Common use of WARRANTIES AND UNDERTAKINGS Clause in Contracts

WARRANTIES AND UNDERTAKINGS. 18.1 Each Party warrants to the other that: (a) subject to Clause 18.2, it has obtained and will maintain at all times during the Term all licences, authorisations, permits, consents and other approvals necessary to enter into this Agreement and to enable it to fulfil its obligations under this Agreement; (b) it has negotiated, entered into and executed this Agreement as principal (and not as agent or in any other capacity, fiduciary or otherwise); and (c) it is and will remain a party to the Network Code for the duration of the Term. 18.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreement. 18.3 The Service Provider acknowledges that the Customer requires the services provided under this Agreement (and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facility; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996. 18.4 The Service Provider warrants to the Customer that, at the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 Each Party 3.1 The Chargor hereby warrants and represents to the other Collateral Agent that: (a) subject to Clause 18.2it is the legal and registered owner of the Issued Shares and, if and when acquired, the Additional Shares and it has obtained and will maintain at all times during not transferred, assigned, charged or in any way encumbered the Term all licences, authorisations, permits, consents and other approvals necessary to enter into this Agreement and to enable it to fulfil its obligations under this Agreementwhole or any part of the Security Assets; (b) it the Issued Shares constitute all of the issued and outstanding shares in the share capital of the Borrower at the date of this Charge; (c) the Issued Shares have been duly authorised, validly issued and are fully paid and non-assessable; (d) neither the Chargor nor the Borrower has negotiatedgranted any options or other rights of any nature in respect of the Issued Shares, entered into and executed this Agreement as principal (and not as agent or in any other capacityshares in the share capital of the Borrower to any third party; (e) it is authorised in every respect to make this Charge and its obligations hereunder constitutes its legal, fiduciary or otherwise)valid and binding obligations enforceable against it in accordance with its terms; and (cf) it is this Charge, when duly registered, will create a valid security interest in the Security Assets securing the payment of the Secured Obligations and, following execution of this Charge, all filings and other actions necessary or reasonably desirable to perfect such security interest will remain a party be duly made or taken. 3.2 The Chargor hereby undertakes to the Network Code for Collateral Agent that during the duration of the Term. 18.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreement. 18.3 The Service Provider acknowledges that the Customer requires the services provided under this Agreement (and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure thatSecurity Period: (a) it will remain the physical flow legal and registered owner of Natural Gas from the Facility Issued Shares and, if and when acquired, the Additional Shares and will not transfer, assign, charge or otherwise encumber hereafter, the whole or any part of the Security Assets to anyone other than the Collateral Agent, unless with the prior written approval of the Collateral Agent, which approval may be arbitrarily withheld unless (i) such transfer does not violate the terms of the Security Documents and (ii) any such transferee charges the Security Assets pursuant to an agreement which, in the opinion of the Collateral Agent, grants security to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the FacilityCollateral Agent equivalent to this Charge; and (b) the Service Provider it shall not knowingly or deliberately do anything that would put the Customer in breach exercise its powers as a Chargor of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required Borrower to ensure procure that the Customer complies with its obligations under Borrower will not issue new shares or classes of shares or register the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees transfer of shares without the prior written approval of the Collateral Agent. 3.3 Upon the Collateral Agent being satisfied that the provision of Secured Obligations have been unconditionally and irrevocably paid and discharged in full, and following a written request therefor from the Service is Chargor, the Collateral Agent will, subject to being indemnified to its reasonable satisfaction for the costs and expenses incurred by the Collateral Agent in accordance with its obligation pursuant to Regulation 6(6) of connection therewith, release the Gas Safety (Management) Regulations 1996. 18.4 The Service Provider warrants security constituted by this Charge and forthwith return to the Customer that, at Chargor any and all share certificates representing the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warrantySecurity Assets. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 Each Party 5.1 The Recipient warrants to that, in the course of its activities in connection with the Expenditure Programme(s), it will not infringe any intellectual property or other rights of any contractor or any other third party. 5.2 The Recipient warrants that, as at the date of this Agreement: (a) subject to Clause 18.2, it It has obtained full power and will maintain at all times during the Term all licences, authorisations, permits, consents and other approvals necessary authority to enter into this Agreement and to enable it to fulfil perform its obligations under this Agreement which, when executed, will constitute binding obligations on it in accordance with this Agreement's terms, and it has complied with the Local Government Act 2002 in entering into this Agreement; (b) the Recipient is solvent and is not subject to the appointment of a liquidator, receiver, manager or similar person in respect of any of its assets or to the appointment of a Crown Manager or Commission under Part 10 of the Local Government Act 2002; (c) all information and representations disclosed or made to DIA by the Recipient in connection with this Agreement are true and correct, do not omit any material matter, and are not likely to mislead or deceive DIA as to any material matter; (d) it has negotiateddisclosed to DIA all matters known to the Recipient (relating to the Expenditure Programme(s), entered into and executed this Agreement as principal (and not as agent the Recipient or in any other capacityits personnel) that could reasonably be expected to have an adverse effect on the reputation, fiduciary good standing or otherwise)goodwill of DIA or the New Zealand Government; and (ce) it is and will remain a party not aware of any material information that has not been disclosed to DIA which may, if disclosed, materially adversely affect the Network Code for decision of DIA whether to provide the duration of the TermFunding. 18.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider 5.3 The Recipient warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreement. 18.3 The Service Provider acknowledges that the Customer requires the services provided under this Agreement (and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility Funding has been or will be applied solely to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the FacilityEligible Costs; and (b) the Service Provider shall not knowingly or deliberately do anything that would put Expenditure Programme(s) will take into account the Customer parties’ shared intention to: (i) support economic recovery through job creation; and (ii) maintain, increase and/or accelerate investment in breach core water infrastructure renewals and maintenance, and such warranty will be deemed to be repeated continuously so long as this Agreement remains in effect by reference to the facts and circumstances then existing. 5.4 DIA warrants that, as at the date of the Gas Safety (Management) Regulations 1996 this Agreement, it has full power and shall fully co-operate with the Customer insofar as such co-operation is required authority to ensure that the Customer complies with enter into and perform its obligations under the Gas Safety (Management) Regulations 1996. this Agreement which, when executed, will constitute binding obligations on it in accordance with this Agreement's terms. 5.5 The Service Provider Recipient acknowledges that DIA has entered into this Agreement in reliance on these warranties and undertakings. 5.6 The Recipient acknowledges and agrees that DIA has made no warranty or representation that any funding or financial support is or will be available to the provision Recipient in respect of the Service is in accordance with its obligation pursuant to Regulation 6(6) of Expenditure Programme(s), other than the Gas Safety (Management) Regulations 1996Funding. 18.4 The Service Provider warrants to the Customer that, at the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 Each Party 5.1 The Recipient warrants to that, in the course of its activities in connection with the Expenditure Programme(s), it will not infringe any intellectual property or other rights of any contractor or any other third party. 5.2 The Recipient warrants that, as at the date of this Agreement: (a) subject to Clause 18.2, it It has obtained full power and will maintain at all times during the Term all licences, authorisations, permits, consents and other approvals necessary authority to enter into this Agreement and to enable it to fulfil perform its obligations under this Agreement which, when executed, will constitute binding obligations on it in accordance with this Agreement's terms, and it has complied with the Local Government Act 2002 in entering into this Agreement; (b) the Recipient is solvent and is not subject to the appointment of a liquidator, receiver, manager or similar person in respect of any of its assets or to the appointment of a Crown Manager or Commission under Part 10 of the Local Government Xxx 0000; (c) all information and representations disclosed or made to DIA by the Recipient in connection with this Agreement are true and correct, do not omit any material matter, and are not likely to mislead or deceive DIA as to any material matter; (d) it has negotiateddisclosed to DIA all matters known to the Recipient (relating to the Expenditure Programme(s), entered into and executed this Agreement as principal (and not as agent the Recipient or in any other capacityits personnel) that could reasonably be expected to have an adverse effect on the reputation, fiduciary good standing or otherwise)goodwill of DIA or the New Zealand Government; and (ce) it is and will remain a party not aware of any material information that has not been disclosed to DIA which may, if disclosed, materially adversely affect the Network Code for decision of DIA whether to provide the duration of the TermFunding. 18.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider 5.3 The Recipient warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreement. 18.3 The Service Provider acknowledges that the Customer requires the services provided under this Agreement (and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility Funding has been or will be applied solely to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the FacilityEligible Costs; and (b) the Service Provider shall not knowingly or deliberately do anything that would put Expenditure Programme(s) will take into account the Customer parties’ shared intention to: (i) support economic recovery through job creation; and (ii) maintain, increase and/or accelerate investment in breach core water infrastructure renewals and maintenance, and such warranty will be deemed to be repeated continuously so long as this Agreement remains in effect by reference to the facts and circumstances then existing. 5.4 DIA warrants that, as at the date of the Gas Safety (Management) Regulations 1996 this Agreement, it has full power and shall fully co-operate with the Customer insofar as such co-operation is required authority to ensure that the Customer complies with enter into and perform its obligations under the Gas Safety (Management) Regulations 1996. this Agreement which, when executed, will constitute binding obligations on it in accordance with this Agreement's terms. 5.5 The Service Provider Recipient acknowledges that DIA has entered into this Agreement in reliance on these warranties and undertakings. 5.6 The Recipient acknowledges and agrees that DIA has made no warranty or representation that any funding or financial support is or will be available to the provision Recipient in respect of the Service is in accordance with its obligation pursuant to Regulation 6(6) of Expenditure Programme(s), other than the Gas Safety (Management) Regulations 1996Funding. 18.4 The Service Provider warrants to the Customer that, at the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 Each Party The Service Provider hereby warrants and undertakes to and in favour of CPUT on (unless otherwise stipulated) the other that:following basis- (a) subject 18.1.1 the warranties shall be deemed to Clause 18.2, it has obtained be representations and will maintain at all times during undertakings by the Term all licences, authorisations, permits, consents and other approvals necessary Service Provider; 18.1.2 each warranty shall be deemed to be a representation of fact inducing the CPUT to enter into this Agreement agreement; 18.1.3 each warranty shall be presumed to be material; 18.1.4 insofar as any warranty is promissory or relates to a future event, it shall be deemed to have been given as at the due date for fulfilment of the promise or the happening of the event, as the case may be; 18.1.5 each warranty shall be a separate warranty and in no way limited or restricted by reference to enable it or inference from the terms of any other warranty, and 18.1.6 Each warranty is given as at the signature date and as at the effective date. 18.2 The Service Provider hereby warrants and undertakes, without limiting the generality of 18.1 above, to fulfil its and in favour of the CPUT that: 18.2.1 He/ she possesses the appropriate level of experience and expertise in relation to the Services of which he/ she has been appointed and that he/she has the necessary capacity, resources, experience to provide the Services in respect of which he/ she has been appointed. 18.2.2 It is expected that the Service Provider shall, at all times, provide the Services diligently, in a professional manner and in compliance with all Prevailing Legislation and that the Service Provider shall amongst others: 18.2.3 Comply with the professional and ethical rules applicable to the Service Provider’s profession; 18.2.4 Ensure that the interests of CPUT are protected at all times; and 18.2.5 Ensure that the Services are aligned to best practice. 18.2.6 No litigation, arbitration or administrative proceedings are pending or threatened against the Service Provider which would have an adverse effect upon his/ her financial condition or business, or her ability to perform his/ her obligations under this Agreement; (b) it has negotiated, entered into and executed 18.2.7 The execution of this Agreement as principal (and not as agent or in any other capacity, fiduciary or otherwise); and (c) it is and will remain a party to the Network Code for the duration of the Term. 18.2 Where by the Service Provider does not hold a gas shipper licence, and the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its performance by him/ her or his/ her obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreementhereunder have been duly authorized. 18.3 The Service Provider acknowledges that All the Customer requires the services provided under this Agreement (and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996applicable legislation, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day which do not specifically allow discretion in respect of which compliance by the Customer has submitted a Withdrawal Nomination is not less than State, shall be followed exactly as intended by such legislation regardless of any instructions, verbal or in writing, to the Nominated Withdrawal Quantity plus the Reallocation Quantity contrary. (if any) plus the quantity of Natural Gas nominated for withdrawal by other users Refer inter alia to Section 41 of the Facility less the quantity Occupational Health and Safety Act, 1993 (Act 85 of Natural Gas nominated for injection by the Customer and other users of the Facility; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 19961993)). 18.4 The Service Provider warrants Should any applicable legislation allow discretion in respect of compliance by the State, it shall be followed exactly as intended by the relevant legislation as if no discretion is allowed until such time as specific instructions in writing are issued to the Customer that, at appointed professional team by the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warrantydepartmental project manager. 18.5 The Customer warrants Service Provider undertakes to ensure that his actions and outcome thereof including, but not limited to, the facilities to be affected by the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lienin accordance with all relevant legislation and upon delivery, charge, encumbrance or adverse claim (will function as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred required by or made or brought against the Service Provider in consequence of a breach of this warrantysaid relevant legislation. 18.6 The Service Provider acknowledges undertakes that its actions and agrees that nothing the outcome thereof will in this Agreement shall prevent no way be detrimental to the Customer from complying with health and safety of the occupants or persons present therein or in the vicinity thereof. Similarly, it must not be detrimental to any Legal Requirement and aspects of the environment in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirementits structure or operation if operated as specified in operation manual(s). 18.7 The Customer warrants This adherence to legal prescripts shall be a continuous process throughout the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with appointment, which shall manifest itself during the requirements of its gas transporter license.following phases:

WARRANTIES AND UNDERTAKINGS. 18.1 Each Party warrants to the other 19.1 You hereby undertake, represent and warrant on a continuing basis that: (aA) the information given by you, or on your behalf, to Delta Asia in the Account Opening Form or otherwise in connection with the opening of any Account is true, full and complete and Delta Asia shall be entitled to rely on such information until Delta Asia receives written notice from you of any changes thereto; (B) you have the authority and capacity to enter into and execute this Client Agreement and no one except you (unless otherwise disclosed to Delta Asia pursuant to Clause 22.1) has an interest in the Account(s); (C) save as disclosed by you to Delta Asia pursuant to Clause 22.1 with the consent given by Delta Asia: (i) you enter this Client Agreement as a principal and is trading on your own account and does not do so as nominee or trustee for any other person and there exist no arrangements whereby any person other than the person(s) signing this Client Agreements as you have or will have any beneficial interest in this Client Agreement; and (ii) you are the ultimate beneficiary of the Account and the person ultimately responsible for originating instruction about Transactions; (D) this Client Agreement and its performance and the obligations contained in it do not and will not contravene any applicable laws and regulations, contravene any provisions of the memorandum and articles or bye-laws (for corporate client), or constitute a breach or default under any agreement or arrangement by you are bound; (E) subject to Clause 18.2any security interest of any Affiliate and the information disclosed to Delta Asia, it has obtained all properties including but not limited to securities provided by you for selling or crediting into the Account(s) are fully paid with valid and good title and whose legal and beneficial titles are owned by you and you will maintain at all times during not charge, pledge or allow to subsist any charge or pledge or grant any option over such properties without Delta Asia’s prior consent; (F) you have received, read and understood the Term all licences, authorisations, permits, consents contents of the Risk Disclosure Statement and other approvals necessary you have sufficient experience to enter into this Agreement and to enable it to fulfil its obligations assess the suitability of the Transactions contemplated under this Client Agreement; (bG) where you or any one of you is a body corporate (in respect of such person):- (i) it is a corporation duly organized and is validly existing under the laws of the country of its incorporation and in every other country where it is carrying on business; (ii) this Client Agreement has negotiatedbeen validly authorized by the appropriate corporate action of you and when executed and delivered will constitute valid and binding obligations of you in accordance with the terms herein; (iii) the certified true copies of your certificate of incorporation or registration, entered into charter, statute or memorandum and executed this Agreement as principal (articles or other instrument constituting or defining its constitution and not as agent or the board resolutions of you delivered to Delta Asia are true and accurate and still in any other capacity, fiduciary or otherwise)force; and (iv) no steps have been taken or are being taken to appoint a receiver and/or manager or liquidator over the assets of, or to wind up you; (H) where you or any one of you are an individual, you are legally capable of validly entering into and performing this Client Agreement and is of sound mind and legal competence and is not a bankrupt; (I) where you are a partnership and business is carried on under a firm's name, this Client Agreement shall continue to be valid and binding for all purposes notwithstanding any change in the partnership or constitution of the firm by the introduction of a new partner or by the death, insanity or bankruptcy or a retirement of any partner for the time being carrying on the business of or constituting the firm or otherwise; and (J) Any Authorized Person and any person representing you in entering into any Transaction will have been duly authorized to do so on your behalf. 19.2 You undertake to notify Delta Asia immediately upon the occurrence of any material changes in the information supplied in this Client Agreement and/or the Account Opening Form. In particular, you agree to inform Delta Asia of any change in contact information (including address and telephone number) upon occurrence of such changes. In event that in exercising its rights or discharging its duties under this Client Agreement, Delta Asia cannot communicate with you using the latest contact details provided by you for over a period of seven (7) days, you agree that this provides sufficient evidence of material breach of this Client Agreement by you which constitutes an Event of Default under Clause 12.1(G). 19.3 Delta Asia will notify you of any material change to: (a) the name and address of its business; (b) its registration status with the SFC and its CE number; (c) it is and will remain a party to the Network Code for the duration description of the Termnature of services provided by it; or (d) the description of the remuneration payable to Delta Asia and the basis for such payment. 18.2 Where 19.4 You accept full risk and responsibility for: (A) the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall monitoring and use the shipping services of your Account(s) including any of the events set out in Clause 19.5 below; (B) the use and safe custody of any information including your Password, ID, portfolio information, Transaction activities, Account balances and any other information or Instructions available on your personal computer; (C) the provision and maintenance of the communications equipment (including personal computers and modems) and telephone or alternative services required for accessing and using the Services, and for all communications service fees and charges incurred by you in accessing our network; and (D) any loss or damage caused directly or indirectly by any government restrictions, Exchange rulings, suspension of trading of Securities or other Investments, war, strikes, equipment, software or communications line failure or malfunction, unauthorized access, theft, and other occurrences beyond our reasonable control. 19.5 You will immediately notify us in writing if you become aware of any of the following: (A) any loss, theft or unauthorized use of the Password, ID and/or Account number(s); (B) any failure by you to receive a message from us indicating that an Instruction was received and/or executed; (C) any failure by you to receive an accurate written confirmation of any Transaction; (D) any receipt of confirmation from us of any Instructions or Transaction which you did not place or authorize; or (E) any inaccurate information in your Account balances, Securities and/or other Investment positions, or Transaction history. In no event shall we be deemed to have received any Instructions given by you until we have actual knowledge of such your Instruction. 19.6 Unless you have previously disclosed in writing to us, you are not an officer or employee of any Exchange, board of trade, clearing house, bank or trust company, or an affiliate of any licensed gas shipper whose Shipper Short Code is specified corporation or registered institution under the SFO, or an introducing broker, or an officer, partner, director or employee of any securities broker or dealer. 19.7 Acting as Principal/Responsible Person (A) Unless you have previously disclosed to us in Schedule 1 writing, you will be acting as principal, and not as trustee or agent or on behalf of any other person and all such Transactions are effected for your benefit and no other person has any interest therein in relation to each Transaction in your Account and shall stand to gain the purpose commercial or economic benefit of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper Transaction and/or bear their commercial or economic risks (except where such other person has been disclosed to us by you by written notice); (B) (i) if you are acting on your own behalf, all the Transactions effected are legitimate and all monies and assets applied to such Transactions are the result of bona fide activities, and (ii) if you are acting on behalf of one or more clients (the identities of which have not been disclosed to us), you have conducted and satisfactorily completed your internal “know-your-client” and anti-money laundering procedures on each such client in accordance with the laws applicable to you and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreement. 