursuant to this Condition 6(b), the Issuer or a Guarantor shall deliver to the Trustee (A) a certificate in English signed by an opinion of an independent legal counsel of recognized standing Authorised Signatory stating that the obligation referred to in (i) above of this Condition 6(b) cannot be avoided by the Issuer taking reasonable measures available to it, and (B) an opinion, in form and substance satisfactory to the Trustee, of independent tax or a Guarantor would be obligated legal advisers of recognised standing to the effect that the Issuer has or will become obliged to pay such Additional Tax Amounts due to the changes in tax lawsas a result of such change, treaties amendments or regulations or in the application or official interpretation thereofstatement. The Trustee shall be entitled (but shall not be obliged) to accept and rely upon such certificate and opinion as sufficient evidence of the satisfaction of the conditions precedent set forth aboveout in (i) and (ii) above of this Condition 6(b), in which event it will they shall be conclusive and binding on the HoldersBondholders and the Trustee shall be protected and shall have no liability to any Bondholder or any other person for so accepting and relying on such certificate or opinion. Neither the Trustee nor any of the Agents shall be responsible for monitoring or taking any steps to ascertain whether any of the circumstances mentioned in this Condition 6(b) has occurred or for calculating or verifying the calculations of any amount payable under any notice of redemption under this Condition 6(b) and none of them shall be liable to the Bondholders or the Issuer or any other person for not doing so.

Redemption for Taxation Reasons. The Notes will may be redeemable, redeemed at the Issuer’s or any Guarantor’s option, option of the Issuer in whole, but not in part, upon (but subject to consent, in the case of Subordinated Notes, having been obtained from the Central Bank of Qatar (the “Regulator”, which expression shall include any successor thereto as the relevant regulator of banks in Qatar, where required) on any Interest Payment Date (if this Note is a Floating Rate Note) or, at any time, (if this Note is not a Floating Rate Note), on giving not less than thirty 30 nor more than sixty calendar 60 days’ notice to the Holders, with a copy to the Trustee Noteholders (which notice will shall be irrevocable), at their Early Redemption Amount (as described in Condition 6(b) at 100% of above) (together with interest accrued to the principal amount thereofdate fixed for redemption), plus accrued interest and any Additional Amounts payable with respect theretoif (i) the Issuer (or, only if the Issuer Senior Guarantee in the case of Senior Notes, or a Guarantor the Subordinated Guarantee, in the case of Subordinated Notes, were called, the Guarantor) has or shall will become obligated obliged to pay Additional Amounts (x) with respect additional amounts as provided or referred to such Notes, in Condition 8 as a result of any change in, or amendment to, the laws, treaties, laws or regulations of the Cayman Islands (in the case of payment by the Issuer) or Brazil Qatar (in the case of payment by the Guarantor) or, in each case, any political subdivision or any Governmental Authority authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties laws or regulations, which change or amendment (either in clause (x) becomes effective on or (y)) occurs after the date of issuance on which agreement is reached to issue the first Tranche of the NotesNotes (save in each case where such additional amounts are payable under the Income Tax Law No. No (24) of 2018 of Qatar and/or The Executive Regulations issued in December 2019, in each case as originally enacted), and (ii) such obligation cannot be avoided by the Issuer (or the Guarantor, as the case may be) taking reasonable measures available to it, provided that no such notice of redemption will shall be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer (or a Guarantor the Guarantor, as the case may be) would be obligated obliged to pay such Additional Amounts if additional amounts were a payment in respect of such the Notes (or either Guarantee, as the Guarantee were case may be) then due. Prior to the publication or mailing of any notice of redemption of the Notes as described abovepursuant to this Condition 6(c), the Issuer or a Guarantor shall deliver to the Trustee an opinion Fiscal Agent a certificate signed by two Directors of an independent legal counsel of recognized standing the Issuer (or the Guarantor, as the case may be) stating that the Issuer or is entitled to effect such redemption and setting forth a Guarantor would be obligated to pay Additional Amounts due to the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence statement of the satisfaction of facts showing that the conditions precedent set forth aboveto the right of the Issuer so to redeem have occurred, in which event it and an opinion of independent legal advisers of recognised standing to the effect that the Issuer (or the Guarantor, as the case may be) has or will be conclusive and binding on the Holdersbecome obliged to pay such additional amounts as a result of such change or amendment.

Redemption for Taxation Reasons. The Notes will be redeemable, at the Issuer’s or any Guarantor’s option, in whole, but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice to the Holders, with a copy to the Trustee If (which notice will be irrevocablea) at 100% of the principal amount thereof, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor has or shall become obligated to pay Additional Amounts (x) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, laws or regulations of the Cayman Islands or Brazil or any Governmental Authority thereof or therein having power to taxa Relevant Jurisdiction (as defined in Condition 8), or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties laws or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulationsa Relevant Jurisdiction, which change or amendment becomes effective after 24th January, 2003 on the next Interest Payment Date (either i) the Issuer is or would be required to pay Additional Amounts (as defined in clause (x) Condition 8) as provided or referred to in Condition 8; or (yii) the Guarantor would be unable for reasons outside its control to procure payment by the Issuer and in making payment itself would be required to pay such Additional Amounts; or (iii) the Guarantor or any of its Subsidiaries has or will become obliged to pay any Additional Amounts in respect of the Intercompany Loan (as defined in Condition 8) and (b) the requirement cannot be avoided by the Issuer, the Guarantor or any of such Subsidiaries, as the case may be, taking reasonable measures available to it provided that such measures do not involve the Issuer, the Guarantor or such Subsidiary incurring material expenses, the Issuer may at its option, having given not less than 30 nor more than 60 days' notice to the Noteholders in accordance with Condition 12 (which notice shall be irrevocable), redeem all the Notes, but not some only, at any time at their principal amount together with interest accrued to (but excluding) occurs after the date of issuance of the Notes. No such redemption, provided that no notice of redemption will shall be given earlier than sixty calendar 90 days prior to before the earliest date on which the Issuer Issuer, the Guarantor or a Guarantor such Subsidiary of the Guarantor, as the case may be, would be obligated required to pay such Additional Amounts if were a payment in respect of such the Notes or the Guarantee were then due. Prior to the publication or mailing of any notice of redemption of the Notes as described abovepursuant to this paragraph, the Issuer or a Guarantor shall deliver to the Trustee Fiscal Agent a certificate signed by two Directors of the Issuer, the Guarantor or such Subsidiary of the Guarantor, as the case may be, stating that the requirement referred to in (a) above will apply on the next Interest Payment Date and cannot be avoided by the Issuer, the Guarantor or such Subsidiary of the Guarantor, as the case may be, taking reasonable measures available to it provided that such measures do not involve the Issuer, the Guarantor or such Subsidiary incurring material expenses and an opinion of an independent legal counsel advisers of recognized recognised standing stating to the effect that the Issuer Issuer, the Guarantor or a Guarantor would be obligated such Subsidiary of the Guarantor, as the case may be, has or will become obliged to pay such Additional Amounts due to the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence a result of the satisfaction of the conditions precedent set forth above, in which event it will be conclusive and binding on the Holderschange or amendment.

Redemption for Taxation Reasons. The Notes will be redeemable, at If as a result of any change in or amendment to the Issuer’s laws (or any Guarantor’s optionrules or regulations thereunder) of a Taxing Jurisdiction, or any amendment to or change in an official interpretation, administration or application of such laws, any treaties, rules, or related agreements to which the Taxing Jurisdiction is a party or regulations (including a holding by a court of competent jurisdiction), which change or amendment becomes effective or, in wholethe case of a change in official position, but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice to is announced on or after the Holders, with a copy to the Trustee (which notice will be irrevocable) at 100% issue date of the principal amount thereofNotes or on or after the date a successor assumes the obligations under the Notes, plus accrued interest and (i) the Company or any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor successor has or shall will become obligated to pay Additional Amounts (xas defined below in Section 4.06) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, or regulations (ii) either of the Cayman Islands or Brazil Guarantors or any Governmental Authority thereof successor has or therein having power will become obligated to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, pay Additional Amounts in excess of the Additional Amounts that a either such Guarantor or any such successor would be obligated to pay if payments by it were subject to withholding or deduction or withholding at a rate of 15%, % or at a rate of 25% in case the case Holder of beneficiaries located the Notes is resident in a tax haven jurisdictions jurisdiction for purposes of Brazilian tax lawpurposes (i.e., in each case determined without regard to countries which do not impose any interest, fees, penalties income tax or other similar additions to tax, which impose it at a maximum rate lower than 20% or where the laws impose restrictions on the disclosure of ownership composition or securities ownership) as a result of any change inthe taxes, or amendment toduties, assessments and other governmental charges described above (the “Minimum Withholding Level”), the laws, treaties or regulations of the Cayman Islands, Brazil Company or any Governmental Authority thereof or therein having power to taxof its successors may, or any change in the application or official interpretation of such lawsat their option, treaties or regulationsredeem all, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance but not less than all, of the Notes, at a redemption price equal to 100% of their principal amount, together with accrued and unpaid interest to the date fixed for redemption, including any Additional Amounts with respect thereto, upon publication of irrevocable notice to Holders not less than 30 days nor more than 60 days prior to the date fixed for redemption. No such notice of such redemption will may be given earlier than sixty calendar 60 days prior to the earliest date on which the Issuer Company or a Guarantor would any such successor would, but for such redemption, be obligated to pay such the Additional Amounts if a payment in respect of above the Minimum Withholding Level. The Company or any such Notes or successor shall not have the Guarantee were then due. Prior right to the publication or mailing of any notice of redemption of so redeem the Notes as described abovein the event it is obliged to pay Additional Amounts which in the aggregate amount to less than the Additional Amounts payable at the Minimum Withholding Level. Notwithstanding the foregoing, the Issuer Company or a Guarantor any such successor shall not have the right to so redeem the Notes unless it has taken reasonable measures to avoid the obligation to pay Additional Amounts. In the event that the Company or any successor elects to so redeem the Notes pursuant to Section 3.01(c), it will deliver to the Trustee an opinion Trustee: (i) a certificate, signed in the name of an independent legal counsel the Company or any successor by any two of recognized standing its executive officers or by its attorney-in-fact in accordance with its bylaws, stating that the Issuer Company or any successor is entitled to redeem the Notes pursuant to their terms and setting forth a Guarantor would be statement of facts showing that the condition or conditions precedent to the right of the Company or any successor to so redeem have occurred or been satisfied; and (ii) an Opinion of Counsel to the effect that the Company or any successor has or will become obligated to pay Additional Amounts due to the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence excess of the satisfaction Additional Amounts payable at the Minimum Withholding Level as a result of the conditions precedent set forth abovechange or amendment, in which event that the Company cannot avoid payment of such excess Additional Amounts by taking reasonable measures available to it will be conclusive and binding on that all governmental requirements necessary for the HoldersCompany to effect the redemption have been complied with.