18.3 The Service Provider acknowledges that the Customer requires the services provided under this Agreement (and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal such procedures in relation to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facilityeach such client; and (bC) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach Unless you provide us with prior written notice of the Gas Safety (Management) Regulations 1996 name and shall fully co-operate address of and nature of relationship with the Customer insofar as such co-operation is required person whom you appoint to ensure that operate the Customer complies with its obligations under Account(s) on your behalf, you will operate your own Account(s) at all times, including, for the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that avoidance of doubt, the provision giving of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996orders. 18.4 The Service Provider warrants to the Customer that, at the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 Each Party warrants to the other 11.1 The Client hereby undertakes, continuing basis that: (aA) the information given by the Client, or on the Client's behalf, to the Broker in the Client Information Form or otherwise in connection with the opening of any Account is true, full and complete and the Broker shall be entitled to rely on such information until the Broker receives written notice from the Client of any changes thereto; (B) it has the authority and capacity to enter into and execute this Agreement and no one except the Client (unless otherwise disclosed to the Broker pursuant to Clause 13) has an interest in the Account(s); (C) save as disclosed by the Client to the Broker pursuant to Clause 13 with the consent given by the Broker: (I) the Client enters this Agreement as a principal and is trading on its own account and does not do so as nominee or trustee for any other person and there exist no arrangements whereby any person other than the person(s) signing this Agreements as the Client has or will have any beneficial interest in this Agreement; and (II) the Client is the ultimate beneficiary of the Account and the person ultimately responsible for originating instruction about Transactions; (D) this Agreement and its performance and the obligations contained in it do not and will not contravene any applicable laws and regulations, contravene any provisions of the memorandum and articles or bye-laws (for corporate client), or constitute a breach or default under any agreement or arrangement by the Client is bound; (E) subject to Clause 18.2any security interest of any of the Broker's Associates and the information disclosed to the Broker, it all properties including but not limited to securities provided by the Client for selling or crediting into the Account(s) are fully paid with valid and good title and whose legal and beneficial titles are owned by the Client and the Client will not charge, pledge or allow to subsist any charge or pledge or grant any option over such properties without the Broker's prior consent; (F) the Client has obtained received, read and will maintain at all times during understood the Term all licences, authorisations, permits, consents contents of the Risk Disclosure Statement and other approvals necessary the Client has sufficient experience to enter into this Agreement and to enable it to fulfil its obligations assess the suitability of the Transactions contemplated under this Agreement; (bG) where the Client or any one of them is a body corporate (in respect of such person):- (I) it has negotiated, entered into is a corporation duly organized and executed is validly existing under the laws of the country of its incorporation and in every other country where it is carrying on business; (II) this Agreement as principal has been validly authorized by the appropriate corporate action of the Client and when executed and delivered will constitute valid and binding obligations of the Client in accordance with the terms herein; (III) the certified true copies of the Client's certificate of incorporation or registration, charter, statute or memorandum and not as agent articles or other instrument constituting or defining its constitution and the board resolutions of the Client delivered to the Broker are true and accurate and still in any other capacity, fiduciary or otherwise)force; and (cIV) it no steps have been taken or are being taken to appoint a receiver and/or manager or liquidator over the assets of, or to wind up the Client; (H) where the Client or any one of them is an individual, the Client is legally capable of validly entering into and will remain performing this Agreement and is of sound mind and legal competence and is not a party bankrupt; and (I) where the Client is a partnership and business is carried on under a firm's name, this Agreement shall continue to be valid and binding for all purposes notwithstanding any change in the Network Code partnership or constitution of the firm by the introduction of a new partner or by the death, insanity or bankruptcy or a retirement of any partner for the duration time being carrying on the business of or constituting the Termfirm or otherwise. 18.2 Where 11.2 The Client undertakes to notify the Service Provider does not hold a gas shipper licenceBroker immediately upon the occurrence of any material changes in the information supplied in this Agreement and/or the Client Information Form. In particular, the Service Provider warrants Client agrees to inform the Broker of any change in contact information (including address and telephone number) upon occurrence of such changes. In event that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling exercising its obligations rights or discharging its duties under this Agreement. The Service Provider warrants , the Broker cannot communicate with the Client using the latest contact details provided by the Client for over a period of seven (7) days, the Client agrees that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf this provides sufficient evidence of material breach of the Service Provider for Agreement by the purposes Client which constitutes an Event of the Service Provider’s performance of this AgreementDefault under Clause 6.1(G). 18.3 11.3 The Service Provider acknowledges that Broker will notify the Customer requires the services provided under this Agreement (and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow Client of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: any material change to: (a) the physical flow name and address of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facilityits business; and (b) its registration status with the Service Provider shall not knowingly or deliberately do anything that would put SFC and its CE number; (c) the Customer in breach description of the Gas Safety nature of services provided by it; or (Managementd) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision description of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996. 18.4 The Service Provider warrants remuneration payable to the Customer that, at Broker and the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim basis for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warrantysuch payment. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 Each Party 19.1 The Company represents and warrants to the other Trustee that: (a) subject to Clause 18.2, it has obtained the necessary power and will maintain at all times during the Term all licences, authorisations, permits, consents and other approvals necessary capacity to enter into and has taken all necessary steps to authorize the execution of this Agreement and to enable it to fulfil its obligations under this AgreementDeed; (b) it has negotiatedthis Deed when executed and delivered will constitute legal, entered into valid and executed binding obligations of the Company enforceable in accordance with its terms; (c) the execution and delivery by the Company and the performance of its obligation in this Agreement as principal Deed and the Schemes will not violate its constitutional documents and any applicable law (and which include but not as agent or in any other capacity, fiduciary or otherwiselimited to the data privacy laws); and (cd) it the Trustee is authorized and will remain a party directed to administer the Network Code for Schemes pursuant, under the duration instruction and supervision of the Term. 18.2 Where the Service Provider does not hold a gas shipper licenceCompany, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreement. 18.3 The Service Provider acknowledges that the Customer requires the services provided under this Agreement (and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facility; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996. 18.4 The Service Provider warrants to the Customer that, at the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements terms of this Deed and the Schemes. 19.2 The Company represents and warrants to the Trustee that all Shares made available to the Awards are or will, on issue, be fully paid. 19.3 In order not to create a false market when the Trustee is dealing in the Shares pursuant to this Deed and the Scheme, the Company undertakes to the Trustee that it will disclose information relating to the Schemes in accordance with the Listing Rules, and make any other appropriate announcements pursuant to the Listing Rules as required. 19.4 Each of the Trustee and the Nominees represents and warrants to the Company that it has the necessary power and capacity to enter into and has taken all necessary steps to authorize the execution of this Deed and that this Deed when executed and delivered will constitute legal, valid and binding obligations of the Trustee enforceable in accordance with its gas transporter licenseterms. 19.5 The Trustee undertakes that for so long as this Deed remains in effect and until all the Shares underlying the Awards held by the Nominees are transferred to such person designated by the Company, each of the Nominees shall remain a wholly-owned subsidiary of the Trustee. 19.6 Each of the Trustee and the Nominees represents and warrants that at all times each of the Nominees has no assets and liabilities other than the Shares underlying the Awards and any distributions or income or payments received pursuant to this Deed. 19.7 Each of the Trustee and the Nominees undertakes and agrees not to sell, part with possession or otherwise deal with the Shares underlying the Awards, any part thereof, any accretions thereto or any related rights or interests save and except with the consent of the Company or the Administrator or as may be required by applicable laws or regulations. 19.8 Each of the Trustee and the Nominees shall act in good faith and with due diligence in respect of all matters relating to the Shares underlying the Awards and the Company. 19.9 Each of the Trustee and the Nominees shall take steps within its respective power to protect the interests in the Shares underlying the Awards, all accretions thereto and all related rights and interests.

WARRANTIES AND UNDERTAKINGS. 18.1 17.1 Each Party represents and warrants to the other that: (a) subject to Clause 18.2, it has obtained and will maintain at all times during the Term all licences, authorisations, permits, consents and other approvals necessary to enter into this Agreement and to enable it to fulfil its obligations under this Agreement; (b) it has negotiated, entered into and executed this Agreement as principal (and not as agent or in any other capacity, fiduciary or otherwise); and (c) it is and will remain a party to the Network Code for the duration of the TermCode. 18.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreement. 18.3 17.2 The Service Provider acknowledges that the Customer requires the services Service provided under this Agreement (and in particular the withdrawal delivery service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facility; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996. 18.4 17.3 The Service Provider warrants to the Customer that, at the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawaldelivery. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, cost and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 17.4 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 Each Party 5.1 The Recipient warrants to that, in the course of its activities in connection with the Permitted Funding Activities, it will not infringe any intellectual property or other rights of any contractor or any other third party. 5.2 The Recipient warrants that, as at the date of this Agreement: (a) subject to Clause 18.2, it It has obtained full power and will maintain at all times during the Term all licences, authorisations, permits, consents and other approvals necessary authority to enter into this Agreement and to enable it to fulfil perform its obligations under this Agreement which, when executed, will constitute binding obligations on it in accordance with this Agreement's terms, and it has complied with the Local Government Act 2002 in entering into this Agreement; (b) the Recipient is solvent and is not subject to the appointment of a liquidator, receiver, manager or similar person in respect of any of its assets or to the appointment of a Crown Manager or Commission under Part 10 of the Local Government Xxx 0000; (c) all information and representations disclosed or made to DIA by the Recipient in connection with this Agreement are true and correct, do not omit any material matter, and are not likely to mislead or deceive DIA as to any material matter; (d) it has negotiateddisclosed to DIA all matters known to the Recipient (relating to the Permitted Funding Activities, entered into and executed this Agreement as principal (and not as agent the Recipient or in any other capacityits personnel) that could reasonably be expected to have an adverse effect on the reputation, fiduciary good standing or otherwise)goodwill of DIA or the New Zealand Government; and (ce) it is not aware of any material information that has not been disclosed to DIA which may, if disclosed, materially adversely affect the decision of DIA whether to provide the Funding. 5.3 The Recipient warrants that the Funding has been or will be applied solely to Eligible Costs and such warranty will remain a party be deemed to be repeated continuously so long as this Agreement remains in effect by reference to the Network Code for the duration of the Termfacts and circumstances then existing. 18.2 Where 5.4 DIA warrants that, as at the Service Provider does not hold a gas shipper licencedate of this Agreement, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling has full power and authority to enter into and perform its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and Agreement which, when executed, will continue to hold throughout the Term a licence permitting constitute binding obligations on it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of in accordance with this Agreement's terms. 18.3 5.5 The Service Provider Recipient acknowledges that the Customer requires the services provided under DIA has entered into this Agreement (in reliance on these warranties and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that:undertakings. (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facility; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. 5.6 The Service Provider Recipient acknowledges and agrees that DIA has made no warranty or representation that any funding or financial support is or will be available to the provision Recipient in respect of the Service is in accordance with its obligation pursuant to Regulation 6(6) of Permitted Funding Activities, other than the Gas Safety (Management) Regulations 1996Funding. 18.4 The Service Provider warrants to the Customer that, at the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 Each Party 14.1 1 The Client hereby undertakes, represents and warrants to the other on a continuing basis that: (aA) the information given by the Client, or on the Client's behalf, to the Broker in the Client Information Statement or otherwise in connection with the opening of any Account is true, full and complete and the Broker shall be entitled to rely on such information until the Broker receives written notice from the Client of any changes thereto and the Broker is authorized by the Client to obtain references from banks and conduct credit check to ascertain the financial position and investment objectives of the Client; (B) he has the authority and capacity to enter into and execute this Agreement and no one except the Client (unless otherwise disclosed to the Broker pursuant to Clause 16) has an interest in the Account(s); (C) save as disclosed by the Client to the Broker pursuant to Clause 16 with the consent given by the Broker: (I) the Client enters this Agreement as a principal and is trading on its own account and does not do so as nominee or trustee for any other person and there exist no arrangements whereby any person other than the person(s) signing this Agreements as the Client has or will have any beneficial interest in this Agreement; and (II) the Client is the ultimate beneficiary of the Account and the person ultimately responsible for originating instruction about the Transactions; (D) this Agreement and its performance and the obligations contained in it do not and will not contravene any applicable laws and regulations, contravene any provisions of the memorandum and articles or bye-laws (for corporate client), or constitute a breach or default under any agreement or arrangement by the Client is bound; (E) subject to Clause 18.2any security interest of any Broker Group Company and the information disclosed to the Broker, it all properties including but not limited to securities provided by the Client for selling or crediting into the Account(s) are fully paid with valid and good title and whose legal and beneficial titles are owned by the Client and the Client will not charge, pledge or allow to subsist any charge or pledge or grant any option over such properties without the Broker’s prior consent; (F) the Client has obtained received, read and will maintain at all times during understood the Term all licences, authorisations, permits, consents contents of the Risk Disclosure Statement and other approvals necessary the Client has sufficient experience to enter into this Agreement and to enable it to fulfil its obligations assess the suitability of the Transactions contemplated under this Agreement; (bG) where the Client or any one of them is a body corporate (in respect of such person):- (I) it has negotiated, entered into is a corporation duly organized and executed is validly existing under the laws of the country of its incorporation and in every other country where it is carrying on business; (II) this Agreement as principal has been validly authorized by the appropriate corporate action of the Client and when executed and delivered will constitute valid and binding obligations of the Client in accordance with the terms herein; (III) the certified true copies of the Client's certificate of incorporation or registration, charter, statute or memorandum and not as agent articles or other instrument constituting or defining its constitution and the board resolutions of the Client delivered to the Broker are true and accurate and still in any other capacity, fiduciary or otherwise)force; and (cIV) it no steps have been taken or are being taken to appoint a receiver and/or manager or liquidator over the assets of, or to wind up the Client; (H) where the Client or any one of them is and will remain a party to the Network Code for the duration of the Term. 18.2 Where the Service Provider does not hold a gas shipper licencean individual, the Service Provider warrants that it shall use the shipping services Client is legally capable of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has validly entering into and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreement. 18.3 The Service Provider acknowledges that the Customer requires the services provided under performing this Agreement (and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996, is of sound mind and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 legal competence and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facilitya bankrupt; and (bI) where the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 Client is a partnership and shall fully co-operate with the Customer insofar as such co-operation business is required to ensure that the Customer complies with its obligations carried on under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996. 18.4 The Service Provider warrants to the Customer thata firm's name, at the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers continue to be necessary to comply with valid and binding for all purposes notwithstanding any Legal Requirementchange in the partnership or constitution of the firm by the introduction of a new partner or by the death, insanity or bankruptcy or a retirement of any partner for the time being carrying on the business of or constituting the firm or otherwise. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 16.1 Each Party warrants to the other that: (a) subject to Clause 18.216.2, it has obtained and will maintain at all times during the Term all licences, authorisations, permits, consents and other approvals necessary to enter into this Agreement and to enable it to fulfil its obligations under this Agreement; (b) it has negotiated, entered into and executed this Agreement as principal (and not as agent or in any other capacity, fiduciary or otherwise); and (c) it is and will remain a party to the Network Code for the duration of the TermService Year. 18.2 16.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreement. 18.3 16.3 The Service Provider acknowledges that the Customer requires the services Service provided under this Agreement (and in particular the withdrawal delivery service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facility; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996. 18.4 16.4 The Service Provider warrants to the Customer that, at the Gas Delivery Point, that Natural Gas to be withdrawn shall be free from lien, charge, encumbrance encumbrance, or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawaldelivery. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 16.5 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 16.6 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 Each Party Subcontractor warrants to the other and undertakes that: (a) subject to Clause 18.2, it has obtained and will maintain at all times during the Term all licences, authorisations, permits, consents and other approvals necessary to enter into this Agreement and to enable it to fulfil its obligations under this Agreement; (b) it has negotiated, entered into and executed this Agreement as principal (and not as agent or in any other capacity, fiduciary or otherwise); and (c) it is and will remain a party to the Network Code for the duration of the Term. 18.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreement. 18.3 The Service Provider acknowledges that the Customer requires the services provided under this Agreement (and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: : (a) the physical flow Goods shall be new, of Natural Gas good quality and workmanship, free from defects, fit for the Facility intended purposes and comply in full with the requirements set forth in the Agreement, including any specifications; (b )it shall perform the Services with all due care and diligence and with the skill to be expected of a reputable Subcontractor experienced in performing work of a similar nature to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer Services and other users of the Facility; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision of the Service is in accordance with its obligation pursuant to Regulation 6(6good industry practices; (c) of the Gas Safety (Management) Regulations 1996. 18.4 The Service Provider warrants to the Customer that, at the Gas Delivery Point, Natural Gas to be withdrawn all Goods shall be free from liendefects for a period of twelve (12) months from installation or eighteen (18) months after Delivery, chargewhichever is the earlier and repair or replacement of the Goods shall likewise be warranted for twelve (12) months, encumbrance provided the total warranty period shall be twenty-four (24) months from Delivery; and (d) Subcontractor warrants the Services against any omissions, failure, defects or adverse claim otherwise unacceptable performance or results therefrom during Subcontractor’s performance of the Services, and within one hundred and twenty (as 120) days from the date of completion of the Services by the Subcontractor and acceptance of the Services by the Contractor. Upon notice from the Contractor, Subcontractor shall promptly remedy any such omissions, failure, defects or otherwise unacceptable performance or results from the Services at its own cost and in the case of Goods shall include the replacement or repair of the same at the Contractor’s sole discretion, failing which Contractor may arrange for the required remedial action to title or otherwise) including any claim for any Taxbe carried out by a third party, royalty or other charge arising on or before withdrawalwhereupon Contractor shall be entitled to recover all costs of so doing from Subcontractor. The Service Provider foregoing warranty period and obligations shall indemnify apply again in a like manner to the Customer Goods and hold it harmless against / or Services in the event of their being remedied and accepted. This Clause 10 shall be in addition to and without prejudice to any loss, liability, damage, claim, action, proceeding, cost, other rights and expense suffered remedies available to the Contractor hereunder or incurred by at law in the event that the Goods or made or brought against the Customer in consequence of a breach Services do not comply with the foregoing provisions of this warranty. 18.5 Clause 10. The Customer warrants Subcontractor will pass through to the Service Provider that, at Contractor any third party vendors and/or manufacturers warranties for the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warrantyGoods. 18.6 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 Each Party 11.1 The Client hereby undertakes, represents and warrants to the other on a continuing basis that: (a) subject the information given by the Client, or on the Client’s behalf, to Clause 18.2The Broker in the Client Information Statement or otherwise in connection with the opening of any Account is true, it has obtained full and will maintain at all times during complete and The Broker shall be entitled to rely on such information until The Broker receives written notice from the Term all licences, authorisations, permits, consents and other approvals necessary to enter into this Agreement and to enable it to fulfil its obligations under this AgreementClient of any changes thereto; (b) it has negotiated, entered the authority and capacity to enter into and executed execute this Agreement and no one except the Client (unless otherwise disclosed to The Broker pursuant to Clause 13) has an interest in the Account(s); (c) save as disclosed by the Client to The Broker pursuant to Clause 13 with the consent given by The Broker: (i) the Client enters this Agreement as a principal (and is trading on its own account and does not do so as agent nominee or in trustee for any other capacity, fiduciary person and there exist no arrangements whereby any person other than the person(s) signing this Agreements as the Client has or otherwise)will have any beneficial interest in this Agreement; and (cii) the Client is the ultimate beneficiary of the Account and the person ultimately responsible for originating instruction about Transactions; (d) this Agreement and its performance and the obligations contained in it do not and will not contravene any applicable laws and regulations, contravene any provisions of the memorandum and articles or bye-laws (for corporate client), or constitute a breach or default under any agreement or arrangement by the Client is bound; (e) subject to any security interest of any M&F Asset Management Company and the information disclosed to The Broker, all properties including but not limited to securities provided by the Client for selling or crediting into the Account(s) are fully paid with valid and good title and whose legal and beneficial titles are owned by the Client and the Client will not charge, pledge or allow to subsist any charge or pledge or grant any option over such properties without The Broker’s prior consent; (f) the Client has received, read and understood the contents of the Risk Disclosure Statement and the Client has sufficient experience to assess the suitability of the Transactions contemplated under this Agreement; (g) where the Client or any one of them is a body corporate (in respect of such person): (i) it is a corporation duly organized and will remain a party to is validly existing under the Network Code for the duration laws of the Term.country of its incorporation and in every other country where it is carrying on business; 18.2 Where (ii) this Agreement has been validly authorized by the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall use the shipping services appropriate corporate action of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its Client and when executed and delivered will constitute valid and binding obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for Client in accordance with the purposes terms herein; (iii) the certified true copies of the Service ProviderClient’s performance certificate of this Agreement. 18.3 The Service Provider acknowledges that incorporation or registration, charter, statute or memorandum and articles or other instrument constituting or defining its constitution and the Customer requires the services provided under this Agreement (and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users board resolutions of the Facility less the quantity of Natural Gas nominated for injection by the Customer Client delivered to The Broker are true and other users of the Facilityaccurate and still in force; and (biv) no steps have been taken or are being taken to appoint a receiver and/or manager or liquidator over the Service Provider assets of, or to wind up the Client; (h) where the Client or any one of them is an individual, the Client is legally capable of validly entering into and performing this Agreement and is of sound mind and legal competence and is not a bankrupt; and (i) where the Client is a partnership and business is carried on under a firm’s name, this Agreement shall not knowingly continue to be valid and binding for all purposes notwithstanding any change in the partnership or deliberately do anything that would put the Customer in breach constitution of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with firm by the Customer insofar as such co-operation is required to ensure that introduction of a new partner or by the Customer complies with its obligations under death, insanity or bankruptcy or a retirement of any partner for the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that time being carrying on the provision business of or constituting the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996firm or otherwise. 18.4 11.2 The Service Provider warrants Client undertakes to notify The Broker immediately upon the Customer that, at occurrence of any material changes in the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 The Service Provider acknowledges and agrees that nothing information supplied in this Agreement shall prevent and/or the Customer from complying with any Legal Requirement and in such regard Client Information Statement. In particular, the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.Client

WARRANTIES AND UNDERTAKINGS. 18.1 13.1 Each Party party warrants to each other party on the other date of this Agreement that: (aA) subject to Clause 18.2, it has obtained the requisite power and will maintain at all times during the Term all licences, authorisations, permits, consents and other approvals necessary authority to enter into this Agreement and to enable it to fulfil perform its obligations under this Agreement; (bB) it has negotiated, entered into and executed this Agreement as principal (and not as agent or in any other capacity, fiduciary or otherwise); and (c) it is and will remain a party to the Network Code for the duration of the Term. 18.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling constitutes its binding obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreement. 18.3 The Service Provider acknowledges that the Customer requires the services provided under this Agreement (and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facility; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision of the Service is in accordance with its obligation pursuant terms; (C) the execution and delivery of, and performance of its obligations under, this Agreement will not: (i) result in any breach of any provision of its constitutional documents; (ii) result in a breach of, or constitute a default under, any instrument to Regulation 6(6) which it is a party or by which it is bound, where such breach or default would be material in the context of the Gas Safety Transaction; or (Managementiii) Regulations 1996. 18.4 The Service Provider warrants to the Customer that, at the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer result in consequence of a breach of this warrantyany order, judgment, or decree of any court or governmental agency to which it is a party or by which it is bound. 18.5 13.2 No party shall have any claim against any other party for any breach of warranty after the Effective Date (without prejudice to any liability for fraudulent misrepresentation or fraudulent misstatement). 13.3 The Customer warrants Bidders warrant to the Service Provider thatTarget on the date of this Agreement that no resolutions or other approvals of Tryg or Intact’s shareholders are required to enter into and implement the Transaction (other than, at in the Gas Delivery Pointcase of Tryg, Natural Gas the Tryg Shareholder Resolution) and, subject to the passing of the Tryg Shareholder Resolution, they have the requisite power and authority to enter into and implement the Transaction. 13.4 The Bidders acknowledge and agree that any information and/or assistance provided by any of the Target Group's directors, officers, employees, contractors or advisers (each a “Target Representative”) to them and/or any of the Bidders' Groups or any of their respective directors, officers, employees or advisers, whether before, on or after the date of this Agreement: (i) pursuant to the obligations of the Target or any member of the Target Group under or otherwise in connection with this Agreement; or (ii) in connection with the Transaction shall in each case be injected (and have been) given on the basis that the relevant Target Representative shall be free from liennot incur any liability, chargewhether in contract, encumbrance or adverse claim tort (as to title including negligence) or otherwise) including , in respect of any claim loss or damage that any of the Bidders' Groups or any of their respective directors, officers, employees or advisers may suffer as a result of the provision of any such information and/or assistance (save, in each case for any Tax, royalty loss or other charge arising on or before injection. The Customer shall indemnify damage resulting from the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against fraudulent misrepresentation of the Service Provider in consequence of a breach of this warrantyrelevant Target Representative). 18.6 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 Each Party warrants to the other 19.1 You hereby undertake, represent and warrant on a continuing basis that: (aA) the information given by you, or on your behalf, to Jimei in the Account Opening Form or otherwise in connection with the opening of any Account is true, full and complete and Jimei shall be entitled to rely on such information until Xxxxx receives written notice from you of any changes thereto; (B) it has the authority and capacity to enter into and execute this Client Agreement and no one except you (unless otherwise disclosed to Jimei pursuant to Clause 22.1) has an interest in the Account(s); (C) save as disclosed by you to Xxxxx pursuant to Clause 22.1 with the consent given by Xxxxx: (i) you enter this Client Agreement as a principal and is trading on its own account and does not do so as nominee or trustee for any other person and there exist no arrangements whereby any person other than the person(s) signing this Client Agreements as you have or will have any beneficial interest in this Client Agreement; and (ii) you are the ultimate beneficiary of the Account and the person ultimately responsible for originating instruction about Transactions; (D) this Client Agreement and its performance and the obligations contained in it do not and will not contravene any applicable laws and regulations, contravene any provisions of the memorandum and articles or bye-laws (for corporate client), or constitute a breach or default under any agreement or arrangement by you is bound; (E) subject to Clause 18.2any security interest of any Affiliate and the information disclosed to Jimei, it has obtained all properties including but not limited to securities provided by you for selling or crediting into the Account(s) are fully paid with valid and good title and whose legal and beneficial titles are owned by you and you will maintain at all times during not charge, pledge or allow to subsist any charge or pledge or grant any option over such properties without Xxxxx’s prior consent; (F) you have received, read and understood the Term all licences, authorisations, permits, consents contents of the Risk Disclosure Statement and other approvals necessary you have sufficient experience to enter into this Agreement and to enable it to fulfil its obligations assess the suitability of the Transactions contemplated under this Client Agreement; (bG) where you or any one of them is a body corporate (in respect of such person):- (i) it is a corporation duly organized and is validly existing under the laws of the country of its incorporation and in every other country where it is carrying on business; (ii) this Client Agreement has negotiatedbeen validly authorized by the appropriate corporate action of you and when executed and delivered will constitute valid and binding obligations of you in accordance with the terms herein; (iii) the certified true copies of your certificate of incorporation or registration, entered into charter, statute or memorandum and executed this Agreement as principal (articles or other instrument constituting or defining its constitution and not as agent or the board resolutions of you delivered to Jimei are true and accurate and still in any other capacity, fiduciary or otherwise)force; and (iv) no steps have been taken or are being taken to appoint a receiver and/or manager or liquidator over the assets of, or to wind up you; (H) where you or any one of them is an individual, you are legally capable of validly entering into and performing this Client Agreement and is of sound mind and legal competence and is not a bankrupt; (I) where you are a partnership and business is carried on under a firm's name, this Client Agreement shall continue to be valid and binding for all purposes notwithstanding any change in the partnership or constitution of the firm by the introduction of a new partner or by the death, insanity or bankruptcy or a retirement of any partner for the time being carrying on the business of or constituting the firm or otherwise; and (J) Any Authorized Person and any person representing you in entering into any Transaction will have been duly authorized to do so on your behalf. 19.2 You undertake to notify Xxxxx immediately upon the occurrence of any material changes in the information supplied in this Client Agreement and/or the Account Opening Form. In particular, you agree to inform Xxxxx of any change in contact information (including address and telephone number) upon occurrence of such changes. In event that in exercising its rights or discharging its duties under this Client Agreement, Xxxxx cannot communicate with you using the latest contact details provided by you for over a period of seven (7) days, you agree that this provides sufficient evidence of material breach of this Client Agreement by you which constitutes an Event of Default under Clause 12.1(G). 19.3 Jimei will notify you of any material change to: (a) the name and address of its business; (b) its registration status with the SFC and its CE number; (c) it is and will remain a party to the Network Code for the duration description of the Termnature of services provided by it; or (d) the description of the remuneration payable to Xxxxx and the basis for such payment. 18.2 Where 19.4 You accept full risk and responsibility for: (A) the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall monitoring and use the shipping services of your Account(s) including any of the events set out in Clause 19.5 below; (B) the use and safe custody of any information including your Password, ID, portfolio information, Transaction activities, Account balances and any other information or Instructions available on your personal computer; (C) the provision and maintenance of the communications equipment (including personal computers and modems) and telephone or alternative services required for accessing and using the Services, and for all communications service fees and charges incurred by you in accessing our network; and (D) any loss or damage caused directly or indirectly by any government restrictions, Exchange rulings, suspension of trading of Securities or other Investments, war, strikes, equipment, software or communications line failure or malfunction, unauthorized access, theft, and other occurrences beyond our reasonable control. 19.5 You will immediately notify us in writing if you become aware of any of the following: (A) any loss, theft or unauthorized use of the Password, ID and/or Account number(s); (B) any failure by you to receive a message from us indicating that an Instruction was received and/or executed; (C) any failure by you to receive an accurate written confirmation of any Transaction; (D) any receipt of confirmation from us of any Instructions or Transaction which you did not place or authorize; or (E) any inaccurate information in your Account balances, Securities and/or other Investment positions, or Transaction history. In no event shall we be deemed to have received any Instructions given by you until we have actual knowledge of such your Instruction. 19.6 Unless you have previously disclosed in writing to us, you are not an officer or employee of any Exchange, board of trade, clearing house, bank or trust company, or an affiliate of any licensed gas shipper whose Shipper Short Code is specified corporation or registered institution under the SFO, or an introducing broker, or an officer, partner, director or employee of any securities broker or dealer. 19.7 Acting as Principal/Responsible Person (A) Unless you have previously disclosed to us in Schedule 1 writing, you will be acting as principal, and not as trustee or agent or on behalf of any other person and all such Transactions are effected for your benefit and no other person has any interest therein in relation to each Transaction in your Account and shall stand to gain the purpose commercial or economic benefit of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper Transaction and/or bear their commercial or economic risks (except where such other person has been disclosed to us by you by written notice); (B) (i) if you are acting on your own behalf, all the Transactions effected are legitimate and all monies and assets applied to such Transactions are the result of bona fide activities, and (ii) if you are acting on behalf of one or more customers (the identities of which have not been disclosed to us), you have conducted and satisfactorily completed your internal “know-your-client” and anti-money laundering procedures on each such client in accordance with the laws applicable to you and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreement. 18.3 The Service Provider acknowledges that the Customer requires the services provided under this Agreement (and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal such procedures in relation to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facilityeach such client; and (bC) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach Unless you provide us with prior written notice of the Gas Safety (Management) Regulations 1996 name and shall fully co-operate address of and nature of relationship with the Customer insofar as such co-operation is required person whom you appoint to ensure that operate the Customer complies with its obligations under Account(s) on your behalf, you will operate your own Account(s) at all times, including, for the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that avoidance of doubt, the provision giving of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996orders. 18.4 The Service Provider warrants to the Customer that, at the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 Each Party 10.1 The Buyer warrants to the other that:Sellers as at the date of this Agreement and as at the Completion Date in the terms of the Buyer’s Warranties set out in Schedule 5. 10.2 Each Seller warrants (ain respect of itself only) subject to Clause 18.2the Buyer as at the date of this Agreement and as at the Completion Date in the terms of the Sellers Warranties set out in Schedule 4. 10.3 In consideration of the Buyer entering into this agreement, at the request of Qwiz Holdings LLC the Qwiz Guarantor unconditionally and irrevocably guarantees to the Buyer, the due and punctual performance by Qwiz Holdings LLC of all of its obligations under this Agreement and payment by Qwiz Holdings LLC of all monies payable by Qwiz Holdings LLC under this Agreement (whether arising before or after the Completion Date). 10.4 The Buyer confirms that it has obtained not entered into this Agreement or any document entered into hereunder or referred to herein in reliance upon any representation, warranty or undertaking other than those expressly contained herein and acknowledges that it has not relied on, and will maintain at all times during (in the Term all licencesabsence of fraud) make no claim in respect of any such representation, authorisationswarranty or undertaking made or supplied by or on behalf of any Seller or any other person whatsoever. Without limiting the general nature of the foregoing, permitsthe Buyer confirms that it has not relied on, consents and other approvals necessary has not been induced to enter into this Agreement by, and will make no claim against, any of the Sellers or any other person whatsoever in respect of any budget, forecast or other projection of any nature made or supplied by or on behalf of any person, including without limitation, in respect of any information contained in the information memorandum prepared and distributed by Xxxxxx Xxxxxxx & Co. Limited in relation to enable it the Group on behalf of the Sellers. 10.5 The sole remedy of the Buyer for any breach of the Warranties or other provision of this Agreement shall be an action for damages or specific performance. The Buyer shall not be entitled to fulfil rescind or repudiate this Agreement for any reason after Completion or to recover damages in tort or for misrepresentation (other than fraudulent misrepresentation). 10.6 The Buyer and the Sellers undertake to each other party, not (except in the case of fraud or willful concealment) to initiate or pursue (either directly or through any other person including without limitation any Group member) proceedings of any kind against any present or former director, officer, employee or partner of any Group member (other than, in the case of the Buyer, any of the Sellers in their capacity as warrantors (but then strictly in accordance with the terms of this Agreement) or of any Institutional Seller (or any entity which manages and/or advises the same) in relation to any acts or statements made in relation to the Transaction as contemplated by this Agreement other than in respect of the warranties and undertakings contained in any Transaction Document. 10.7 The Buyer undertakes to maintain the Financing Agreements in full force and effect and shall ensure that there shall be no amendment, modification, termination, replacement, restatement, cancellation or other change made to any Financing Agreement that would adversely affect the ability of the Buyer to satisfy its obligations under this AgreementAgreement and shall not do any act or take any step or omit to do any act or take any step that would in any way: 10.7.1 reduce the aggregate amount of the finance committed and available to be drawn by the Buyer thereunder; (b) it has negotiated, entered into and executed this Agreement as principal (and not as agent or in any other capacity, fiduciary or otherwise)10.7.2 reduce the period of time for which funds are available to be drawn by the Buyer; and (c) it is 10.7.3 otherwise adversely affect the ability of the Buyer to draw funds thereunder on the Completion Date sufficient to enable the Buyer to satisfy its payment obligations under paragraphs 2.1.1 to 2.1.4 of Schedule 3 and will remain a party pay all fees and expenses required to be paid in connection therewith. 10.8 Subject to satisfaction of any conditions contained in the Financing Agreements, beyond its control the Buyer further undertakes to the Network Code for the duration of the Term. 18.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider warrants Sellers that it shall use take all actions necessary to draw such amounts as it requires under the shipping services Financing Agreements on or prior to the Completion Date sufficient for the Buyer to satisfy its payment obligations under paragraphs 2.1.1 to 2.1.4 of Schedule 3 and pay all fees and expenses required to be paid in connection therewith. 10.9 If such funds as referred to in clause 10.8 are not capable of being drawn as a result of a failure of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling relevant counterparty to perform its obligations under the Financing Agreements, the Buyer undertakes to take all such actions (or procure that such action is taken) necessary to enforce its or any other member of the Buyer’s Group’s rights against any such counterparty under the relevant agreements; save that in no event shall any of SHL 1, SHL 3 or any Seller have any right to enforce the terms of any Financing Agreement against any lender thereunder, and the lenders under the Financing Agreements shall have no liability to SHL 1, SHL 3 and the Sellers. For the avoidance of doubt the Sellers shall have no direct rights of action against any lender or any of their affiliates (together “Financing Sources”) under the Financing Agreements or in connection with this Agreement. 10.10 The Guarantor and the Buyer each represent and shall ensure that at no time will any Loan Party (as defined under the Financing Agreements): (i) breach of any of the following representations as set out in the Financing Agreement: Section 5.07(b) (Ownership of Property; Liens), Section 5.12 (Margin Regulations; Investment Company Act), Section 5.19 (Anti-Money Laundering and Economic Sanctions Laws); and (ii) breach of Section 7.08 (Transactions with Affiliates) of the Financing Agreement. 10.11 Except to the extent that they have been performed and except where the Agreement provides otherwise, the obligations contained in this Agreement remain in force after Completion. 10.12 Except where this Agreement provides otherwise, the Warranties contained in this Agreement remain in force after Completion. 10.13 Each Institutional Seller and Senior Management Seller severally undertakes to the Buyer to procure that since the Locked Box Date up to, but immediately prior to Completion, no Group member has, will or will agree to incur any Financial Debt, save for any Financial Debt relating to the Buyer’s financing arrangements in connection with the Transaction. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term liability of each Seller in respect of a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf breach of the Service Provider undertakings contained in this clause 10.13 shall be limited to its relevant percentage of the aggregate liability of all the Institutional Sellers and Senior Management Sellers under this clause 10.13 as set out in the Completion Schedule such percentages, for the purposes of the Service Provider’s performance of this Agreement. 18.3 The Service Provider acknowledges that the Customer requires the services provided under this Agreement (and clause 10.13 only, to be 100 per cent in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantityaggregate. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it No Seller shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on have any Day liability in respect of any Financial Debt which is (i) expressly taken into account or provided for in determining the Customer has submitted a Withdrawal Nomination is not less than Initial Working Capital Amount or the Nominated Withdrawal Quantity plus Working Capital Adjustment; or (ii) otherwise reflected in the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facility; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996Consideration. 18.4 The Service Provider warrants 10.14 Any payment made to the Customer that, at the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim Buyer pursuant for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants clause 10.13 shall be regarded as a reduction to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants Consideration payable to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with relevant party making such payment to the requirements of its gas transporter licenseextent legally permissible.