Redemption for Taxation Reasons. The (ii) Subject to the approval of the Federal Reserve Bank of Chicago and any other appropriate regulatory approval, the Subordinated Notes will may be redeemable, redeemed at the Issuer’s or any Guarantor’s option, option of the Issuer in whole, but not in partpart at any time, upon on giving not less than thirty 30 nor more than sixty calendar 60 days’ ' notice to the Holders, with a copy to the Trustee Noteholders (which notice will shall be irrevocable) at 100% their early redemption amount (the "Early Redemption Amount"), which shall be equal to 100 per cent. of the outstanding principal amount thereofof the Subordinated Notes, plus together with interest accrued interest to the date fixed for redemption and any Additional Amounts payable with respect thereto(as defined under Condition 7 (Taxation)), only if any, if the Issuer or a Guarantor has or shall become obligated to pay Additional Amounts determines that (xA) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, laws affecting taxation (or any regulations or rulings promulgated thereunder) of the Cayman Islands or Brazil United States or any Governmental Authority political subdivision or taxing authority thereof or therein having power to taxtherein, or any change in the official application or official interpretation of such laws, treaties regulations or regulationsrulings which change or amendment becomes effective after the Issue Date, it has or will become obliged to pay Additional Amounts on the Subordinated Notes, or (yB) any action (including any of those specified in (A) above) has been taken by any taxing authority of, or any action has been brought in a court of competent jurisdiction in, the United States, whether or not such action was taken or brought with respect to the GuaranteeIssuer, or any change, amendment, application or interpretation shall be officially proposed on or after the Issue Date, which, in excess any such case, in the written opinion of independent legal advisers of recognised standing, results in a substantial probability that the Issuer will be required to pay Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%on the Subordinated Notes as described under Condition 7 (Taxation), or 25% and in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, which change or amendment (either in clause (xA) or (y)B) occurs after above, such obligation cannot be avoided by the date of issuance of the Notes. No Issuer taking reasonable measures available to it provided however that no such notice of redemption will shall be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor would be obligated obliged to pay such Additional Amounts if were a payment in respect of such the Subordinated Notes or the Guarantee were then due. Prior to the publication or mailing of any notice of redemption of the Notes as described abovepursuant to this paragraph, the Issuer or a Guarantor shall deliver to the Trustee an opinion Agent (1) a certificate of an independent legal counsel of recognized standing the Issuer stating that the Issuer or is entitled to effect such redemption and setting forth a Guarantor would be obligated to pay Additional Amounts due to the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence statement of the satisfaction of facts showing that the conditions precedent set forth to the right of the Issuer so to redeem have occurred, and (2) if applicable, the written opinion of independent legal advisers referred to above, in which event it will be conclusive and binding on the Holders.

Redemption for Taxation Reasons. The Notes will Bonds may be redeemable, redeemed at the Issuer’s or any Guarantor’s option, option of the Issuer in whole, but not in part, upon on any Interest Payment Date (if this Bond is either a Floating Rate Bond or an Index-Linked Bond) or at any time (if this Bond is neither a Floating Rate Bond nor an Index-Linked Bond), on giving not less than thirty five Business Days’ nor more than sixty calendar days15 Business Days’ notice to the HoldersBondholders, in accordance with a copy to the Trustee Condition 19 (Notices) (which notice will shall be irrevocable), at their Early Redemption Amount (as described in Condition 8(b) at 100% (Early Redemption) above), if: (i) (a) the Issuer certifies to the Bond Trustee (upon which certificate the Bond Trustee shall rely absolutely and without enquiry or liability) immediately before the giving of such notice that: (A) it has or will become obliged to deduct or withhold from any payment of interest or principal in respect of the principal amount thereof, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer Bonds as described under Condition 10 (Taxation); or (B) it or a Guarantor Hedge Counterparty has or shall will become obligated obliged to pay Additional Amounts (x) with deduct or withhold from any payment in respect to such Notesof Hedging Agreement, as a result of any change in, or amendment to, the laws, treaties, laws or regulations of the Cayman Islands or Brazil Sweden or any Governmental Authority political subdivision or, in each case, any authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties laws or regulations, which change or amendment (either in clause (x) becomes effective on or (y)) occurs after the date of issuance on which agreement is reached to issue the first Tranche of the Notes. No Bonds; and (ii) such obligation cannot be avoided by the Issuer taking reasonable measures available to it, provided that no such notice of redemption will shall be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor would be obligated obliged to pay such Additional Amounts if additional amounts were a payment in respect of such Notes or the Guarantee were Bonds then due. Prior to the publication or mailing of any notice of redemption of the Notes as described abovepursuant to this Condition 8(d) (Redemption for Taxation Reasons) , the Issuer or a Guarantor shall deliver to the Bond Trustee an opinion a certificate signed by two Directors of an independent legal counsel of recognized standing the Issuer stating that the Issuer or is entitled to effect such redemption and setting forth a Guarantor would be obligated to pay Additional Amounts due statement of facts showing that the conditions precedent to the changes in tax lawsright of the Issuer to so redeem has occurred (together with evidence satisfactory to the Bond Trustee that such conditions have been satisfied, treaties or regulations or in including such opinions as the application or official interpretation thereof. The Bond Trustee may require) and the Bond Trustee shall be entitled to accept such opinion certificate as sufficient evidence of the satisfaction of the conditions condition precedent set forth out in (ii) above, in which event event, it will shall be conclusive and binding on the HoldersBondholders and Couponholders.

Redemption for Taxation Reasons. The Notes will be redeemable, at If as a result of any change in or amendment to the Issuer’s laws (or any Guarantor’s optionrules or regulations thereunder) of Brazil or any political subdivision or taxing authority thereof or therein affecting taxation, or any amendment to or change in an official interpretation, administration or application of such laws, treaties, rules, or regulations (including a holding by a court of competent jurisdiction), which change or amendment becomes effective or, in wholethe case of a change in official position, but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice to is announced on or after the Holders, with a copy to the Trustee (which notice will be irrevocable) at 100% issue date of the principal amount thereofNotes or on or after the date a successor assumes the obligations under the Notes, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer Company or a Guarantor has the Guarantors have or shall will become obligated to pay Additional Amounts (x) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, or regulations of the Cayman Islands or Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor the Company or the Guarantors would be obligated to pay if payments by it were subject to withholding or deduction or withholding at a rate of 15%, % or at a rate of 25% in case the case Holder of beneficiaries located the Notes is resident in a tax haven jurisdictions for purposes jurisdiction (i.e., countries which do not impose any income tax or which impose it at a maximum rate lower than 20% or where the laws impose restrictions on the disclosure of Brazilian tax law, in each case determined without regard to any interest, fees, penalties ownership composition or other similar additions to tax, securities ownership) as a result of any change inthe taxes, or amendment toduties, assessments and other governmental charges described above (the “Minimum Withholding Level”), the lawsCompany may, treaties or regulations of the Cayman Islandsat its option, Brazil or any Governmental Authority thereof or therein having power to taxredeem all, or any change in the application or official interpretation of such lawsbut not less than all, treaties or regulations, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance of the Notes, at a redemption price equal to 100% of their principal amount, together with interest accrued to the date fixed for redemption, upon publication of irrevocable notice to Holders not less than 30 days nor more than 90 days prior to the date fixed for redemption. No such notice of such redemption will may be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor would Company would, but for such redemption, be obligated to pay such the Additional Amounts if a payment in respect of such Notes or above the Guarantee were then dueMinimum Withholding Level. Prior The Company shall not have the right to the publication or mailing of any notice of redemption of so redeem the Notes as described above, in the Issuer or a Guarantor shall deliver to the Trustee an opinion of an independent legal counsel of recognized standing stating that the Issuer or a Guarantor would be obligated event it becomes obliged to pay Additional Amounts due which are less than the Additional Amounts payable at the Minimum Withholding Level. Notwithstanding the foregoing, the Company shall not have the right to so redeem the changes in tax laws, treaties or Notes unless: (i) it has taken reasonable measures to avoid the obligation to pay Additional Amounts; and (ii) it has complied with all necessary regulations or in the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence of the satisfaction Central Bank of the conditions precedent set forth above, in which event it will be conclusive and binding on the HoldersBrazil to legally effect such redemption.