WARRANTIES AND UNDERTAKINGS. 18.1 Each Party 15.1 M-Net hereby represents, warrants to and undertakes that it - 15.1.1 has the other that: (a) subject to Clause 18.2, it has obtained legal power and will maintain at all times during the Term all licences, authorisations, permits, consents and other approvals necessary authority to enter into this Agreement and to enable it to fulfil fully perform all of its obligations under this Agreementagreement, and is not and will not enter into any agreement which may preclude it from fully observing and performing this agreement; 15.1.2 has or will secure prior to delivery of the M-Net signals all clearances necessary to enable MultiChoice to exercise in accordance with this agreement the rights granted to MultiChoice hereunder without incurring obligations or liabilities to anyone save as provided for in this agreement, and in particular, M-Net will at all times hold and comply with the terms of the clearances and will not do nor permit anything to be done nor omit to do anything which might cause any such clearances to be suspended or revoked; 15.1.3 shall retain possession of copies of its transmissions of the channel for one month or such longer period and in such form as is required to be retained by all applicable regulations or legislation in South Africa and shall at the request of MultiChoice provide (bfree of charge) a copy of any such part of the transmissions of the channel to the relevant regulatory authority or agency; 15.1.4 Shall maintain the current standards of quality, presentation, style and character of the channel. 15.2 MultiChoice hereby represents, warrants and undertakes that it - 15.2.1 has negotiated, entered the legal power and authority to enter into and executed this Agreement as principal (and not as agent or in any other capacity, fiduciary or otherwise); and (c) it is and will remain a party to the Network Code for the duration fully perform all of the Term. 18.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has agreement and is not and will continue not enter into any agreement which may preclude it from fully observing and performing this agreement; 15.2.2 has or will secure prior to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf delivery of the Service Provider M-Net signal any permission or authority required for the purposes distribution of the Service Provider’s performance of this Agreement. 18.3 The Service Provider acknowledges that channel to and within the Customer requires the services provided under this Agreement (territory and, in particular, MultiChoice will at all times hold and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996, terms of such permissions and that the Customer requires a physical flow of Natural Gas from the Facility at least equal authorities and will not do nor permit anything to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants be done nor omit to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facility; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as which might cause any such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996. 18.4 The Service Provider warrants to the Customer that, at the Gas Delivery Point, Natural Gas permission or authority to be withdrawn shall be free from lien, charge, encumbrance suspended or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warrantyrevoked. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 Each Party The Landowner hereby warrants to the other that:and undertakes as follows:- (a) subject to Clause 18.2, it has obtained that the statement and will maintain recitals herein are true and correct; (b) that the Landowner is the registered owner of the Properties and shall not further encumber the Properties unless at the request or with the consent of the Developer; (c) that all times during the Term all licences, authorisations, permits, consents resolutions and other approvals necessary to enter into relevant documents required for the ratification of this Agreement and the Power of Attorney granted by the Landowner to enable it the Developer, as mentioned herein, shall be duly delivered to fulfil its obligations under the Developer’s Solicitors; (d) the Landowner is not engaged in any litigation or arbitration proceedings, and knows of no facts or matters likely to give rise thereto EXCEPT where already disclosed to the Developer prior to the signing of this Agreement; (be) it possession of the Properties shall be handed over to the Developer upon the execution of this Agreement; (f) the Landowner has negotiated, entered into and executed this Agreement as principal (and not as agent or in any other capacity, fiduciary or otherwise)been wound-up; and (cg) it is and will remain a party to The Landowner shall not intervene in the Network Code for the duration of the Term. 18.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its obligations under this AgreementDevelopment or matters pertaining thereto. The Service Provider Developer hereby warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreement. 18.3 The Service Provider acknowledges that the Customer requires the services provided under this Agreement (and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that:represents:- (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer Developer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facility; andbeen wound up; (b) to adhere to the Service Provider shall not knowingly or deliberately do anything that would put the Customer Housing Development ( Control and Licensing) Xxx 0000 and all existing and future legislation in breach of the Gas Safety relation thereto; (Managementc) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision of the Service is maintain a housing developer’s account in accordance with its obligation pursuant to Regulation 6(6the Housing Development (Control and Licensing) Xxx 0000 and regulations; (d) the said allocated units shall not be charged for any bank/financing facilities unless mutually agreed upon between the parties hereto, OR the written consent of the Gas Safety Landowner is first had and obtained, which consent shall not be unreasonably withheld; (Managemente) Regulations 1996.to develop the Properties in accordance with the approved plans or approved amended plans; 18.4 The Service Provider warrants (f) To purchase the necessary insurance coverage, to be determined in accordance with the Developer’s discretion; (g) To indemnify the Landowner for claims directly in relation to the Customer thatDevelopment, at where such claims arise from the Gas Delivery Pointact, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance omission or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawaldefault of the Developer. The Service Provider shall indemnify Landowner and Developer agree and acknowledge that the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it contractual party is entering into this Agreement for Operating Margins Purposes in reliance of the warranties and in accordance with the requirements of its gas transporter licenseundertakings , given by them respectively, as stated above.

WARRANTIES AND UNDERTAKINGS. 18.1 17.1 Each Party warrants to the other that:that it (either directly or acting through an Affiliate): (a) subject to Clause 18.2, it has obtained and will maintain at all times during the Term all licences, authorisations, permits, consents and other approvals necessary to enter into this Agreement and to enable it to fulfil its obligations under this Agreement; (b) it has negotiated, entered into and executed this Agreement as principal (and not as agent or in any other capacity, fiduciary or otherwise); and (c) it is and will remain a party to the Network Code for the duration of the TermCode. 18.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreement. 18.3 17.2 The Service Provider acknowledges that the Customer requires the services Service provided under this Agreement (and in particular the withdrawal delivery service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facility; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996. 18.4 17.3 The Service Provider warrants to the Customer that, at the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawaldelivery. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, cost and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 17.4 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 Each Party The Service Provider hereby warrants and undertakes to and in favour of CPUT on (unless otherwise stipulated) the other that:following basis- (a) subject 18.1.1 the warranties shall be deemed to Clause 18.2, it has obtained be representations and will maintain at all times during undertakings by the Term all licences, authorisations, permits, consents and other approvals necessary Service Provider; 18.1.2 each warranty shall be deemed to be a representation of fact inducing the CPUT to enter into this Agreement agreement; 18.1.3 each warranty shall be presumed to be material; 18.1.4 insofar as any warranty is promissory or relates to a future event, it shall be deemed to have been given as at the due date for fulfilment of the promise or the happening of the event, as the case may be; 18.1.5 each warranty shall be a separate warranty and in no way limited or restricted by reference to enable it or inference from the terms of any other warranty, and 18.1.6 Each warranty is given as at the signature date and as at the effective date. 18.2 The Service Provider hereby warrants and undertakes, without limiting the generality of 18.1 above, to fulfil its and in favour of the CPUT that: 18.2.1 He/ she possesses the appropriate level of experience and expertise in relation to the Services of which he/ she has been appointed and that he/she has the necessary capacity, resources, experience to provide the Services in respect of which he/ she has been appointed. 18.2.2 It is expected that the Service Provider shall, at all times, provide the Services diligently, in a professional manner and in compliance with all Prevailing Legislation and that the Service Provider shall amongst others: 18.2.3 Comply with the professional and ethical rules applicable to the Service Provider’s profession; 18.2.4 Ensure that the interests of CPUT are protected at all times; and 18.2.5 Ensure that the Services are aligned to best practice. 18.2.6 No litigation, arbitration or administrative proceedings are pending or threatened against the Service Provider which would have an adverse effect upon his/ her financial condition or business, or her ability to perform his/ her obligations under this Agreement; (b) it has negotiated, entered into and executed 18.2.7 The execution of this Agreement as principal (and not as agent or in any other capacity, fiduciary or otherwise); and (c) it is and will remain a party to the Network Code for the duration of the Term. 18.2 Where by the Service Provider does not hold a gas shipper licence, and the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its performance by him/ her or his/ her obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreementhereunder have been duly authorized. 18.3 The Service Provider acknowledges that All the Customer requires the services provided under this Agreement (and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996applicable legislation, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day which do not specifically allow discretion in respect of which compliance by the Customer has submitted a Withdrawal Nomination is not less than State, shall be followed exactly as intended by such legislation regardless of any instructions, verbal or in writing, to the Nominated Withdrawal Quantity plus the Reallocation Quantity contrary. (if any) plus the quantity of Natural Gas nominated for withdrawal by other users Refer inter alia to Section 41 of the Facility less the quantity Occupational Health and Safety Act, 1993 (Act 85 of Natural Gas nominated for injection by the Customer and other users of the Facility; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 19961993)). 18.4 The Service Provider warrants Should any applicable legislation allow discretion in respect of compliance by the State, it shall be followed exactly as intended by the relevant legislation as if no discretion is allowed until such time as specific instructions in writing are issued to the Customer that, at appointed professional team by the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warrantydepartmental project manager. 18.5 The Customer warrants Service Provider undertakes to ensure that his actions and outcome thereof including, but not limited to, the facilities to be affected by the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lienin accordance with all relevant legislation and upon delivery, charge, encumbrance or adverse claim (will function as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred required by or made or brought against the Service Provider in consequence of a breach of this warrantysaid relevant legislation. 18.6 The Service Provider acknowledges undertakes that its actions and agrees that nothing the outcome thereof will in this Agreement shall prevent no way be detrimental to the Customer from complying with health and safety of the occupants or persons present therein or in the vicinity thereof. Similarly, it must not be detrimental to any Legal Requirement and aspects of the environment in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirementits structure or operation if operated as specified in operation manual(s). 18.7 This adherence to legal prescripts shall be a continuous process throughout the appointment, which shall manifest itself during the following phases: 18.7.1 Development of plans and documentation; 18.7.2 Ensuring compliance of the end product; 18.7.3 Compiling and issuing of Instruction/Operational Manuals indicating inter alia what the legal and safety requirements entail for the user(s)/operator(s) of the facilities; 18.7.4 Providing instruction to the intended users/operators. 18.8 The Customer Service Provider accepts full and complete responsibility (both contractually and/or in delict) regarding compliance with the Occupational Health and Safety Act, 1993 (Act 85 of 1993) for his acts and omissions as well as those of his employees and indemnifies CPUT against any legal action in this regard. 18.9 The Service Provider undertakes to ensure that the requirements of the Occupational Health and Safety Act, 1993 will similarly apply to the agreement with any sub- Service Provider inclusive of indemnifying CPUT against any legal action regarding the actions and/or omissions by them. 18.10 The Service Provider undertakes and warrants that it has registered with the SARS as an independent tax payer and accordingly indemnifies and holds CPUT harmless in respect of any claim for tax of any nature that may be successfully levied against CPUT. 18.11 Notwithstanding the contents of this Agreement, should SARS claim any additional tax or amounts from CPUT, the CPUT shall be entitled to recover same from the Service Provider, alternatively, set-off such amounts against any monies due and owing to the Service Provider by the CPUT from time to time 18.12 The Service Provider hereby undertakes to supply CPUT with updated tax clearance certificates for the duration of this Agreement. 18.13 The Service Provider warrants that it is entering into he or she complies with his/ her commitments in terms of his black economic empowerment and development programme. 18.14 Any breach of any of the above warranties or any failure to observe the undertakings given shall constitute a material breach for the purposes of clause 15 above. 18.15 The Service Provider undertakes to protect and keep safe and secure all materials and documentation provided by CPUT to the Service Provider and upon discharge of this Agreement for Operating Margins Purposes by performance or termination, the Service Provider shall return within 14 (fourteen) days to CPUT those materials and documentation. 18.16 The warranties in accordance with this clause take effect from the requirements of its gas transporter licenseCommencement Date.

WARRANTIES AND UNDERTAKINGS. 18.1 Each Party 2.1 The Client represents, warrants to and undertakes with the other thatCompany as follows: (a) subject to Clause 18.2, it has obtained that the Client is acting for the Client’s own account and will maintain at be liable as principal in respect of all times during the Term all licences, authorisations, permits, consents and other approvals necessary to enter transactions entered into this Agreement and to enable it to fulfil its obligations under this Agreement; (b) it that the Client shall not trade beyond such trading limits as the Company may in the Company’s sole discretion impose upon the Account from time to time; (c) (where the Client is a company) the Client has negotiated, entered full power and capacity and has taken all necessary corporate and other action to authorise the Client to enter into and executed this Agreement as principal and the transactions contemplated hereunder and to perform the Client’s obligations hereunder; (d) the Agreement has been validly executed by the Client and not as agent or constitutes a valid and legally binding agreement of the Client enforceable in accordance with its terms; (e) the Client shall have legal and beneficial title to the Securities delivered to the Company pursuant to the provisions hereof Provided However that if any other capacityof the Securities belong, fiduciary beneficially or otherwise), to a party other than the Client, the Client shall, concurrently with the deposit of the Securities, provide the Company with such evidence of the Client’s right to deal with such Securities as the Company may require; (f) the Client shall bear and promptly discharge all taxes, duties and other charges payable with respect to the Securities; and (cg) it is and in the case of a sole-proprietor, partnership or company, notwithstanding any change in the Client’s membership or constitution for any reason whatsoever, the Client will remain a party solely liable for the discharge and payment of all liabilities and obligations hereunder. (h) that the Client has received, read and understands and accepts that the level(s) of services available to the Network Code for Client will, where the duration Client is a Retail Singapore Client, vary depending on whether the Client is transacting or intending to transact in an SIP or an EIP. The Client further and specifically confirm that it has read and understood all the contents of the Term.Guide And Cautionary Notes; and accepts the conditions and limitations for each and every service available to the Client depending on whether the Client is transacting or intending to transact in an SIP or an EIP; 18.2 Where the Service Provider does not hold a gas shipper licence(i) any Order, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreement. 18.3 The Service Provider acknowledges that the Customer requires the services provided under this Agreement (and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow sole exception of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facility; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996. 18.4 The Service Provider warrants to the Customer that, at the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes Orders placed consistently and in accordance with Paid Advice or Guided Advice (given where the requirements Client had provided all relevant information to the Company to enable such Paid Advice or Guided Advice to take into account the Client’s financial resources, ability and willingness to take relevant risks and financial objectives), placed or any other dealings in the Account(s) is solely and exclusively based on its own judgment and after its own independent appraisal and investigation into the risks associated with such Orders and its own independent determination of the Order being specifically suitable for the Client based on the Client’s own assessment of its gas transporter licensefinancial resources, ability and willingness to take relevant risks and financial objectives; (j) that the Client has read, understood and accepted the terms for the Company’s provision of services to the Client as described in the Guide And Cautionary Notes and therefore that where the Client is not a Retail Singapore Client, the Company, except in relation to Paid Advice, provides the Client with solely execution only services for and with respect to all the Client’s transactions with or through the Company. As such the Client also accepts sole responsibility for determining the merits or suitability of any and all transactions that it may enter into with or through the Company.