Redemption for Taxation Reasons. The Notes will be redeemable(i) At any time the Issuer may, at the Issuer’s or any Guarantor’s option, in whole, but not in part, upon giving having given not less than thirty (30) nor more than sixty calendar (60) days’ notice (a Tax Redemption Notice) to the Holders, Bondholders in accordance with a copy to the Trustee Condition 18 (which notice will shall be irrevocable) at 100% redeem all, but not some only, of the principal amount thereof, plus accrued interest and any Additional Amounts payable with respect thereto, only Bonds at a redemption price equal to the Early Redemption Amount on the redemption date (the Tax Redemption Date) if (i) the Issuer or a Guarantor satisfies the Trustee immediately prior to the giving of such Tax Redemption Notice that the Issuer has or shall will become obligated obliged to pay Additional Amounts (x) with respect additional amounts as referred to such Notes, in Condition 10 as a result of any change in, or amendment to, the laws, treaties, laws or regulations of the Cayman Islands or Brazil United States or, as the case may be, the People’s Republic of China (the PRC),England or any Governmental Authority political subdivision or any authority thereof or therein having power to tax, or any change in the general application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties laws or regulations, which change or amendment becomes effective on or after April 12, 2007 and (either in clause (xii) or (y)) occurs after such obligation cannot be avoided by the date of issuance of the Notes. No such notice of redemption will Issuer taking reasonable measures available to it, provided that no Tax Redemption Notice shall be given earlier than sixty calendar ninety (90) days prior to the earliest date on which the Issuer or a Guarantor would be obligated obliged to pay such Additional Amounts if additional amounts were a payment in respect of such Notes or the Guarantee were Bonds then due. Prior to the publication or mailing of any notice of redemption of the Notes as described aboveTax Redemption Notice pursuant to this paragraph, the Issuer or a Guarantor shall deliver to the Trustee (a) a certificate signed by two (2) directors of the Issuer stating that the obligation referred to in (i) above cannot be avoided by the Issuer taking reasonable measures available to it and (b) an opinion of an independent legal counsel or tax advisors of recognized recognised standing stating that the Issuer or a Guarantor would be obligated to pay Additional Amounts due to the changes in tax laws, treaties effect that such change or regulations amendment has occurred (irrespective of whether such amendment or in change is then effective) and the application or official interpretation thereof. The Trustee shall be entitled to accept such certificate and opinion as sufficient evidence of the satisfaction of the conditions precedent set forth above, thereof in which event it will shall be conclusive and binding on the HoldersBondholders.

Redemption for Taxation Reasons. The Notes will may be redeemable, redeemed at the Issuer’s or any Guarantor’s option, option of the Issuer in whole, but not in part, upon on any Interest Payment Date (if this Note is a Floating Rate Note) or, at any time, (if this Note is not a Floating Rate Note), on giving not less than thirty 30 nor more than sixty calendar 60 days’ notice to the Holders, with a copy to the Trustee Noteholders (which notice will shall be irrevocable), at their Early Redemption Amount (as described in Condition 6(b) at 100% of above) (together with interest accrued to the principal amount thereofdate fixed for redemption), plus accrued interest and any Additional Amounts payable with respect thereto, only if (i) the Issuer or a Guarantor (or, if demand was made under the Guarantee, the Guarantor) has or shall will become obligated obliged to pay Additional Amounts (x) with respect additional amounts as provided or referred to such Notes, in Condition 8 as a result of any change in, or amendment to, the laws, treaties, laws or regulations of the Cayman Islands or Brazil Spain or, in each case, any political subdivision or any Governmental Authority authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties laws or regulations, which change or amendment (either in clause (x) becomes effective on or (y)) occurs after the date of issuance on which agreement is reached to issue the first Tranche of the Notes. No , and (ii) such obligation cannot be avoided by the Issuer (or the Guarantor, as the case may be) taking reasonable measures available to it, provided that no such notice of redemption will shall be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer (or a Guarantor the Guarantor, as the case may be) would be obligated obliged to pay such Additional Amounts if additional amounts were a payment in respect of such the Notes (or the Guarantee were Guarantee, as the case may be) then due. Prior to the publication or mailing of any notice of redemption of the Notes as described abovepursuant to this Condition 6(c), the Issuer or a Guarantor shall deliver to the Trustee an opinion Fiscal Agent a certificate signed by the joint directors of an independent legal counsel of recognized standing the Issuer (or the Guarantor, as the case may be) stating that the Issuer or is entitled to effect such redemption and setting forth a Guarantor would be obligated to pay Additional Amounts due to the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence statement of the satisfaction of facts showing that the conditions precedent set forth aboveto the right of the Issuer so to redeem have occurred, in which event it and an opinion of independent legal advisers of recognised standing to the effect that the Issuer (or the Guarantor, as the case may be) has or will be conclusive and binding on the Holdersbecome obliged to pay such additional amounts as a result of such change or amendment.

Redemption for Taxation Reasons. The Notes will be redeemable, at the Issuer’s or any Guarantor’s option, in whole, but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice to the Holders, with a copy to the Trustee (which notice will be irrevocable) at 100% of the principal amount thereof, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor has or shall become obligated to pay Additional Amounts (x) with respect to such NotesIf, as a result of any amendment to, or change in, the laws (or amendment to, the laws, treaties, any rules or regulations thereunder) of the Cayman Islands or Brazil or any Governmental Authority thereof or therein having power to taxTaxing Jurisdiction affecting taxation, or any amendment to or change in the application or official position by a competent authority in any Tax Jurisdiction with respect to, an official interpretation or application of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties rules or regulations, which change or amendment (either in clause (x) becomes effective on or (y)) occurs after the date on which the Notes being offered are issued, the Company has become obligated or will become obligated, in each case, after taking all reasonable measures to avoid this requirement, (i) to pay additional amounts in excess of issuance those attributable to a Peruvian withholding tax rate of 4.99% with respect to the Notes or (ii) if additional amounts are payable in respect of value-added tax or if payment of principal, premium, if any, or interest on the Notes is subject to value-added tax and, in each case, such value-added tax no longer results in a tax credit due to an action or event not attributable to the Company, then, at the Company’s option, all, but not less than all, of the Notes. No such Notes may be redeemed at any time on giving not less than 30 nor more than 60 days’ notice to the Holders (with a copy to the Trustee), at a redemption price equal to 100% of the outstanding principal amount, plus accrued and unpaid interest and any additional amounts due thereon up to but not including the date of redemption; provided, however, that (1) no notice of redemption will for tax reasons may be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor Company would be obligated to pay such Additional Amounts these additional amounts or value-added tax if a payment in respect of such on the Notes or the Guarantee were then due, and (2) at the time such notice of redemption is given such obligation to pay such additional amounts or value-added tax remains in effect. Prior to the publication or mailing of any notice of redemption of the Notes as described abovepursuant to this provision, the Issuer or a Guarantor shall Company will deliver to the Trustee Trustee:  a certificate signed by one of the Company’s duly authorized representatives stating that the Company is entitled to effect the redemption and setting forth a statement of facts showing that the conditions precedent to the Company’s right to redeem have occurred, and  an opinion of an independent legal counsel qualified in relevant Taxing Jurisdiction (which may be the Company’s counsel) of recognized standing stating to the effect that the Issuer Company has or a Guarantor would be will become obligated to pay Additional Amounts due such additional amounts or value-added tax as a result of such change or amendment. This notice, once delivered by the Company to the changes in tax lawsTrustee, treaties or regulations or in the application or official interpretation thereofwill be irrevocable. The Trustee shall accept such opinion as sufficient evidence Company will give notice to DTC pursuant to the provisions described under Section 5.3 of the satisfaction Indenture of any redemption the conditions precedent set forth above, in which event it will be conclusive and binding on Company proposes to make at least 30 days (but not more than 60 days) before the HoldersRedemption Date.

Redemption for Taxation Reasons. The Notes will be redeemable, at (i) If as a result of any change in or amendment to the Issuer’s laws or treaties (or any Guarantor’s optionrules or regulations thereunder) of any Relevant Taxing Jurisdiction, or any amendment to or change in wholean official interpretation, but not administration or application of such laws, treaties, rules or regulations (including a holding by a court of competent jurisdiction), which change or amendment or change in part, upon giving not less than thirty nor more than sixty calendar days’ notice to official position becomes effective on or after the Holdersissue date of the Securities or, with respect to a copy to successor, after the Trustee (which notice will be irrevocable) at 100% of date a successor assumes the principal amount thereofobligations under the Securities, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor has the Company or shall the successor have or will become obligated to pay Additional Amounts (x) with respect to such Notes, as a result described under Section 4.13 of any change in, or amendment to, the laws, treaties, or regulations of the Cayman Islands or Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, this Indenture in excess of the Additional Amounts that a Guarantor the Issuer or the Company would be obligated to pay if payments by it were subject to withholding or deduction or withholding at a rate of 15%, 15.0% (or 25at a rate of 25.0% in case the case holder of beneficiaries located the Securities is resident in a tax haven jurisdictions for purposes jurisdiction; i.e., countries which do not impose any income tax or which impose it at a maximum rate lower than 20.0% or where the laws impose restrictions on the disclosure of Brazilian tax law, in each case determined without regard to any interest, fees, penalties ownership composition or other similar additions to tax, securities ownership) as a result of any change inthe taxes, or amendment toduties, assessments and other governmental charges described above (the "Minimum Withholding Level"), the lawsIssuer may, treaties or regulations at its option, redeem all, but not less than all, of the Cayman IslandsSecurities, Brazil or any Governmental Authority thereof or therein having power at a redemption price equal to tax100.0% of their principal amount, or any change in together with interest and Additional Amounts accrued to the application or official interpretation date fixed for redemption, upon publication of irrevocable notice not less than 30 days nor more than 90 days prior to the date fixed for redemption. No notice of such laws, treaties or regulations, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance of the Notes. No such notice of redemption will may be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor would would, but for such redemption, be obligated to pay such the Additional Amounts if above the Minimum Withholding Level, were a payment in respect of such Notes or the Guarantee were then due. Prior The Issuer shall not have the right to so redeem the publication or mailing of any notice of redemption of Securities in the Notes as described above, the Issuer or a Guarantor shall deliver to the Trustee an opinion of an independent legal counsel of recognized standing stating that the Issuer or a Guarantor would be obligated event it becomes obliged to pay Additional Amounts due which are less than the Additional Amounts payable at the Minimum Withholding Level. Notwithstanding the foregoing, the Issuer shall not have the right to so redeem the changes in tax lawsSecurities unless: (A) it has taken measures it considers reasonable to avoid the obligation to pay Additional Amounts; and (B) it has complied with all applicable regulations to legally effect such redemption; provided, treaties or regulations or however, that for this purpose reasonable measures shall not include any change in the application Issuer's, the Company's or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence any successor's jurisdiction of the satisfaction incorporation or organization or location of the conditions precedent set forth above, in which event it will be conclusive and binding on the Holdersits principal executive or registered office.