WARRANTIES AND UNDERTAKINGS. 18.1 Each Party 4.1 The Company agrees and acknowledges that the Agent is entering into this Agreement in reliance on the Warranties. The Company represents, warrants and undertakes to the other Agent that: (a1) the Company is duly incorporated and validly existing under the laws of Bermuda with power to conduct its business in the manner presently conducted and the information contained in the Recitals is true and accurate; (2) the Company shall comply in all respects with the terms and conditions of the Placing and, in particular, that the Convertible Notes shall be issued and the Conversion Shares shall be allotted and issued upon conversion of the Convertible Notes in accordance with the Conditions, the Memorandum and Bye-laws and with all relevant laws of Hong Kong and Bermuda and shall be issued free from all liens, charges, encumbrances and third-party rights of whatsoever nature and together with all rights attaching thereto and the Conversion Shares will rank pari passu in all respects inter se and with all other Shares in issue as at the date of such allotment and issue; (3) subject to the fulfillment of the conditions referred to in Clause 18.22.1, it the Company has obtained full power, authority and will maintain at all times during shareholders’ consent to issue the Term all licencesConvertible Note(s) and the Conversion Shares and does not require the consent thereto of any other party; (4) subject to the fulfillment of the conditions referred to in Clause 2.1, authorisations, permits, consents and other approvals necessary the Company has power to enter into this Agreement and to enable it to fulfil its this Agreement has been duly authorized and executed by, and constitutes legally binding obligations under this Agreementof, the Company; (b5) it save as previously disclosed to the public in writing and so far as the Company is aware there is no litigation, arbitration or other legal proceedings in progress or pending against any member of the Group which if decided adversely to the relevant member of the Group would have or have had a material adverse effect on the financial position of the Group (taken as a whole) or the Company and which is material in the context of the Placing; (6) save as previously disclosed to the public in writing and so far as the Company is aware there has negotiatedbeen no material adverse change in the financial position of the Company since 30 April 2013; (7) all statements of fact contained in the Announcement are true and accurate in all material respects in the context of the Placing; (8) save as previously disclosed to the public in writing the Company is not in breach in any material respect in the context of the Placing of any rules, entered into regulations or requirements of the Stock Exchange or any applicable law, decree, judgement, legislation, order, regulation, statute, ordinance, treaty or other legislative measure; (9) so far as the Company is aware no material outstanding indebtedness of the Company has become payable or repayable by reason of any default of the Company and executed so far as the Company is aware no event has occurred which, with the lapse of time or the fulfilment of any condition or the giving of notice or the compliance with any formality, may result in such indebtedness becoming payable or repayable prior to its maturity date or in a demand being made for such indebtedness to be paid or repaid; (10) subject to the fulfilment of the conditions referred to in Clause 2.1, all necessary consents authorisations and approvals of and all necessary registrations and filings with any governmental or regulatory agency or body required in Hong Kong or elsewhere for or in connection with this Agreement and the Placing and the performance of the terms thereof have been obtained or made or will have been obtained or made by Completion Date; (11) subject as principal (otherwise provided herein, the issue of the Convertible Notes will not infringe and will not be contrary to any laws or regulations of any governmental or regulatory body of Hong Kong or elsewhere, as agent or the case may be, and will not result in any breach of the terms of the Memorandum and Bye-laws of the Company or constitute a default under any deed, agreement, mortgage or other capacityinstrument to which the Company is a party; (12) upon the issue of the Convertible Notes and delivery of the same, fiduciary or otherwise)the Convertible Notes will constitute the legal, valid and binding obligations of the Company enforceable against the Company in accordance with its terms; and (c13) it the Company is and will remain a party deemed to have repeated all the Network Code for warranties referred to in this Clause on the duration of the Term. 18.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its obligations under this Agreement. The Service Provider warrants basis that such licensed gas shipper has warranties will at all times from the date of this Agreement up to and will continue to hold throughout including the Term a licence permitting it to ship gas on Completion Date be true, complete and accurate in all respects and such warranties shall have effect as if given at Completion as well as the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance date of this Agreement. 18.3 4.2 The Service Provider acknowledges that representations and warranties contained in this Clause are deemed to be given as at the Customer requires date hereof and shall remain in full force and effect notwithstanding the services provided under this Agreement (and in particular issue of the withdrawal service) Convertible Notes to the Placees. The Company hereby undertakes to notify the Agent of any matter or event coming to its attention prior to the Completion Date which shows any relevant representation or warranty to be or to have been untrue or inaccurate at the date hereof or at any time prior to the Completion Date. 4.3 The Company undertakes to comply with the Gas Safety (Management) Regulations 1996laws of Hong Kong and all requirements of the Stock Exchange and other relevant governmental or regulatory authorities to enable the listing of, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal permission to its Nominated Withdrawal Quantity. Accordinglydeal in, the Service Provider warrants Conversion Shares. 4.4 Without prejudice to the Customerforegoing obligations, subject to Clauses 7, 13 and 14, the Company undertakes with the Agent that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by do all such other users of the Facility less the quantity of Natural Gas nominated for injection acts and things as may reasonably be required by the Customer and other users of the Facility; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996. 18.4 The Service Provider warrants to the Customer that, at the Gas Delivery Point, Natural Gas Agent to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as done by it to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify carry into effect the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and Placing in accordance with the requirements terms thereof and the terms of its gas transporter licensethis Agreement. 4.5 No investigation by or on behalf of the Agent shall prejudice any claim or operate to reduce any amount recoverable and it shall not be a defence to any claim against the Company that the Agent ought to have known or had constructive knowledge of any information relating to the circumstances giving rise to such claim. 4.6 With respect to all announcements, circulars, interim and annual reports issued by the Company to the Stock Exchange and/or of the shareholders of the Company since the publication of the press announcement of the Company relating to the annual results of the Company for the year ended 30 April 2013 (the “Previous Announcements”), all statements of fact contained therein were true and accurate in all material respects and not misleading in any material respect and all expressions of opinion or intention contained therein were made on reasonable grounds and were truly and honestly held by the directors of the Company and were fairly based and there were no other facts known to the directors of the Company the omission of which would make any such statement or expression in any of the Previous Announcements misleading in any material respect.

WARRANTIES AND UNDERTAKINGS. 18.1 17.1 Each Party warrants to the other that: (a) subject to Clause 18.2, it has obtained and will maintain at all times during the Term all licences, authorisations, permits, consents and other approvals necessary to enter into this Agreement and to enable it to fulfil its obligations under this Agreement; (b) it has negotiated, entered into and executed this Agreement as principal (and not as agent or in any other capacity, fiduciary or otherwise); and (c) it is and will remain a party to the Network Code for the duration of the TermCode. 18.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreement. 18.3 17.2 The Service Provider acknowledges that the Customer requires the services Service provided under this Agreement (and in particular the withdrawal delivery service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facility; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996. 18.4 17.3 The Service Provider warrants to the Customer that, at the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawaldelivery. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, cost and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 17.4 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 17.5 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 16.1 Each Party warrants to the other that:that it (either directly or acting through an Affiliate): (a) subject to Clause 18.216.2, it has obtained and will maintain at all times during the Term all licences, authorisations, permits, consents and other approvals necessary to enter into this Agreement and to enable it to fulfil its obligations under this Agreement; (b) it has negotiated, entered into and executed this Agreement as principal (and not as agent or in any other capacity, fiduciary or otherwise); and (c) it is and will remain a party to the Network Code for the duration of the TermService Year. 18.2 16.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreement. 18.3 16.3 The Service Provider acknowledges that the Customer requires the services Service provided under this Agreement (and in particular the withdrawal delivery service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facility; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996. 18.4 16.4 The Service Provider warrants to the Customer that, at the Gas Delivery Point, that Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawaldelivery. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 16.5 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 16.6 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 16.1 Each Party warrants to the other that:that it (either directly or acting through an Affiliate): (a) subject to Clause 18.216.2, it has obtained and will maintain at all times during the Term all licences, authorisations, permits, consents and other approvals necessary to enter into this Agreement and to enable it to fulfil its obligations under this Agreement; (b) it has negotiated, entered into and executed this Agreement as principal (and not as agent or in any other capacity, fiduciary or otherwise); and (c) it is and will remain a party to the Network Code for the duration of the TermService Year. 18.2 16.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreement. 18.3 16.3 The Service Provider acknowledges that the Customer requires the services Service provided under this Agreement (and in particular the withdrawal delivery service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facility; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996. 18.4 16.4 The Service Provider warrants to the Customer that, at the Gas Delivery Point, that Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawaldelivery. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, cost and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 16.5 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 16.6 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 10.1 Each Party hereby represents, warrants to the other and undertakes that: (a) subject to Clause 18.2, 10.1.1 it has obtained full power and will maintain at all times during the Term all licences, authorisations, permits, consents and other approvals necessary authority to enter into execute this Agreement and to enable it to fulfil perform its obligations under this Agreement; (b) it has negotiated, entered into hereunder and executed that the execution of this Agreement as principal (by that Party will constitute lawful, valid and not as agent or legally binding obligations upon it in any other capacity, fiduciary or otherwise)accordance with these terms; and (c) it is 10.1.2 the performance by that Party of its obligations hereunder does not and will remain not interfere with or breach the rights of Third Parties and will not constitute a party breach of any agreement to which that Party is a party. 10.2 The Supplier hereby represents, warrants and undertakes to the Network Code for Customer that: 10.2.1 the duration of the Term. 18.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTSSupplier will, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Providerensure that all Supplier’s performance of this Agreement. 18.3 The Service Provider acknowledges that Personnel will, do nothing to cause the Customer requires the services provided under this Agreement (and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facility; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer be in breach of any Applicable Laws or rights of any Third Party; 10.2.2 the Gas Safety (Management) Regulations 1996 Supplier will perform the Services with reasonable care and shall fully skill and in accordance with generally recognised commercial practices and standards in the industry for similar services; 10.2.3 the Supplier will co-operate with the Customer insofar as such co-operation is required in all matters relating to ensure that the Customer complies Services and comply with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges Customer’s reasonable instructions; 10.2.4 the Services will conform with all descriptions and agrees that the provision of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996. 18.4 The Service Provider warrants specifications provided to the Customer that, at by the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify Supplier; 10.2.5 the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against Supplier will perform the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and Services in accordance with the requirements terms of this Agreement; 10.2.6 the Services and Deliverables will be provided in accordance with all Applicable Laws from time to time in force, and the Supplier will inform the Customer as soon as it becomes aware of any changes in that legislation; 10.2.7 as at the Commencement Date all information provided by the Supplier to the Customer in respect of its gas transporter licenseprovision of the Services remains true, accurate and not misleading, save as may have been specifically disclosed in writing to the Customer prior to execution of the Agreement; and 10.2.8 shall promptly notify the Customer in writing if it becomes aware during the performance of this agreement of any inaccuracies in any information provided to it by the Customer during such due diligence which materially and adversely affects its ability to perform the Services or meet any deadlines contained within the Timetable. 10.3 The provisions of this clause 10 shall survive any performance, acceptance or payment pursuant to this Agreement and shall extend to any substituted or remedial services provided by the Supplier.

WARRANTIES AND UNDERTAKINGS. 18.1 Each Party 12.1 The Client hereby undertakes, represents and warrants to the other on a continuing basis that: (aA) the information given by the Client, or on the Client’s behalf, to the Broker in the Account opening information Form or otherwise in connection with the opening of any Account is true, full and complete and the Broker shall be entitled to rely on such information until the Broker receives written notice from the Client of any changes thereto; (B) it has the authority and capacity to enter into and execute this Agreement and no one except the Client (unless otherwise disclosed to the Broker pursuant to Clause 13 has an interest in the Account(s); (C) save as disclosed by the Client to the Broker pursuant to Clause 13 with the consent given by the Broker: (i) the Client enters this Agreement as a principal and is trading on its own account and does not do so as nominee or trustee for any other person and there exist no arrangements whereby any person other than the person(s) signing this Agreements as the Client has or will have any beneficial interest in this Agreement; and (ii) the Client is the ultimate beneficiary of the Account and the person ultimately responsible for originating instruction about Transactions; (D) this Agreement and its performance and the obligations contained in it do not and will not contravene any applicable laws and regulations, contravene any provisions of the memorandum and articles or bye- laws (for corporate client), or constitute a breach or default under any agreement or arrangement by the Client is bound; (E) subject to Clause 18.2the information disclosed to the Broker, it all properties including but not limited to securities provided by the Client for selling or crediting into the Account(s) are fully paid with valid and good title and whose legal and beneficial titles are owned by the Client and the Client will not charge, pledge or allow to subsist any charge or pledge or grant any option over such properties without the Broker’s prior written consent; (F) the Client has obtained received, read and will maintain at all times during understood the Term all licences, authorisations, permits, consents contents of the Risk Disclosure Statement and other approvals necessary the Client has sufficient experience to enter into this Agreement and to enable it to fulfil its obligations assess the suitability of the Transactions contemplated under this Agreement; (bG) where the Client or any one of them is a body corporate (in respect of such person):- (i) it has negotiated, entered into is a corporation duly organized and executed is validly existing under the laws of the country of its incorporation and in every other country where it is carrying on business; (ii) this Agreement as principal has been validly authorized by the appropriate corporate action of the Client and when executed and delivered will constitute valid and binding obligations of the Client in accordance with the terms herein; (iii) the certified true copies of the Client’s certificate of incorporation or registration, charter, statute or memorandum and not as agent articles or other instrument constituting or defining its constitution and the board resolutions of the Client delivered to the Broker are true and accurate and still in any other capacity, fiduciary or otherwise)force; and (civ) it no steps have been taken or are being taken to appoint a receiver and/or manager or liquidator over the assets of, or to wind up the Client; (H) where the Client or any one of them is an individual, the Client is legally capable of validly entering into and will remain performing this Agreement and is of sound mind and legal competence and is not a party bankrupt; and (I) where the Client is a partnership and business is carried on under a firm’s name, this Agreement shall continue to be valid and binding for all purposes notwithstanding any change in the Network Code partnership or constitution of the firm by the introduction of a new partner or by the death, insanity or bankruptcy or a retirement of any partner for the duration time being carrying on the business of or constituting the Termfirm or otherwise. 18.2 Where 12.2 The Client undertakes to notify the Service Provider does not hold a gas shipper licenceBroker immediately upon the occurrence of any material changes in the information supplied in this Agreement and/or the Account opening information Form. In particular, the Service Provider warrants Client agrees to inform the Broker of any change in contact information (including address and telephone number) upon occurrence of such changes. In event that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling exercising its obligations rights or discharging its duties under this Agreement. The Service Provider warrants , the Broker cannot communicate with the Client using the latest contact details provided by the Client for over a period of seven (7) days, the Client agrees that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf this provides sufficient evidence of material breach of the Service Provider for Agreement by the purposes Client which constitutes an Event of the Service Provider’s performance of this AgreementDefault under Clause 6.1 (G). 18.3 12.3 The Service Provider acknowledges that Broker will notify the Customer requires the services provided under this Agreement (and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow Client of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: any material change to: (a) the physical flow name and address of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facilityits business; and (b) its registration status with the Service Provider shall not knowingly or deliberately do anything that would put SFC and its CE number; (c) the Customer in breach description of the Gas Safety nature of services provided by it; or (Managementd) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision description of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996. 18.4 The Service Provider warrants remuneration payable to the Customer that, at Broker and the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim basis for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warrantysuch payment. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 17.1 Each Party represents and warrants to the other that: (a) subject to Clause 18.2, it has obtained and will maintain at all times during the Term all licences, authorisations, permits, consents and other approvals necessary to enter into this Agreement and to enable it to fulfil its obligations under this Agreement; (b) it has negotiated, entered into and executed this Agreement as principal (and not as agent or in any other capacity, fiduciary or otherwise); and (c) it is and will remain a party to the Network Code for the duration of the TermCode. 18.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreement. 18.3 17.2 The Service Provider acknowledges that the Customer requires the services provided under this Agreement (and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 12 and 1413, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facility; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996. 18.4 17.3 The Service Provider warrants to the Customer that, at the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, cost and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 17.4 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, cost and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 17.5 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 Each Party The University warrants to the other Service Provider that: : (ai) subject to Clause 18.2, it has obtained in place, and will maintain at all times during the Term all licences, authorisations, permits, consents and other approvals necessary to enter into term of this Agreement continue to have in place policies and procedures to enable it to fulfil its obligations under this Agreement; ensure compliance with the Bribery Legislation and (bii) it has negotiated, entered into shall comply with such policies and executed this Agreement as principal (and not as agent or in any other capacity, fiduciary or otherwise); and (c) it is and will remain a party to the Network Code for the duration of the Term. 18.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its obligations under this Agreementprocedures. The Service Provider represents, warrants that such licensed gas shipper has and will continue undertakes to hold throughout each member of the Term a licence permitting it University Group that: in relation to ship gas on this Agreement and/or its subject matter, neither the NTSService Provider nor any of its employees, and will ship Natural Gas on the NTS sub-contractors, agents, suppliers or others performing services (in any capacity) for or on behalf of the Service Provider in relation to the subject matter of this Agreement (each an "Associated Person") has done (or agreed to do) or will do (or agree to do) anything which: constitutes a breach by the Service Provider or any member of the University Group of any Bribery Legislation; or would constitute a breach by the Service Provider or any member of the University Group of the Bribery Legislation if the Service Provider had a close connection with the United Kingdom as defined in section 12(4) of the Xxxxxxx Xxx 0000; the Service Provider has in place, and will at all times during the term of this Agreement continue to have in place policies and procedures to ensure compliance with the Bribery Legislation, including without limitation adequate procedures (adequacy being determined in accordance with section 7(2) and section 9 Bribery Act 2010) designed to prevent any Associated Person from committing an offence under any Bribery Legislation, and as a minimum such procedures: deal with all of the following: gifts/hospitality, decision making rules, procurement, engagement of third parties including due diligence, conduct of relations with public officials, training, record keeping and accounting, prohibition of facilitation payments, risk assessment, charitable and political donations, monitoring and review procedures, and a committee to audit compliance with such procedures and the Bribery Legislation; and comply, and will at all times during the term of this Agreement comply, with the most recent guidance issued from time to time by the Secretary of State pursuant to the Xxxxxxx Xxx 0000; the Service Provider will throughout the term of this Agreement comply with, monitor and enforce the procedures referred to in Clause 35.2.2(b); the Service Provider has conducted (and documented), and will conduct (and document), appropriate due diligence into the selection of each of its Associated Persons; the Service Provider will ensure that each Associated Person performs services in relation to the subject matter of this Agreement only on the basis of a written contract which imposes on such Associated Person terms equivalent to those imposed on the Service Provider by this Clause 35.2 (the "Subcontractor Terms"). The Service Provider will be responsible for the purposes compliance with the Subcontractor Terms by all Associated Persons and will be directly liable to each member of the University Group for any breach of any of the Subcontractor Terms by any Associated Person. The Service Provider’s Provider will promptly notify the University if it becomes aware of any breach of the Subcontractor Terms by any Associated Person, giving details of the breach and any action taken by the Service Provider as a result; the Service Provider will promptly report to the University: any request or demand for any undue financial or other advantage of any kind received by the Service Provider (or any of its Associated Persons) in connection with the performance of this Agreement. 18.3 The Service Provider acknowledges that the Customer requires the services provided under this Agreement (; and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, any suspicion which the Service Provider warrants (or any of its Associated Persons) has that there has been, or is likely in future to the Customerbe, any breach of any Bribery Legislation in relation to this Agreement and/or its subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facilitymatter; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully will promptly co-operate (and will procure that each of its Associated Persons will co-operate) with the Customer insofar each member of the University Group, and/or any regulator and/or prosecutor in any investigation relating to any breach, or alleged breach, of any Bribery Legislation by the Service Provider or any of its Associated Persons; the Service Provider will provide each member of the University Group with any assistance reasonably requested to enable each member of the University Group to perform any activity required by any regulator and/or prosecutor in any relevant jurisdiction for the purpose of compliance with the Bribery Legislation; as at the date of signature of this Agreement, in the last six (6) years: neither the Service Provider nor (so far as the Service Provider is aware, having made reasonable enquiry) any of its Associated Persons: has been convicted of any offence under any Bribery Legislation or any other offence involving bribery, corruption, fraud or dishonesty, or reached any settlement in relation to any alleged breach of any Bribery Legislation; self-reported any breach or suspected breach of any Bribery Legislation; or has been or is listed by any government agency as being debarred, suspended, proposed for suspension or debarment or otherwise ineligible for participation in government procurement programmes or other government contracts; and (so far as the Service Provider is aware after making reasonable enquiries) neither the Service Provider nor any of its Associated Persons has been or is the subject of any investigation, inquiry or enforcement proceedings by any governmental, administrative or regulatory body under any Bribery Legislation; none of the officers or employees of the Service Provider or of any of its Associated Persons is a Foreign Public Official, no Foreign Public Official owns a direct or indirect interest in the Service Provider or any of its Associated Persons, and no Foreign Public Official has any legal or beneficial interest in any payments made by or on behalf of any member of the University Group under this Agreement; and the Service Provider will promptly notify the University in writing if at any time during the term of this Agreement its circumstances or awareness changes such co-operation is required that it would not be able to ensure repeat the warranties set out in Clause 35.2.2(i) to (j) inclusive as at that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996date. The Service Provider acknowledges and agrees that the provision it has been provided with a copy of the University Group's ethics and anti-corruption policies, policies and procedures as at the date of this Agreement and undertakes that it will throughout the term of this Agreement comply with, monitor and enforce such codes, policies and procedures, and any update to such codes, policies and/or procedures as is notified to the Service is Provider in accordance with its obligation pursuant writing from time to Regulation 6(6) of the Gas Safety (Management) Regulations 1996. 18.4 time. The Service Provider warrants shall: ensure that it has in place a diversity strategy which it applies to all its employees within all its organizations and that it complies with all current anti-discrimination laws and will not discriminate or permit discrimination against any individual or group within its organisation on the grounds of disability, age, sex, race, colour, national origin or religion in any manner; ensure that both it and its service providers demonstrate a set of environmental standards with a commitment to environmentally sustainable working practices and materials, and in addition to complying with all relevant environmental standards maintained by the International Standards Organisation and other specific national standards; and maintain a document setting out its policy on corporate responsibility (the "CR Policy"). On request by the University, the Service Provider shall promptly disclose a copy of the CR Policy to the Customer that, at University and shall discuss with the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (University any concerns the University may have as to title the terms or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawalthe application of the CR Policy. The Service Provider shall indemnify the Customer and hold it harmless against give due consideration to making any loss, liability, damage, claim, action, proceeding, cost, and expense suffered changes or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants additions to the Service Provider that, at CR Policy that the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warrantyUniversity may reasonably request. 18.6 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 Each Party 11.1 The Client hereby undertakes, represents and warrants to the other on a continuing basis that: (aA) the information given by the Client, or on the Client's behalf, to AIF SEC in the Account Opening Form or otherwise in connection with the opening of any Account is true, full and complete and AIF SEC shall be entitled to rely on such information until AIF SEC receives written notice from the Client of any changes thereto; (B) it has the authority and capacity to enter into and execute this Agreement and no one except the Client (unless otherwise disclosed to AIF SEC pursuant to Clause 13) has an interest in the Account(s); (C) all necessary consents, approvals or authorisations which may be required for the execution of the Agreement and for the carrying out of any Transaction on any market have been obtained and are in full force and effect; (D) save as disclosed by the Client to AIF SEC pursuant to Clause 13 with the consent given by AIF SEC: (I) the Client enters this Agreement as a principal and is trading on its own account and does not do so as nominee or trustee for any other person and there exist no arrangements whereby any person other than the person(s) signing this Agreements as the Client has or will have any beneficial interest in this Agreement; and (II) the Client is the ultimate beneficiary of the Account and the person ultimately responsible for originating instruction about Transactions; (E) this Agreement and its performance and the obligations contained in it do not and will not contravene any applicable laws and regulations, contravene any provisions of the memorandum and articles or bye-laws (for corporate client), or constitute a breach or default under any agreement or arrangement by the Client is bound; (F) subject to Clause 18.2any security interest of any of AIF SEC’s Associates and the information disclosed to AIF SEC, it all properties including but not limited to securities and Commodities provided by the Client for selling or crediting into the Account(s) are fully paid with valid and good title and whose legal and beneficial titles are owned by the Client and the Client will not charge, pledge or allow to subsist any charge or pledge or grant any option over such properties without AIF SEC’s prior consent; (G) the Client has obtained received, read and will maintain at all times during understood the Term all licences, authorisations, permits, consents contents of the Risk Disclosure Statement and other approvals necessary (for the futures account only) the Disclaimers and the Rule 632A of the Rules of HKFE (as set out in Schedule F) and the Client has sufficient experience to enter into this Agreement and to enable it to fulfil its obligations assess the suitability of the Transactions contemplated under this Agreement; (bH) where the Client or any one of them is a body corporate (in respect of such person):- (I) it has negotiated, entered into is a corporation duly organized and executed is validly existing under the laws of the country of its incorporation and in every other country where it is carrying on business; (II) this Agreement as principal has been validly authorized by the appropriate corporate action of the Client and when executed and delivered will constitute valid and binding obligations of the Client in accordance with the terms herein; (III) the certified true copies of the Client's certificate of incorporation or registration, charter, statute or memorandum and not as agent articles or other instrument constituting or defining its constitution and the board resolutions of the Client delivered to AIF SEC are true and accurate and still in any other capacity, fiduciary or otherwise)force; and (cIV) it no steps have been taken or are being taken to appoint a receiver and/or manager or liquidator over the assets of, or to wind up the Client; (I) where the Client or any one of them is an individual, the Client is legally capable of validly entering into and performing this Agreement and is of sound mind and legal competence and is not a bankrupt; (J) where the Client is a partnership and business is carried on under a firm's name, this Agreement shall continue to be valid and binding for all purposes notwithstanding any change in the partnership or constitution of the firm by the introduction of a new partner or by the death, insanity or bankruptcy or a retirement of any partner for the time being carrying on the business of or constituting the firm or otherwise; (K) the Client has determined that trading in Commodities and/or Exchange Contracts and/or Contracts is appropriate for the Client, is prudent in all respects, and does not and will remain not violate any statue, rule, regulation, judgment, or decree, agreement or undertaking to which the Client is subject or bound; (L) the Client is not carrying on any money laundering or terrorist activities. The Transaction is not relating to or in connection with any money laundering or terrorist activities. The monies, investment or Commodities, Exchange Contracts, Futures and Options Contracts, property and assets in the Account does not arise out of, relating to or in connection with money laundering or terrorist activities; and (M) the Client is not a party to the Network Code U.S. person and will not acquire or hold Commodities and/or Exchange Contracts and/or Contracts beneficially owned by or for the duration a U.S. person or in violation of the Termany applicable law. 18.2 Where 11.2 The Client undertakes to notify AIF SEC immediately upon the Service Provider does not hold a gas shipper licenceoccurrence of any material changes in the information supplied in this Agreement and/or the Account Opening Form. In particular, the Service Provider warrants Client agrees to inform AIF SEC of any change in contact information (including address and telephone number) upon occurrence of such changes. In event that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling exercising its obligations rights or discharging its duties under this Agreement. The Service Provider warrants , AIF SEC cannot communicate with the Client using the latest contact details provided by the Client for over a period of seven (7) days, the Client agrees that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf this provides sufficient evidence of material breach of the Service Provider for Agreement by the purposes Client which constitutes an Event of the Service Provider’s performance of this AgreementDefault under Clause 6(H). 18.3 The Service Provider acknowledges that 11.3 AIF SEC will notify the Customer requires the services provided under this Agreement (and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow Client of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: any material change to: (a) the physical flow name and address of Natural Gas from its business; (b) its registration status with the Facility SFC and its CE number; (c) the description of the nature of services provided by it; or (d) the description of the remuneration payable to AIF SEC and the NTS basis for such payment. 11.4 If the Client operates the Account for its customer(s) but not the Client itself for dealing in HKFE Trades (“omnibus account”), the Client hereby warrants that it is authorized under the SFO or the laws of its jurisdiction to operate an omnibus account and shall inform AIF SEC whether it is a dealer registered under the SFO or under the laws of its relevant jurisdiction. If such Client is not an Exchange Participant of HKFE, it hereby undertakes, represents and warrants on any Day a continuous basis that in respect of HKFE Trades, the Client shall: (A) in the Client's dealings with the person(s) from whom it receives instructions with respect to the omnibus account, comply with and enforce the Margin and variation adjustment requirements and procedures as stipulated in the Rules of HKFE as though the Client were an exchange participant of HKFE and as though the person(s) for whose account or benefit such instructions are given were clients; (B) cause Exchange Contracts to be entered into in fulfillment of such instructions, so that there shall in no circumstances be any dealing with the instructions in a manner which constitutes unlawful dealing in differences in market quotations of commodities under the Customer has submitted laws of Hong Kong or any other applicable jurisdiction or in a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity manner which constitutes or involves betting, wagering, gaming or gambling with respect to such items in contravention of Natural Gas nominated for withdrawal by Hong Kong laws or any other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facilityapplicable laws; and (bC) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies persons from whom the Client receives instructions comply with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges Margin and agrees variation adjustment requirements as stipulated in the Rules of HKFE, with the result that, as between HKFE and AIF SEC, AIF SEC should be responsible for ensuring that the provision of the Service is in accordance such requirements are complied with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996. 18.4 The Service Provider warrants by all persons through whom instructions pass with respect to the Customer that, at omnibus account as if each in turn was the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim Client for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warrantywhom such omnibus account was operated. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 Each Party warrants to the other that: (a) subject to Clause 18.2, it has obtained and will maintain at all times during the Term all licences, authorisations, permits, consents and other approvals necessary to enter into this Agreement and to enable it to fulfil its obligations under this Agreement; (b) it has negotiated, entered into and executed this Agreement as principal (and not as agent or in any other capacity, fiduciary or otherwise); and (c) it is and will remain a party to the Network Code for the duration of the Term. 18.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreement. 18.3 The Service Provider acknowledges that the Customer requires the services provided under this Agreement (and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facility; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996. 18.4 The Service Provider warrants to the Customer that, at the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, cost and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 Each Party The Consultant hereby warrants and undertakes to and in favor of CPUT on (unless otherwise stipulated) the other that:following basis- (a) subject 18.1.1 the warranties shall be deemed to Clause 18.2, it has obtained be representations and will maintain at all times during undertakings by the Term all licences, authorisations, permits, consents and other approvals necessary Consultant; 18.1.2 each warranty shall be deemed to be a representation of fact inducing the CPUT to enter into this Agreement agreement; 18.1.3 each warranty shall be presumed to be material; 18.1.4 insofar as any warranty is promissory or relates to a future event, it shall be deemed to have been given as at the due date for fulfilment of the promise or the happening of the event, as the case may be; 18.1.5 each warranty shall be a separate warranty and in no way limited or restricted by reference to enable it or inference from the terms of any other warranty, and 18.1.6 Each warranty is given as at the signature date and as at the effective date. 18.2 The Consultant hereby warrants and undertakes, without limiting the generality of 18.1 above , to fulfil its and in favour of the CPUT that: 18.2.1 He/ she possesses the appropriate level of experience and expertise in relation to the Services of which he/ she has been appointed and that he/she has the necessary capacity, resources, experience to provide the Services in respect of which he/ she has been appointed. 18.2.2 It is expected that the Consultant shall, at all times, provide the Services diligently, in a professional manner and in compliance with all Prevailing Legislation and that the Consultant shall amongst others: 18.2.1 Comply with the professional and ethical rules applicable to the Consultant’s profession; 18.2.2 Ensure that the interests of CPUT are protected at all times; and 18.2.3 Ensure that the Services are aligned to best practice. 18.2.4 No litigation, arbitration or administrative proceedings are pending or threatened against the Consultant which would have an adverse effect upon his/ her financial condition or business, or her ability to perform his/ her obligations under this Agreement; (b) it has negotiated, entered into and executed 18.2.5 The execution of this Agreement as principal (by the Consultant and not as agent the performance by him/ her or in any other capacity, fiduciary or otherwise); and (c) it is and will remain a party to the Network Code for the duration of the Term. 18.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its his/ her obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreementhereunder have been duly authorized. 18.3 The Service Provider acknowledges that All the Customer requires the services provided under this Agreement (and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996applicable legislation, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day which do not specifically allow discretion in respect of which compliance by the Customer has submitted a Withdrawal Nomination is not less than State, shall be followed exactly as intended by such legislation regardless of any instructions, verbal or in writing, to the Nominated Withdrawal Quantity plus the Reallocation Quantity contrary. (if any) plus the quantity of Natural Gas nominated for withdrawal by other users Refer inter alia to Section 41 of the Facility less the quantity Occupational Health and Safety Act, 1993 (Act 85 of Natural Gas nominated for injection by the Customer and other users of the Facility; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 19961993)). 18.4 The Service Provider warrants Should any applicable legislation allow discretion in respect of compliance by the State, it shall be followed exactly as intended by the relevant legislation as if no discretion is allowed until such time as specific instructions in writing are issued to the Customer that, at appointed professional team by the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warrantydepartmental project manager. 18.5 The Customer warrants Consultant undertakes to ensure that his actions and outcome thereof including, but not limited to, the facilities to be affected by the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lienin accordance with all relevant legislation and upon delivery, charge, encumbrance or adverse claim (will function as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred required by or made or brought against the Service Provider in consequence of a breach of this warrantysaid relevant legislation. 18.6 The Service Provider acknowledges Consultant undertakes that its actions and agrees that nothing the outcome thereof will in this Agreement shall prevent no way be detrimental to the Customer from complying with health and safety of the occupants or persons present therein or in the vicinity thereof. Similarly it must not be detrimental to any Legal Requirement and aspects of the environment in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirementits structure or operation if operated as specified in operation manual(s). 18.7 The Customer warrants This adherence to legal prescripts shall be a continuous process throughout the Service Provider that it is entering into this Agreement for Operating Margins Purposes appointment, which shall manifest itself during the following phases: 18.7.1 Development of plans and in accordance with documentation; 18.7.2 Ensuring compliance of the requirements of its gas transporter license.end product;

WARRANTIES AND UNDERTAKINGS. 18.1 10.1 Each Party warrants to the each other Party that: (a) subject to Clause 18.2, it has obtained the requisite power and will maintain at all times during the Term all licences, authorisations, permits, consents and other approvals necessary authority to enter into this Agreement and it is not a party to enable it any agreement, commitment or other understanding that: (i) would preclude or restrict such Party from entering into and performing this Agreement or any agreement contemplated by this Agreement to fulfil its obligations under be entered into by such Party, including without limitation the making of a Joint Bid and consummation of a transaction if successful; or (ii) would oblige any Party to allow any other person to elect to participate in the transactions contemplated by this Agreement; (b) it has negotiated, entered into and executed this Agreement as principal (when executed will constitute valid, binding and not as agent or in any other capacity, fiduciary or otherwise)enforceable obligations of such Party; and (c) it is has not, directly or indirectly, obtained or induced and will remain not attempt to so obtain or induce the procurement of this Agreement or any contract, consent, approval, right, interest, privilege or other obligation or benefit related to this Agreement or the transactions contemplated hereunder or its other dealings with any other Party through any violation of law or regulation and, other than in respect of fees payable to Ondra Partners, Xxxxxxxx & Sterling (London) LLP, Xxxxx Lovells International LLP, Xxxxxx & Xxxxxx RLLP, KPMG, Winston & Xxxxxx LLP, Xxxxxx Consulting and Xxxxx Group (whether or not contingent), has not given or agreed to give and shall not give or agree to give to any person, either directly or indirectly, any placement fee, introductory fee, arrangement fee, finder's fee or any other fee, compensation, monetary benefit or any other benefit, gift, commission, gratification, bribe or kickback, whether described as a party consultation fee or otherwise, with the object of obtaining or inducing the procurement of the transactions contemplated hereunder or any contract, right, interest, privilege or other obligation or benefit related to the Network Code for transactions contemplated hereunder. This Sub-Clause shall not prevent ACON and ACM from charging a fee to any direct or indirect investors who invest in Bidco through entities managed and/or controlled by ACON or ACM (as the duration case may be) and introduced to the transaction in accordance with usual market practice (excluding any Third Party Investors identified pursuant to Clause 5.6(c)). 10.2 Each Party undertakes, in connection with the Joint Bid, to comply with, and (where applicable) to procure that its employees and Affiliates comply with: (i) the general rules and principles of the TermCode and/or any rulings of the Panel; and (ii) all other applicable laws and regulations (including the Companies Xxx 0000 and the Financial Services and Markets Act 2000). In addition, each Party undertakes to procure (so far as within its power) that Bidco complies with the rules, principles, laws and regulations referred to in (i) and (ii) above. 18.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider warrants 10.3 Each Party undertakes that it shall, and shall use the shipping services (where applicable) procure that its employees and Affiliates who are aware of the licensed gas shipper whose Shipper Short Code is specified Joint Bid, shall: (a) take (so far as within their power) such action in Schedule 1 for connection with the purpose of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has Joint Bid as the Steering Committee may request (acting reasonably and will continue to hold throughout in good faith) in accordance with the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance terms of this Agreement; and (b) negotiate in good faith, consult and co-operate with the other Parties and use its reasonable endeavours to obtain all necessary agreements, clearances and consents in connection with the Joint Bid (and shall use reasonable efforts to provide all information customarily required to make all relevant filings or submissions in connection with obtaining such agreements, clearances and consents). 18.3 The Service Provider acknowledges that the Customer requires the services provided under this Agreement (and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider 10.4 Fairfax warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure each other Party that: (a) 17,248,719 Target Shares are (and will on the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if anyRollover Date be) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection legally and beneficially owned by the Customer persons identified in Part A of Schedule 4 free from all Security Interests and other users of are (and will on the FacilityRollover Date be) fully paid or credited as fully paid; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required it has adequate cash resources to ensure that the Customer complies with meet its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996. 18.4 The Service Provider warrants to the Customer that, at the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost5.5(c), and expense suffered or incurred by or made or brought against the Customer in consequence it is not aware of a breach of this warranty. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold reason why it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall will not be able to take meet its obligations thereunder on the Funding Date. 10.5 ACM warrants to each other Party that: (a) 10,073,820 Target Shares are (and will on the Rollover Date be) legally and beneficially owned by the persons identified in Part B of Schedule 4 free from all Security Interests and are (and will on the Rollover Date be) fully paid or credited as fully paid; and (b) it has adequate cash resources to meet its obligations under Clause 5.5(b)(i), and it is not aware of any action reason why it will not be able to meet its obligations thereunder on the Funding Date. 10.6 ACM undertakes that it considers shall, and undertakes to procure that its Affiliates shall, do such acts and things, execute all such documents, despatch and/or deliver all such notices, certificates and other documents as may be necessary required to:‌ (a) terminate the relationship agreement between it, or its Affiliates, and the Target; and (b) waive all claims against the Target and its subsidiaries and release such parties from any liability they have or might have under such relationship agreement, with effect from the Closing Date. 10.7 ACON warrants to comply each other Party that it has adequate cash resources to meet its obligations under Clause 5.5(a)(i), and it is not aware of any reason why it will not be able to meet its obligations thereunder on the Funding Date. 10.8 Fairfax warrants to each other Party as follows:‌ (a) there are 11 ordinary shares of £0.10 each in the capital of Bidco (the "Existing Shares") in issue of which 10 ordinary shares of £0.10 each in the capital of Bidco are beneficially owned by Fairfax and one ordinary share of £0.10 in the capital of Bidco is beneficially owned by FFHL Group Ltd, a subsidiary of Fairfax in both cases free from Security Interests; (b) Bidco has not allotted or issued nor agreed to allot or issue any securities which has not been approved by the Steering Committee other than the Existing Shares; (c) the only director of Bidco is Xxxxx XxXxxx; (d) except in respect of entering into the Joint Bid Documents, Bidco has not traded or carried on any business since incorporation nor entered into any charge or granted any other security over its assets; and (e) Bidco has not entered into any contract or arrangement with any Legal Requirementother person which has not been approved by the Steering Committee except for the Joint Bid Documents. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 17.1 Each Party warrants to the other that:that it (either directly or acting through an Affiliate): (a) subject to Clause 18.2, it has obtained and will maintain at all times during the Term all licences, authorisations, permits, consents and other approvals necessary to enter into this Agreement and to enable it to fulfil its obligations under this Agreement; (b) it has negotiated, entered into and executed this Agreement as principal (and not as agent or in any other capacity, fiduciary or otherwise); and (c) it is and will remain a party to the Network Code for the duration of the TermCode. 18.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreement. 18.3 17.2 The Service Provider acknowledges that the Customer requires the services Service provided under this Agreement (and in particular the withdrawal delivery service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facility; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996. 18.4 17.3 The Service Provider warrants to the Customer that, at the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawaldelivery. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, cost and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 17.4 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 17.5 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 Each Party warrants to the other 19.1 You hereby undertake, represent and warrant on a continuing basis that: (aA) the information given by you, or on your behalf, to EGFGL in the Account Opening Form or otherwise in connection with the opening of any Account is true, full and complete and EGFGL shall be entitled to rely on such information until EGFGL receives written notice from you of any changes thereto; (B) you have the authority and capacity to enter into and execute this Client Agreement and no one except you (unless otherwise disclosed to EGFGL pursuant to Clause 22.1) has an interest in the Account(s); (C) save as disclosed by you to EGFGL pursuant to Clause 22.1 with the consent given by EGFGL: (i) you enter this Client Agreement as a principal and is trading on your own account and does not do so as nominee or trustee for any other person and there exist no arrangements whereby any person other than the person(s) signing this Client Agreements as you have or will have any beneficial interest in this Client Agreement; and (ii) you are the ultimate beneficiary of the Account and the person ultimately responsible for originating instruction about Transactions; (D) this Client Agreement and its performance and the obligations contained in it do not and will not contravene any applicable laws and regulations, contravene any provisions of the memorandum and articles or bye-laws (for corporate client), or constitute a breach or default under any agreement or arrangement by you are bound; (E) subject to Clause 18.2any security interest of any Affiliate and the information disclosed to EGFGL, it has obtained all properties including but not limited to securities provided by you for selling or crediting into the Account(s) are fully paid with valid and good title and whose legal and beneficial titles are owned by you and you will maintain at all times during not charge, pledge or allow to subsist any charge or pledge or grant any option over such properties without EGFGL’s prior consent; (F) you have received, read and understood the Term all licences, authorisations, permits, consents contents of the Risk Disclosure Statement and other approvals necessary you have sufficient experience to enter into this Agreement and to enable it to fulfil its obligations assess the suitability of the Transactions contemplated under this Client Agreement; (bG) where you or any one of you is a body corporate (in respect of such person):- (i) it is a corporation duly organized and is validly existing under the laws of the country of its incorporation and in every other country where it is carrying on business; (ii) this Client Agreement has negotiatedbeen validly authorized by the appropriate corporate action of you and when executed and delivered will constitute valid and binding obligations of you in accordance with the terms herein; (iii) the certified true copies of your certificate of incorporation or registration, entered into charter, statute or memorandum and executed this Agreement as principal (articles or other instrument constituting or defining its constitution and not as agent or the board resolutions of you delivered to EGFGL are true and accurate and still in any other capacity, fiduciary or otherwise)force; and (iv) no steps have been taken or are being taken to appoint a receiver and/or manager or liquidator over the assets of, or to wind up you; (H) where you or any one of you is an individual, you are legally capable of validly entering into and performing this Client Agreement and is of sound mind and legal competence and is not a bankrupt; (I) where you are a partnership and business is carried on under a firm's name, this Client Agreement shall continue to be valid and binding for all purposes notwithstanding any change in the partnership or constitution of the firm by the introduction of a new partner or by the death, insanity or bankruptcy or a retirement of any partner for the time being carrying on the business of or constituting the firm or otherwise; and (J) Any Authorized Person and any person representing you in entering into any Transaction will have been duly authorized to do so on your behalf. 19.2 You undertake to notify EGFGL immediately upon the occurrence of any material changes in the information supplied in this Client Agreement and/or the Account Opening Form. In particular, you agree to inform XXXXX of any change in contact information (including address and telephone number) upon occurrence of such changes. In event that in exercising its rights or discharging its duties under this Client Agreement, EGFGL cannot communicate with you using the latest contact details provided by you for over a period of seven (7) days, you agree that this provides sufficient evidence of material breach of this Client Agreement by you which constitutes an Event of Default under Clause 12.1(G). 19.3 EGFGL will notify you of any material change to: (a) the name and address of its business; (b) its registration status with the SFC and its CE number; (c) it is and will remain a party to the Network Code for the duration description of the Termnature of services provided by it; or (d) the description of the remuneration payable to EGFGL and the basis for such payment. 18.2 Where 19.4 You accept full risk and responsibility for: (A) the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall monitoring and use the shipping services of your Account(s) including any of the events set out in Clause 19.5 below; (B) the use and safe custody of any information including your Password, ID, portfolio information, Transaction activities, Account balances and any other information or Instructions available on your personal computer; (C) the provision and maintenance of the communications equipment (including personal computers and modems) and telephone or alternative services required for accessing and using the Services, and for all communications service fees and charges incurred by you in accessing our network; and (D) any loss or damage caused directly or indirectly by any government restrictions, Exchange rulings, suspension of trading of Securities or other Investments, war, strikes, equipment, software or communications line failure or malfunction, unauthorized access, theft, and other occurrences beyond our reasonable control. 19.5 You will immediately notify us in writing if you become aware of any of the following: (A) any loss, theft or unauthorized use of the Password, ID and/or Account number(s); (B) any failure by you to receive a message from us indicating that an Instruction was received and/or executed; (C) any failure by you to receive an accurate written confirmation of any Transaction; (D) any receipt of confirmation from us of any Instructions or Transaction which you did not place or authorize; or (E) any inaccurate information in your Account balances, Securities and/or other Investment positions, or Transaction history. In no event shall we be deemed to have received any Instructions given by you until we have actual knowledge of such your Instruction. 19.6 Unless you have previously disclosed in writing to us, you are not an officer or employee of any Exchange, board of trade, clearing house, bank or trust company, or an affiliate of any licensed gas shipper whose Shipper Short Code is specified corporation or registered institution under the SFO, or an introducing broker, or an officer, partner, director or employee of any securities broker or dealer. 19.7 Acting as Principal/Responsible Person (A) Unless you have previously disclosed to us in Schedule 1 writing, you will be acting as principal, and not as trustee or agent or on behalf of any other person and all such Transactions are effected for your benefit and no other person has any interest therein in relation to each Transaction in your Account and shall stand to gain the purpose commercial or economic benefit of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper Transaction and/or bear their commercial or economic risks (except where such other person has been disclosed to us by you by written notice); (B) (i) if you are acting on your own behalf, all the Transactions effected are legitimate and all monies and assets applied to such Transactions are the result of bona fide activities, and (ii) if you are acting on behalf of one or more customers (the identities of which have not been disclosed to us), you have conducted and satisfactorily completed your internal “know-your-client” and anti-money laundering procedures on each such client in accordance with the laws applicable to you and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreement. 18.3 The Service Provider acknowledges that the Customer requires the services provided under this Agreement (and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal such procedures in relation to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facilityeach such client; and (bC) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach Unless you provide us with prior written notice of the Gas Safety (Management) Regulations 1996 name and shall fully co-operate address of and nature of relationship with the Customer insofar as such co-operation is required person whom you appoint to ensure that operate the Customer complies with its obligations under Account(s) on your behalf, you will operate your own Account(s) at all times, including, for the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that avoidance of doubt, the provision giving of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996orders. 18.4 The Service Provider warrants to the Customer that, at the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 7.1 Each Party Vendor severally warrants to the other Purchaser on his/her/its own behalf that: (a) subject to Clause 18.2, 7.1.1 he/she/it has obtained and will maintain have full power and authority to enter into and perform this agreement; 7.1.2 there is and at Completion will be no pledge, lien or other encumbrance on, over or affecting the Shares set out opposite his/her/its name in column (2) of Part 1 of Schedule 1 that will prevent the sale of such of the Shares or the legal and beneficial interest therein to the Purchaser or which may attach thereto after such sale and there is and at Completion will be no agreement or arrangement to give or create any such encumbrance and no claim has been or will be made by any person to be entitled to any of the foregoing; 7.1.3 he/she/it will be entitled to transfer the full legal and beneficial ownership of the Shares set out opposite his name in column (2) of Part 1 of Schedule 1 to the Purchaser on the terms of this agreement without the consent of any third party; 7.2 The Warrantors jointly and severally warrant to the Purchaser that: 7.2.1 the Deed of Indemnity when executed will constitute binding obligations on them in accordance with their respective terms; 7.2.2 the Subsidiaries listed in Schedule 2 are all times during the Term present Subsidiaries of the Company; 7.2.3 the information in Schedule 2 relating to the Group Companies is true and accurate in all licencesrespects; 7.2.4 the Company is the sole beneficial owner of the shares in the Subsidiaries of the Company listed in the last column of Part 2 of Schedule 2 free from any encumbrance; 7.2.5 save as set out in the Disclosure Letter the Warranties in Schedule 3 are true and accurate in all material respects; 7.2.6 the contents of the Disclosure Letter and of all accompanying documents are true and accurate in all material respects and fully, authorisations, permits, consents fairly and other approvals necessary accurately disclose every matter to which they relate. 7.3 The Warrantors hereby acknowledge that the Purchaser has been induced to enter into this Agreement agreement and to enable purchase the Shares on the basis of the Warranties and representations contained in this agreement and the Disclosure Letter and the agreements in the Agreed Form. 7.4 The Warrantors hereby agree and undertake with the Purchaser that if at any time after the Completion Date it shall be found that any matter which is the subject of any of the Warranties is not at the date hereof as warranted or represented save as set out in the Disclosure Letter and the Purchaser or the Company or any of the Group Companies has incurred or incurs by virtue thereof a liability or increases any existing liability or the amount or value of any asset reputed to fulfil its obligations exist under the Warranties or any asset of the Group Companies is or becomes less than the amount or value which it would have been had there been no breach of the Warranties, the Warrantors shall subject to the provisions of clause 12 and Schedule 7 on demand by the Purchaser make payment to the Purchaser (or as it may direct) an amount equal to such decrease in the amount or value of such asset or reputed asset or an amount equal to the increase in any liability or an amount equal to any liability thereby created which payment shall be treated by the parties as a reduction in the Consideration for the Shares. In respect of any payment due from the Warrantors under this Agreement; (b) it has negotiated, entered into and executed this Agreement as principal (and not as agent or in any other capacity, fiduciary or otherwise); and (c) clause 7.4 the Purchaser may if it is satisfied that it will be or has been subject to a liability to taxation on any sum payable by the Warrantors under this clause calculate and demand in writing from the Warrantors from time to time such amount as will remain a party ensure that the net receipt to the Network Code for the duration of the Term. 18.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreement. 18.3 The Service Provider acknowledges that the Customer requires the services provided under this Agreement Company (and in particular the withdrawal serviceafter taxation) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination payment is the same as it would have been were the payment not subject to taxation in the hands of the Company. 7.5 In the event that any payment due pursuant to clause 7.4 is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users made within 21 days of the Facility less the quantity of Natural Gas nominated for injection date demanded by the Customer and other users Purchaser the amount of such payment due shall bear interest from the date demanded until the date of actual payment at the rate of 3 per cent per annum above the base rate of HSBC Bank PLC from time to time. 7.6 Where any Warranty refers to the knowledge, information, awareness or belief of the Facility; and (b) Warrantors the Service Provider liability of the Warrantors shall not knowingly or deliberately do anything that be limited to matters of which they are actually aware but shall also extend to matters of which they would put have been aware had they made all reasonable and diligent enquiry to ascertain if the Customer in breach of the Gas Safety (Management) Regulations 1996 relevant information is true and shall fully co-operate with the Customer insofar as such co-operation is required to ensure accurate and not misleading save that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996. 18.4 The Service Provider warrants to the Customer that, at the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer in consequence of a breach provisions of this warranty. 18.5 The Customer warrants clause shall not apply to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider clauses 2.9.1 and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.5.3.1

WARRANTIES AND UNDERTAKINGS. 18.1 17.1 Each Party warrants to the other that: (a) subject to Clause 18.2, it has obtained and will maintain at all times during the Term all licences, authorisations, permits, consents and other approvals necessary to enter into this Agreement and to enable it to fulfil its obligations under this Agreement; (b) it has negotiated, entered into and executed this Agreement as principal (and not as agent or in any other capacity, fiduciary or otherwise); and (c) it is and will remain a party to the Network Code for the duration of the TermCode. 18.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreement. 18.3 17.2 The Service Provider acknowledges that the Customer requires the services provided under this Agreement (and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 12 and 1413, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facility; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996. 18.4 17.3 The Service Provider warrants to the Customer that, at the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, cost and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 17.4 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, cost and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 17.5 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 Each Party warrants to and represents that, as at the other that: (a) subject to Clause 18.2, date of this Agreement: it has obtained full capacity and will maintain authority to enter into and perform its obligations under this Agreement; this Agreement is executed by a duly authorised Representative of that Party; and The Service Provider represents and warrants that, as at the date of this Agreement: it is authorised (in terms of the Companies Act, its MOI, its Rules and all times during the Term all licences, authorisations, permits, consents and other approvals necessary applicable laws) to enter into this Agreement and to enable no proceedings have been commenced or threatened against it to fulfil its obligations under this Agreement; (b) it has negotiated, entered into and executed this Agreement as principal (and not as agent or in any other capacity, fiduciary or otherwise); and (c) it is and will remain a party to the Network Code for the duration of the Term. 18.2 Where which would restrain the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall use the shipping services from entering into this Agreement; all internal and formal procedural requirements of the licensed gas shipper whose Shipper Short Code is specified Companies Act, its MOI, its Rules and shareholders agreement have been complied with in Schedule 1 for respect of the purpose entry into of fulfilling this Agreement; and there are no actions, suits or proceedings or regulatory investigations pending or, to that Party’s knowledge, threatened against or affecting that Party before any court or administrative body or arbitration tribunal that might affect the ability of that Party to meet and carry out its obligations under this Agreement. The Service Provider represents and warrants that, as at the date of this Agreement: it is not Financially Distressed nor is any other circumstance present to justify Business Rescue nor has any notice been sent to any "affected person" as contemplated in Chapter 6 (section 128) of the Companies Act, to the effect that such licensed gas shipper the Service Provider is Financially Distressed; no application to court for an administration order against it has been made; it is not under Business Rescue nor is Business Rescue pending, threatened against it nor have any steps been taken, at any time, to commence Business Rescue against it under Chapter 6 of the Companies Act; no proceedings have been commenced, threatened or are pending under section 77(5) of the Companies Act in respect of any decision of the board of the Service Provider; no material shareholder appraisal rights have been commenced, threatened or are pending in respect of it under section 164 of the Companies Act; its obligations under this Agreement will be performed by a sufficient number of appropriately experienced, qualified, competent, trained and efficient Personnel and in accordance with Good Industry Practice and that all Personnel are entitled to work in the Republic of South Africa or any other country in which the Services are performed; it will be solely responsible for the payment of all remuneration and associated benefits, if any, of the Personnel, and for withholding and remitting income tax and insurance for its Personnel in conformance with any applicable laws and regulations. It has appropriate governance, risk management and internal controls in place to perform the Services; the Deliverables will be free from defect, free from any Third Party rights and interests (including liens, charges and options) and that the use or possession by FPC of any Deliverables will not subject FPC to any claim for infringement of any Intellectual Property Rights of any Third Party; all documents, data, software or other materials relevant to the supply of the Services are kept under secure conditions with appropriate back-up arrangements in place; the Service Provider will perform its obligations under this Agreement in compliance with all applicable laws, enactments, orders, regulations, guidance and all Regulatory Changes; the Service Provider has and will continue to hold throughout all necessary approvals from Regulators necessary to perform the Term a licence permitting Service Provider’s obligations under this Agreement; the Service Provider has and will continue to have all rights in and to the Service Provider Tools necessary to perform the Service Provider’s obligations under this Agreement; whilst at any FPC Site or on FPC premises it shall and shall ensure that its Personnel shall comply with:- the FPC Health and Safety Policy in force from time to ship gas time (copy of which will be provided to the Service Provider on the NTSService Provider’s written request); and all reasonable requirements and procedures made known to the Service Provider by FPC concerning conduct at any of the FPC Sites or on FPC premises; the performance of its obligations under this Agreement and FPC’s use of the Services, any of the Deliverables and any licences granted by the Service Provider to FPC will ship Natural Gas on the NTS not infringe any Intellectual Property Rights of any Third Party; in performing its obligations under this Agreement, all software used by or on behalf of the Service Provider will:- be currently supported versions of that software; be defect free and error free in all material respects; and perform in accordance with its specification; it has taken all reasonable precautions and has business contingency processes in place to ensure that, in the event of a disaster, or in the event that it is placed under curatorship, business rescue, becomes insolvent, is liquidated or is for any reason unable to continue to render the purposes Services, the impact of such disaster or event on the ability of the Service Provider to comply with its obligations under this Agreement will be reduced to the greatest extent possible and that the Service Provider shall ensure that it has appropriate back-up arrangements in place; and it will comply with the FPC Security Policies and the FPC Information Security Policies in force from time to time (copy of which will be provided to the Service Provider on the Service Provider’s performance written request); and Except as expressly stated in this Agreement, all warranties and conditions, whether express or implied by statute, common law or otherwise are hereby excluded to the extent permitted by law. Each of the warranties and undertakings set out in this clause above shall be read separately from and without prejudice to and without derogation from the others. INTELLECTUAL PROPERTY RIGHTS All Intellectual Property Rights belonging to a Party prior to the execution of this Agreement. 