Redemption for Taxation Reasons. The Notes will be redeemable, at If as a result of any change in or amendment to the Issuer’s laws (or any Guarantor’s optionrules or regulations thereunder) of a Relevant Jurisdiction, or any amendment to or change in an official interpretation, administration or application of such laws, treaties, rules, or regulations (including a holding by a court of competent jurisdiction), which change or amendment becomes effective or, in wholethe case of a change in official position, but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice to is announced on or after the Holders, with a copy to the Trustee (which notice will be irrevocable) at 100% later of the principal amount thereofIssue Date or the date a Relevant Jurisdiction becomes a Relevant Jurisdiction, plus accrued interest and (i) the Company or any successor has or will become obligated to pay any Additional Amounts payable with respect thereto, only in excess of the Additional Amounts the Company or any such successor would be obligated to pay if payments were subject to withholding or deduction at a rate of 0% or (ii) the Issuer Guarantor or a Guarantor any successor has or shall will become obligated to pay Additional Amounts (x) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, or regulations of the Cayman Islands or Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a the Guarantor or any such successor would be obligated to pay if payments by it were subject to withholding or deduction or withholding at a rate of 15%, % or at a rate of 25% in case the case Holder of beneficiaries located the Notes is resident in a tax haven jurisdictions jurisdiction for purposes of Brazilian tax lawpurposes (i.e., countries which do not impose any income tax or which impose it at a maximum rate lower than 17% or where the laws impose restrictions on the disclosure of ownership composition or securities ownership) (the rates in each case determined without regard to any interest(i) and (ii), fees, penalties or other similar additions to taxthe “Minimum Withholding Level”), as a result of any change inthe taxes, or amendment toduties, assessments and other governmental charges described above, the lawsCompany, treaties or regulations of the Cayman Islands, Brazil Guarantor or any Governmental Authority thereof or therein having power to taxsuch successor may, or any change in the application or official interpretation of such lawsat its option, treaties or regulationsredeem all, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance but not less than all, of the Notes. No such , at a Redemption Price equal to 100% of their principal amount, together with interest accrued to the date fixed for redemption, upon publication of irrevocable notice of redemption will not less than 30 days nor more than 90 days prior to the date fixed for redemption. No notice of such redemption may be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor would be obligated to pay such Additional Amounts if would first be paid were a payment in respect of such Notes or the Guarantee were then due. Prior Notwithstanding the foregoing, the Company, the Guarantor or any successor shall not have the right to the publication or mailing of any notice of redemption of so redeem the Notes unless: (i) it or the Guarantor, as described abovethe case may be, has taken reasonable measures to avoid the Issuer or a Guarantor shall deliver to the Trustee an opinion of an independent legal counsel of recognized standing stating that the Issuer or a Guarantor would be obligated obligation to pay Additional Amounts due (provided, however, for this purpose reasonable measures shall not include the Company, the Guarantor or any successor moving or changing jurisdiction); and (ii) it or the Guarantor, as the case may be, has complied with all necessary regulations to the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall accept legally effect such opinion as sufficient evidence of the satisfaction of the conditions precedent set forth above, in which event it will be conclusive and binding on the Holdersredemption.

Redemption for Taxation Reasons. The Notes will be redeemable, at (a) If as a result of any change in or amendment to the Issuer’s laws (or any Guarantor’s optionrules or regulations promulgated thereunder) of a Relevant Taxing Jurisdiction, or any amendment to or change in official position regarding the application, interpretation or administration of such laws, treaties, rules, or regulations (including a holding by a court of competent jurisdiction), which change or amendment becomes effective or, in wholethe case of a change in official position, but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice to is announced on or after the Holdersissue date of the Notes or, with respect to a copy to successor, after the Trustee date a successor assumes the obligations under the Notes, (which notice will be irrevocablei) at 100% of the principal amount thereof, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor has or shall will become obligated to pay Additional Amounts (x) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, or regulations of the Cayman Islands or Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, described above under Section 3.01 in excess of the Additional Amounts that a Guarantor the Issuer would be obligated to pay if payments by it were subject to withholding or deduction at a rate of 0% or (ii) Ultrapar or Ipiranga has or will become obligated to pay Additional Amounts as described above under Section 3.01 in excess of the Additional Amounts Ultrapar or Ipiranga would be obligated to pay if such payments were subject to withholding or deduction at a rate of 15% or, in case the holder of the Notes is resident in a tax haven jurisdiction for Brazilian tax purposes (i.e., countries or locations which do not impose any income tax or which impose it at a maximum rate lower than 17% or where local legislation imposes restrictions on the disclosure of ownership composition or securities ownership or do not allow for the identification of the effective beneficiary of the income attributed to non-residents), at a rate of 25%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax lawor, in each case determined without regard to any interesteither case, fees, penalties or other similar additions to taxat a lower rate if there is an applicable tax treaty between Brazil and the country where the holder of the Notes is domiciled, as a result of any change inthe taxes, or amendment toduties, assessments and other governmental charges described above (the rates in (i) and (ii), the laws“Minimum Withholding Level”), treaties or regulations of the Cayman IslandsIssuer may, Brazil or any Governmental Authority thereof or therein having power to taxat its option, or any change in the application or official interpretation of such lawsredeem all, treaties or regulationsbut not less than all, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance of the Notes. No such , at a redemption price equal to 100% of their principal amount then Outstanding, together with interest accrued to the date fixed for redemption, upon delivery of irrevocable notice of redemption will to the holders not less than 30 days nor more than 90 days prior to the date fixed for redemption. No notice of such redemption may be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor would would, but for such redemption, be obligated to pay such the Additional Amounts if a payment in respect of such Notes or above the Guarantee were then dueMinimum Withholding Level. Prior The Trustee shall be provided notice by mail not less than 30 days prior to the publication or mailing of any date notice of redemption of is given to the Noteholders. The Issuer shall not have the right to so redeem the Notes as described above, in the Issuer or a Guarantor shall deliver to the Trustee an opinion of an independent legal counsel of recognized standing stating that the Issuer or a Guarantor would be obligated event it becomes obliged to pay Additional Amounts due which are less than the Additional Amounts payable at the Minimum Withholding Level. Notwithstanding the foregoing, the Issuer shall not have the right to so redeem the changes in tax lawsNotes unless: (i) it has taken reasonable measures to avoid the obligation to pay Additional Amounts; and (ii) it has complied with all necessary Central Bank regulations to legally effect such redemption; provided, treaties or regulations or however, that for this purpose reasonable measures shall not include any change in the application Issuer’s, Ultrapar’s, Ipiranga’s or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence any successor’s jurisdiction of the satisfaction incorporation or organization or location of the conditions precedent set forth above, in which event it will be conclusive and binding on the Holdersits principal executive or registered office.

Redemption for Taxation Reasons. The Notes will be redeemableSubject to Condition 8(B), at the Issuer’s or any Guarantor’s option, in whole, but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice to the Holders, with a copy to the Trustee if (which notice will be irrevocablea) at 100% of the principal amount thereof, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor has or shall become obligated to pay Additional Amounts (x) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, or regulations of the Cayman Islands or Brazil laws (or any Governmental Authority regulations or rulings promulgated under the laws) or treaties of Luxembourg (or any taxing authority thereof or therein having power to taxtherein), or any change in in, or amendments to, an official position regarding the application or official interpretation of such laws, treaties or regulations, rulings or (y) treaties, which change or amendment is announced or becomes effective on or after March 19, 2021, the Issuer becomes or, based upon a written opinion of independent counsel selected by the Issuer, will become obligated to pay Additional Amounts as described under Condition 8 with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction Notes or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, (b) as a result of any change in, or amendment to, the laws (or any regulations or rulings promulgated under the laws, ) or treaties or regulations of the Cayman Islands, Brazil United States (or any Governmental Authority taxing authority thereof or therein having power to taxtherein), or any change in in, or amendments to, an official position regarding the application or official interpretation of such laws, treaties or regulations, rulings or treaties which change or amendment (either is announced or becomes effective on or after March 19, 2021, the Guarantor becomes or, based upon a written opinion of independent counsel selected by the Guarantor, will become obligated to pay Additional Amounts as described under Condition 8 with respect to the Notes, then the Issuer may at any time at its option, having given not less than 30 nor more than 60 days' prior notice to Noteholders, redeem, in clause (x) or (y)) occurs after whole, but not in part, the date Notes at a redemption price equal to 100% of issuance the principal amount of the Notes. No , together with accrued and unpaid interest on the Notes to, but not including, the date fixed for redemption, provided that no such notice of redemption will shall be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a the Guarantor would be obligated obliged to pay such Additional Amounts if a payment in respect of such the Notes were then due or (as the case may be) a demand under the Guarantee were then duemade and, at the time such notification of redemption is given, such obligation to pay such Additional Amounts remains in effect. Prior to the publication or mailing of any notice of redemption of the Notes as described abovepursuant to this Condition 7(3), the Issuer or a Guarantor shall deliver to the Trustee an opinion of an independent legal counsel of recognized standing Fiscal Agent (i) a certificate stating that the Issuer is entitled to effect such redemption and that the conditions precedent to the right of the Issuer to so redeem have occurred and (ii) the written opinion of independent counsel to the effect that the Issuer or a (as the case may be) the Guarantor would be has or will become obligated to pay such Additional Amounts due to the changes in tax laws, treaties as a result of such change or regulations or in the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence of the satisfaction of the conditions precedent set forth above, in which event it will be conclusive and binding on the Holdersamendment.

Redemption for Taxation Reasons. The Notes will be redeemableSubject to Condition 8(B), at the Issuer’s or any Guarantor’s option, in whole, but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice to the Holders, with a copy to the Trustee if (which notice will be irrevocablea) at 100% of the principal amount thereof, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor has or shall become obligated to pay Additional Amounts (x) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, or regulations of the Cayman Islands or Brazil laws (or any Governmental Authority regulations or rulings promulgated under the laws) of Luxembourg (or any taxing authority thereof or therein having power to taxtherein), or any change in in, or amendments to, an official position regarding the application or official interpretation of such laws, treaties regulations or regulationsrulings, which change or (y) amendment is announced or becomes effective on or after May 13, 2016, the Issuer becomes or, based upon a written opinion of independent counsel selected by the Issuer, will become obligated to pay Additional Amounts as described under Condition 8 with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction Notes or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, (b) as a result of any change in, or amendment to, the laws (or any regulations or rulings promulgated under the laws, treaties or regulations ) of the Cayman Islands, Brazil United States (or any Governmental Authority taxing authority thereof or therein having power to taxtherein), or any change in in, or amendments to, an official position regarding the application or official interpretation of such laws, treaties regulations or regulationsrulings, which change or amendment (either is announced or becomes effective on or after May 13, 2016, the Guarantor becomes or, based upon a written opinion of independent counsel selected by the Guarantor, will become obligated to pay Additional Amounts as described under Condition 8 with respect to the Notes, then the Issuer may at any time at its option, having given not less than 30 nor more than 60 days’ prior notice to Noteholders, redeem, in clause (x) or (y)) occurs after whole, but not in part, the date Notes at a redemption price equal to 100% of issuance the principal amount of the Notes. No , together with accrued and unpaid interest on the Notes to, but not including, the date fixed for redemption, provided that no such notice of redemption will shall be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a the Guarantor would be obligated obliged to pay such Additional Amounts if a payment in respect of such the Notes were then due or (as the case may be) a demand under the Guarantee were then duemade and, at the time such notification of redemption is given, such obligation to pay such Additional Amounts remains in effect. Prior to the publication or mailing of any notice of redemption of the Notes as described abovepursuant to this Condition 7(3), the Issuer or a Guarantor shall deliver to the Trustee an opinion of an independent legal counsel of recognized standing Fiscal Agent (i) a certificate stating that the Issuer is entitled to effect such redemption and that the conditions precedent to the right of the Issuer to so redeem have occurred and (ii) the written opinion of independent counsel to the effect that the Issuer or a (as the case may be) the Guarantor would be has or will become obligated to pay such Additional Amounts due to the changes in tax laws, treaties as a result of such change or regulations or in the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence of the satisfaction of the conditions precedent set forth above, in which event it will be conclusive and binding on the Holdersamendment.

Redemption for Taxation Reasons. The Notes will be redeemableAt any time the Issuer may, at the Issuer’s or any Guarantor’s option, in whole, but not in part, upon on giving not less than thirty 15 business days’ nor more than sixty calendar 60 days’ notice (a ‘‘Tax Redemption Notice’’) to the Holders, with a copy to the Trustee Bondholders (which notice will shall be irrevocable) redeem the Bonds in whole but not in part at 100% 100 per cent. of the their principal amount thereofand together with interest accrued to (but excluding), plus accrued interest and any Additional Amounts payable with respect thereto, only the redemption date if (i) the Issuer or a Guarantor Company has or shall will become obligated obliged to pay Additional Tax Amounts (xas defined in the Terms and Conditions) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, laws or regulations or rulings (including a holding by a court of competent jurisdiction) of any Relevant Tax Jurisdiction (as defined in the Cayman Islands or Brazil or any Governmental Authority thereof or therein having power to taxTerms and Conditions), or any change in the general application or official interpretation of or the standing of an official position with respect to, such laws, treaties regulations or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulationsrulings, which change or amendment becomes effective, or official position is announced, on or after 23 July 2024 and (either in clause (xii) or (y)) occurs after such obligation cannot be avoided by the date of issuance of the Notes. No such notice of redemption will Company taking reasonable measures available to it, provided that no Tax Redemption Notice shall be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor Company would be obligated obliged to pay such Additional Tax Amounts if were a payment in respect of such Notes or the Guarantee were Bonds then due. Prior ‘‘Redemption for Change of Control Triggering Event’’ . . . . . . . . . . Bondholders have the right to require the Company to redeem all or some only (subject to the publication or mailing principal amount of any notice of redemption such Bondholder’s Bonds redeemed and the principal amount of the Notes balance of such Bondholder’s Bonds not being an Authorised Denomination (as described abovedefined in the Terms and Conditions)) of such Bondholder’s Bonds on the Change of Control Redemption Date (as defined in the Terms and Conditions) at 101 per cent. of their principal amount and together with interest accrued to (but excluding), the Issuer or Change of Control Redemption Date upon the occurrence of a Guarantor shall deliver to the Trustee an opinion Change of an independent legal counsel of recognized standing stating that the Issuer or a Guarantor would be obligated to pay Additional Amounts due to the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence of the satisfaction of the conditions precedent set forth above, in which event it will be conclusive and binding on the HoldersControl.

Redemption for Taxation Reasons. The Notes will be redeemable, at (i) If as a result of any change in or amendment to the Issuer’s laws or treaties (or any Guarantor’s optionrules or regulations thereunder) of any Relevant Taxing Jurisdiction, or any amendment to or change in wholean official interpretation, but not administration or application of such laws, treaties, rules or regulations (including a holding by a court of competent jurisdiction), which change or amendment or change in part, upon giving not less than thirty nor more than sixty calendar days’ notice to official position becomes effective on or after the Holdersissue date of the Securities or, with respect to a copy to successor, after the Trustee (which notice will be irrevocable) at 100% of date a successor assumes the principal amount thereofobligations under the Securities or the Guarantees, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor has the Guarantors or shall the successor have or will become obligated to pay Additional Amounts (x) with respect to such Notes, as a result described under Section 4.13 of any change in, or amendment to, the laws, treaties, or regulations of the Cayman Islands or Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, this Indenture in excess of the Additional Amounts that a Guarantor the Issuer or the Guarantors would be obligated to pay if payments by it were subject to withholding or deduction or withholding at a rate of 15%, 15.0% (or 25at a rate of 25.0% in case the case holder of beneficiaries located the Securities is resident in a tax haven jurisdictions for purposes jurisdiction; i.e., countries which do not impose any income tax or which impose it at a maximum rate lower than 20.0% or where the laws impose restrictions on the disclosure of Brazilian tax law, in each case determined without regard to any interest, fees, penalties ownership composition or other similar additions to tax, securities ownership) as a result of any change inthe taxes, or amendment toduties, assessments and other governmental charges described above (the “Minimum Withholding Level”), the lawsIssuer may, treaties or regulations at its option, redeem all, but not less than all, of the Cayman IslandsSecurities, Brazil or any Governmental Authority thereof or therein having power at a redemption price equal to tax100.0% of their principal amount, or any change in together with interest and Additional Amounts accrued to the application or official interpretation date fixed for redemption, upon publication of irrevocable notice not less than 30 days nor more than 90 days prior to the date fixed for redemption. No notice of such laws, treaties or regulations, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance of the Notes. No such notice of redemption will may be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor would would, but for such redemption, be obligated to pay such the Additional Amounts if above the Minimum Withholding Level, were a payment in respect of such Notes or the Guarantee were then due. Prior The Issuer shall not have the right to so redeem the publication or mailing of any notice of redemption of Securities in the Notes as described above, the Issuer or a Guarantor shall deliver to the Trustee an opinion of an independent legal counsel of recognized standing stating that the Issuer or a Guarantor would be obligated event it becomes obliged to pay Additional Amounts due which are less than the Additional Amounts payable at the Minimum Withholding Level. Notwithstanding the foregoing, the Issuer shall not have the right to so redeem the changes in tax lawsSecurities unless: (A) it has taken measures it considers reasonable to avoid the obligation to pay Additional Amounts; and (B) it has complied with all applicable regulations to legally effect such redemption; provided, treaties or regulations or however, that for this purpose reasonable measures shall not include any change in the application Issuer’s, the Guarantor’s or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence any successor’s jurisdiction of the satisfaction incorporation or organization or location of the conditions precedent set forth above, in which event it will be conclusive and binding on the Holdersits principal executive or registered office.