18.3 The Service Provider acknowledges Agreement shall remain vested in that Party. None of the Customer requires the services provided under this Agreement (Intellectual Property Rights in FPC’s trademarks and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, brands shall be used by the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on for any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facility; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996purpose without FPC’s prior written consent. The Service Provider acknowledges and agrees that its Affiliates will retain all Intellectual Property Rights in the provision Service Provider Tools. . Where there are modifications to pre-existing material which are inseparable from the pre-existing material, then the Party which owns the pre-existing material will own the modifications. INTELLECTUAL PROPERTY RIGHTS INDEMNITY The Service Provider shall at all times whether during or after termination or expiry of this Agreement indemnify and keep indemnified FPC against all losses, claims, damages, liabilities, additional licence fees and expenses (including all reasonable legal fees) incurred by or awarded against FPC or which are agreed by FPC to be paid by way of settlement or compromise arising out of or in relation to any infringement or alleged infringement of any Intellectual Property Rights of any Third Party which is suffered by FPC as a result of FPC’s receipt of the Services or its use or possession of the Service is in accordance with its obligation pursuant to Regulation 6(6Provider Tools, Deliverables, or any part thereof, (“IPR Claim”) of provided that FPC shall: allow the Gas Safety (Management) Regulations 1996. 18.4 The Service Provider warrants to conduct all negotiations and proceedings and give the Service Provider all reasonable assistance in relation to the Customer thatIPR Claim, each at the Gas Delivery Point, Natural Gas Service Provider’s cost; and make no admission relating to be withdrawn the IPR Claim. FPC shall be free from lien, charge, encumbrance or adverse claim (notify the Service Provider in writing as to title or otherwise) including soon as is reasonably practicable of any claim for any Tax, royalty or other charge arising on or before withdrawalIPR Claim of which FPC has notice. The Service Provider shall indemnify conduct the Customer litigation diligently using competent counsel and hold it harmless in such a way as not to bring the reputation or name of FPC into disrepute. The Service Provider shall not be entitled to settle or compromise any IPR Claim made against FPC without FPC’s prior written consent such consent not to be unreasonably withheld. Without limiting its obligations and the indemnity given in this Intellectual Property Rights Indemnity clause, if at any losstime an IPR Claim is made, liabilitythe Service Provider may, damageat its own expense and sole option, claimeither: procure for FPC the right to continue using the relevant services,Service Provider Tools or Deliverables; or replace or modify the Services, actionService Provider Tools or Deliverables with non-infringing substitutes, proceedingprovided that any substitute shall not materially prejudice FPC’s use of the Services, costService Provider Tools or Deliverables and that such substitution will be carried out so as to avoid or reduce insofar as possible any interruption to FPC’s business operations. If the Service Provider has availed itself of its rights to procure a licence in accordance with theIntellectual Property Rights Indemnity clause or to modify the Deliverables or to supply substitute item(s) under the Intellectual Property Rights Indemnity clauseand such exercise of the said rights has not avoided the relevant IPR Claim, and expense suffered or incurred by or made or brought against then FPC may:- at its option return the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants Deliverables to the Service Provider thatand, at without prejudice to the Gas Delivery Pointindemnity in the Intellectual Property Rights Indemnity clause, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider shall refund in full all fees paid by FPC under this Agreement in relation to such Deliverables. At its option terminate:- this Agreement and all Work Orders hereunder by giving the Service Provider30 (thirty) days written note; or any Work Order by giving the Service Provider 14 (fourteen) days' written notice. REGULATORY INDEMNITY The Service Provider will, to the extent allowed by law be solely liable for all losses, damages, costs, expenses and liabilities (including legal fees) incurred by or awarded against FPC, any member of the FPC Group or their respective directors, officers, agents, employees, members, subsidiaries and successors in interest or title (together the “Indemnified Persons”) in connection with any proceedings, claim or action against an Indemnified Person resulting from a breach by the Service Provider of any Regulatory Requirements including but not limited to any claims arising out of the Consumer Protection Act 68 of 2008 (“Consumer Protection Act”) and/or any harm, claim, loss or liability arising under section 61 of the Consumer Protection Act in relation to the goods or services which form the subject matter of this Agreement (collectively “Indemnified Claims”). The Service Provider will, to the extent allowed by law, hold it harmless against any loss, liabilityeach of the Indemnified Persons and indemnify each Indemnified Person on written demand in respect of all losses, damage, claimcosts, action, proceeding, cost, expenses and expense suffered or liabilities (including legal fees) incurred by or made or brought awarded against the Service Provider an Indemnified Person in consequence of a breach of this warranty. 18.6 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying connection with any Legal Requirement proceedings, claim or action against an Indemnified Person resulting from any Indemnified Claim and shall provide the Indemnified Persons with all information and assistance which any Indemnified Person may request in such regard the Customer shall be able relation to take any proceedings, claim or action that it considers to be necessary to comply with resulting from any Legal RequirementIndemnified Claim. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 Each Party 9.1 The Institute undertakes, warrants and represents to Gemini in respect of itself and the Investigator, to the other that: (a) subject to Clause 18.2best of its knowledge having made all reasonable enquiries, it has obtained and will maintain at all times during the Term all licences, authorisations, permits, consents and other approvals necessary to enter into this Agreement and to enable it to fulfil its obligations under this Agreement; (b) it has negotiated, entered into and executed this Agreement as principal (and not as agent or in any other capacity, fiduciary or otherwise); and (c) it is and will remain a party to the Network Code for the duration of the Term. 18.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreement. 18.3 The Service Provider acknowledges that the Customer requires the services provided under this Agreement (and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from Works shall be the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users sole and original creation of the Facility less Institute and that it is and will be at all times the quantity sole owner of Natural Gas nominated for injection by all copyright and all other rights in the Customer and other users Works to this end where the Works have been created in conjunction with a third party (from whom the Institute has taken or will have taken prior to their creation an assignment of all rights the Facility; andInvestigator may have in the Future Works); (b) neither the Institute nor the Investigator has granted a licence of the Works to any third party and that neither the Institute nor the Investigator has assigned all or any part of the same to a third party; (c) the use of the Works and Gemini's use of the same will not infringe the rights of third parties; (d) neither the Institute nor the Investigator has and shall have contractual or proprietary interest in the DNA samples; (e) neither the Institute nor the Investigator has and shall have contractual proprietary interest in the Gemini Future Works; (f) all samples recruited or referred to in the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 Level Agreement have and shall fully co-operate have no subsisting contractual or proprietary interest in data or materials collected on or provided by the team in accordance with this Agreement and the Service Level Agreement or waivers have been or will be obtained from all recruits which are expressed to waive any such rights. (g) It has obtained and shall obtain all and any necessary ethical and medical approvals in connection with the Customer insofar as such co-operation is required to ensure that the Customer complies with performance of its obligations under this Agreement and the Gas Safety Service Level Agreement from all relevant authorities, and (Managementh) Regulations 1996. The It has full authority to enter into this Agreement and perform all of the obligations hereunder and under the Service Provider acknowledges Level Agreement, and agrees that the provision of entry into, and performance by the Service Institute of, this Agreement does not and will not violate in any respect any law or regulation or any agreement to which it is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996a party. 18.4 The Service Provider 9.2 Gemini warrants to the Customer that, at the Gas Delivery Point, Natural Gas Institute that it has full authority to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify the Customer enter into and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, perform all of its obligations under this Agreement and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants to the Service Provider thatLevel Agreement and that entry into and performance by Gemini of, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with does not and will not violate in any Legal Requirement and in such regard the Customer shall be able to take respect any action that it considers to be necessary to comply with any Legal Requirementlaw or regulation binding on it. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 12.1 Each Party of the parties warrants that it has full power and authority to enter into and perform this Agreement, and that its entry into and performance of this Agreement will not infringe the rights of any third party or cause it to be in breach of any obligations to a third party. 12.2 Monstarlab undertakes to procure, as necessary, the performance by its officers, employees, agents and contractors of all such actions as are required to complete and satisfy Monstarlab's obligations hereunder. 12.3 Each of the parties warrants that all information and materials provided by it to the other that: (a) subject to Clause 18.2, it has obtained and party will maintain at be accurate in all times during the Term all licences, authorisations, permits, consents and other approvals necessary to enter into this Agreement and to enable it to fulfil its obligations under this Agreement; (b) it has negotiated, entered into and executed this Agreement as principal (and not as agent or in any other capacity, fiduciary or otherwise); and (c) it is and will remain a party to the Network Code for the duration of the Term. 18.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreement. 18.3 The Service Provider acknowledges that the Customer requires the services provided under this Agreement (and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996material respects, and that it is entitled to provide the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants information to the Customer, subject other party for use in connection with the performance of the Services without recourse to Clauses 7, 13 and 14, that it shall ensure any third party. 12.4 Monstarlab warrants that: (a) the physical flow of Natural Gas from personnel who perform the Facility Services hereunder are and shall be competent and suitable in every respect, whether as to qualifications, experience or otherwise, to provide the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facility; andServices; (b) the Service Provider Services will be carried out in a competent and professional manner and with all reasonable skill and care, and that the Services will be performed in accordance with the terms of this Agreement and will comply in all material respects with all agreed specifications, timetables and procedures agreed in writing between the parties from time to time. If Monstarlab's performance of the Services is defective, Monstarlab shall perform the defective part of Services again at no extra charge. If Monstarlab fails to rectify any deficient performance of the Services, Xxxxxxxx's sole remedy shall be reimbursement of that portion of the Fees attributable to the defective part of Services concerned; (c) all Deliverables will, at the time of handover, conform in material aspects with all specifications and requirements, and, if agreed between the parties that time is of the essence, will be delivered in accordance with any timetables agreed in writing between the parties from time to time. Monstarlab shall remedy any failure of a Deliverable which manifests itself within six (6) months from delivery and was present at the handover, provided that: (i) Monstarlab is permitted to make full examination of the alleged failure or defect; (ii) the failure or defect did not result from Customer's unauthorised addition to or modification of, or failure to comply with Monstarlab's written instructions relating to, the Services or Deliverables; and (iii) the failure or defect did not arise out of any breach by Customer of its obligations to provide information to Monstarlab under this Agreement; For the avoidance of doubt, Monstarlab's obligations under this Clause 12.4(c) shall survive the expiry or termination of this Agreement for any reason, for so long as necessary to enable the satisfaction of the obligations described herein; (d) the Deliverables will be tested for viruses, known vulnerabilities and latent vulnerabilities at regular intervals within the timelines defined in the relevant SOW and all reasonable steps will be taken to mitigate the risk of the same; and (e) it shall not knowingly introduce any viruses onto the Customers network and information systems while performing the Services or deliberately do anything that would put otherwise. To the Customer extent permitted by applicable law, Monstarlab disclaims all other conditions, warranties or other terms which might have effect between the Parties with respect to the Services or be implied or incorporated into the Agreement, whether by statute, common law or otherwise, including any implied conditions, warranties or other terms relating to satisfactory quality, reasonable skill and care, non-infringement, fitness for any particular purpose or ability to achieve a particular result. 12.5 Monstarlab shall during the term of this Agreement obtain and maintain, at its own expense, all necessary licences and authorisations and comply with all applicable laws, regulations, regulatory requirements and codes of practice in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies connection with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges this Agreement and agrees that the provision in all matters relating hereto and shall not do or permit anything to be done which might cause or otherwise result in a breach by Customer of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996same. 18.4 The Service Provider warrants to the Customer that, at the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 16.1 Each Party warrants to the other that:that it (either directly or acting through an Affiliate): (a) subject to Clause 18.216.2, it has obtained and will maintain at all times during the Term all licences, authorisations, permits, consents and other approvals necessary to enter into this Agreement and to enable it to fulfil its obligations under this Agreement; (b) it has negotiated, entered into and executed this Agreement as principal (and not as agent or in any other capacity, fiduciary or otherwise); and (c) it is and will remain a party to the Network Code for the duration of the TermService Year. 18.2 16.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreement. 18.3 16.3 The Service Provider acknowledges that the Customer requires the services Service provided under this Agreement (and in particular the withdrawal delivery service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facility; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996. 18.4 16.4 The Service Provider warrants to the Customer that, at the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawaldelivery. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, cost and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 16.5 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 16.6 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 Each Party warrants to the other that: (a) subject to Clause 18.2, it has obtained and will maintain at all times during the Term all licences, authorisations, permits, consents and other approvals necessary to enter into this Agreement and to enable it to fulfil its obligations under this Agreement; (b) it has negotiated, entered into and executed this Agreement as principal (and not as agent or in any other capacity, fiduciary or otherwise); and (c) it is and will remain a party to the Network Code for the duration of the Term. 18.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 0 for the purpose of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreement. 18.3 The Service Provider acknowledges that the Customer requires the services provided under this Agreement (and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facility; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996. 18.4 The Service Provider warrants to the Customer that, at the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 17.1 Each Party warrants to the other that: (a) subject to Clause 18.2, it has obtained and will maintain at all times during the Term all licences, authorisations, permits, consents and other approvals necessary to enter into this Agreement and to enable it to fulfil its obligations under this Agreement; (b) it has negotiated, entered into and executed this Agreement as principal (and not as agent or in any other capacity, fiduciary or otherwise); and (c) it is and will remain a party to the Network Code for the duration of the TermCode. 18.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreement. 18.3 17.2 The Service Provider acknowledges that the Customer requires the services Service provided under this Agreement (and in particular the withdrawal delivery service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facility; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996. 18.4 17.3 The Service Provider warrants to the Customer that, at the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawaldelivery. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, cost and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 17.4 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 Each Party 4.1 The Recipient warrants to that, as at the other thatdate of this Agreement: (a) subject to Clause 18.2, it It has obtained full power and will maintain at all times during the Term all licences, authorisations, permits, consents and other approvals necessary authority to enter into this Agreement and to enable it to fulfil perform its obligations under this Agreement which, when executed, will constitute binding obligations on it in accordance with this Agreement's terms, and it has complied with the Local Government Act 2002 in entering into this Agreement; (b) the Recipient is solvent and is not subject to the appointment of a liquidator, receiver, manager or similar person in respect of any of its assets or to the appointment of a Crown Manager or Commission under Part 10 of the Local Government Xxx 0000; (c) all information and representations disclosed or made to DIA by the Recipient in connection with this Agreement are true and correct, do not omit any material matter, and are not likely to mislead or deceive DIA as to any material matter; (d) it has negotiateddisclosed to DIA all matters known to the Recipient (relating to the Permitted Funding Activities, entered into and executed this Agreement as principal (and not as agent the Recipient or in any other capacityits personnel) that could reasonably be expected to have an adverse effect on the reputation, fiduciary good standing or otherwise)goodwill of DIA or the New Zealand Government; and (ce) it is not aware of any material information that has not been disclosed to DIA which would, if disclosed, be likely to materially adversely affect the decision of DIA whether to provide the Funding. 4.2 The Recipient warrants that the Funding has been or will be applied solely to Eligible Costs and such warranty will remain a party be deemed to be repeated continuously so long as this Agreement remains in effect by reference to the Network Code for the duration of the Termfacts and circumstances then existing. 18.2 Where 4.3 DIA warrants that, as at the Service Provider does not hold a gas shipper licencedate of this Agreement, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling has full power and authority to enter into and perform its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and Agreement which, when executed, will continue to hold throughout the Term a licence permitting constitute binding obligations on it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of in accordance with this Agreement's terms. 18.3 4.4 The Service Provider Recipient acknowledges that the Customer requires the services provided under DIA has entered into this Agreement (in reliance on these warranties and in particular the withdrawal service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that:undertakings. (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facility; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. 4.5 The Service Provider Recipient acknowledges and agrees that DIA has made no warranty or representation that any funding or financial support is or will be available to the provision Recipient in respect of the Service is in accordance with its obligation pursuant to Regulation 6(6) of Permitted Funding Activities, other than the Gas Safety (Management) Regulations 1996Funding. 18.4 The Service Provider warrants to the Customer that, at the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawal. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.

WARRANTIES AND UNDERTAKINGS. 18.1 16.1 Each Party warrants to the other that:that it (either directly or acting through an Affiliate): (a) subject to Clause 18.216.2, it has obtained and will maintain at all times during the Term all licences, authorisations, permits, consents and other approvals necessary to enter into this Agreement and to enable it to fulfil its obligations under this Agreement; (b) it has negotiated, entered into and executed this Agreement as principal (and not as agent or in any other capacity, fiduciary or otherwise); and (c) it is and will remain a party to the Network Code for the duration of the TermService Year. 18.2 16.2 Where the Service Provider does not hold a gas shipper licence, the Service Provider warrants that it shall use the shipping services of the licensed gas shipper whose Shipper Short Code is specified in Schedule 1 for the purpose of fulfilling its obligations under this Agreement. The Service Provider warrants that such licensed gas shipper has and will continue to hold throughout the Term a licence permitting it to ship gas on the NTS, and will ship Natural Gas on the NTS on behalf of the Service Provider for the purposes of the Service Provider’s performance of this Agreement. 18.3 16.3 The Service Provider acknowledges that the Customer requires the services Service provided under this Agreement (and in particular the withdrawal delivery service) to comply with the Gas Safety (Management) Regulations 1996, and that the Customer requires a physical flow of Natural Gas from the Facility at least equal to its Nominated Withdrawal Quantity. Accordingly, the Service Provider warrants to the Customer, subject to Clauses 7, 13 and 14, that it shall ensure that: (a) the physical flow of Natural Gas from the Facility to the NTS on any Day in respect of which the Customer has submitted a Withdrawal Nomination is not less than the Nominated Withdrawal Quantity plus the Reallocation Quantity (if any) plus the quantity of Natural Gas nominated for withdrawal by other users of the Facility less the quantity of Natural Gas nominated for injection by the Customer and other users of the Facility; and (b) the Service Provider shall not knowingly or deliberately do anything that would put the Customer in breach of the Gas Safety (Management) Regulations 1996 and shall fully co-operate with the Customer insofar as such co-operation is required to ensure that the Customer complies with its obligations under the Gas Safety (Management) Regulations 1996. The Service Provider acknowledges and agrees that the provision of the Service is in accordance with its obligation pursuant to Regulation 6(6) of the Gas Safety (Management) Regulations 1996. 18.4 16.4 The Service Provider warrants to the Customer that, at the Gas Delivery Point, Natural Gas to be withdrawn shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before withdrawaldelivery. The Service Provider shall indemnify the Customer and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Customer in consequence of a breach of this warranty. 18.5 The Customer warrants to the Service Provider that, at the Gas Delivery Point, Natural Gas to be injected shall be free from lien, charge, encumbrance or adverse claim (as to title or otherwise) including any claim for any Tax, royalty or other charge arising on or before injection. The Customer shall indemnify the Service Provider and hold it harmless against any loss, liability, damage, claim, action, proceeding, cost, and expense suffered or incurred by or made or brought against the Service Provider in consequence of a breach of this warranty. 18.6 16.5 The Service Provider acknowledges and agrees that nothing in this Agreement shall prevent the Customer from complying with any Legal Requirement and in such regard the Customer shall be able to take any action that it considers to be necessary to comply with any Legal Requirement. 18.7 16.6 The Customer warrants to the Service Provider that it is entering into this Agreement for Operating Margins Purposes and in accordance with the requirements of its gas transporter license.