Redemption for Taxation Reasons. The Notes will be redeemableAt any time the Issuer may, at the Issuer’s or any Guarantor’s option, in whole, but not in part, upon giving having given not less than thirty 30 nor more than sixty calendar 60 days’ notice (a “Tax Redemption Notice”) to the Holders, with a copy to the Trustee Noteholders (which notice will shall be irrevocable) at 100% redeem (subject to the second following paragraph) all, and not some only, of the Notes at their principal amount thereofamount, plus together with accrued but unpaid interest and any Additional Amounts payable with respect theretoto such date (a “Tax Redemption Date”), only if (i) the Issuer or a Guarantor satisfies the Trustee immediately prior to the giving of such notice that the Issuer has or shall will become obligated obliged to pay Additional Amounts (x) with additional amounts in respect of principal or interest pursuant to such Notes, Condition 9 as a result of any change in, or amendment to, the laws, treaties, laws or regulations of the Cayman Islands or Brazil Luxembourg or any Governmental Authority political subdivision or any authority thereof or therein having power to tax, or any change in the general application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties laws or regulations, which change or amendment (either in clause (x) becomes effective on or (y)) occurs after the date of issuance of Closing Date, and (ii) such obligation cannot be avoided by the Notes. No Issuer taking reasonable measures available to it, provided that no such notice of redemption will shall be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor would be obligated obliged to pay such Additional Amounts if additional amounts were a payment in respect of such the Notes or the Guarantee were then due. Prior to the publication or mailing of any notice of redemption of the Notes as described abovepursuant to this paragraph, the Issuer or a Guarantor shall deliver to the Trustee (a) a certificate signed by two Directors of the Issuer stating that the obligation referred to in (i) above cannot be avoided by the Issuer (taking reasonable measures available to it) and (b) an opinion of an independent legal counsel or tax advisers of recognized recognised international standing stating to the effect that such change or amendment has occurred and that the Issuer is or a Guarantor would will be obligated obliged to pay Additional Amounts due to such additional amounts as a result thereof (irrespective of whether such amendment or change is then effective) and the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall accept such certificate and opinion as sufficient evidence of the satisfaction of the conditions precedent matters set forth above, out in (i) and (ii) above in which event it will shall be conclusive and binding on the HoldersNoteholders. Upon the expiry of a Tax Redemption Notice, the Issuer shall (subject to the next following paragraph) redeem the Notes at their principal amount, together with accrued interest to such date. If the Issuer gives a notice of redemption pursuant to this Condition 7(c), each Noteholder will have the right to elect that his Note(s) shall not be redeemed and that the provisions of Condition 9 shall not apply in respect of any payment of interest to be made on such Note(s) which falls due after the relevant Tax Redemption Date whereupon no additional amounts shall be payable in respect thereof pursuant to Condition 9 and payment of all amounts shall be made subject to the deduction or withholding of the taxation required to be withheld or deducted by Luxembourg or any political subdivision or any authority thereof or therein having power to tax. To exercise such right, the holder of the relevant Note must complete, sign and deposit at the specified office of any Paying, Transfer and Conversion Agent a duly completed and signed notice of election, in the form for the time being current, obtainable from the specified office of any Paying, Transfer and Conversion Agent together with the relevant Notes on or before the day falling 10 days prior to the Tax Redemption Date.

Redemption for Taxation Reasons. The Notes will be redeemable, at If as a result of any change in or amendment to the Issuer’s laws (or any Guarantor’s optionrules or regulations thereunder) of a Taxing Jurisdiction, or any amendment to or change in an official interpretation, administration or application of such laws, any treaties, rules, or related agreements to which the Taxing Jurisdiction is a party or regulations (including a holding by a court of competent jurisdiction), which change or amendment becomes effective or, in wholethe case of a change in official position, but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice is announced on or after the issue date of the Notes or on or after the date a successor to the HoldersCompany assumes the obligations under the Notes, with a copy (i) the Company or any successor to the Trustee (which notice will be irrevocable) at 100% of the principal amount thereof, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor Company has or shall will become obligated to pay Additional Amounts (xas defined below in Section 4.06) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, or regulations (ii) either of the Cayman Islands or Brazil Guarantors or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect successor to the Guarantee, Guarantor has or will become obligated to pay Additional Amounts in excess of the Additional Amounts that a either such Guarantor or any such successor to the Guarantor would be obligated to pay if payments by it were subject to withholding or deduction or withholding at a rate equal to the withholding tax rate imposed by Brazil as of 15%the issue date of the notes, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax lawdetermined, in each case determined case, without regard reference to any interest, fees, penalties penalties, or other similar additions to taxtax (the “Minimum Withholding Level”), as a result of any change inthe taxes, or amendment toduties, assessments and other governmental charges described above, the laws, treaties or regulations of the Cayman Islands, Brazil Company or any Governmental Authority thereof or therein having power successor to taxthe Company may, or any change in the application or official interpretation of such lawsat their option, treaties or regulationsredeem all, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance but not less than all, of the Notes, at a redemption price equal to 100% of their principal amount, together with accrued and unpaid interest to the date fixed for redemption, including any Additional Amounts with respect thereto, upon publication of irrevocable notice to Holders not less than 30 days nor more than 60 days prior to the date fixed for redemption. No such notice of such redemption will may be given earlier than sixty calendar 60 days prior to the earliest date on which either (x) the Issuer Company or a any successor to the Company would, but for such redemption, become obligated to pay any Additional Amounts, or (y) in the case of payments made under the Guarantees, either Guarantor would or any successor to the Guarantor would, but for such redemption, be obligated to pay such the Additional Amounts if in excess of the Minimum Withholding Level were a payment in respect of such Notes or the Guarantee were then due. Prior For the avoidance of doubt, the Company or any successor to the publication or mailing of any notice of redemption of Company shall not have the right to so redeem the Notes as described above, the Issuer or a Guarantor shall deliver to the Trustee an opinion of an independent legal counsel of recognized standing stating that the Issuer or a Guarantor would be unless (a) it is obligated to pay Additional Amounts due or (b) either Guarantor or any successor to the changes Guarantor is obliged to pay Additional Amounts that in tax lawsthe aggregate amount to more than the Additional Amounts payable at the Minimum Withholding Level. Notwithstanding the foregoing, treaties the Company or any successor to the Company shall not have the right to so redeem the Notes unless it has taken reasonable measures to avoid the obligation to pay Additional Amounts. For the avoidance of doubt, reasonable measures do not include changing the jurisdiction of incorporation of the Company or any successor to the Company or the jurisdiction of incorporation of a Guarantor or any successor to either Guarantor. In the event that the Company or any successor elects to so redeem the Notes pursuant to Section 3.01(c), it will deliver to the Trustee: (i) a certificate, signed in the name of the Company or any successor to the Company by any two of its executive officers or by its attorney-in -fact in accordance with its bylaws, stating that the Company or any successor to the Company is entitled to redeem the Notes pursuant to their terms and setting forth a statement of facts showing that the condition or conditions precedent to the right of the Company or any successor to the Company to so redeem have occurred or been satisfied; and (ii) an Opinion of Counsel to the effect that (1) the Company or any successor to the Company has or will become obligated to pay Additional Amounts or either Guarantor or any successor to the Guarantor has or will become obligated to pay Additional Amounts in excess of the Additional Amounts payable at the Minimum Withholding Level, (2) such obligation is the result of a change in or amendment to the laws (or any rules or regulations thereunder) of a Taxing Jurisdiction, as described above and (3) that all governmental requirements necessary for the Company or in any successor to the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence of Company to effect the satisfaction of the conditions precedent set forth above, in which event it will be conclusive and binding on the Holdersredemption have been complied with.

Redemption for Taxation Reasons. 79 72 The Notes will Securities are to be redeemable, redeemable at the Issuer’s or any Guarantor’s optionoption of the Company, in whole, as a whole but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice on any date at a Redemption Price equal to the Holders, with a copy to the Trustee (which notice will be irrevocable) at 100% of the principal amount thereof, plus any accrued and unpaid interest and any Additional Amounts payable with respect thereto, only to the Redemption Date if the Issuer or a Guarantor has or shall become obligated to pay Additional Amounts (x) with respect to such NotesCompany determines that, as a result of any change in, in or amendment to, to the laws, treaties, or regulations of the Cayman Islands or Brazil laws or any Governmental Authority regulations or rulings promulgated thereunder of Hong Kong or any political subdivision or taxing authority thereof or therein having power to taxtherein, or any change in the official application or official interpretation of such laws, treaties regulations or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to taxrulings, or any change in the official application or official interpretation of such lawsof, or any execution or amendment to, any treaty or treaties or regulationsaffecting taxation to which Hong Kong is a party, which change change, execution or amendment (either in clause (x) becomes effective on or (y)) occurs after the original issue date of issuance the Securities, the Company has been or will be required to pay Additional Amounts with respect to the Securities as described under Section 1001. SECTION 1102. Redemption at the Option of the NotesCompany. No such notice of redemption The Securities will be given earlier redeemable at the option of the Company, in whole but not in part, at any time on or after _______, at a Redemption Price equal to 100% of the principal amount plus any accrued and unpaid interest to the Redemption Date (subject to the right of Holders of record of the Securities on the relevant Regular Record Date to receive interest due on an Interest Payment Date that is on or prior to the Redemption Date); provided, however, that no such redemption may be made unless the closing price per Ordinary Share on the Hong Kong Stock Exchange for each of the 30 consecutive Trading Days (translated into US dollars at the Prevailing Exchange Rate on such Trading Day), the last of which occurs not more than sixty calendar five days prior to the earliest date on which the Issuer or a Guarantor would be obligated to pay such Additional Amounts if a payment in respect notice of such Notes or redemption is given, is at least __% of the Guarantee were then dueConversion Price per Ordinary Share as adjusted through, and effective on, such notice date (translated into US dollars at the Fixed Exchange Rate). Prior Notwithstanding the foregoing, the Company may redeem all of the Securities, at a Redemption Price equal to 100% of the principal amount plus accrued and unpaid interest to the publication or mailing of any notice of redemption Redemption Date if at anytime the aggregate principal amount of the Notes as described above, the Issuer or a Guarantor shall deliver to the Trustee an opinion of an independent legal counsel of recognized standing stating that the Issuer or a Guarantor would be obligated to pay Additional Amounts due to the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence Securities Outstanding is less than 5% of the satisfaction aggregate principal amount of the conditions precedent set forth above, in which event it will be conclusive and binding on the HoldersSecurities originally issued.

Redemption for Taxation Reasons. The Notes will be redeemable, at If as a result of any change in or amendment to the Issuer’s laws (or any Guarantor’s optionrules or regulations thereunder) of Brazil or any political subdivision or taxing authority thereof or therein affecting taxation, or any amendment to or change in an official interpretation, administration or application of such laws, treaties, rules, or regulations (including a holding by a court of competent jurisdiction), which change or amendment becomes effective or, in wholethe case of a change in official position, but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice to is announced on or after the Holders, with a copy to the Trustee (which notice will be irrevocable) at 100% issue date of the principal amount thereofNotes or on or after the date a successor assumes the obligations under the Notes, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer Company or a Guarantor has the Guarantors have or shall will become obligated to pay Additional Amounts (xas defined below in Section 4.06) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, or regulations of the Cayman Islands or Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor the Company or the Guarantors would be obligated to pay if payments by it were subject to withholding or deduction or withholding at a rate of 15%, % or at a rate of 25% in case the case Holder of beneficiaries located the Notes is resident in a tax haven jurisdictions for purposes jurisdiction (i.e., countries which do not impose any income tax or which impose it at a maximum rate lower than 20% or where the laws impose restrictions on the disclosure of Brazilian tax law, in each case determined without regard to any interest, fees, penalties ownership composition or other similar additions to tax, securities ownership) as a result of any change inthe taxes, or amendment toduties, assessments and other governmental charges described above (the “Minimum Withholding Level”), the lawsCompany or the Guarantors may, treaties or regulations of the Cayman Islandsat their option, Brazil or any Governmental Authority thereof or therein having power to taxredeem all, or any change in the application or official interpretation of such lawsbut not less than all, treaties or regulations, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance of the Notes, at a redemption price equal to 100% of their principal amount, together with interest accrued to the date fixed for redemption, upon publication of irrevocable notice to Holders not less than 30 days nor more than 90 days prior to the date fixed for redemption. No such notice of such redemption will may be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer Company or a Guarantor would the Guarantors would, but for such redemption, be obligated to pay such the Additional Amounts if a payment above the Minimum Withholding Level. The Company shall not have the right to so redeem the Notes in respect of such the event it becomes obliged to pay Additional Amounts which are less than the Additional Amounts payable at the Minimum Withholding Level. Notwithstanding the foregoing, the Company shall not have the right to so redeem the Notes or unless: (i) it has taken reasonable measures to avoid the Guarantee were then due. Prior obligation to the publication or mailing of any notice of redemption pay Additional Amounts; and (ii) it has complied with all necessary regulations of the Central Bank of Brazil to legally effect such redemption. In the event that the Company elects to so redeem the Notes as described abovepursuant to Section 3.01(c), the Issuer or a Guarantor shall it will deliver to the Trustee an opinion Trustee: (i) a certificate, signed in the name of an independent legal counsel the Company by any two of recognized standing its executive officers or by its attorney-in-fact in accordance with its bylaws, stating that the Issuer Company is entitled to redeem the Notes pursuant to their terms and setting forth a statement of facts showing that the condition or a Guarantor would be conditions precedent to the right of the Company to so redeem have occurred or been satisfied; and (ii) an Opinion of Counsel to the effect that the Company has or will become obligated to pay Additional Amounts due to the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence excess of the satisfaction Additional Amounts payable at the Minimum Withholding Level as a result of the conditions precedent set forth abovechange or amendment, in which event that the Company cannot avoid payment of such excess Additional Amounts by taking reasonable measures available to it will be conclusive and binding on that all governmental requirements necessary for the HoldersCompany to effect the redemption have been complied with.

Redemption for Taxation Reasons. The Notes will be redeemable, at If as a result of any change in or amendment to the Issuer’s laws or treaties (or any Guarantor’s optionrules or regulations thereunder) of any Relevant Taxing Jurisdiction, or any amendment to or change in wholean official interpretation, but not administration or application of such laws, treaties, rules or regulations (including a holding by a court of competent jurisdiction), which change or amendment or change in part, upon giving not less than thirty nor more than sixty calendar days’ notice to official position becomes effective on or after the Holdersissue date of the Securities or on or, with respect to a copy to successor, after the Trustee (which notice will be irrevocable) at 100% of date a successor assumes the principal amount thereofobligations under the Securities, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor has the Company or shall the successor have or will become obligated to pay Additional Amounts (x) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, or regulations described under Section 4.13 of the Cayman Islands or Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, Indenture in excess of the Additional Amounts that a Guarantor the Issuer or the Company would be obligated to pay if payments by it were subject to withholding or deduction or withholding at a rate of 1515.0% (or at a rate of 25.0% in case the holder of the Securities is resident in a tax haven jurisdiction, i.e., countries which do not impose any income tax or which impose it at a maximum rate lower than 20.0%, or 25% in where the case laws impose restrictions on the disclosure of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties ownership composition or other similar additions to tax, securities ownership) as a result of any change inthe taxes, or amendment toduties, assessments and other governmental charges described above (the "Minimum Withholding Level"), the lawsIssuer may, treaties or regulations at its option, redeem all, but not less than all, of the Cayman IslandsSecurities, Brazil or any Governmental Authority thereof or therein having power at a redemption price equal to tax100.0% of their principal amount, or any change in together with interest and Additional Amounts accrued to the application or official interpretation date fixed for redemption, upon publication of irrevocable notice not less than 30 days nor more than 90 days prior to the date fixed for redemption. No notice of such laws, treaties or regulations, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance of the Notes. No such notice of redemption will may be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor would would, but for such redemption, be obligated to pay such the Additional Amounts if above the Minimum Withholding Level, were a payment in respect of such Notes or the Guarantee were then due. Prior The Issuer shall not have the right to so redeem the publication or mailing of any notice of redemption of Securities in the Notes as described aboveevent it becomes obliged to pay Additional Amounts which are less than the Additional Amounts payable at the Minimum Withholding Level. Notwithstanding the foregoing, the Issuer shall not have the right to so redeem the Securities unless: (i) it has taken measures it considers reasonable to avoid the obligation to pay Additional Amounts; and (ii) it has complied with all applicable regulations to legally effect such redemption; provided, however, that for this purpose reasonable measures shall not include any change in the Issuer's, the Company's or a Guarantor any successor's jurisdiction of incorporation or organization or location of its principal executive or registered office. In the event that the Issuer elects to so redeem the Securities, it shall deliver to the Trustee an opinion Trustee: (i) a certificate, signed in the name of an independent legal counsel the Issuer by two of recognized standing its directors or by its attorney-in-fact in accordance with its articles of association, stating that the Issuer is entitled to redeem the Securities pursuant to their terms and setting forth a statement of facts showing that the condition or a Guarantor would be conditions precedent to the right of the Issuer to so redeem have occurred or been satisfied; and (ii) an Opinion of Counsel (as provided for in this Indenture) to the effect that the Issuer has or will become obligated to pay Additional Amounts due to the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence excess of the satisfaction Additional Amounts payable at the Minimum Withholding Level as a result of the conditions precedent set forth abovechange or amendment, and that all governmental approvals necessary for the Issuer to effect the redemption have been obtained and are in which event it will be conclusive full force and binding on the Holderseffect.

Redemption for Taxation Reasons. The Notes will Bonds may be redeemable, redeemed at the Issuer’s or any Guarantor’s option, option of the Issuer in whole, but not in part, upon at any time, on giving not less than thirty 30 nor more than sixty calendar 60 days’ notice (a “Tax Redemption Notice”) to the Holders, Bondholders in accordance with a copy Condition 17 (which notice shall be irrevocable) and in writing to the Trustee (which notice will be irrevocable) and the Principal Paying Agent, at 100% of the their principal amount thereof(together with interest accrued up to, plus accrued interest and any Additional Amounts payable with respect theretobut excluding, only the date fixed for redemption), if (i) the Issuer satisfies the Trustee immediately prior to the giving of such notice that it (or if the Issuer or a Guarantor were called, the Guarantor) has or shall will become obligated obliged to pay Additional Tax Amounts (x) with respect as provided or referred to such Notes, in Condition 9 as a result of any change in, or amendment to, the laws, treaties, laws or regulations of the Cayman Islands or Brazil British Virgin Islands, the PRC or any Governmental Authority political subdivision or any authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties laws or regulations, or regulations (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard including but not limited to any interest, fees, penalties or other similar additions to tax, as decision by a result court of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulationscompetent jurisdiction), which change or amendment becomes effective on or after 17 June 2021; and (either in clause ii) such obligation cannot be avoided by the Issuer (xor the Guarantor, as the case may be) or (y)) occurs after the date of issuance of the Notes. No such notice of redemption will taking reasonable measures available to it, provided that no Tax Redemption Notice shall be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer (or a Guarantor the Guarantor, as the case may be) would be obligated obliged to pay such Additional Tax Amounts if were a payment in respect of such Notes the Bonds (or the Guarantee were Guarantee, as the case may be) then due. Prior to the publication or mailing giving of any notice of redemption of the Notes as described aboveTax Redemption Notice pursuant to this Condition 7(b), the Issuer or a Guarantor shall deliver to the Trustee an opinion (A) a certificate in English signed by any Authorised Signatory of an independent legal counsel of recognized standing the Issuer (or the Guarantor, as the case may be) stating that the obligation referred to in (i) above of this Condition 7(b) cannot be avoided by the Issuer (or a Guarantor would be obligated the Guarantor, as the case may be) taking reasonable measures available to it; and (B) an opinion, in form and substance satisfactory to the Trustee, of independent tax or legal advisers of recognised standing to the effect that the Issuer (or the Guarantor, as the case may be) has or will become obliged to pay such Additional Tax Amounts due to the changes in tax laws, treaties as a result of such change or regulations or in the application or official interpretation thereofamendments. The Trustee shall be entitled (but shall not be obliged) to accept and rely upon such certificate and opinion as sufficient evidence of the satisfaction of the conditions precedent set forth aboveout in (i) and (ii) above of this Condition 7(b), in which event it will they shall be conclusive and binding on the HoldersBondholders. The Trustee shall be protected and shall have no liability to any Bondholder or any other person for so accepting and relying on such certificate or opinion. Neither the Trustee nor any of the Agents shall be responsible for monitoring or taking any steps to ascertain whether any of the circumstances mentioned in this Condition 7(b) has occurred or for calculating or verifying the calculations of any amount payable under any notice of redemption under this Condition 7(b) and none of them shall be liable to the Bondholders or the Issuer or the Guarantor or any other person for not doing so.

Redemption for Taxation Reasons. The Notes will be redeemable, at (i) If as a result of any change in or amendment to the Issuer’s laws or treaties (or any Guarantor’s optionrules or regulations thereunder) of any Relevant Taxing Jurisdiction, or any amendment to or change in wholean official interpretation, but not administration or application of such laws, treaties, rules or regulations (including a holding by a court of competent jurisdiction), which change or amendment or change in part, upon giving not less than thirty nor more than sixty calendar days’ notice to official position becomes effective on or after the Holdersissue date of the Securities or, with respect to a copy to successor, after the Trustee (which notice will be irrevocable) at 100% of date a successor assumes the principal amount thereofobligations under the Securities or the Company Guarantee, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor has the Company or shall the successor have or will become obligated to pay Additional Amounts (x) with respect to such Notes, as a result described under Section 4.13 of any change in, or amendment to, the laws, treaties, or regulations of the Cayman Islands or Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, this Indenture in excess of the Additional Amounts that a Guarantor the Issuer or the Company would be obligated to pay if payments by it were subject to withholding or deduction or withholding at a rate of 15%, 15.0% (or 25at a rate of 25.0% in case the case holder of beneficiaries located the Securities is resident in a tax haven jurisdictions for purposes jurisdiction; i.e., countries which do not impose any income tax or which impose it at a maximum rate lower than 20.0% or where the laws impose restrictions on the disclosure of Brazilian tax law, in each case determined without regard to any interest, fees, penalties ownership composition or other similar additions to tax, securities ownership) as a result of any change inthe taxes, or amendment toduties, assessments and other governmental charges described above (the “Minimum Withholding Level”), the lawsIssuer may, treaties or regulations at its option, redeem all, but not less than all, of the Cayman IslandsSecurities, Brazil or any Governmental Authority thereof or therein having power at a redemption price equal to tax100.0% of their principal amount, or any change in together with interest and Additional Amounts accrued to the application or official interpretation date fixed for redemption, upon publication of irrevocable notice not less than 30 days nor more than 90 days prior to the date fixed for redemption. No notice of such laws, treaties or regulations, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance of the Notes. No such notice of redemption will may be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor would would, but for such redemption, be obligated to pay such the Additional Amounts if above the Minimum Withholding Level, were a payment in respect of such Notes or the Guarantee were then due. Prior The Issuer shall not have the right to so redeem the publication or mailing of any notice of redemption of Securities in the Notes as described above, the Issuer or a Guarantor shall deliver to the Trustee an opinion of an independent legal counsel of recognized standing stating that the Issuer or a Guarantor would be obligated event it becomes obliged to pay Additional Amounts due which are less than the Additional Amounts payable at the Minimum Withholding Level. Notwithstanding the foregoing, the Issuer shall not have the right to so redeem the changes in tax lawsSecurities unless: (A) it has taken measures it considers reasonable to avoid the obligation to pay Additional Amounts; and (B) it has complied with all applicable regulations to legally effect such redemption; provided, treaties or regulations or however, that for this purpose reasonable measures shall not include any change in the application Issuer’s, the Company’s or official interpretation thereof. The Trustee shall accept such opinion as sufficient evidence any successor’s jurisdiction of the satisfaction incorporation or organization or location of the conditions precedent set forth above, in which event it will be conclusive and binding on the Holdersits principal executive or registered office.

Redemption for Taxation Reasons. The Notes will be redeemable, at If as a result of any change in or amendment to the Issuer’s laws (or any Guarantor’s optionrules or regulations thereunder) of Brazil or any political subdivision or taxing authority thereof or therein affecting taxation, or any amendment to or change in an official interpretation, administration or application of such laws, treaties, rules, or regulations (including a holding by a court of competent jurisdiction), which change or amendment becomes effective or, in wholethe case of a change in official position, but not in part, upon giving not less than thirty nor more than sixty calendar days’ notice to is announced on or after the Holders, with a copy to the Trustee (which notice will be irrevocable) at 100% issue date of the principal amount thereofNotes or on or after the date a successor assumes the obligations under the Notes, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer or a Guarantor Company has or shall will become obligated to pay Additional Amounts (x) with respect to such Notes, as a result of any change in, or amendment to, the laws, treaties, or regulations of the Cayman Islands or Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor the Company would be obligated to pay if payments by it were subject to withholding or deduction or withholding at a rate of 15%, 15 per cent. or 25% at a rate of 25 per cent. in case the case Holder of beneficiaries located the Notes is resident in a tax haven jurisdictions for purposes jurisdiction (i.e., countries which do not impose any income tax or which impose it at a maximum rate lower than 20 per cent. or where the laws impose restrictions on the disclosure of Brazilian tax law, in each case determined without regard to any interest, fees, penalties ownership composition or other similar additions to tax, securities ownership) as a result of any change inthe taxes, or amendment toduties, assessments and other governmental charges described above (the “Minimum Withholding Level”), the lawsCompany may, treaties or regulations of the Cayman Islandsat its option, Brazil or any Governmental Authority thereof or therein having power to taxredeem all, or any change in the application or official interpretation of such lawsbut not less than all, treaties or regulations, which change or amendment (either in clause (x) or (y)) occurs after the date of issuance of the Notes, at a redemption price equal to 100 per cent. of their principal amount, together with interest accrued to the date fixed for redemption, upon publication of irrevocable notice to Holders not less than 30 days nor more than 90 days prior to the date fixed for redemption. No such notice of such redemption will may be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor would Company would, but for such redemption, be obligated to pay such the Additional Amounts if a payment in respect of such Notes or above the Guarantee were then dueMinimum Withholding Level. Prior The Company shall not have the right to the publication or mailing of any notice of redemption of so redeem the Notes as described above, in the Issuer or a Guarantor shall deliver to the Trustee an opinion of an independent legal counsel of recognized standing stating that the Issuer or a Guarantor would be obligated event it becomes obliged to pay Additional Amounts due which are less than the Additional Amounts payable at the Minimum Withholding Level. Notwithstanding the foregoing, the Company shall not have the right to so redeem the changes in tax lawsNotes unless: (i) it has taken reasonable measures to avoid the obligation to pay Additional Amounts; and (ii) it has complied with all necessary regulations of the Central Bank to legally effect such redemption. For the avoidance of doubt, treaties reasonable procedures shall not include the Company changing or regulations or in the application or official interpretation thereofmoving jurisdictions. The Trustee shall accept such opinion as sufficient evidence of agrees to provide the satisfaction of Company with any necessary document that may be required by the conditions precedent set forth above, Central Bank in which event it will be conclusive and binding on order to obtain any Central Bank approval that is necessary in order to redeem the HoldersNotes.

Redemption for Taxation Reasons. The Notes will Bonds may be redeemable, redeemed (subject to the provisions of Conditions 7.14 and 8.4) at the Issuer’s or any Guarantor’s option, option of the Issuer in whole, but not in part, upon at any time, on giving not less than thirty 30 nor more than sixty calendar 60 days’ notice to the Holders, with (a copy “Tax Redemption Notice”) to the Trustee and the Bondholders in accordance with Condition 17 on the date specified in the Tax Redemption Notice (which notice will be irrevocablethe “Tax Redemption Date”) at 100% its principal amount together with accrued and unpaid interest up to (but excluding) the Tax Redemption Date, if (i) the Issuer satisfies the Trustee immediately prior to the giving of such Tax Redemption Notice that it has or will become obliged to pay additional amounts in respect of any payments of interest in respect of the principal amount thereof, plus accrued interest and any Additional Amounts payable with respect thereto, only if the Issuer Bonds as provided or a Guarantor has or shall become obligated referred to pay Additional Amounts (x) with respect to such Notes, in Condition 10 as a result of any change in, or amendment to, the laws, treaties, laws or regulations of Canada or the Cayman Islands or Brazil United Kingdom or any Governmental Authority political subdivision or any authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties or regulations, or (y) with respect to the Guarantee, in excess of the Additional Amounts that a Guarantor would pay if payments by it were subject to deduction or withholding at a rate of 15%, or 25% in the case of beneficiaries located in tax haven jurisdictions for purposes of Brazilian tax law, in each case determined without regard to any interest, fees, penalties or other similar additions to tax, as a result of any change in, or amendment to, the laws, treaties or regulations of the Cayman Islands, Brazil or any Governmental Authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws, treaties laws or regulations, which change or amendment (either in clause (x) becomes effective on or (y)) occurs after the date of issuance of Closing Date, and (ii) such obligation cannot be avoided by the Notes. No Issuer taking commercially reasonable measures available to it (the “Tax Redemption Event”), provided that no such notice of redemption will Tax Redemption Notice shall be given earlier than sixty calendar 90 days prior to the earliest date on which the Issuer or a Guarantor would be obligated obliged to pay such Additional Amounts if additional amounts were a payment in respect of such Notes or the Guarantee were Bonds then due. Prior to the publication or mailing of any notice of redemption of the Notes as described aboveTax Redemption Notice pursuant to this Condition 8.3, the Issuer or a Guarantor shall deliver to the Trustee (a) a certificate signed by two directors of the Issuer stating that the obligation referred to in (1) above cannot be avoided by the Issuer taking reasonable measures available to it and (b) an opinion of an independent legal counsel of recognized standing stating or tax advisers to the effect that such change or amendment has occurred and that the Issuer has or a Guarantor would will be obligated obliged to pay Additional Amounts due to such additional amounts as a result thereof (irrespective of whether such amendment or change is then effective) and the changes in tax laws, treaties or regulations or in the application or official interpretation thereof. The Trustee shall accept (without liability for so doing) such certificate and opinion as sufficient evidence of the satisfaction of the conditions condition precedent set forth out in (i) and (ii) above, in which event it will shall be conclusive and binding on the Holders.Bondholders. EU1/ 52179183.13 92